Annual Report 2019 - 20 and AGM Notice
Annual Report 2019 - 20 and AGM Notice
Annual Report 2019 - 20 and AGM Notice
GREAT VALUE
2 019 - 2 0
A N N UA L R E P O RT
AV E N U E S U P E R M A R T S L I M I T E D
Contents Key Highlights FY 2019-20
08 Key Performance
Indicators
107 Statement of Standalone
Profit and Loss
Statement of
` 1,350 Crores
10 Message from the Chairman 108 Standalone Cash Flows
Profit After Tax
Consolidated Accounts
214
18 Corporate Social Responsibility # of Stores
158
Auditor’s Report
Statement of Consolidated
160
38
Management Discussion & Cash Flows
26 Analysis
Statement of Changes in
162 Consolidated Equity
30 Directors’ Report # of New Stores Added
163 Notes
70 Corporate Governance Report
Notice of the
206
90
7.8 mn sq. ft.
Business Responsibility Report Annual General Meeting
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
About DMart
OUR BEGINNING
By the late 1990s, our founder, A focus on financial fundamentals, high More importantly, from the very beginning,
Mr. Radhakishan Damani, was already levels of patience and strong conviction he had the foresight to understand and
established as one of the more successful have been the bedrock, on which the strongly believe that any business needs
and well-known value investors in the Company’s values and business direction the right blend of entrepreneurship and
Indian equity markets. Through his have been built. professionalism. Entrepreneurship to
investing style, he had developed a build and strengthen the concept in its
DMart took eight years to start its first
very keen understanding of the Indian formative years and professionalism to
ten stores. This wasn’t because of dearth
consumer sector and its psyche. allow a committed team to create, sustain
of investment opportunities, but more
He was anxious to start a business and grow a scalable business model into
because of his belief in the importance
beyond investing, which would enable the future.
of validating the business model from
him to test his hypothesis about the Indian
a perspective of both profitability and Today, DMart continues to focus on
consumer. After a couple of years of
scalability. His beginnings at DMart this early belief system created during our
introspection and research, he decided
were frugal. For a number of years since formative years. We have a good blend
to start a grocery retail chain, focusing
inception, DMart’s corporate operations of entrepreneurial spirit and high‑quality
primarily on the value segment.
were run from a small space, carved out execution. We humbly attribute our
DMart, our retail chain, was conceived from one of the early stores. He and his success to the values and the way
by him in the year 2000. Mr. Damani early leadership team worked together as of business thinking that our founder
imagined the retail business with the one cohesive unit without any hierarchy or has instilled in us.
same values of simplicity, speed and barriers.
nimbleness that he espoused in his
stellar investing career.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 3
Enthusiastic
To love what I do.
Care
Respect
To respect every individual in the
organisation and provide her/him
with the dignity and attention to make
her/him believe that she/he makes a
difference to the organisation.
Listen
To listen and resolve any employee/
partner/customer grievance quickly
and fairly.
Truth
Integrity
By being open, honest and fair
in all our relationships and being
respectful and trustful to others.
4 Presence and Expansion Strategy
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
FY 2015-16
FY 2012-13
FY 2002-03
FY 2019-20
FY 2018-19
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Foods
Groceries, staples,
processed foods,
52.40%
Revenue Contribution FY 2019-20
goods, garments,
footwear, utensils and 28.29%
Revenue Contribution FY 2018-19
home appliances
8 Key Performance Indicators
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20 FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20
(` crore) (` crore)
FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20 FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20
(` crore)
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 9
FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20 FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20 FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20
FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20 FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20 FY 15-16 FY 16-17 FY 17-18 FY 18-19 FY 19-20
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Dear Shareholders,
I’m writing to you at a time when the Reviewing the macro scenario need to be monitored very closely over
world is battling a threat in the form of a the next few quarters.
FY 2019-20 began on a muted note for the
pandemic. In this context, I sincerely hope Growing with India’s consumption
Indian economy and the weak sentiment
that all of you and your dear ones are safe story
continued through the first two quarters
and healthy.
of the year. However, interventions from
At DMart, we opened record 38 new
Every once in a while, the world the government across areas, including
stores during the year and continued
witnesses a landmark event that tests the a corporate tax rate cut, augured well for
to deliver reasonable growth across
resilience of mankind. COVID-19 is one the economy. By the fourth quarter, things
parameters. We now operate 214 stores
such event. My heart goes out to all those had started looking up. However, towards
across India, and remain bullish on
impacted by this unforeseen event. At the the second half of the month of March
India’s long-term consumption story. Our
same time, I am full of gratitude for all the 2020, the outbreak of the coronavirus
expansion plans are well-aligned to this,
health workers, government officials and stopped short the economy on its track
and we continue to be on the lookout for
other businesses and professionals, who to recovery, as manufacturing, trade and
locations within our clusters and outside,
have tirelessly worked in our battle against supply chains came to a halt. Even with
where we can build new stores that can
this virus. the gradual resumption of activity, this will
service our target customers.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 11
Playing our part during challenging treatment plants to recycle water among Looking forward
times other measures to reduce our carbon
This year, we completed a successful
footprint on the planet.
The safety and well-being of our equity fund raise, and our promoter
customers, employees and the We continue to spend effectively on also undertook a stock sell-down. The
communities where we operate, continue empowering the disadvantaged with our Company has thus met its minimum public
to be of paramount importance to us. We corporate social responsibility initiatives, shareholding norm as prescribed by the
are taking all the necessary steps and and the results from the same are quite regulator. I would like to extend a warm
precautions to safeguard their health. heartwarming. This year, we helped more welcome to all our new shareholders and
than 100,000 young school students look forward to their support in the coming
Over the years, we have been humbled
in their endeavour to better educate years.
by the trust and loyalty that our customers
themselves.
have vested in us. We therefore consider As I look ahead, there is indeed a
it our duty to service their essential On the governance front, we are driven by short-term uncertainty as the world
shopping needs during challenging an experienced management, supported adopts a new normal. That said, it’s also
times such as the nation-wide lockdown. and supervised by a Board that I’m part heartening to see that world over, there
To this end, where permitted locally, we of, and a mentor, whose vision has helped are concerted efforts to tide over this
continued our operations using multiple us scale new heights. phase quickly and responsibly.
delivery channels, and made available
Our efforts to deliver and grow have been We are of the strong belief that together
daily essential products to our customers.
a function of a highly motivated workforce with everyone, we hope to pass this
Our larger commitments that remains the bedrock of our success. phase and set the ground for India’s next
Every day, their hard work and service wave of growth.
As we grow, we are also increasingly
mindset drive us forward, and I take this
mindful of our responsibility towards Best regards,
opportunity to heartily thank them. I would
the society and the environment. We
also like to mention the role of our trusted Ramesh Damani
are actively seeking green building
suppliers and manufacturers, who play a Chairman
certifications for our stores, using
vital role in our success, and would like to
renewable energy (solar) as part of
thank them for their continued support.
our energy mix and installing sewage
12 Message from the Managing Director & CEO
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Distribution Centres and Packing Centres. ensure it assists in recovery during the our customers. We therefore quickly
We moved extremely critical non-store period of quarantine, especially in the commenced servicing our customers
employees to work-from-home setups, case of institutional quarantine. through several new channels of delivery
made back-up teams for every office- to provide them all essential goods such
We have activated a separate cell that
working team, so that if one team had to as Home Delivery (using DMart Ready
monitors every single COVID-19 positive
be quarantined, the other could take over, Online App), and DMart on Wheels
employee and is supported through our
we did the same for our Store, Distribution (DOW) for large housing complexes.
local teams so that the employee and his
Centre and Packing Centre teams. Some of our stores also operated on
family can avail all benefits without any
a 24-hour basis wherever authorities
Safety measures difficulties. We are making every attempt
permitted it. Scaling the DMart Ready
to ensure that our employees feel safe
We have implemented all globally and App to operate across more than 200
and secure during this time.
locally recommended safety measures stores, ensuring all operating metrics of
to protect our employees and customers. Employee COVID-19 Policy order picking, route planning, delivery, etc.
Face masks are mandatory for all demonstrates the inherent capabilities of
It is at times like these that employees
employees and customers visiting our the team to ideate, activate and execute
look up to the firm to reassure them that
premises. All frequently touched surfaces projects in short time frames. Similar is
their jobs are safe and that we are there
such as trolleys, shopping baskets, the case of the DOW project. Our local
when they need us, especially during a
cash counters, office workstations, etc. store teams would set up a mini store with
medical emergency.
are sanitised at regular intervals. We a small assortment of essential products
also ensure regular sanitisation of all We have announced an additional in a large housing complex for 6-8
our premises and adequate availability COVID-19 leave policy, which is available hours. Our customers appreciated these
of sanitising material and non-contact for COVID-19 positive employees and initiatives.
thermometers. We have ensured also for employees who show COVID-19
As the availability of essentials eased
additional circulation of fresh air in all our type symptoms. This ensured that
and the local market supply chains
air-conditioned work places and stores. employees do not hesitate to stay at
normalised, we discontinued some of
home even if showing mild symptoms.
We have also popularised a catch phrase these services. We did this more to help
The COVID-19 leave policy covers all
‘1-2-3’ across the firm. the communities than think of it as a
direct and indirect employees working at
long-term strategic opportunity. Avenue
1. Always wash your hands, as many DMart. In addition, we also announced
Supermarts Limited would like to focus
times as possible. a one-time hardship allowance for all
on what it is good at – running Brick and
frontline staff. Frontline employees, who
2. Do not touch your hand to your face. Mortar store business.
continued to work during the pandemic
3. If you have fever, cold or dry cough, lockdown period up to 3rd May, earned
stay at home, rest and call your doctor. at least double or more of their usual
wages. This benefit covered at least 95%
As we continue to learn more about this
of all direct and indirect store, distribution
We have announced
infection, we have adopted additional
safety precautions. We have begun to
centre and packing centre personnel. All an additional COVID-19
our employees are covered for health
check oxygen concentration levels for
insurance as well as life insurance.
leave policy, which is
all our employees daily, we have also
organised free tele-consultations with
available for COVID-19
Servicing our customers
doctors for every employee and we
Our store operations were severely
positive employees and
provide a basic kit to every employee, who
is COVID-19 positive and quarantined or
impacted especially during the early also for employees who
part of the lockdown. However, being
hospitalised. This kit is a small assortment
in the essential services business, we
show COVID-19 type
of edible items and an electric water
kettle, certified by a practising doctor to
were mindful of our commitment to symptoms.
14 Message from the Managing Director & CEO
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Sustainability at DMart
Vendors/Suppliers
We have taken several steps in our
We continue to focus on reducing our carbon construction activities to reduce the
footprint by adopting several best practices in areas impact on environment by using
sustainable material.
of construction, sustainable energy usage (through
solar power and energy efficient fixtures, equipment) We are also constantly working with our
suppliers to ensure reduction of plastic
and reduced fresh water usage by increasing in packaged products, increased use of
STP installations. We have also increased our alternative packaging materials, reduction
in emission of greenhouse gases, usage
involvement with our suppliers and customers, to of sustainable products for manufacturing
further the cause of a sustainable environment. and other such sustainable practices. We
want to make a holistic difference in this
area, and believe that there is more work
to be done.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 17
Customers at our stores This year we have obtained Gold 2. Water conservation
Certified Green Building Certification for
This year, we further increased our • W
e have installed 63 Sewage
23 additional buildings and one Platinum
involvement with our customers and Treatment Plants (STP) across our
Certified Green Building Certification;
took steps towards reducing our carbon premises. We recycle more than
taking our total to 74 buildings
footprint. We encouraged customers to 150,000 litres of water per day, and
(covering more than 3.5 million sq. ft. of
carry their own reusable carry bags and use it for flushing, thus reducing usage
development). This certification is issued
also introduced a variety of reusable of fresh water.
by the Indian Green Building Council
cloth bags. We constantly evaluate such
(IGBC) for 70 of our buildings and the • W
e have installed low-flow
opportunities, which are economical,
US Green Building Council (USGBC) water-efficient fixtures at our stores.
practical and easy to implement across
for 4 of our buildings. There are several These have aerators fixed by default to
our customers and internal stakeholders.
factors that are considered for awarding maintain and regulate water flow.
this certification. Some of them are
Our philosophy • W
e have developed rainwater
elaborated below in detail (including our
harvesting pits to collect rainwater
efforts within those factors):
Each business leader conducts all run-off and harvest it (through
business operations keeping in mind our groundwater recharge). This helps in
1. Energy efficiency
core philosophy of: addressing the issue of groundwater
Renewable Energy Use – We have depletion.
1 Judicious use of natural resources increased our solar power usage across
stores. This year 79 of our stores used 3. Sustainable building material
2 Reducing our carbon footprint solar power panels to meet part of their
Usage of AAC Blocks – We encourage
electricity requirement. These had a total
the usage of Autoclaved Aerated
3 Minimal environmental impact installed capacity of 7 MW. Collectively,
Concrete (AAC) Blocks, which contain
16% of our total power requirement at
up to 65% of recycled material, for
Green building certification these stores was met through Solar
construction of our stores. These blocks
Power. As a new initiative, this year, we
use fly-ash – a large pollutant byproduct
We have consistently increased Green have also installed one Carport (Solar
of thermal power plants.
Building Certifications for our stores. It Panels above Car Parking Sheds) at
is our constant endeavour to construct one store.
Ready Mix Concrete (RMC) – We
all our premises using sustainable and
Other practices always strive to procure RMC from a
environment friendly practices.
location that is close to our site, thus
3.5
• L
ED Fixtures are installed at our
significantly reducing its transportation.
stores to reduce overall energy
2.3 In addition, we always encourage usage
consumption
of fly-ash (within permitted limits) in
1.0
74 • C
FC-free Refrigerants are used in our our RMC, which is used in our building
50
27 Air Conditioning Equipment to reduce construction.
emission of greenhouse gases
FY 17-18 FY 18-19 FY 19-20
• B
EE 5-Star Rated Split Air
Area of development (mn. sq.ft)
# of Green Building Certifications Conditioning units are installed in all
our offices to reduce overall energy
consumption
18 Corporate Social Responsibility
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Access to good quality primary education for young children in the formative years
is one of the building blocks to achieve success during adulthood. Our CSR efforts
continued in this area to empower the young citizens of tomorrow.
