13.6 Terms/ rights attached to equity shares :

The Company has one class of equity shares having a par value of ' 5 per share. Each equity shareholder is eligible for one vote per share held. Each equity shareholder is entitled to dividends as and when the Company declares and pays dividend after obtaining shareholders' approval. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

13.7 The Company has issued and allotted 58,248 (March 31, 2025: 1,09,584 ) number of shares under Share options schemes to certain employees- Refer Note 33

Nature and Purposes of reserves:

14.1 Securities premium

Securities premium is used to record the premium received on issue of shares. The securies premium can be utilised only in accordance with the provisions of the Companies Act 2013.

14.2 General reserve

The General Reserve is mainly created/built by the Company from time to time by transfering the profits from retained earnings. This reserve may be utilised mainly to declare dividend as permitted under the Companies Act 2013.

14.3 Retained earnings

Retained earnings are the profits/(loss) that the Company has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

14.4 Share based payment reserve

Share based payment reserve relates to share options granted by the Company to certain employees under share option plan. Further information about share based payments to employees is set out in Note 33.

15.3 Borrowings are carried at amortised cost.

15.4 The Company has used the borrowings from the banks for the specific purpose for which it was taken at the balance

sheet date. All the quarterly returns filed by the Company with the banks in which total income,total current assets and

current liabilities are in agreement with the books of accounts for financial year 2025-26 and 2024-25.

15.5 Loan covenants:

The secured bank loan is subject to the following covenants:

(a) Debt Service Coverage ratio should be greater than 1.33(Non Ind AS). Debt Service Coverage Ratio is calculated by dividing Cash flow (PAT total interest paid during the year Depreciation ) by (principal repayment of term loan during the year total interest paid during the year.) The ratio calculated is 1.50 as at March 31,2026.

(b) Total Debt/EBITDA Ratio should be equal to less than 2 basis Non Ind As. Total Debt/EBITDA ratio is calculated by dividing Total Debt by EBITDA. The ratio calculated is 1.11 as at March 31,2026.

(c) Fixed Asset Cover Ratio should be minimum 1.25. Fixed Asset Cover Ratio calculated by dividing Total Fixed Assets by Total Debt. The ratio calculated is 3.51 as at March 31,2026.

(d) The rating shall not be downgraded by more than two notches from the existing long term rating of A .

The current rating for the year remains stable at A , as reaffirmed by CRISIL.

15.A1 Loans are secured by a first pari passu charge on stock,book debts, hypothecation charge on credit card/debit card receivables (Escrow account) and all the movable fixed assets of the Company, both present & future except ICICI Bank loan which is secured by first pari passu charge on the current assets and all the movable fixed assets of the Company both present & future excluding leasehold rights,lease deposits & Shoppers Stop brands.

Effective November 21, 2025, the Central Government has issued the Code on Social Security, 2020, along with other labour codes, which replace and consolidate multiple existing labour laws.

The Code prescribes an inclusive definition of the term "wages" for determining post-employment benefits for employees. As per the definition, certain specified components of remuneration are excluded from wages; however, such exclusions cannot exceed 50% of the total remuneration. Any excess of such excluded components over the prescribed threshold is required to be included within the definition of wages.

The Company has revised the existing compensation structure w.e.f. March 01,2026, and obtained legal opinion that such revision is not detrimental to interest of employees as per section 124 of the revised code.

The Company has assessed the financial implications of these changes. The impact arising from the said changes has been appropriately recognised in statement of profit & loss as Exceptional item and disclosed in Note 30 to these financial statements.

26. Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases under Ind AS 17. The standard includes two recognition exemptions for lessees - leases of 'low-value' assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of 12 months or less). The Company is using the properties which taken on lease basis for running the retail stores.

27. Earning Per Share

Basic EPS amounts are calculated by dividing the loss for the year attributable to equity holders of the Company by weighted average number of equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.

The Company has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company's business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised.

Also demand amounting to '1.74 Crores relating to notional interest and disallowances under Section 14A for AY 2020-21 has been disallowed as per order received in current year.

*2025 :As at March 31,2025, the Company has outstanding demands amounting to '180.24 Crores w.r.t TDS Disallowances. During the year ended March 31,2025, the Company has applied for Vivad se Vishwas w.r.t.TDS matter u/s.201 for AY. 2019-20 and the Company has paid tax of '14.48 Lacs. Further, disallowance of '1.65 Crores w.r.t. notional interest and disallowance under section 14A for A.Y.20-21 is excluded from contingent liabilities since the expected liability for the same is remote.