In addition to our existing interventions, this year, we also extended our support in
the field of sports, scientific education and skill building programme for the youth.
As a culmination of our efforts over the years, this year, our students took part in
several public exhibitions to showcase their skills in areas of Computer Literacy,
English Language Proficiency as well as Reading and Scientific Learning.
Below are the key highlights of our programme for the 2019-20:
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 19
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Board of Directors
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Mr. Ignatius Navil Noronha Mr. Ramakant Baheti Mr. Elvin Machado
Managing Director & CEO Whole-time Director & Group CFO Whole-time Director
Mr. Udaya Bhaskar Yarlagadda Mr. Narayanan Bhaskaran Mr. Niladri Deb
Chief Operating Officer, Chief Operating Officer, Chief Financial Officer
Retail – West Retail – North and South
Corporate Information
BOARD OF DIRECTORS COMMITTEES OF THE BOARD BANKERS
HDFC Bank Limited
Mr. Ramesh Damani Audit Committee
Kotak Mahindra Bank Limited
Independent Director (Chairman) Mr. Chandrashekhar Bhave – Chairman
ICICI Bank Limited
Mr. Ramesh Damani – Member
Mr. Chandrashekhar Bhave Axis Bank Limited
Ms. Kalpana Unadkat – Member
Independent Director The Hong Kong and Shanghai Banking
Mr. Ramakant Baheti – Member
Corporation Limited
Ms. Kalpana Unadkat
Nomination & State Bank of India
Independent Director
Remuneration Committee Sumitomo Mitsui Banking Corporation
Mrs. Manjri Chandak Mr. Chandrashekhar Bhave – Chairman
Non-executive Director Mr. Ramesh Damani – Member DEBENTURE TRUSTEES
Mrs. Manjri Chandak – Member IDBI Trusteeship Services Limited
Mr. Ignatius Navil Noronha
Managing Director & CEO Stakeholder Relationship Committee
AUDITORS
Mrs. Manjri Chandak – Chairperson
Mr. Ramakant Baheti S R B C & Co LLP
Mr. Ramesh Damani – Member
Whole-time Director & Group CFO Chartered Accountants
Mr. Ramakant Baheti – Member
Mr. Elvin Machado
Corporate Social Responsibility REGISTERED OFFICE
Whole-time Director
Committee Anjaneya Co-op. Housing Society Ltd.
CHIEF FINANCIAL OFFICER Mr. Chandrashekhar Bhave – Chairman Orchard Avenue, Opp. Hiranandani
Mr. Niladri Deb Mr. Ramesh Damani – Member Foundation School, Powai,
Mr. Ramakant Baheti – Member Mumbai - 400 076
COMPANY SECRETARY & Mrs. Manjri Chandak – Member
Tel: +91-22-4049 6500
COMPLIANCE OFFICER
Risk Management Committee Fax: +91-22-4049 6503
Mrs. Ashu Gupta
Mr. Ignatius Navil Noronha – Chairman
Mr. Ramakant Baheti – Member CORPORATE OFFICE
Mrs. Manjri Chandak – Member B–72/72A, Wagle Industrial Estate,
Mr. Ashutosh Dhar – Member Road No. 33, Kamgar Hospital Road,
Mr. Vikram Bhatia – Member Thane - 400 604
Tel: +91-22-3340 0500,
+91-22-7123 0500
E-mail: investorrrelations@dmartindia.com
Website: www.dmartindia.com
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Management
Discussion
and Analysis
ECONOMIC OVERVIEW INDUSTRY OVERVIEW
India’s GDP posted 7.1% compound annual growth rate (CAGR) Over the years, retailing in India has been one of the most dynamic
between Fiscal 2012 and Fiscal 2018. In Fiscal 2019, though, and fast-paced industries, which has travelled through different
GDP growth slowed to 6.8% on account of slower increase in phases. In 2019, India‘s GDP is estimated at `141 trillion, of which
government consumption and broad-based slower growth across private consumption constituted 57%. Retail sectors forms around
some sectors. ~80% of private consumption at constant prices. India‘s GDP
growth will therefore translate to an increase in the merchandise
The Indian economy started FY 2019-20 on a cautious sentiment, retail market, from `34 trillion in Fiscal 2014 to `66 trillion in Fiscal
with the overhang of general elections and the muted credit growth 2020. (Source: Crisil Research)
scenario. In the first two quarters, the overall demand remained
weak, with consumption and investment remaining conservative. Sector growth is primarily driven by rapid urbanisation, changing
However, from the October-December quarter onwards, the demographic profile, increasing middle-class disposable incomes,
situation started improving as the government, along with the increased digitalisation and technology adoption, evolving
central bank, undertook both fiscal and monetary policy measures preferences, brand awareness and rising discretionary spending.
to revive the economy. The rising e-commerce wave also significantly contributed to the
overall growth of the sector.
The fourth quarter was expected to be strong, with robust
demand and improved credit growth. The sentiment changed Organised Brick & Mortar retail accounted for ~7.5% of total
towards the last fortnight of March 2020, with the rapidly evolving retail market in Fiscal 2019. Overall, organised retail grew
COVID-19 pandemic. The global socioeconomic situation ~21% on-year in Fiscal 2019, with B&M retailers registering
significantly changed with most countries going into a lockdown growth of ~18% on-year.
including India.
The current pandemic could significantly alter new store roll out
The COVID-19 pandemic and the country-wide lockdown has strategy for the industry. Several retail businesses are witnessing
impacted trade and supply chain, along with manufacturing. extended store closures, lower footfalls and lean demand.
Consumption is impacted due to extreme macroeconomic shifts, Consumers are also focused more on consumption of essentials.
including a possible rise in unemployment and a steep decline in Industry growth for the next few years will therefore depend on the
GDP. Service businesses are rapidly changing business models severity of the pandemic in the country.
and enabling technology-based solutions to serve customers. The
central government, state governments and all the local authorities E-Commerce has always been a focus area in the industry. The
have taken several steps to support the economy and ensure COVID-19 situation has further amplified the growing importance
the safety of the citizens. Further, the learnings from treating of this channel. Online grocery is still a relatively under-penetrated
COVID-19 have already reduced mortality significantly over the segment within E-retail, but has gained significant attention in
last few months and there is tremendous and unprecedented the last few months as consumers have rapidly adopted online
speed in finding a vaccine. ordering of household grocery and other items. Apart from this,
e-retailers continue to focus on existing business segments, such
Outlook as electronics, apparel and fashion.
With the outbreak of COVID-19, the overall growth projections
for India has consequently changed. In FY 2020, the country has Overall, the retail sector faces key threats in the form of
grown at a rate of 4.2% (Source: International Monetary Fund). economic headwinds such as GDP slowdown due to COVID-19,
The situation is still evolving and uncertainties continue for all decreased rural spending and rising commodity prices as well as
businesses and economy. e-tailing, which have affected the growth of the brick and mortar
businesses. Unexpected yet unavoidable situations such as the
The short-term outlook remains unpredictable as the spread of recent pandemic have also impacted the performance of the retail
the pandemic is still being evaluated in the country, and next steps industry, as people remain indoors and mostly consume essential
are being charted out as the situation progresses. However, the goods and services. Organisations serving in the industry, thus will
strong enablers that characterise the Indian economy – a young need to remain agile and adaptable, to identify these threats and
working population, a stable government, rising competitiveness work towards their effective mitigation.
and improving index of ease of doing business – are expected to
reconform the country’s long-term growth trajectory.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 27
Financial performance
(` in crore)
Standalone Consolidated
Particulars FY 2020 FY 2019 Increase/ FY 2020 FY 2019 Increase/
Decrease Decrease
Net Sales/Income from Operations 24,675.01 19,916.25 23.89% 24,870.20 20,004.52 24.32%
Other Income 63.33 51.41 23.19% 59.99 48.35 24.07%
Finance Cost 62.76 47.15 33.11% 69.12 47.21 46.41%
Profit Before tax 1,782.89 1,447.64 23.16% 1,744.77 1,421.94 22.70%
Profit After Tax 1,349.89 936.35 44.17% 1,300.98 902.46 44.16%
EPS - Basic (in `) 21.49 15.00 43.27% 20.71 14.46 43.22%
EPS - Diluted (in `) 21.33 14.79 44.22% 20.55 14.26 44.11%
28 Management Discussion and Analysis
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
1. Interest Coverage Ratio changes due to higher earning with increase in finance cost
2. Current Ratio has improved due to repayment of current maturity of long term borrowings.
3. Improvement in Debt Equity Ratio is due to increase in equity and repayment of debt.
4. Change in Return on Net Worth is due to increase in equity.
Our ability to attract, hire, train and retain skilled employees The business also rapidly adopted the new guidelines announced
by the Central Government and the local authorities that
Our inability to maintain an optimal level of inventory in our enabled shopping with adequate social distancing and other
stores may impact our operations adversely safety measures. We commenced multiple delivery channels to
customers such as Home Delivery (using DMart Ready Online
Our continued understanding and prediction of consumers’ App), bulk deliveries to housing societies, DMart on Wheels for
changing needs and preferences and timely customising of large housing complexes etc. These were temporary measures
our offerings which were discontinued once our stores were allowed to open for
customer shopping (Our subsidiary Avenue E-Commerce Limited
Effective management of our store expansion and operations continues to provide home delivery / pick up services using our
in newer locations/cities/states DMart Ready App in selected pin codes of Mumbai City). Some
of our stores also operated on a 24/7 basis, thus staggering the
The outbreak of COVID-19 could materially and adversely crowd, maintaining social distance and allowing customers to
affect our business, financial condition and results of shop at their convenience.
operations
Our business operations faced several challenges including:
Impact of COVID-19
During the last quarter of FY 2020, COVID-19 spread globally and a)
Temporary store closure for operations due to local
in India. This had an impact on the business operations of the restrictions
Company. We started our preparation to respond to this crisis from
early March. The company implemented various precautionary b) Significantly reduced footfall at operational stores
measures at each workplace to ensure personal safety and
business continuity, such as temperature monitoring, frequent c) Sale of only essential items and temporary stoppage of sale
use of hand sanitisers, use of face masks, frequent sanitation of of non-essential items (garments and general merchandise)
frequently touched surfaces etc. Our Corporate Office switched to
working with much lower attendance. We also enabled more than d)
Reduced employee attendance due to local transport
250 key employees across the Company to a Work from Home restrictions
set-up. This ensured continuity and constant ability to support
the business. e) Temporary stoppage of all our construction activities
We have not announced any lay-offs or salary cuts for our f) Disruption in our Supply Chain due to restricted manpower,
employees. We provided Emergency Leaves to employees to take transportation and material unavailability
care of any health issues that they may face. We also extended a
temporary Hardship Allowance to our frontline staff to help them
tide over this crisis.
CAUTIONARY STATEMENT
Statements in this Annual Report, particularly those which relate to the Management Discussion and Analysis,
describing the Company’s objectives, projections, estimates and expectations, may constitute ‘forward-looking
statements’ within the meaning of applicable laws and regulations. Actual results may materially differ from those
expressed or implied.
30 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Directors’
Report
Dear Members,
Your Directors are pleased to present the Twentieth Annual Report of Avenue Supermarts Limited (“the Company”) together with the
audited financial statements of the Company for the financial year ended 31st March, 2020.
FINANCIAL PERFORMANCE
The Company’s financial performance during the year ended 31st March, 2020 compared to the previous financial year is summarised below:
(` in crore)
Particulars Standalone Consolidated
2019-20 2018-19 2019-20 2018-19
Income from operations 24,675.01 19,916.25 24,870.20 20,004.52
Other Income 63.33 51.41 59.99 48.35
Total Income 24,738.34 19,967.66 24,930.19 20,052.87
Expenses 22,955.45 18,520.02 23,185.42 18,630.93
Profit before tax 1,782.89 1,447.64 1,744.77 1,421.94
Less: Tax Expense 433.00 511.29 443.79 519.48
Profit after Tax 1,349.89 936.35 1,300.98 902.46
Other comprehensive Income (net of taxes) (3.79) (1.27) (4.08) (1.31)
Total Comprehensive income for the year 1,346.10 935.08 1,296.90 901.15
The financial statements for the year ended 31st March, 2020 have CREDIT RATING
been prepared as per the Indian Accounting Standards (Ind AS). Your Company has been rated by CRISIL Limited (“CRISIL”)
vide its letter dated 11th October, 2019 for its debentures and
BUSINESS AND OPERATIONS long-term bank facilities/ non-convertible debenture/ commercial
During the year under review, your Company recorded steady paper programmes as follows:
growth and opened maximum stores ever in its history by adding
38 new stores. We now have presence across 11 states and Sr. Instruments Rating
1 union territory with 214 stores as of March, 2020. We continued No.
to provide value to our customers with the existing approach of 1 Bank Loan Facilities of CRISIL AA+/Stable (Reaffirmed)
Everyday Low Cost/Everyday Low Price principle. ` 750 crores
2 Non-Convertible Debentures CRISIL AA+/Stable (Assigned)
On standalone basis, the total income for FY 2020 was ` 24,738.34 of ` 200 crores
crore, which is 23.89 % higher over the previous year’s income 3 Non-Convertible Debentures CRISIL AA+/Stable (Reaffirmed)
of ` 19,967.66 crore. Our total income on consolidated basis for of ` 323 crores
FY 2020 was ` 24,930.19 crore as against ` 20,052.87 crore 4 Commercial Paper of CRISIL A1+ (Reaffirmed)
during FY 2019. ` 500 crores
The Company had appointed HDFC Bank Limited as the The disclosure in compliance with the Regulation 32 (7A) of the
Monitoring Agency in accordance with the Regulation 41 of the Listing Regulations is as under:
Securities and Exchange Board of India (Issue of Capital and
Disclosure Requirements) Regulations, 2018, as amended, for Sr. Particulars Actual utilisation of
monitoring the use of proceeds of IPO of the Company. No. QIP proceeds upto
31st March, 2020
There has been no deviation in the utilisation of IPO proceeds by (` in crore)
the Company as mentioned in the Prospectus and actuals. 1. Repayment of Non-convertible 300.00
Debentures
UTILISATION OF QIP PROCEEDS 2. Repayment of WCDL/Commercial 250.00
The Company allotted 20,000,000 equity shares through Qualified Paper
Institutional Placement (QIP) at an issue price of Rs. 2,049 per 3. Repayment of Term Loan 158.00
equity share (including a premium of Rs. 2,039 per equity share) 4. WC/General Corporate expenses 302.00
aggregating to Rs. 4,098 crore on 11th February, 2020. The issue (Excluding QIP expenses)
was made in accordance with the SEBI (Issue of Capital and Total 1,010.00
Disclosure Requirements) Regulations, 2018, as amended and
Sections 42 and 62 of the Companies Act, 2013, as amended, Out of the total fund raised by the Company under Qualified
including the rules made thereunder. Institutional Placement, an amount of ` 3,068 crore is unutilised
as on 31st March, 2020.
The proceeds of funds raised under Qualified Institutional
Placement of the Company are utilised as per Objects of the Issue.
32 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
NON-CONVERTIBLE DEBENTURES
During the year, the Company allotted Non-convertible Debentures (NCD) in the following tranches:
ALIGN RETAIL TRADES PRIVATE LIMITED (ARTPL) Pursuant to the provisions of Section 136 of the Companies Act,
ARTPL, a wholly-owned subsidiary Company incorporated on 2013, the financial statements of the Company, consolidated
22nd September, 2006, is engaged in the business of packing and financial statements and separate audited financial statements in
selling of grocery products, spices, dry fruits, etc. Its revenue from respect of subsidiaries are available on the website of the Company
operations for FY 2020 stood at ` 1,177.62 crore against ` 920.10 under web link https://www.dmartindia.com/investor-relationship.
crore in the previous year and the Company posted net profit after The same shall also be sent to Members electronically
tax of ` 24.81 crore for FY 2020 against ` 10.10 crore for FY 2019. who request for the same by sending e-mail to Company
at investorrelations@dmartindia.com from their registered
AVENUE FOOD PLAZA PRIVATE LIMITED (AFPPL): e-mail address.
AFPPL is a wholly-owned subsidiary Company incorporated on
8th June, 2004. It is engaged in the business of operating food stalls The Company has formulated a Policy for determining material
at DMart stores. The revenue from operations of the Company for subsidiaries. The said policy is available on the website of the
FY 2020 stood at ` 32.41 crore as against ` 23.59 crore for FY Company at https://www.dmartindia.com/investor-relationship.
2019. The Company reported net profit after tax of ` 6.29 crore
against ` 5.67 crore for previous year. RELATED PARTY TRANSACTIONS
In compliance with the requirements of the Listing Regulations,
AVENUE E-COMMERCE LIMITED (AEL) the Company has in place a Policy on Related Party
AEL, a subsidiary Company incorporated on 11th November, Transactions which is available on the website of the Company
2014 is engaged in the business of online grocery retail under the https://www.dmartindia.com/investor-relationship.
brand name “DMart Ready”. AEL currently operates its business
in selected areas of Mumbai region. AEL allows its customers to All the related party transactions are placed before the Audit
order abroad range of grocery and household products through Committee for the review and approval. Prior omnibus approval
its mobile app DMart online grocery shopping and through the is obtained for related party transactions which are repetitive in
website www.dmart.in. Customers can either self-pick up their nature. All related party transactions entered into by the Company
online orders from any designated Dmart Ready Pick-Up Points or during the financial year under review were in the ordinary course
get them delivered at their door step. of business and on arm’s length basis and the same were in
compliance with the applicable provisions of the Companies Act,
AEL’s revenue from operations for FY 2020 stood at ` 354.03 crore 2013 read with the relevant rules made thereunder and the Listing
vis-à-vis ` 143.59 crore in the FY 2019. The Company registered Regulations. The transactions entered by the Company during the
a loss of ` 79.71 crore in FY 2020 against the loss of ` 50.82 financial year under review were in conformity with the Company’s
crore in FY 2019. Policy on Related Party Transactions.
NAHAR SETH & JOGANI DEVELOPERS PRIVATE During the year 2019-20, your Company did not enter into any
LIMITED (NSJDPL): material related party transactions. Accordingly, disclosure with
NSJDPL, subsidiary Company was incorporated on 21st February, respect to the same in the Form AOC-2 in terms of Section 134
2014, with main object of, amongst others, development of land of the Companies Act, 2013 is not applicable.
and construction. Revenue from operations of the Company for
FY 2020 and FY 2019 was ` 0.75 crore and the Company earned PARTICULARS OF LOANS, GUARANTEES,
net profit after tax of ` 0.54 crore for FY 2020 against ` 0.47 INVESTMENTS AND SECURITIES
crore for FY 2019. Particulars of loans given, investments made, guarantees given
and securities provided during the year under review and as
covered under the provisions of Section 186 of the Companies
34 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Act, 2013 have been disclosed in the notes to the standalone In the opinion of the Board, Independent Directors fulfill the
financial statements forming part of the Annual Report. conditions specified in Companies Act, 2013 read with the
Schedules and Rules issued thereunder as well as Listing
MATTERS RELATED TO DIRECTORS AND KEY Regulations and are independent from Management.
MANAGERIAL PERSONNEL
The Board of Directors of the Company comprises of seven All the Independent Directors of the Company have enrolled
Directors, of which three are Executive Directors, one their names in the online database of Independent Directors
Non-Executive Woman Director and three Independent Directors by Indian Institute of Corporate Affairs in terms of the recently
(including Woman Independent Director). The constitution of the introduced regulatory requirements. Also, the online proficiency
Board of Directors of the Company is in accordance with Section self-assessment test as mandated will be undertaken by those
149 of the Companies Act, 2013 and Regulation 17 of the Listing Independent Directors of the Company who are not exempted
Regulations, as amended from time to time. within the prescribed timelines.
Key Managerial Personnel The Members of the Audit Committee are financially literate and
During the year under review, there was no change in the Key have requisite accounting and financial management expertise.
Managerial Personnel of the Company. The terms of reference of the Audit Committee and the particulars
of meetings held and attendance there at are mentioned in the
Independent Directors Corporate Governance Report forming part of the Annual Report.
In accordance with Section 149 (7) of the Companies Act, 2013, During the year under review, all the recommendations made by
and Regulation 16(1)(b) of the Listing Regulations, as amended, the Audit Committee were accepted by the Board.
each Independent Director of the Company has provided a
written declaration confirming that he/she meets the criteria Nomination and Remuneration Committee
of independence as stipulated under Section 149(6) of the The composition of the Nomination and Remuneration Committee
Companies Act, 2013. is in conformity with the provisions of the Section 178 of the
Companies Act, 2013 and Regulation 19 of the Listing Regulations.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 35
Sr. Name Category Designation Recommending the amount to be spent on CSR activities.
No.
1. Mr. Chandrashekhar Non-Executive and Chairman The brief outline of the Company’s CSR initiatives undertaken
Bhave Independent Director during the year under review is disclosed in Annexure – IV in
2. Mr. Ramesh Damani Non-Executive and Member the format as prescribed in the Companies (Corporate Social
Independent Director Responsibility Policy) Rules, 2014. The Company’s CSR Policy is
3. Mrs. Manjri Chandak Non-Executive Director Member placed on the website of the Company www.dmartindia.com.
The terms of reference of the Nomination and Remuneration The composition of the CSR Committee is as under:
Committee and the particulars of meetings held and attendance
there at are mentioned in the Corporate Governance Report Sr. Name Category Designation
forming part of the Annual Report. No.
1. Mr. Chandrashekhar Non-Executive and Chairman
The Company has formulated Nomination and Remuneration Bhave Independent Director
Policy, which sets standards for nomination, remuneration and 2. Mr. Ramesh Damani Non-Executive and Member
evaluation of the Directors, Key Managerial Personnel, Senior Independent Director
Management Personnel and other employees of the Company. 3. Mrs. Manjri Chandak Non-Executive Director Member
4. Mr. Ramakant Baheti Executive Director Member
The Nomination and Remuneration Policy of the
Company is hosted on the Company’s website under The brief terms of reference, particulars of meetings held and
the web link https://www.dmartindia.com/investor-relationship. attendance thereat are mentioned in the Corporate Governance
The Nomination and Remuneration Policy of the Company is Report forming part of the Annual Report
disclosed under Annexure-III and forms part of this report.
Risk Management Committee
Stakeholders Relationship Committee Pursuant to Regulation 21 of the Listing Regulations, the Board
Pursuant to Section 178 of the Companies Act, 2013 and has constituted Risk Management Committee to frame, implement
Regulation 20 of the Listing Regulations, the Stakeholders’ and monitor risk management plan of the Company. The Board has
Relationship Committee was constituted by the Board of Directors. adopted the Risk Management Policy and guidelines to mitigate
foreseeable risks, avoid events, situations or circumstances, which
The composition of the Stakeholders Relationship may lead to negative consequences on the Company’s businesses.
Committee is as under: The major risks identified are systematically approached through
mitigating actions on continual basis. Risk evaluation is an ongoing
Sr. Name Category Designation and continuous process within the Company and it is regularly
No. updated to the Board of the Company.
1. Mrs. Manjri Chandak Non-Executive Director Chairperson
2. Mr. Ramesh Damani Non-Executive and Member The Risk Management Committee has been entrusted with the
Independent Director responsibility to assist the Board in overseeing and approving
3. Mr. Ramakant Baheti Executive Director Member the Company’s enterprise wide risk management framework.
A detailed analysis of the business risks and opportunities is given
The brief terms of reference of the Stakeholders’ Relationship under Management Discussion and Analysis Report.
Committee and the particulars of meetings held and attendance
thereat are mentioned in the Corporate Governance Report The composition of the Risk Management Committee is as under:
forming part of the Annual Report.
Sr. Name Category Designation
Corporate Social Responsibility Committee No.
In accordance with the provisions of Section 135 of the Companies 1. Mr. Ignatius Navil Executive Director Chairman
Act, 2013 read with Companies (Corporate Social Responsibility Noronha
Policy) Rules, 2014, the Board of Directors of the Company has 2. Mr. Ramakant Baheti Executive Director Member
constituted Corporate Social Responsibility (CSR) Committee. 3. Mrs. Manjri Chandak Non-Executive Director Member
The Committee is entrusted with the responsibility of: 4. Mr. Ashutosh Dhar VP – Risk Management Member
5. Mr. Vikram Bhatia VP – Information Member
Formulating and recommending to the Board, Corporate Technology
Social Responsibility Policy (CSR Policy) indicating the
activities to be undertaken;
36 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Director’s Responsibility Statement and quality, meetings and procedures, contribution to Board
In terms of Section 134(5) of the Companies Act, 2013, in relation to processes, effectiveness of the functions allocated, relationship
the audited financial statements of the Company for the year ended with management, professional development, adequacy,
31st March, 2020; the Board of Directors hereby confirms that: appropriateness and timeliness of information etc.
a)
in the preparation of annual accounts, the applicable Taking into consideration the responses received from the
accounting standards had been followed along with proper Individual Directors to the questionnaire, performance of the Board
explanation relating to material departures; and its Committees was evaluated. The Directors expressed their
satisfaction with the evaluation process.
b) such accounting policies have been selected and applied
consistently and the Directors made judgements and In terms of requirements of Schedule IV of the Companies
estimates that are reasonable and prudent so as to give a Act, 2013, a separate meeting of Independent Directors of the
true and fair view of the state of affairs of the Company as at Company was held on Saturday,11th January, 2020 to review:
31st March, 2020 and of the profit of the Company for that year;
The performance of non-independent directors and the
c) proper and sufficient care was taken for the maintenance Board as a whole and its Committees thereof;
of adequate accounting records in accordance with the
provisions of this Act, for safeguarding the assets of the The performance of the Chairperson of the company,
Company and for preventing and detecting fraud and other taking into account the views of executive directors and
irregularities; non-executive directors;
d) the annual accounts of the Company have been prepared on To assess the quality, quantity and timeliness of the flow of
a going concern basis; information between the Management and the Board.
e) they have laid down internal financial controls to be followed Performance evaluation of Independent Directors was done by the
by the Company and such internal financial controls are entire Board, excluding the Independent Director being evaluated.
adequate and operating effectively;
PARTICULARS OF EMPLOYEES
f) proper systems have been devised to ensure compliance The disclosure pertaining to remuneration and other details as
with the provisions of all applicable laws and that such required under Section 197(12) of the Companies Act, 2013 read
systems were adequate and operating effectively. with Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 is annexed to this
Vigil Mechanism Report as Annexure-V.
Pursuant to the provisions of Section 177(9) of the Companies
Act, 2013 read with Rule 7 of the Companies (Meetings of Board Details of employee remuneration as required under provisions
and its Powers) Rules, 2014, and in accordance with Regulation of Section 197 of the Companies Act, 2013 and rule 5(2) and
22 of the Listing Regulations, the Company had adopted ‘Vigil rule 5(3) of the Companies (Appointment and Remuneration of
Mechanism Policy’ for Directors and Employees of the Company Managerial Personnel) Rules, 2014 are available and shall be sent
to report concerns about unethical behaviour. The policy provides to Members electronically who request for the same by sending
a mechanism, which ensures adequate safeguards to Employees e-mail to Company at investorrelations@dmartindia.com from their
and Directors from any victimisation on raising concerns of registered e-mail address.
any violations of legal or regulatory requirements, incorrect or
misrepresentation of any, financial statements and reports, and so Employee Stock Options
on. The employees of the Company have the right/option to report The Members of the ESOP Committee vide circular resolution
their concern/grievance to the Chairman of the Audit Committee. dated 14th March, 2017 approved grant of 13,973,325 options
under the ESOP Scheme 2016 to 4,747 eligible employees of
The Company is committed to adhere to the highest standards the Company, irrespective of their grade, pursuant to the eligibility
of ethical, moral and legal conduct of business operations. criteria stipulated under the ESOP Scheme 2016.
The Vigil Mechanism Policy is hosted on the Company’s website
www.dmartindia.com. The Employee Stock Option Scheme 2016 is being administered
and monitored by the ESOP Committee of the Company.
Annual Evaluation of Directors, Committees and Board During the year under review 3,691,105 options were vested,
Pursuant to the provisions of the Companies Act, 2013 and as against which 3,690,205 options were exercised by 3,985
per the Listing Regulations, the Board of Directors has carried employees of the Company and its subsidiaries and 900
out annual performance evaluation of its own performance, the unexercised options were lapsed.
directors individually as well as the working of its Committees.