0 The demand is on account of disallowance of VAT set off due to J1-J2 mis-match or GSTR 1 Vs 3B and on account of disallowance of GST Input tax credit on account of mis-match of ITC between GSTR 3B V/s GSTR2A.The Company has filed an appeal for FY 2015-16 to FY 2017-18 and matter is still pending before Asst./ Dep.Commissioner Commercial Tax.

The Company has demand on account of disallowance of registered dealer considered as unregistered dealer in FY 201314 to FY 2016-17 amounting to '1 Crore from Local Body Tax (LBT) authorities and also demand of '0.13 Crore on account enhancement of Turnover due to non-reconcilisation of Central Sales Tax (CST) purchase and stock transfer in /out report for FY 2017-18 from Value Added Tax (VAT) authorities, the Company has filed an Appeal against these authorities.

# Aggrieved with the decision of custom department for demanding the payment of SAD refund of '0.42 Crores the Company has filed an appeal before CESTAT. Futher, the Company has received demand order of '0.05 Crores on account of misclassification of imported goods. Against the said order the Company has filed an appeal before CESTAT. Both these matters are pending with CESTAT.

*** The Company has filed an appeal against the demand of '63.10 Crores on account of difference between GSTR1 V/s 3B, mis-match between ITC available vs ITC as per GSTR2A and other similar disallowances.The matter is pending before different appeallate authoritiers.

30. Exceptional Items (continued)

(i) During the year ended on March 31, 2026, the impairment loss of ' 1.30 Crores (NIL in the ended ended March 31, 2025) represented the write-down value of certain property, plant and equipment and right to use assets to the recoverable amount as a result of lower demand outlook in certain CGUs since there is a change in customer demographic. There is no recoverable amount as at March 31, 2026 based on value in use, which was determined at the level of the CGU. The CGU represents an individual operational store. In determining value in use for the CGU, the cash flows were discounted at a rate of 14% on a pre-tax basis.

Accordingly , '18.79 Crores has been recognised as an exceptional item for the year ended March 31,2026.

(ii) '2026 : 'Effective November 21,2025, The Government of India has consolidated multiple existing labour legislations into a unified framework comprising four Labour Codes collectively referred to as the 'New Labour Codes'. Under Ind AS 19, changes to employee benefit plans arising from legislative amendments constitute a plan amendment, requiring recognition of past service cost immediately in the statement of profit and Loss.

The New Labour Codes has resulted in estimated one time increase in provision for employee benefits of '17.49 Crores.

31. Segment reporting

The Company is into the business of retail in India which in the context of Indian Accounting Standards 108 - "Segment Information” represents single reportable business segment. Information reported to The Chief Operating Decision Maker, for the purposes of resource allocation and assessment of segment performance focuses on the types of products sold / business conducted. The revenues, total expenses and net profit/(loss) as per the statement of the profit and loss represents the revenue, total expenses and the net profit/(loss) of the sole reportable segment. No single customer represents 10% or more of the Company's total revenue for the year ended 31st March, 2026 and 31st March, 2025.

The Company operates in a single geographical enviornment i.e. India.

32. Derivatives / Forward foreign exchange contracts

a) The Company does not have any foreign currency forward contracts to hedge its risks associated with foreign currency exposures relating to the underlying transactions and firm commitments. The Company does not enter into any derivative instruments for trading and speculative purposes.

There are no outstanding Forward Exchange Contracts entered into by the Company as at March 31,2026.

b) Unhedged Foreign Currency exposure

The following are the foreign currency exposures that have not been hedged by a derivative instrument or otherwise at the end of the year.

29. Service tax

Pursuant to levy of service tax on renting of immovable properties given for commercial use, retrospectively with effect from June 01, 2007, the Company has challenged the said levy and, inter-alia, its retrospective application based on a legal advice.Pending the final disposal of the matter, which is presently before the Supreme Court, the Company continues not to provide for the retrospective levy aggregating '16.60 Crores out of total demand of '35.41 Crores for the period June 01, 2007 to March 31, 2010 which has been paid under protest.