The scheme is in compliance with the SEBI (Share Based
The performance of the Board as a whole and of its Committees Employee Benefits) Regulations, 2014.
was evaluated by the Board through structured questionnaire
which covered various aspects such as the composition
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 37
In terms of the provisions of the SEBI (Share Based Employee Internal Audit and Control
Benefits) Regulations, 2014, the details of the Stock Options The Company has robust internal audit system for assessment of
granted under the aforesaid ESOP Scheme are uploaded on the audit findings and its mitigation. The Internal Audit function covers
website of the Company www.dmartindia.com. all the stores, inventory audit, stock takes, audit for project related
accounts, corporate accounts etc.
A certificate from S R B C & Co. LLP, Statutory Auditors of the
Company, has been obtained by the Company with respect Mr. Rajan Arora was appointed as an Internal Auditor of the
to implementation of Employee Stock Option Scheme, 2016 Company by the Board at its meeting held on Saturday,
and the same shall be available for inspection by Members 11th May, 2019 and the Internal Auditor directly reports to the
who request for the same by sending e-mail to Company Audit Committee for functional matters. The Audit Committee in its
at investorrelations@dmartindia.com from their registered quarterly meetings reviews the internal audit and controls reports.
e-mail address. Company’s internal controls are commensurate with the size
and operations of the business. Continuous internal monitoring
Internal Financial Control Systems and their adequacy mechanism ensures timely identification and redressal of issues.
The details of the internal financial control systems and their
adequacy are included in Management Discussions and Analysis OTHER DISCLOSURES
Report, which forms part of the Annual Report. Other disclosures as per the provisions of Section 134 of the
Companies Act, 2013 read with Companies (Accounts) Rules,
AUDITORS AND REPORTS 2014 are furnished as under:
The matters related to Auditors and their Reports are as under:
Extract of Annual Return
Statutory Auditors The extract of annual return in From MGT-9 as required under Section
S R B C & Co. LLP, Chartered Accountants (Firm Registration No.: 92(3) of the Companies Act, 2013 and Rule 12 of the Companies
324982E/E300003) were appointed as Statutory Auditors of your (Management and Administration) Rules, 2014 is disclosed under
Company at the 17th Annual General Meeting held on 6th September, Annexure-VII and forms part to this report and is also available on
2017, for a term of five consecutive years from the conclusion of the website of the Company at www.dmartindia.com.
that Annual General Meeting until the conclusion of 22nd Annual
General Meeting, subject to ratification of their appointment Conservation of Energy, Technology Absorption and Foreign
by members at every Annual General Meeting of the Company. Exchange Earnings and Outgo
The requirement for annual ratification of Auditors’ appointment The particulars as required to be furnished as per the provisions of
at the AGM has been omitted pursuant to the Companies Section 134(3) of the Companies Act, 2013 read with Rule 8 of the
(Amendment) Act, 2017 notified on 7th May, 2018. Accordingly, no Companies (Accounts) Rules, 2014 with respect to conservation
resolution is being proposed for ratification of appointment of of energy, technology absorption, foreign exchange earnings
Statutory Auditors at this AGM. The Statutory Auditors have given and outgo are disclosed under Annexure–VIII which forms part
a confirmation to the effect that they are eligible to continue with of this Report.
their appointment and that they have not been disqualified in any
manner from continuing as Statutory Auditors. Report on Corporate Governance and Management
Discussion and Analysis
Observations of Statutory Auditors on Accounts for the year A separate report on Corporate Governance is provided together
ended 31st March, 2020 with the Certificate from the Practicing Company Secretaries
The Auditors Report for the financial year ended 31st March, 2020 confirming compliance of conditions of Corporate Governance
does not contain any qualification, adverse remark or reservation as stipulated under the Listing Regulations. Pursuant to the
and therefore, do not call for any further explanation or comments provisions of Regulation 34 read with Schedule V of the Listing
from the Board under Section 134(3) of the Companies Act, 2013. Regulations, a report on Management Discussion & Analysis is
attached separately, which forms part of this Annual Report.
The Auditors have not reported any matter to the Company required
to be disclosed under Section 143(12) of the Companies Act, 2013. Business Responsibility Report
The Company’s sustainability initiatives as provided in the Business
Secretarial Audit Report for the year ended 31st March, 2020 Responsibility Report are in line with the key principles enunciated
The Secretarial Audit Report, pursuant to the provisions of in “National Voluntary Guidelines on Social, Environmental and
Section 204 read with Section 134(3) of the Companies Act, Economic Responsibilities of Business” framed by the Ministry
2013, was obtained from M/s. Rathi and Associates, Practicing of Corporate Affairs. Pursuant to the provisions of Regulation 34
Company Secretaries in Form MR-3 for the financial year 2019-20. of the Listing Regulations, the said report is attached separately,
The Secretarial Audit Report does not contain any qualifications, which forms part of this Annual Report.
reservations or adverse remarks.
Secretarial Standards Compliance
The said Report is disclosed under Annexure-VI and forms part During the year under review, the Company has complied with
to this report. all the applicable Secretarial Standards issued by The Institute
of Company Secretaries of India and approved by the Central
Government pursuant to Section 118 of the Companies Act, 2013.
38 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Disclosures as per the Sexual Harassment of Women at Your Company has filed the web based form – Company
Workplace (Prevention, Prohibition and Redressal) Act, 2013 Affirmation of Readiness towards COVID-19 (CAR) and affirmed
The Company has zero tolerance for sexual harassment at to its requirements.
workplace and has adopted a policy on prevention, prohibition
and redressal of sexual harassment at work place in line with the GENERAL
provisions of the Sexual Harassment of Women at Workplace Your Directors state that no disclosure or reporting is required in
(Prevention, Prohibition and Redressal) Act, 2013 and the rules respect of the following items as there were no transactions for the
thereunder for prevention and redressal of complaints of sexual same during the year under review:
harassment at workplace. The Company has complied with
provisions relating to the constitution of Internal Complaints 1. Deposits covered under Chapter V of the Companies Act, 2013;
Committee under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. 2. Material changes and/or commitments that could affect the
Company’s financial position, which have occurred between
The details of complaints reported under Sexual Harassment of the end of the financial year of the Company and the date
Women at Workplace (Prevention, Prohibition and Redressal) Act, of this report;
2013 during FY 2019-20 are as follows:
3. Significant or material orders passed by the Regulators or
No. of Complaints received during the year 1 Courts or Tribunals, impacting the going concern status and
Complaints disposed off 1 Company’s operations in future;
No. of complaints pending as on 31.03.2020 0
4. Non-exercising of voting rights in respect of shares purchased
directly by employees under a scheme pursuant to Section
COMPANY AFFIRMATION OF READINESS TOWARDS
67(3) of the Companies Act, 2013 read with Rule 16(4) of
COVID-19
Companies (Share Capital and Debentures) Rules, 2014;
India is going through a tough phase of a global pandemic–Novel
Coronavirus disease (COVID-19). The Indian government is taking
5.
Receipt of any remuneration or commission from any of
all possible measures to keep a check on the spread of this
its subsidiary companies by the Managing Director or the
disease within the country.
Whole-Time Directors of the Company;
Accordingly, as a responsible private establishment, your Company
6. Revision of the financial statements pertaining to previous
also took part in the mission of social distancing by:
financial periods during the financial year under review;
- Putting in place Work from Home Policy (WFH) for the
employees of the Company; 7.
Maintenance of cost records as per sub-section (1) of
Section 148 of the Companies Act, 2013;
- Conduct of meetings through VC, telephone, computerised
& other electronic means;
8.
Frauds reported as per Section 143(12) of the
- Strictly adhering to the “Do’s and Don’ts” advised by the Companies Act, 2013.
Public Health Authorities;
ACKNOWLEDGEMENTS AND APPRECIATION
- Only essential staff are being called on duty with staggered
Your Board takes this opportunity to thank Company’s employees
timings to be followed in order to minimise physical interaction
at all levels for their hard work and commitment. Your Board also
in all the Offices, DMart stores and Distribution Centres at
places on record its sincere appreciation for the continued support
various locations; and
received from the customers, members, suppliers, bankers,
- To follow other preventive measures prescribed by the local financial institutions and all other business partners/associates.
authorities from time to time.
Registered Office:
Anjaneya CHS Limited, Orchard Avenue,
Opp. Hiranandani Foundation School, Powai, Mumbai – 400 076
CIN: L51900MH2000PLC126473
Tel No.: 022-40496500
Fax No.: 022-40496503
E-mail Id: investorrelations@dmartindia.com
Website: www.dmartindia.com
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 39
ANNEXURE I
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE I
ANNEXURE II
Part“A”: Subsidiaries
(` in Lakh)
1 Name of the Subsidiaries Align Retail Avenue Food Nahar Seth Avenue Reflect
Trades Private Plaza Private & Jogani E-Commerce Wholesale and
Limited Limited Developers Limited Retail Private
Private Limited Limited
2 Date since when subsidiary was acquired 18.08.2009 18.08.2009 21.02.2014 02.02.2018 28.05.2018
3 Reporting period for the subsidiary concerned, Same as of Same as of Same as of Same as of Same as of
if different from the holding company’s the Holding the Holding the Holding the Holding the Holding
reporting period Company Company Company Company Company
4 Reporting currency and Exchange rate as on NA NA NA NA NA
the last date of the relevant Financial Year in
the case of foreign subsidiaries
5 Share capital 380.00 1.00 10.00 21,688.73 10.00
6 Reserves and Surplus 8,074.54 2,520.21 285.01 (17,370.39) (0.68)
7 Total Assets 9,561.29 2,958.72 1,139.70 14,241.44 9.50
8 Total Liabilities 1,106.75 437.51 844.69 9,923.10 0.18
9 Investments Nil 965.86 Nil 502.09 Nil
10 Turnover 117,761.81 3,240.50 75 35,403.39 Nil
11 Profit/Loss before taxation 3,320.53 865.25 67.79 (7,971.00) (0.32)
12 Tax Expense 839.71 236.25 14.07 - -
13 Profit/Loss after taxation 2,480.82 629.00 53.72 (7,971.00) (0.32)
14 Proposed Dividend Nil Nil Nil Nil Nil
15 % of shareholding 100% 100% 90% 99.82% 100%
*Total Liabilities excluding of share capital and Reserves & Surplus.
Names of the subsidiaries which are yet to commence operations – Reflect Wholesale and Retail Private Limited
Names of subsidiaries which have been liquidated or sold during the year – NIL
Statement pursuant to Section 129(3) of the Companies Act, 2013 related to the Associate Companies & Joint Ventures
Names of the associate or joint ventures which are yet to commence operations – NIL
Names of the associate or joint ventures which have been liquidated or sold during the year – NIL
Place: Thane
Date: 23rd May, 2020
42 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE III
iv.
To guide the Committee on appointment and removal (d)
who has or had no pecuniary relationship, apart from
of Director, Key Managerial Personnel and Senior receiving Directors remuneration or having transaction not
Management Personnel; exceeding 10% of his income or such amount as may be
prescribed with the Company, its Holding, Subsidiary or
v. To devise a policy on diversity of the Board of Directors; and Associate Company, or their promoters, or directors, during
the two immediately preceding financial years or during the
vi.
To assist the Committee on extension/continuation of current financial year;
the term of appointment of the Independent Director,
performance evaluation of Independent Directors and (e) None of whose relatives -
Committee reporting to the Board.
i. is holding any security of or interest in the Company of
This Policy is divided in two parts: face value exceeding ` 50 lakh or 2% of the paid-up
capital of the Company, its Holding, Subsidiary(ies) or
Part A – Policy for appointment of and payment of remuneration to Associate Company(ies) during the two immediately
Director, Key Managerial Personnel and other employees. preceding financial years or during the current
financial year;
Part B – Policy on Diversity of Board of Directors of the Company.
ii. is indebted to the Company, its holding, subsidiary or
Effective Date associate company or their promoters, or directors, for
The policy has been formulated by the Nomination and an amount of ` 50 lakh, at any time during the two
Remuneration Committee and adopted by the Board of Directors immediately preceding financial years or during the
at its meeting held on 25th April, 2014 and as amended from time current financial year;
to time. This policy shall be operational with immediate effect.
iii.
has given a guarantee or provided any security in
Part A – Policy for Appointment of and Payment of connection with the indebtedness of any third person to
Remuneration to Director, Key Managerial Personnel and the Company, its Holding, Subsidiary(ies) or Associate
other employees. Company(ies) or their promoters, or directors of such
Definitions holding company, for an amount of ` 50 lakh during the
Board: Board means Board of Directors of the Company. two immediately preceding financial years or during the
current financial year;
Director: Director means Director of the Company appointed in
accordance with the Companies Act, 2013. iv.
have/had any pecuniary relationship or transaction
with the Company, its Holding, Subsidiary(ies) or
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 43
ANNEXURE III
(f) Who, neither himself nor any of his relatives – (iii) the Whole-time Director;
i. holds or has held the position of a key managerial (iv) the Chief Financial Officer; and
personnel or is or has been employee of the
Company or its holding, subsidiary(ies) or (v)
such other officer, not more than one level below the
associate company(ies) in any of the preceding directors who is in whole-time employment designated as
three financial years; key managerial personnel by the Board; and
ii. is or has been an employee or proprietor or a (vi) such other officer as may be prescribed
partner, in preceding three financial years of –
Senior Management: The expression Senior Management
a firm of auditors or company secretaries in means personnel of the Company who are members of its core
practice or cost auditors of the Company management team excluding Board of Directors comprising all
or its holding, subsidiary or associate members of management one level below the Executive Directors,
company(ies); or including the functional heads.
any legal or a consulting firm that has or Other Employees: The expression shall mean all the permanent
had any transaction with the Company, its employees of the Company excluding the Board of Directors and
holding, subsidiary or associate company the Key Managerial Personnel.
amounting to ten per cent or more of the
gross turnover of such firm; Unless the context otherwise requires, words and expressions
used in this policy and not defined herein but defined under the
iii. holds together with his relatives two per cent or Companies Act, 2013 or SEBI (Listing Obligations and Disclosure
more of the total voting power of the Company, Requirements) Regulations, 2015 as may be amended from time to
either individually or together; time shall have the meaning respectively assigned to them therein.
v. is a material supplier, service provider or customer Constitution of the Nomination and Remuneration
or a lessor or lessee of the Company. Committee
The Board has the power to constitute/re-constitute the
(g)
Who possesses such other qualifications as Committee from time to time in order to make it consistent with
prescribed under rule 5 of the Companies the Company’s policy and applicable statutory requirement.