The Company has a share option scheme for certain employees of the Company and its subsidiaries. In accordance with the terms of the share option scheme, as approved by shareholders at general meeting, employees with a predefined grade may be granted options to purchase equity shares. Each share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised with in four years from the date of grant, as per vesting schedule.The share options vests based on a pre-determined vesting schedule from the date of grant.

The fair value of the share options is estimated at the grant date using a binomial option pricing model, taking into account the terms and conditions upon which the share options are granted. However, the above performance condition is only considered in determining the number of instruments that will ultimately vest.

The Contractual term of each option granted is three years. There are no cash settlement alternatives. The Company does not have a past practice of cash settlement for these share options.

34. Employee Benefits

34.1 Defined contribution plans

The Company operates defined contribution plan (Provident fund) for all qualifying employees of the Company. The employees of the Company are members of a retirement contribution plan operated by the government. The Company is required to contribute a specified percentage of payroll cost to the retirement contribution scheme to fund the benefits. The only obligation of the Company with respect to the plan is to make the specified contributions.

The Company's contribution to Provident Fund aggregating '20.56 Crores (2025: '18.51 Crores) has been recognised in the Statement of Profit and Loss under the head Employee Benefits Expense.

Information about the contribution to defined contribution plan for key managerial personnnel is disclosed in Note 36.

34.2 Defined benefit plan

The Company sponsors funded defined benefit (Gratuity) plan for qualifying employees, covered under the Payment of Gratuity Act, 1972. The defined benefit plan is administered by a third-party insurer (Life Insurance Corporation of India). This third-party insurer is responsible for the investment policy with regard to the assets of the plan.

Under the plan, the employees are entitled to a lump-sum amounting to 15 days' final basic salary for each year of completed service payable at the time of retirement / resignation provided the employee has completed 5 years of continuous service.

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation asset recognised in the balance sheet.

There in no change in the method of valuation for the prior periods in preparing the sensitivity analysis. For change in assumptions refer to note 34.2b above.

h) Asset liability matching strategies:

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

i) Sales of E-Gift Voucher to related parties and concerned balances:

For terms of transaction

The Company entered into transactions with related parties for sale of E-Gift Vouchers on the same terms as applicable to third parties in an arm's length transaction and in the ordinary course of business. The Company mutually negotiates and agrees sales price, discount and payment terms with the related parties by benchmarking the same to transactions with non-related parties, who purchase E-Gift Vouchers of the Company in similar quantities. Such sales generally include payment terms requiring related party to make payment within 30 to 90 days from the supply of goods & services. For terms of balance

Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables. The amounts are recoverable within 30 to 90 days from the supply of goods and services (March 31, 2025: 30 to 90 days from the supply of goods and services). For the year ended March 31,2026, the Company has not recorded any impairment on receivables due from related parties (March 31,2025: Nil).

ii) Commission paid to related parties:

For terms of transaction

The Company has entered into contract with its subsidiary Shoppers Stop.Com (India) Limited to act as agent of the Company. The Company pays commission to its subsidiary on the same terms as applicable to third parties in an arm's length transaction and in the ordinary course of business. The Company mutually negotiates and agrees commission and payment terms with the related parties by benchmarking the same to sale transactions with non-related parties entered into by the counter-party and similar transactions entered into by the Company with the other non-related parties. Such transactions generally include payment terms requiring the Company to make payment within 30 to 90 days from the date of secondary sale.

For terms of balance

Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables. The amounts are recoverable within 30 to 60 days from the from the date of secondary sale (March 31, 2025: 30 to 90 days from the reporting date). For the year ended March 31, 2026, the Company has not recorded any impairment on receivables due from related parties (March 31,2025: Nil).

iii) Commission received from related parties:

For terms of transaction

The Company has entered into contract with its subsidiary, Global SS Beauty Brands Limited to act as an agent of the subsidiary. Commission received from subsidiary are on the same terms as applicable to third parties in an arm's length transaction and in the ordinary course of business. The Company mutually negotiates and agrees commission and payment terms with the related parties by benchmarking the same to transactions with non-related parties entered into by the counter-party and similar purchase transactions entered into by the Company with the other non-related parties. Such transactions generally include payment terms requiring the subsidiary to make payment within 30 to 90 days from the date of secondary sale.

For terms of balance

Trade payables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been given against these payables. The amounts are payable within 30 to 90 days from the from the date of secondary sale (March 31,2025: 30 to 90 days from the from the date of secondary sale).

iv) Services rendered to related parties For terms of transaction

The Company has entered into contract with subsidiary Global SS Beauty Brands Limited for marketing the products of its subsidiary. The terms are similar as applicable to third parties in an arm's length transaction and in the ordinary course of business. The Company mutually negotiates and agrees the price and payment terms with the related parties by benchmarking the same to the services rendered to non-related parties entered into by the counter-party and similar services rendered by the Company to other non-related parties.

For terms of balance

Outstanding balances of contract assets is related to the revenue recognised for providing marketing services to Global SS Beauty Brands Limited. Trade receivables outstanding balances related are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these assets. The amounts are recoverable within 30 to 90 days from the from the supply of services. For the year ended March 31, 2026, the Company has not recorded any impairment on contract assets or receivables due from related parties (March 31, 2025: Nil).

v) Services received from related parties

(a) Professional services: During the year 2025-26, the Company obtained management and advisory services from a management consultancy firm over which one of the director exercises significant influence. The amount billed for this service was ' 58 Lacs (FY 2024-25: '15 Lacs) and the terms are same as applicable to third parties in an arm's length transaction and in the ordinary course of business.The service agreement included payment terms requiring the Company to make payment within 30 to 90 days from the receipt of services. The amount was fully paid at the reporting date.

(b) Training and Development expenses: During the year 2025-26, the Company obtained training and development services from a consultancy firm over which one of the director exercises significant influence. The amount billed for this service was ' 6 Lacs (FY 2024-25: '5 Lacs) and the terms are same as applicable to third parties in an arm's length transaction and in the ordinary course of business. The service agreement included payment terms requiring the Company to make payment within 30 to 90 days from the receipt of services. The amount was fully paid at the reporting date.

vi) Advance given to related parties Advance to subsidiaries

The Company has given trade advance to its subsidiary for routine business expenditure. The advance has been utilised by the subsidiary for the purpose it was obtained. The advance has been repaid by the subsidiary during the year.

vii) Investment made in Global SS Beauty Brands Limited - Subsidiary Company

The Company has invested in Non-Cumulative Optionally Convertible Preference Shares (NOCPS) of Global SS Beauty Brands Limited for routine business expenditure. The investment has been utilised by the subsidiary for the purpose it was obtained. Each preference share has a par value of ' 1,00,000 and is convertible at the option of the issuer into Equity Shares of Global SS Beauty Brands Limited at any time upto 7 years. If the conversion option is not done upto 7years, then the redemption done at the end of 7th year would be ' 1,40,000 per optionally convertible preference share. The preference shares carry a dividend of 0.01% per annum. The dividend rights are non-cumulative. The preference shares rank ahead of the equity shares in the event of liquidation.

viii) Leasing arrangement including Common Area Maintenance (CAM)

The Company has leased stores from Inorbit Malls Private Limited, Ivory Properties and Hotels Private Limited and Trion Properties Private Limited, entities over which the promoters of the Company have control, for a period of 5-15 years. The lease requires the Company to pay fixed and variable lease rental and CAM on a monthly basis. At the end of initial lease term, the lease agreement is renewable based on mutual negotiation and agreement. The details of lease rental and CAM paid to these entities are disclosed in the above table.

ix) Reimbursement of Expenses / Expeneses Paid / Expenses Recovered

The Company enters into transactions with related parties; Global SS Beauty Brands Limited and Shoppers Stop.Com (India) Limited for reimbursement of certain cost incurred by the Company on behalf of its subsidiaries (including rental expenses, clearing and forwarding, licence fees etc) which are agreed to be reimbursed at cost to the Company.

The Company has also enters into transaction with related parties : Chalet Hotel Ltd, Ayushi & Poonam LLP, Inorbit Inorbit Malls Private Limited, Ivory Properties and Hotels Private Limited and Trion Properties Private Limited, Retailers Association of India; entities over which the promoters/directors of the Company have control for expenses paid like staff welfare expenses, advertisement expenses, membership,training & developement expenses, legal & professional expenses and recovery of expenses paid by the Company on behalf of related parties.

x) Compensation to KMP of the Company

The compensation to KMP is disclosed in the above table. The amounts are recognised as an expense during the financial year.

suitable actions taken by management to minimise potential adverse effects of such risks on the Company's operational and financial performance.

a) Market risk:

Market Risk is the risk that changes in market place could affect the future cash flows to the Company. The market risk for the Company arises primarily from product price risk, interest rate risk and, to some extent, foreign currency risk.