(Appointment and Qualification of At present, the Nomination and Remuneration Committee
Directors) Rules, 2014; comprises the following Directors:
(h) who has completed the age of 21 years; Name of the Director Category Designation
Mr. Chandrashekhar Bhave Non-Executive and Chairman
(i)
who is not a Non-Independent Director of Independent Director
another Company on the Board of which any Mr. Ramesh Damani Non-Executive and Member
Non-Independent Director of the Company is an Independent Director
Independent Director. Mrs. Manjri Chandak Non-Executive Director Member
44 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE III
iii. The Director/ Independent Director/ KMP shall be appointed The level and composition of remuneration so determined by
as per the procedure laid down under the provisions of the the Committee shall be reasonable and sufficient to attract,
Companies Act, 2013, rules made thereunder, and any other retain and motivate Directors, Key Managerial Personnel and
enactment for the time being in force which is applicable Senior Management of the quality required to run the Company
to the Company. successfully. The relationship of remuneration to performance
should be made clear and should meet appropriate performance
iv. While evaluating the person for appointment/re-appointment benchmarks. The remuneration should also involve a balance
of Senior Management position, the HR Head shall consider between fixed and incentive pay reflecting short- and long-term
individual’s background, competency, skills, educational performance objectives appropriate to the working of the
and professional background, age and relevant experience Company and its goals:
and the same shall be then recommended to the Chief
Executive Officer (hereinafter referred to as “CEO”) and/or 1. Managing Director/Whole-time Director
Managing Director of the Company. The CEO and/or the i. The overall limits of the remuneration/ compensation/
Managing Director of the Company in accordance with commission to be paid to the Managing Director/Whole-time
the applicable provisions of the Companies Act, 2013 Director shall be governed as per provisions of Section
and in accordance with the Company’s HR Policy, 197 of the Companies Act, 2013, rules made thereunder
shall make appointment/re-appointments of Senior and Schedule V of the Companies Act, 2013 or any other
Management Personnel. enactment for the time being in force.
ANNEXURE III
3. KMP/ Senior Management Personnel/ Other ii. The annual increment and performance based bonus is
Employees based on criteria of roles and responsibility, the Company’s
i. The Remuneration to be paid to KMP shall be based on performance with the annual budget achievement, individual
the experience, qualification and expertise of the related performance of the Senior Management Personnel vis-à-vis
personnel and governed by the limits, if any prescribed industry’s benchmarks.
under the Companies Act, 2013 and rules made thereunder
or any other enactment for the time being in force. iii. The Nomination and Remuneration Committee shall specify
the manner for effective evaluation of performance of the
ii. The remuneration, performance appraisal and rewards to Board, its committees and individual Directors to be carried
Senior Management and other employees, shall be in line out either by the Board of Directors, by the Committee
with the stated objectives. or by an independent external agency and review its
implementation and compliance.
iii. The Senior Management Personnel and other employees of
the Company shall be paid monthly remuneration comprises Directors’ and Officers’ Insurance
basic salary, dearness allowance, house rent allowance, Where any insurance is taken by the Company on behalf of its
ex-gratia, performance bonus, contribution to provident fund Directors, KMPs and Senior Management Personnel, among
and superannuation fund, premium on medical insurance others for indemnifying them against any liability, the premium paid
and personal accident insurance, gratuity, leave travel on such insurance shall not be treated as part of the remuneration
allowance, leave encashment, and so on, as applicable payable to any such personnel unless otherwise specifically
and linked to their grade as per the Company’s HR Policy provided under the Act.
and as approved by the CEO and/or the Managing Director
of the Company. Provided where any Director, KMP and SMP are proved to be
guilty, then the premium paid on such insurance shall be treated
iv.
If the remuneration of any other employee is specifically as part of the remuneration.
required to be approved by the Committee or Board of
Directors under any regulations, then such approval will be Part B – Policy On Diversity of Board of Directors of The
accordingly sought. Company
A. Policy Statement
v. The annual increments for the Key Managerial Personnel/ The Company recognises and embraces the benefits
Senior Management Personnel/ Employees one level below of having a diverse Board that possesses a balance of
the CEO and/or the Managing Director/ Whole-time Director/ skills, experience, expertise and diversity of perspectives
Manager shall be carried out by the Board of Directors on appropriate to the requirements of the business of the
prior recommendations of the Committee. Company. Diversity at Board level is an essential element in
maintaining a competitive advantage. A truly diverse Board
vi. The annual increments of other employees shall be linked to will include and make good use of varieties of skills, regional
their overall performance and as decided by the CEO and/or and industry experience, background, race, gender and
the Managing Director in consultation with their reporting other distinctions between Directors. These differences will
managers and Human Resources Department. be considered in determining the optimum composition of the
Board and when required should be balanced appropriately.
vii.
The KMP, Senior Management Personnel and other
employees of the Company may also be eligible for stock The Company maintains that Board appointments should
options as per the scheme framed/to be framed by the be based on merit that complements and expands the
Company, from time to time. skills, experience and expertise of the Board as a whole
taking into account knowledge, professional experience
viii. All the employees of the Company must conduct themselves and qualifications, gender, age, cultural and educational
to ensure that no breach of Code of Conduct, Standard background, and any other factors that the Board might
Operating Procedures (SOPs) and all other relevant and consider relevant and applicable from time to time for it
applicable Codes are committed. Any such breach will have to function effectively. In the process of attaining a diverse
a direct bearing on their performance appraisal and rewards Board based on the aforementioned criteria, the following
and shall also attract appropriate disciplinary action. criteria needs to be assessed:
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE III
(b) At least half of the Board should consist of Independent proposed appointee which is relevant to the business
Directors (where the Chairman of the Board is Executive of the Company;
Director) or at least one-third of the Board should
comprise Independent Directors (where the Chairman (b) Knowledge of and experience in domain areas such as
of the Board is Non- Executive Director); finance, legal, risk management, industry, and so on,
should be duly considered while making appointments
(c)
The Company shall continue to have at least one to the Board level;
Independent Woman Director on the Board to ensure
that there is no gender inequality on the Board. (c)
While appointing Independent Directors, care
should be taken as to the independence of the
II. Recommendation proposed appointee;
(a)
While recommending the appointment of new
Directors, the Committee will; (d) Directorships in other companies may also be taken into
account while determining the candidature of a person.
(b) Review Board composition, consider the benefits of all
aspects of diversity including, but not limited to, those REVIEW AND AMENDMENTS
described above, in order to enable it to discharge its The Committee can amend the policy as and when deemed fit. Any or
duties and responsibilities effectively; all provisions of this policy are subject to revision/amendment in
accordance with the rules/ regulations/ notifications etc. as maybe
(c)
Identify suitable candidates for appointment to the issued by the relevant statutory authorities from time to time.
Board, consider candidates on merit against objective
criteria and with due regard for the benefits of In case of any amendment(s)/clarification(s), circular(s) etc.
diversity on the Board. issued by the relevant authorities found inconsistent with the
provisions laid down under this Policy, then such amendment(s),
III. Functional Diversity clarification(s), circular(s) etc. shall prevail upon the provisions
(a) Appointment of Directors to the Board of the Company hereunder and this Policy shall stand amended accordingly
should be based on specific needs and business of from the effective date as laid down under such amendment(s),
the Company. Appointment should be done based on clarification(s), circular(s) etc.
the qualification, knowledge, experience and skill of the
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 47
ANNEXURE IV
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE IV
We have opened a Skill Development and Livelihood Training Centre for local unemployed youth alongwith Kherwadi Social Welfare
Association. The aim is to bring these youth in the economic mainstream through self employment and salaried jobs. The first centre
was established in Panvel region where youth between 18-30 years have been empowered through Livelihood Training Programs such
as Nursing Assistance, Beautician, Apparel making, Computer, Dance etc.
The CSR Policy of the Company is also available on the Company’s website: www.dmartindia.com.
3. Average Net Profit of the Company for last three financial years: `1,140.21 crore
4. Prescribed CSR Expenditure (two percent of the amount as per item 3 above): `22.80 crore
(a) Total amount to be spent/ spent for the financial year: ` 17.86 crore
(c) Manner in which the amount spent during the financial year is detailed below:
Sr. CSR Project or activity Sector in Projects or Programs Amount outlay Direct Cumulative Amount
No Identify which the 1. Local Area or (budget) expenditure expenditure spent direct
project is Other Project or on projects or up to the or through
covered 2. Specify the Programme- programme reporting implementing
state and district wise (` in crore) (` in crore) period for agency
where projects or Last 4 years
programme was (` in crore)
undertaken
A Basic Infra
i Bala Paintings Education Mumbai, Maharashtra 0.45 0.49 1.89 Direct
B Educational Facilities
i Computer Lab Education Mumbai, Maharashtra 5.53 4.56 14.03 Direct
ii Library Programme Education Mumbai, Maharashtra 1.60 1.89 4.07 Direct
iii Science Lab Programme Education Mumbai, Maharashtra 0.12 0.12 0.38 Direct
iv Sports Programme Education Mumbai, Maharashtra 0.50 0.45 0.52 Direct
C Pedagogical Interventions
i English For All Programme Education Mumbai, Maharashtra 0.75 1.09 1.70 Direct
ii 10th standard Remedial Education Mumbai, Maharashtra 0.52 0.52 2.18 Direct
Classes
iii TMC School PPP Model Education Thane, Maharashtra 0.40 0.50 1.38 Direct
iv Programe Managers – CSR Education Mumbai, Maharashtra 1.00 0.53 1.81 Direct
Programe Design, Implement
and Monitor
D Others
i Swachh School Abhiyan Education Mumbai, Maharashtra 0.25 0.34 0.59 Direct
ii Parents Counseling Education Mumbai, Maharashtra 0.16 0.15 0.29 Direct
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 49
ANNEXURE IV
Sr. CSR Project or activity Sector in Projects or Programs Amount outlay Direct Cumulative Amount
No Identify which the 1. Local Area or (budget) expenditure expenditure spent direct
project is Other Project or on projects or up to the or through
covered 2. Specify the Programme- programme reporting implementing
state and district wise (` in crore) (` in crore) period for agency
where projects or Last 4 years
programme was (` in crore)
undertaken
iii Miscellaneous Activities Education Mumbai, Maharashtra 0.05 0.02 0.19 Direct
iv Skilling Programme Kherwadi Livelihood Navi Mumbai, 0.15 0.08 11.63 Implementing
Social Welfare Maharashtra agency
v Skilling Programme Team Livelihood Mumbai, Maharashtra 1.56 1.56 3.62 Implementing
Lease agency
vi Summer Camp Education Mumbai, Maharashtra 0.10 0.10 0.10 Direct
vii Grant to Akshaya Patra Midday Meal Thane, Maharashtra 8.00 2.98 2.98 Implementing
Foundation agency
viii Trrain Foundation Skilling Livelihood Mumbai, Maharashtra 0.50 0.50 0.50 Implementing
Programme agency
ix Disaster Management Flood Disaster Kolhapur, Maharashtra 0.05 0.05 0.05 Direct
Relief Relief
x Grant to Isha Outreach River River Yeotmal, Maharashtra 0.51 0.51 0.51 Implementing
Programme Rejuvenation agency
xi Grant to Olympic Gold Quest Sports All India 1.00 1.00 1.50 Implementing
(OGQ) agency
E Direct Administrative 0.50 0.44
Expenditure
Total CSR Spend (A)+(B)+(C)+(D)+(E) 17.86
*The Board approved the budget for specific on-going CSR projects/programme.
**Cumulative expenditure of last four financial years is provided for the activities which are carried out in the current financial year.
6. In case the Company has failed to spend the 2% of the average net profit of the last three financial years or any part
thereof, the Company shall provide the reasons for not spending the amount in its Board Report:
The Company has spent ` 17.86 crore as against the Company’s CSR budget of ` 22.80 crore for the financial year 2019-20.
Reason for shortfall in utilisation of CSR budget is as detailed below:
The Company had signed a Memorandum of Understanding (MOU) with Akshaya Patra Foundation for ` 7.45 crore towards
CSR contribution for construction of Akshaya Patra Kitchen at Bhiwandi for providing Midday meals to 50,000 school children.
However, since Akshaya Patra project was not completed, therefore payment of ` 4.47 crore budgeted for financial year 2019-20
could not be disbursed.
Also, the Company’s spending on implementing various educational initiatives got severely hampered due to COVID-19 pandemic.
It has been the Company’s endeavour to fully spend the allocated CSR budget towards the betterment of the society at large.
However, the Company could not spend the entire amount due to circumstances beyond its control.
We hereby state that implementation and monitoring of CSR Policy is in compliance with CSR objectives and Policy of the Company.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE V
INFORMATION REQUIRED UNDER SECTION 197 OF THE COMPANIES ACT, 2013 READ WITH RULE 5(1) OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
Ratio of Remuneration of each Director to the median remuneration of all the employees of the Company for the financial
year 2019-20 is as follows.
Name of Director Remuneration (`) Sitting Fees (`) Commission (`) Ratio of remuneration
of Director to the
Median remuneration
Mr. Ramesh Damani - 780,000 2,400,000 12.04
Mr. Chandrashekhar Bhave - 760,000 2,400,000 11.96
Ms. Kalpana Unadkat - 660,000 2,400,000 11.58
Mrs. Manjri Chandak - 720,000 - 2.73
Mr. Ignatius Navil Noronha 45,529,836 - - 172.35
Mr. Ramakant Baheti 10,422,960 - - 39.45
Mr. Elvin Machado 7,607,354 - - 28.80
Notes:
1. Remuneration comprises salary, allowances, Company’s contribution to provident fund, taxable value of perquisites and excludes
perquisites on exercise of ESOPs.
2. For calculation of median remuneration, the employee count taken is 7,229 which comprises employees who have served for whole
of the financial year 2019-20. The median salary computation excludes perquisite value of ESOP’s alloted to 3,985 employees.
3. The percentage increase in the median remuneration of employees in the FY 2019-20 was 16.40%.
4. Average percentage increase made in the salaries of Employees other than the managerial personnel in the financial year was
18.99%. Whereas the increase in the managerial remuneration was 0.55%. The increase in remuneration is as per the policy
of the Company.
Details of percentage increase in the remuneration of each Director, Chief Executive Officer, Chief Financial Officer and Company
Secretary in the financial year 2019-20 are as follows:
*Ms. Kalpana Unadkat was appointed as an Independent Director w.e.f. 30th July, 2018 and hence remuneration paid to her in FY 2019-20 is not comparable with the remuneration
paid to her in the financial year 2018-19.
**Mr. Niladri Deb was appointed as CFO of the Company w.e.f. 7th May, 2018 and hence remuneration paid to him in FY 2019-20 is not comparable with the remuneration paid
to him in the financial year 2018-19.
Notes:
1. The number of permanent employees on the rolls of Company as on 31st March, 2020 was 9,456.
2. The remuneration is as per the Nomination and Remuneration Policy of the Company.
3. Remuneration is shown excluding perquisites on exercise of ESOPs.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 51
ANNEXURE VI
(i) The Companies Act, 2013 (‘the Act’) and the rules b) The Securities and Exchange Board of India (Buyback
made thereunder to the extent applicable; of Securities) Regulations, 1998;
(ii)
The Securities Contracts (Regulation) Act, 1956 c)
The Securities and Exchange Board of India
(‘SCRA’) and the rules made thereunder; (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and
(iii) The Depositories Act, 1996 and the Regulations and dealing with client.
Bye-laws framed thereunder;
3.
We further report that, having regard to the compliance
(iv) Provisions of the Foreign Exchange Management Act, system prevailing in the Company and on examination of the
1999 and the rules and regulations made thereunder relevant documents and records in pursuance thereof, on
to extent of Foreign Direct Investment, Overseas Direct test-check basis, the Company has generally complied with
Investment and External Commercial borrowings were the following laws specifically applicable to the Company:
not applicable to the Company under the financial
year under report. a) Shops & Establishment Act and Rules
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VI
c) Food Safety and Standards Act, 2006 regulations, guidelines, standards, etc. we report that during the
year under report, the Company;
d) Standards of Weights and Measures Act, 1985
a)
has obtained shareholder’s approval by way of special
e) Local/Municipality Laws Resolution passed in the Annual General Meeting of the
Company held on 20th August, 2019, authorising the Board
We have also examined compliance with the of Directors of the Company –
- applicable clauses of Secretarial Standards – 1 and 2 issued i. to offer, issue and allot secured, rated, cumulative,
by The Institute of Company Secretaries of India under the redeemable, non-convertible debentures aggregating
provisions of Companies Act, 2013; up to an amount not exceeding ` 15,000,000,000
(Rupees One Thousand and Five Hundred Crore Only).
-
the Listing Agreements entered into by the Company
with BSE Limited and the National Stock Exchange ii. issuance of up to 25,000,000 (Two Crore and Fifty
of India Limited. Lakh) equity shares of face value of ` 10/- each through
Qualified Institutions Placement (“QIP”) in order to
During the financial year under report, the Company has complied achieve Minimum Public shareholding in the Company
with the provisions of the Act, Rules, Regulations, Guidelines, in accordance with applicable laws.
Standards, etc. mentioned above.
b) The Company has allotted –
We further report that:
- 1,000 Secured Rated Unlisted Redeemable Non-Convertible
The Board of Directors of the Company is duly constituted with Debentures (NCD) of ` 10,00,000/- (Rupees Ten Lakh) each
proper balance of Executive Directors, Non-Executive Directors aggregating to ` 100,00,00,000/-(Rupees One Hundred
and Independent Directors. There were no changes in the Crore only) on private placement basis by the Operations
composition of the Board of Directors that took place during the Committee on their meeting held on 18th September, 2019;
period under review.
- 1,000 Secured Rated Listed Redeemable Non-Convertible
Adequate notice is given to all Directors to schedule the Board Debentures (NCD) of ` 10,00,000/- (Rupees Ten Lakh)
Meetings (including the meeting conducted on shorter notice), each aggregating to ` 100,00,00,000/- (Rupees One
agenda and detailed notes on agenda were sent at least seven Hundred Crore only) on private placement basis by
days in advance, and a system exists for seeking and obtaining the Operations Committee on their meeting held on
further information and clarifications on the agenda items before 27th September, 2019 and;
the meeting and for meaningful participation at the meeting.
- 1,000 Secured Rated Unlisted Redeemable Non-Convertible
None of the members had any dissenting views, in the Debentures (NCD) of ` 10,00,000/- (Rupees Ten Lakh) each
matters/agenda proposed from time to time for consideration of aggregating to ` 100,00,00,000/ - (Rupees One Hundred
the Board and its Committees thereof, during the year under the Crore only) on private placement basis by the Operations
report, hence were not required to be captured and recorded as Committee on their meeting held on 17th October, 2019.
part of the minutes.
c) The Company has allotted –
We further report that there are adequate systems and processes
in the Company commensurate with the size and operations of - 1,922,254 equity shares of ` 10/- each at an exercise price
the Company to monitor and ensure compliance with applicable of ` 299/- per equity share to eligible employees under
laws, rules, regulations and guidelines. the Avenue Supermarts Limited Employee Stock Option
Scheme, 2016 (“ESOP 2016”) by the ESOP Committee on
As regards, events/actions having a major bearing on the their meeting held on 6th November, 2019;
Company’s affairs in pursuance of the above referred laws, rules,
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 53
ANNEXURE VI
- 953,629 equity shares of ` 10/- each at an exercise price e) The Company has redeemed 1,000 Secured Rated Unlisted
of ` 299/- per equity share to eligible employees under Redeemable Non-Convertible Debentures (NCD) allotted
the Avenue Supermarts Limited Employee Stock Option on 17th October, 2019, 1,000 Secured Rated Unlisted
Scheme, 2016 (“ESOP 2016”) by the ESOP Committee on Redeemable Non-Convertible Debentures (NCD) allotted
their meeting held on 26th November, 2019 and; on 18th September, 2019 and 1,000 Secured Rated Listed
Redeemable Non-Convertible Debentures (NCD) allotted
- 814,322 equity shares of ` 10/- each at an exercise price on 27th September, 2019 of ` 10,00,000/- (Rupees Ten
of ` 299/- per equity share to eligible employees under Lakh) each aggregating to ` 100,00,00,000/- (Rupees One
the Avenue Supermarts Limited Employee Stock Option Hundred Crore only) as on 17th March, 2020, 18th March,
Scheme, 2016 (“ESOP 2016”) by the ESOP Committee on 2020 and 27th March, 2020 respectively.
their meeting held on 24th December, 2019.
For Rathi & Associates
d)
The Company has issued and allotted 20,000,000 Company Secretaries
Equity Shares of face value ` 10 each to eligible qualified
institutional buyers at the issue price of ` 2,049 per Equity Himanshu S. Kamdar
Share (including a premium of ` 2,039 per Equity Share), Date: 23rd May, 2020 Partner
aggregating to ` 40,980,000,000 (Rupees Four Thousand Place: Mumbai FCS No.: 5171
and Ninty Eight Crore only) on private placement basis UDIN: F005171B000272867 CP No.: 3030
by the Operation Committee on their meeting held on
11th February, 2020.
Note: This report should be read with our letter which is annexed as Annexure-B and
forms an integral part of this report.
54 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE-A ANNEXURE-B
7.
Declarations/Disclosures received from the Directors/ 3. We have not verified the correctness and appropriateness of
Secretary of the Company pursuant to the provisions of 184, financial records and Books of Account of the Company.
164 and 149(7) of the Companies Act, 2013;
4.
Wherever required, we have obtained the Management
8.
Intimations received from Directors and Designated Representation about the compliance of laws, rules and
Employees under the Internal Code for Prevention of regulations and happening of events etc.
Insider Trading;
5.
The compliance of the provisions of Corporate and
9.
e-Forms filed by the Company from time to time under other applicable laws, rules, regulations, standards is the
applicable provisions of the Companies Act, 2013 and responsibility of management. Our examination was limited
attachments thereof during the financial year under report; to the verification of procedures on test basis.
10. Intimations/ documents/ reports/ returns filed with the Stock 6. The Secretarial Audit report is neither an assurance as to
Exchanges pursuant to the provisions of the Securities and the future viability of the Company nor of the efficacy or
Exchange Board of India (Listing Obligations and Disclosure effectiveness with which the management has conducted
Requirements) Regulations, 2015 during year under report; the affairs of the Company.
11.
Various Policies made under the Companies Act, 2013 For Rathi & Associates
and the Securities and Exchange Board of India (Listing Company Secretaries
Obligations and Disclosure Requirements) Regulations, 2015;
Himanshu S. Kamdar
12.
Circular resolutions passed during the said audit Date: 23rd May, 2020 Partner
period under review. Place: Mumbai FCS No.: 5171
UDIN: F005171B000272867 CP No.: 3030
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 55
ANNEXURE VII
Sr. No. Name and Description of Main Products/Services NIC Code of the Product/Service % to Total Turnover of the Company
1. Retail Trade 47 (Retail Trade, except of motor 100%
vehicles and motorcycles)
Sr.No. Name and address of the Company CIN / GLN Holding/ % of Applicable section
subsidiary/ shares
associate held
1 Align Retail Trades Pvt. Ltd.. U52190MH2006PTC164826 Wholly-owned 100 2(87) of the
Plot No. C-40, TTC Industrial Area, Village Pawane, Subsidiary Companies Act, 2013
Thane Belapur Road, Navi Mumbai – 400 705.
2 Avenue Food Plaza Pvt. Ltd.. U55200MH2004PTC146827 Wholly-owned 100 2(87) of the
Anjaneya CHS Ltd., Orchard Avenue, Subsidiary Companies Act, 2013
Opp. Hiranandani Foundation School, Powai,
Mumbai – 400 076.
3 Reflect Wholesale and Retail Private Limited U51909MH2018PTC309999 Wholly-owned 100 2(87) of the
Anjaneya CHS Ltd., Orchard Avenue, Subsidiary Companies Act, 2013
Opp. Hiranandani Foundation School, Powai,
Mumbai – 400 076.
4 Nahar Seth & Jogani Developers Pvt. Ltd. U45201MH2014PTC253497 Subsidiary 90 2(87) of the
903, Dalamal House, 206, J.B. Marg, Nariman Point, Companies Act, 2013
Mumbai – 400 021.
5 Avenue E-Commerce Ltd. U74120MH2014PLC259234 Subsidiary 99.82 2(87) of the
Anjaneya CHS Ltd, Orchard Avenue, Companies Act, 2013
Opp. Hiranandani Foundation School, Powai,
Mumbai – 400 076.