Product price risk: In a potentially inflationary economy, the Company expects periodical price increases across its retail product lines. Product price increases which are not in line with the levels of customers' discretionary spends, may affect the business/retail sales volumes. In such a scenario, the risk is managed by offering judicious product discounts to retail customers to sustain volumes. The Company negotiates with its vendors for purchase price rebates such that the rebates substantially absorb the product discounts offered to the retail customers. This helps the Company protect itself from significant product margin losses. This mechanism also works in case of a downturn in the retail sector, although overall volumes would get affected.

Interest risk: The Company is exposed to interest rate risk primarily due to borrowings having floating interest rates. The Company uses available working capital limits for availing short term working capital demand loans with interest rates negotiated from time to time so that the Company has an effective mix of fixed and variable rate borrowings. Interest rate sensitivity analysis shows that an increase / decrease of fifty basis points in floating interest rates would result in decrease / increase in the Company's profit before tax by approximately '0.56 Crores (2025: '0.54 Crores).

Currency risk: The Company's significant transactions are in Indian Rupees and therefore there is minimal foreign currency risk. Generally, the Company fully covers the foreign currency risk for transactions in foreign currency which are primarily for import of merchandise, by entering into forward cover contracts to hedge foreign currency exposure. Also Refer Note 32 for the forward cover contracts outstanding at the end of the reporting period.

The movement in the pre-tax effect is a result of a change in the fair value of derivative financial instruments not designated in a hedge relationship and monetary assets and liabilities denominated in US$, CHF, EURO, GBP , where the functional currency of the entity is a currency other than US$, CHF, EURO, GBP. Although the derivatives have not been designated in a hedge relationship, they act as an economic hedge and will offset the underlying transactions when they occur.

b) Credit risk:

Credit risk is a risk that the counterparty will default on its contractual obligation resulting in financial loss to the Company. The credit risk for the Company primarily arises from credit exposures to trade receivables (mainly institutional customers), deposits with landlords for store properties taken on leases and other receivables including balances with banks.

Trade and other receivables: The Company's retail business is predominantly on 'cash and carry' basis which is largely through credit card collections. The credit risk on such collections is minimal, since they are primarily owned by customers' card issuing banks. The Company has adopted a policy of dealing with only credit worthy counterparties in case of institutional customers and the credit risk exposure for institutional customers is managed by the Company by credit worthiness checks. The Company also carries credit risk on lease deposits with landlords for store properties taken on leases, for which agreements are signed and property possessions timely taken for store operations. The risk relating to refunds after store shut down is managed through successful negotiations or appropriate legal actions, where necessary.

The Company's experience of delinquencies and customer disputes have been minimal. Further, Trade and other receivables consist of a large number of customers, across geographies; hence, the Company is not exposed to concentration risks.

c) Liquidity Risk:

Liquidity risk is a risk that the Company may not be able to meet its financial obligations on a timely basis through its cash and cash equivalents, and funds available by way of committed credit facilities from banks.

Management manages the liquidity risk by monitoring rolling cash flow forecasts and maturity profiles of financial assets and liabilities. This monitoring includes financial ratios and takes into account the accessibility of cash and cash equivalents and additional undrawn financing facilities.

40. Other Statutory Information (continued)

f. The Company has not received any funds from any persons or entities including the foreign entities (intermediaries) with the understanding (whether recorded in the writing or not) that the intermediary shall :

i. Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever or on behalf of the Funding Party (ultimate beneficiaries) or

ii. Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

g. The Company did not have any transaction which was not recorded in the books of accounts that was surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as search or survey or any other relevant provisions of the Income Tax Act,1961.

h. The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility. The said feature has been enabled and operated throughout the year for all relevant transactions recorded in the software and there has been no instance of tampering with the audit trail feature during the year.

Additionally, the audit trail for prior periods has been preserved by the Company in line with the applicable statutory requirements for record retention, to the extent such feature was enabled and available for the respective periods.

i. The Company has not willfully defaullted in repayment of term loans during the year.

41. Amount appearing as zero "0.00" in financials are below the rounding off norm adopted by the Company.