56 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VII
IV. SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
i. Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
during the
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
A. PROMOTERS
(1) Indian
a) Individual/HUF
Promoters 327,919,156 - 327,919,156 52.54 306,889,156 306,889,156 47.38 (5.16)
Promoters Group 108,000 108,000 0.02 108,000 108,000 0.02 -
b) Central Government - - - - - - - -
c) State Government(s) - - - - - - - -
d) Bodies Corporate 88,750,000 88,750,000 14.22 88,750,000 88,750,000 13.70 (0.52)
e) Banks/FI - - - - - - -
f) Any other (Trust) 90,000,000 - 90,000,000 14.42 90,000,000 - 90,000,000 13.89 (0.53)
Sub-total(A)(1): 506,777,156 - 506,777,156 81.20 485,747,156 - 485,747,156 74.99 (6.21)
(2) Foreign
a) NRIs – Individuals - - - - - - - - -
b) Other – Individuals - - - - - - - - -
c) Bodies Corp. - - - - - - - - -
d) Banks/FI - - - - - - - - -
e) Any other - - - - - - - - -
Sub-total (A)(2): - - - - - - - - -
Total shareholding of Promoter (A) =(A)
506,777,156 - 506,777,156 81.20 485,747,156 - 485,747,156 74.99 (6.21)
(1)+(A)(2)
B. PUBLIC SHAREHOLDING
(1) Institutions
a) Mutual Funds 18,359,822 - 18,359,822 2.94 36,808,302 - 36,808,302 5.68 2.74
b) Banks/FI 229,494 - 229,494 0.04 110,320 - 110,320 0.02 (0.02)
c) Central Government - - - - - - - - -
d) State Government(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies - - - - 3,156,460 - 3,156,460 0.49 0.49
g) FIIs/Foreign portfolio investor 36,868,811 - 36,868,811 5.91 62,323,097 - 62,323,097 9.62 3.71
h) Foreign Venture Capital Funds - - - - - - - - -
i) Others (specify)
Alternate Investment Funds 1,410,790 - 1,410,790 0.23 2,426,070 - 2,426,070 0.37 0.14
Sub-total (B)(1): 56,868,917 - 56,868,917 9.11 104,824,249 - 104,824,249 16.18 7.07
(2) Non-Institutions
a) Bodies Corporate 2,571,097 - 2,571,097 0.41 2,292,581 - 2,292,581 0.35 (0.06)
b) Individuals
i) Individual shareholders holding 16,212,331 243,056 16,455,387 2.64 16,694,769 110,106 16,804,875 2.59 (0.05)
nominal share capital upto ` 1 lakh
ii) Individual shareholders holding 26,542,513 13,123,450 39,665,963 6.35 23,446,488 12,833,300 36,279,788 5.60 (0.75)
nominal share capital in excess of `
1 lakh
c) Others (specify)
Trust 25,227 - 25,227 0.00 5501 0 5,501 0.00 0.00
NBFC registered with RBI 19,394 0 19,394 0.00 10,336 0 10,336 0.00 0.00
Foreign Nationals - - - - 219 0 219 0.00 0.00
Hindu Undivided Family 731,055 10,000 741,055 0.12 690,150 10000 700,150 0.11 (0.01)
Non-Resident Indians (Non-Repat) 247,073 - 247,073 0.04 274,779 0 274,779 0.04 0.00
Non-Resident Indians (Repat) 332,989 - 332,989 0.05 399,989 0 399,989 0.06 0.01
Foreign Portfolio Investor (Individual) 102 - 102 0.00 102 0 102 0.00 0.00
Clearing Member 380,126 - 380,126 0.06 434,966 0 434,966 0.07 0.01
Sub-total(B)(2): 47,061,907 13,376,506 60,438,413 9.68 44,249,880 12,953,406 57,203,286 8.83 (0.85)
Total Public Shareholding (B)=(B)(1)+(B)(2) 103,930,824 13,376,506 117,307,330 18.8 149,074,129 12,953,406 162,027,535 25.01 6.21
C. SHARES HELD BY CUSTODIAN FOR
- - - - - - - - -
GDRS & ADRS
Grand Total(A+B+C) 610,707,980 13,376,506 624,084,486 100.00 634,821,285 12,953,406 647,774,691 100.00 0.00
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 57
ANNEXURE VII
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VII
Sr. Name of the Promoters Shareholding at the Date Net Increase/ Reason Cumulative Shareholding
No beginning of the year (Decrease) in during the year (01.04.2019
(01.04.2019) shareholding to 31.03.2020)
No. of % of total No. of shares % of total
shares shares of the shares of the
Company Company
5 Bright Star Investments Pvt. Ltd. 88,750,000 14.22 - - - 88,750,000 13.70
6 Mr. Radhakishan S. Damani And Mrs. 18,000,000 2.88 - - - 18,000,000 2.78
Shrikantadevi Damani (Holding shares on behalf of
Royal Palm Pvt. Beneficiary Trust)
7 Mr. Radhakishan S. Damani And Mrs. 18,000,000 2.88 - - - 18,000,000 2.78
Shrikantadevi Damani (Holding shares on behalf of
Bottle Palm Pvt Beneficiary Trust)
8 Mr. Radhakishan S. Damani And Mrs. 18,000,000 2.88 - - - 18,000,000 2.78
Shrikantadevi Damani (Holding shares on behalf
of Mountain Glory Private Beneficiary Trust)
9 Mr.Gopikishan S. Damani And Mr. Radhakishan 18,000,000 2.88 - - - 18,000,000 2.78
S. Damani (Holding shares on behalf of Gulmohar
Private Beneficiary Trust)
10 Mr. Gopikishan S. Damani And Mr. Radhakishan 18,000,000 2.88 - - - 18,000,000 2.78
S. Damani (Holding shares on behalf of Karnikar
Pvt Beneficiary Trust)
11 Mrs. Rukmanidevi Mohanlal Bagri (Promoter Group) 100,000 0.02 - - - 100,000 0.02
12 Mrs. Chanda Chandak (Promoter Group) 8,000 0.00 - - - 8,000 0.00
iv. Shareholding Pattern of Top Ten Shareholders (other than Directors, promoters and holders of GDRs and ADRs)
Sr. Name of the Top Ten Shareholding at the Transactions during the year Reason Cumulative Shareholding
No Shareholders beginning of the year at the end of the year –
(01.04.2019) 31.03.2020
No. of % of total Date of No. of Shares No. of shares % of total
shares held shares of the Transaction Increase/ held shares
Company (Decrease) in of the
Shareholding Company
1 Axis Mutual Fund Trustee 12,531,063 2.01 05 Apr 2019 110,000 12,641,063 1.95
Limited A/C Axis Mutual 12 Apr 2019 735,217 13,376,280 2.07
Fund A/C Axis Long-Term 19 Apr 2019 170,000 13,546,280 2.09
Equity Fund 03 May 2019 82,000 13,628,280 2.10
10 May 2019 191,893 13,820,173 2.13
17 May 2019 193,900 14,014,073 2.16
24 May 2019 189,697 14,203,770 2.19
31 May 2019 235,209 14,438,979 2.23
07 Jun 2019 74,362 14,513,341 2.24
21 Jun 2019 189,107 14,702,448 2.27
29 Jun 2019 186,000 Purchase/ 14,888,448 2.30
05 Jul 2019 100,000 Sale 14,988,448 2.31
12 Jul 2019 185,000 15,173,448 2.34
19 Jul 2019 120,000 15,293,448 2.36
26 Jul 2019 70,634 15,364,082 2.37
09 Aug 2019 80,000 15,444,082 2.38
16 Aug 2019 25,000 15,469,082 2.39
23 Aug 2019 (2,358) 15,466,724 2.39
30 Aug 2019 92,916 15,559,640 2.40
06 Sep 2019 (2,875) 15,556,765 2.40
13 Sep 2019 108,739 15,665,504 2.42
20 Sep 2019 164,975 15,830,479 2.44
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 59
ANNEXURE VII
Sr. Name of the Top Ten Shareholding at the Transactions during the year Reason Cumulative Shareholding
No Shareholders beginning of the year at the end of the year –
(01.04.2019) 31.03.2020
No. of % of total Date of No. of Shares No. of shares % of total
shares held shares of the Transaction Increase/ held shares
Company (Decrease) in of the
Shareholding Company
27 Sep 2019 66,853 15,897,332 2.45
04 Oct 2019 174,438 16,071,770 2.48
11 Oct 2019 275 16,072,045 2.48
18 Oct 2019 (40,295) 16,031,750 2.47
25 Oct 2019 67,430 16,099,180 2.49
01 Nov 2019 59,525 16,158,705 2.49
08 Nov 2019 (306) 16,158,399 2.49
15 Nov 2019 14,793 16,173,192 2.50
22 Nov 2019 38,755 16,211,947 2.50
29 Nov 2019 (47,868) 16,164,079 2.50
06 Dec 2019 (92) 16,163,987 2.50
13 Dec 2019 (297) 16,163,690 2.50
20 Dec 2019 546,609 16,710,299 2.58
27 Dec 2019 99,965 16,810,264 2.60
31 Dec 2019 53,596 16,863,860 2.60
03 Jan 2020 55,000 16,918,860 2.61
10 Jan 2020 (6,769,306) 10,149,554 1.57
17 Jan 2020 7,103,328 17,252,882 2.66
24 Jan 2020 249,926 17,502,808 2.70
31 Jan 2020 119,810 17,622,618 2.72
07 Feb 2020 (1,058) 17,621,560 2.72
14 Feb 2020 2,439,962 20,061,522 3.10
21 Feb 2020 36,093 20,097,615 3.10
06 Mar 2020 156,216 20,253,831 3.13
13 Mar 2020 19,013 20,272,844 3.13
20 Mar 2020 37,679 20,310,523 3.14
27 Mar 2020 414 20,310,937 3.14
31 Mar 2020 171 20,311,108 3.14
2 ICICI Prudential Bluechip 1,887,085 0.30 05 Apr 2019 (35,595) 1,851,490 0.29
Fund 12 Apr 2019 956 1,852,446 0.29
19 Apr 2019 152 1,852,598 0.29
26 Apr 2019 989 1,853,587 0.29
03 May 2019 273,924 2,127,511 0.33
10 May 2019 (77) 2,127,434 0.33
17 May 2019 8,181 2,135,615 0.33
24 May 2019 1,699 2,137,314 0.33
31 May 2019 1,998 2,139,312 0.33
07 Jun 2019 (105) 2,139,207 0.33
Purchase/
14 Jun 2019 1,266 2,140,473 0.33
Sale
21 Jun 2019 34,692 2,175,165 0.34
29 Jun 2019 444 2,175,609 0.34
05 Jul 2019 (1,036) 2,174,573 0.34
12 Jul 2019 44,612 2,219,185 0.34
19 Jul 2019 500 2,219,685 0.34
26 Jul 2019 833 2,220,518 0.34
02 Aug 2019 1,343 2,221,861 0.34
09 Aug 2019 13,738 2,235,599 0.35
16 Aug 2019 66,114 2,301,713 0.36
23 Aug 2019 1,501 2,303,214 0.36
60 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VII
Sr. Name of the Top Ten Shareholding at the Transactions during the year Reason Cumulative Shareholding
No Shareholders beginning of the year at the end of the year –
(01.04.2019) 31.03.2020
No. of % of total Date of No. of Shares No. of shares % of total
shares held shares of the Transaction Increase/ held shares
Company (Decrease) in of the
Shareholding Company
30 Aug 2019 6,232 2,309,446 0.36
06 Sep 2019 11,103 2,320,549 0.36
13 Sep 2019 786 2,321,335 0.36
20 Sep 2019 (189,039) 2,132,296 0.33
27 Sep 2019 (132,988) 1,999,308 0.31
30 Sep 2019 (3,819) 1,995,489 0.31
04 Oct 2019 3,926 1,999,415 0.31
11 Oct 2019 2,229 2,001,644 0.31
18 Oct 2019 89,100 2,090,744 0.32
25 Oct 2019 (232) 2,090,512 0.32
01 Nov 2019 214 2,090,726 0.32
08 Nov 2019 (3,440) 2,087,286 0.32
15 Nov 2019 (1,467) 2,085,819 0.32
22 Nov 2019 654 2,086,473 0.32
29 Nov 2019 290 2,086,763 0.32
06 Dec 2019 (73,533) 2,013,230 0.31
13 Dec 2019 1,224 2,014,454 0.31
20 Dec 2019 623 2,015,077 0.31
27 Dec 2019 (79) 2,014,998 0.31
31 Dec 2019 5,004 2,020,002 0.31
03 Jan 2020 512 2,020,514 0.31
10 Jan 2020 (57,299) 1,963,215 0.30
17 Jan 2020 (159,772) 1,803,443 0.28
24 Jan 2020 (293) 1,803,150 0.28
31 Jan 2020 (15,109) 1,788,041 0.28
07 Feb 2020 5,245 1,793,286 0.28
14 Feb 2020 2,423,307 4,216,593 0.65
21 Feb 2020 546,545 4,763,138 0.74
28 Feb 2020 (46,237) 4,716,901 0.73
06 Mar 2020 194,173 4,911,074 0.76
13 Mar 2020 92,316 5,003,390 0.77
20 Mar 2020 (17,042) 4,986,348 0.77
27 Mar 2020 (112,837) 4,873,511 0.75
31 Mar 2020 (15,452) 4,858,059 0.75
3 Government of Singapore 1,087,035 0.17 05 Apr 2019 24,212 1,111,247 0.17
03 May 2019 (8,599) 1,102,648 0.17
10 May 2019 (32,557) 1,070,091 0.17
17 May 2019 (6,790) 1,063,301 0.16
24 May 2019 (3,222) 1,060,079 0.16
31 May 2019 (26,813) 1,033,266 0.16
07 Jun 2019 172,407 1,205,673 0.19
Purchase/
14 Jun 2019 15,146 1,220,819 0.19
Sale
21 Jun 2019 36,599 1,257,418 0.19
05 Jul 2019 6,608 1,264,026 0.20
19 Jul 2019 (4,389) 1,259,637 0.19
26 Jul 2019 (6,521) 1,253,116 0.19
02 Aug 2019 (8,241) 1,244,875 0.19
09 Aug 2019 (13,905) 1,230,970 0.19
16 Aug 2019 (5,572) 1,225,398 0.19
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 61
ANNEXURE VII
Sr. Name of the Top Ten Shareholding at the Transactions during the year Reason Cumulative Shareholding
No Shareholders beginning of the year at the end of the year –
(01.04.2019) 31.03.2020
No. of % of total Date of No. of Shares No. of shares % of total
shares held shares of the Transaction Increase/ held shares
Company (Decrease) in of the
Shareholding Company
23 Aug 2019 (9,775) 1,215,623 0.19
30 Aug 2019 (20,019) 1,195,604 0.18
06 Sep 2019 899 1,196,503 0.18
20 Sep 2019 3,697 1,200,200 0.19
27 Sep 2019 40,000 1,240,200 0.19
30 Sep 2019 (1,056) 1,239,144 0.19
04 Oct 2019 17,037 1,256,181 0.19
11 Oct 2019 (4,516) 1,251,665 0.19
18 Oct 2019 4,042 1,255,707 0.19
25 Oct 2019 (13,597) 1,242,110 0.19
01 Nov 2019 (3,518) 1,238,592 0.19
08 Nov 2019 1,579 1,240,171 0.19
15 Nov 2019 (4,369) 1,235,802 0.19
22 Nov 2019 (447) 1,235,355 0.19
29 Nov 2019 (73,600) 1,161,755 0.18
06 Dec 2019 (73,384) 1,088,371 0.17
13 Dec 2019 (18,567) 1,069,804 0.17
20 Dec 2019 12,323 1,082,127 0.17
31 Dec 2019 (23,665) 1,058,462 0.16
10 Jan 2020 (4,434) 1,054,028 0.16
17 Jan 2020 (11,898) 1,042,130 0.16
24 Jan 2020 (9,651) 1,032,479 0.16
31 Jan 2020 (425) 1,032,054 0.16
07 Feb 2020 62,208 1,094,262 0.17
14 Feb 2020 1,704,737 2,798,999 0.43
21 Feb 2020 1,354,266 4,153,265 0.64
28 Feb 2020 (1,272) 4,151,993 0.64
06 Mar 2020 (79,849) 4,072,144 0.63
13 Mar 2020 (11,643) 4,060,501 0.63
20 Mar 2020 (7,178) 4,053,323 0.63
27 Mar 2020 (267,411) 3,785,912 0.58
31 Mar 2020 (10,838) 3,775,074 0.58
4 Euro Pacific Growth Fund 0 0.00 14 Feb 2020 1,192,864 1,192,864 0.18
Purchase
21 Feb 2020 1,790,000 2,982,864 0.46
5 Lone Cypress, Ltd. 0 0.00 14 Feb 2020 2,393,850 Purchase 2,393,850 0.37
6 Vanguard Total International 1,823,201 0.29 05 Apr 2019 18,294 1,841,495 0.28
Stock Index Fund 26 Apr 2019 (48,377) 1,793,118 0.28
10 May 2019 27,417 1,820,535 0.28
31 May 2019 29,183 1,849,718 0.29
09 Aug 2019 23,332 Purchase/ 1,873,050 0.29
23 Aug 2019 37,971 Sale 1,911,021 0.30
07 Feb 2020 14,415 1,925,436 0.30
21 Feb 2020 241,493 2,166,929 0.33
28 Feb 2020 12,191 2,179,120 0.34
27 Mar 2020 (40,770) 2,138,350 0.33
62 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VII
Sr. Name of the Top Ten Shareholding at the Transactions during the year Reason Cumulative Shareholding
No Shareholders beginning of the year at the end of the year –
(01.04.2019) 31.03.2020
No. of % of total Date of No. of Shares No. of shares % of total
shares held shares of the Transaction Increase/ held shares
Company (Decrease) in of the
Shareholding Company
7 SBI Focused Equity Fund 19,161 0.003 05 Apr 2019 1,594 20,755 0.00
12 Apr 2019 1,263 22,018 0.00
19 Apr 2019 986 23,004 0.00
26 Apr 2019 1,244 24,248 0.00
03 May 2019 1,934 26,182 0.00
10 May 2019 2,738 28,920 0.00
17 May 2019 3,909 32,829 0.01
24 May 2019 1,650 34,479 0.01
31 May 2019 985 35,464 0.01
07 Jun 2019 3,771 39,235 0.01
14 Jun 2019 2,227 41,462 0.01
21 Jun 2019 1,794 43,256 0.01
29 Jun 2019 193,528 236,784 0.04
05 Jul 2019 5,582 242,366 0.04
12 Jul 2019 4,032 246,398 0.04
19 Jul 2019 2,053 248,451 0.04
26 Jul 2019 2,913 251,364 0.04
02 Aug 2019 2,954 254,318 0.04
09 Aug 2019 1,643 255,961 0.04
16 Aug 2019 1,449 257,410 0.04
23 Aug 2019 2,240 259,650 0.04
30 Aug 2019 2,563 262,213 0.04
06 Sep 2019 1,287 263,500 0.04
13 Sep 2019 2,096 265,596 0.04
Purchase/
20 Sep 2019 3,674 269,270 0.04
Sale
27 Sep 2019 (10,091) 259,179 0.04
30 Sep 2019 380 259,559 0.04
04 Oct 2019 1,424 260,983 0.04
11 Oct 2019 (76,204) 184,779 0.03
18 Oct 2019 (108,025) 76,754 0.01
25 Oct 2019 1 76,755 0.01
01 Nov 2019 80 76,835 0.01
08 Nov 2019 45 76,880 0.01
15 Nov 2019 (1,407) 75,473 0.01
22 Nov 2019 (1,803) 73,670 0.01
29 Nov 2019 47 73,717 0.01
06 Dec 2019 1,095 74,812 0.01
13 Dec 2019 240 75,052 0.01
20 Dec 2019 383 75,435 0.01
27 Dec 2019 197 75,632 0.01
31 Dec 2019 2,331 77,963 0.01
03 Jan 2020 120 78,083 0.01
10 Jan 2020 304 78,387 0.01
17 Jan 2020 597 78,984 0.01
24 Jan 2020 443 79,427 0.01
31 Jan 2020 (1,022) 78,405 0.01
07 Feb 2020 22,400 100,805 0.02
14 Feb 2020 973,905 1,074,710 0.17
21 Feb 2020 360,167 1,434,877 0.22
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 63
ANNEXURE VII
Sr. Name of the Top Ten Shareholding at the Transactions during the year Reason Cumulative Shareholding
No Shareholders beginning of the year at the end of the year –
(01.04.2019) 31.03.2020
No. of % of total Date of No. of Shares No. of shares % of total
shares held shares of the Transaction Increase/ held shares
Company (Decrease) in of the
Shareholding Company
28 Feb 2020 10,780 1,445,657 0.22
06 Mar 2020 514,091 1,959,748 0.30
13 Mar 2020 88,561 2,048,309 0.32
20 Mar 2020 11,980 2,060,289 0.32
27 Mar 2020 5,952 2,066,241 0.32
31 Mar 2020 50,000 2,116,241 0.33
8 Vanguard Emerging Markets 1,777,398 0.28 12 Apr 2019 48,146 1,825,544 0.28
Stock Index Fund, A Series 10 May 2019 4,200 1,829,744 0.28
of Vanguard International 21 Jun 2019 (9,450) 1,820,294 0.28
Equity Index Funds 02 Aug 2019 9,691 Purchase/ 1,829,985 0.28
27 Sep 2019 (29,345) Sale 1,800,640 0.28
27 Dec 2019 (46,740) 1,753,900 0.27
21 Feb 2020 219,979 1,973,879 0.30
27 Mar 2020 (57,477) 1,916,402 0.30
9 Robeco Capital Growth 1,801,948 0.29 06 Sep 2019 6,388 1,808,336 0.28
Funds 27 Sep 2019 (150,000) 1,658,336 0.26
13 Dec 2019 6,173 1,664,509 0.26
Purchase/
20 Dec 2019 343,827 2,008,336 0.31
Sale
14 Feb 2020 (250,000) 1,758,336 0.27
21 Feb 2020 5,500 1,763,836 0.27
13 Mar 2020 1,851 1,765,687 0.27
10 Universities Superannuation 1,417,000 0.23 03 May 2019 (200,000) 1,217,000 0.19
Scheme Limited (USSL) 07 Feb 2020 (124,308) 1,092,692 0.17
Purchase/
as Trustee of Universities 14 Feb 2020 678,585 1,771,277 0.27
Superannuation Scheme Sale
21 Feb 2020 (90,000) 1,681,277 0.26
20 Mar 2020 (65,000) 1,616,277 0.25
Note: Increase/decrease in shareholding, as indicated above, is based on beneficial ownership provided by the Depositories.
64 Directors’ Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VII
ANNEXURE VII
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment.
(` in crore)
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 448.70 246.45 - 695.15
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 12.03 - - 12.03
Total (i+ii+iii) 460.73 246.45 - 707.18
Change in Indebtedness during the financial year
Addition (Principal) 875.69 1,039.46 - 1,915.15
Reduction (Principal) (1,286.66) (1,285.91) - (2,572.57)
Net Change (410.97) (246.45) - (657.42)
Indebtedness at the end of the financial year
i) Principal Amount 37.73 - - 37.73
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 1.96 - - 1.96
Total (i+ii+iii) 39.69 - - 39.69
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VII
ANNEXURE VII
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
ANNEXURE VIII
DISCLOSURE PURSUANT TO SECTION 134(3)(M) OF THE COMPANIES ACT, 2013 READ WITH RULE 8 OF THE
COMPANIES (ACCOUNTS), RULES 2014
(A) Conservation of energy
Steps taken or impact on The operations of the Company are not energy intensive; however, adequate measures have been taken by
conservation of energy the Company in new and existing stores, wherever feasible to reduce energy consumption. Some of these
initiatives are:
We have obtained Gold Certified Green Building Certification for 23 additional stores this year & 1 Platinum Certified
Green Building Certification; taking our total to 74 stores (covering more than 3.5 million sq. ft. of development).
This certification is issued by the Indian Green Building Council (IGBC) under New Buildings / Green Interiors
Rating System (for 70 properties) and US Green Building Council under Leadership in Energy and Environmental
Design rating system (4 properties). Green building refers to both a structure and the application of processes that
are environmentally responsible and resource-efficient throughout a building’s life cycle: from planning to design,
construction, operation, maintenance, renovation and demolition.
There are several factors which are considered for awarding this certification. Some of those are elaborated below:
1. Energy Efficiency
Installation of Rooftop Solar Plants at several existing and new stores. In all 79 stores have solar panels
installed on their Rooftops and 1 Carport (Solar Panels above Car Parking) with a total commissioned
capacity of 7 MW.
Other initiatives:
LED Fixtures are installed at our stores to reduce overall energy consumption
BEE 5-Star Rated Split Air Conditioning units are installed in all offices to reduce overall energy consumption
CFC-Free Refrigerants are used in our Air-Conditioning Equipment to reduce emission of greenhouse gases.
2. Water Conservation
Installation of low-flow water-efficient fixtures at stores. These have aerators fixed by default to maintain and
regulate water flow
Development of rainwater harvesting pits to collect rainwater run-off and harvest it (through groundwater
recharge). This helps in addressing the issue of groundwater depletion
• Installation of STPs at several stores to recycle water and reduce the usage of local water supply. Treated
water is used in toilets for flushing.
Usage of Autoclaved Aerated Concrete (AAC) Blocks, which contain up to 65% of recycled material, for
construction of stores. These blocks use fly-ash – a large pollutant byproduct of thermal power plants
Ready Mix Concrete – We always strive to procure RMC from a location which is close to our site, thus
significantly reducing its transportation. In addition, we always encourage usage of fly-ash (within permitted
limits) in our RMC which is used in our building construction.
Steps taken by the Company for Installation of Solar Plants at several existing and new stores. In all 79 stores have solar panels installed on their
utilising alternate sources of energy Rooftops & 1 Carport (Solar Panels above Car Parking) with a total commissioned capacity of 7 MW.
Capital investment on energy
` 7 crore
conservation equipment
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 69
ANNEXURE VIII
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
CORPORATE
GOVERNANCE
REPORT
1. CORPORATE GOVERNANCE PHILOSOPHY across and the remedial actions taken in this regard.
Corporate Governance is essentially the management of Through this robust Corporate Governance mechanism that
an organisation’s activities in accordance with policies that interlinks values, ethics and positive culture, the Company
are value-accretive for all stakeholders. At DMart (ASL), the aims to achieve long-term sustainability.
Management strongly believes in fostering a governance
philosophy that is committed to maintaining accountability, 2. BOARD OF DIRECTORS
transparency and responsibility, which are integral to the The Board of Directors of the Company comprises of
Company’s day-to-day operations. seven Directors, of which three are Executive Directors,
one Non-Executive Non-Independent Woman Director
In order to keep up the highest level of standards and three Independent Directors (including a Woman
regarding Corporate Governance and Disclosures, the Director). All members of the Board are eminent persons
Management has instituted several committees that with considerable professional expertise and experience.
oversee various aspects of the organisation’s administration. The Board consists of a balanced combination of Executive
Formed in accordance with the Companies Act, 2013, and Directors and Independent Directors in accordance with the
the SEBI (Listing Obligations and Disclosure Requirements) requirements of the Companies Act, 2013; and the same
Regulations, 2015 (hereinafter referred to as ‘Listing is in compliance with the requirements of Regulation 17 of
Regulations’) the Committees inspect and resolve issues the Listing Regulations. The Chairman of the Company is an
that may arise from time to time within the Company. Independent Director.
A well-informed Board is an important facet of responsible The Company has in place a succession plan for the Board
behaviour. On a regular basis, the Board members of the of Directors and Senior Management of the Company.
Company are apprised of all the vital issues that it comes
The details of other Directorships/ Chairmanships and Memberships of Committees held by Directors of the Company as on
31st March, 2020 is given below
Name of Directors Category No. of Other Directorships and Committee Particulars of Directorships in
Chairmanship(s)/Membership(s) other Listed Entities
*Directorships #Chairmanships #Memberships Name of the Category of
Company Directorship
Mr. Ramesh Damani Chairman, 2 1 1 1. Aptech Limited Non-Executive,
(DIN: 00304347) Non- Executive, Independent
Independent Director Director
2. VIP Industries Non-Executive,
Limited Independent
Director
Mr. Chandrashekhar Non-Executive, 3 2 1 1. Mahindra & Non-Executive,
Bhave Independent Director Mahindra Independent
(DIN: 00059856) Financial Director
Services Limited
2. Tejas Networks Non-Executive,
Limited Independent
Director
Ms. Kalpana Unadkat Non-Executive, 1 - - - -
(DIN: 02490816) Independent Director
Mrs. Manjri Chandak Non-Executive, Non- 3 1 - - -
(DIN: 03503615) Independent Director
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 71
Name of Directors Category No. of Other Directorships and Committee Particulars of Directorships in
Chairmanship(s)/Membership(s) other Listed Entities
*Directorships #Chairmanships #Memberships Name of the Category of
Company Directorship
Mr. Ignatius Navil Executive Director 1 - - - -
Noronha
(DIN: 01787989)
Mr. Ramakant Baheti Executive Director 1 - 1 - -
(DIN: 00246480)
Mr. Elvin Machado Executive Director - - - - -
(DIN: 07206710)
* The above list of other directorships includes Public Companies (listed and unlisted) but does not include Private Limited Companies, Foreign Companies and Companies
under Section 8 of the Companies Act, 2013.
# It includes Chairmanship or Membership of the Audit Committee and Stakeholders’ Relationship Committee of Public Companies (listed and unlisted) only.
None of the Directors on the Board serve as an Independent Director in more than seven listed companies. Further, there are no
Directors on the Board of the Company, who serve as Whole-time Director with any listed company. No Director is a member of more
than ten Committees or acts as the Chairman of more than five Committees across all companies in which he or she is a Director.
The Board of Directors is of the opinion that all Independent Directors of the Company fulfill the conditions of independence as
prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) and 25(8) of the Listing Regulations and
hereby confirm that they are independent of the management.
Board Meetings
The Board Meeting is conducted at least once in every quarter to discuss the performance of the Company and its Quarterly
Financial Results, along with other Company issues. The Board also meets to consider other business(es), whenever required, from
time to time. Agenda of the business(es) to be transacted at the Board Meeting along with explanatory notes thereto are drafted
and circulated well in advance to the Board of Directors of the Company. The Company always ensures that Board members
are presented with all the relevant information on vital matters affecting the working of the Company including the information as
inter alia specified under Part A of Schedule II of Regulation 17(7) of the Listing Regulations. Every Board Member is free to suggest
the inclusion of any item on the agenda and hold due discussions thereto.
Six meetings were held during the year and the gap between two meetings did not exceed 120 days. The dates of the meetings
were as follows:
11th May, 2019, 13th July, 2019, 12th October, 2019, 11th January, 2020, 5th February, 2020 and 3rd March, 2020. The Nineteenth
Annual General Meeting of the Shareholders of the Company was held on Tuesday, 20th August, 2019.
72 Corporate Governance Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
The attendance of each Director at the Board Meeting and the last Annual General Meeting is given under:
Names of Directors Particulars of attendance for the Board Meetings Attendance for last AGM held
Meetings held during the Board Meetings attended on 20th August, 2019
Director’s tenure
Mr. Ramesh Damani 6 6 Yes
Mr. Chandrashekhar Bhave 6 6 Yes
Ms. Kalpana Unadkat 6 6 Yes
Mrs. Manjri Chandak 6 6 Yes
Mr. Ignatius Navil Noronha 6 6 Yes
Mr. Ramakant Baheti 6 6 Yes
Mr. Elvin Machado 6 6 Yes
Separate Independent Directors Meeting available with the Board. The table also mentions the specific
Pursuant to Schedule IV of the Companies Act, 2013 and areas of expertise of individual Director against each skill/
as per Regulation 25(3) of the Listing Regulations, separate expertise/ competence:
meeting of Independent Directors of the Company was
held on Saturday, 11th January, 2020. The agenda was to Core skills/ expertise/ Name of Director
review the performance of Non-Independent Directors, the competencies
Chairperson, the entire Board and Committees thereof, Operations
quality, quantity and timeliness of the flow of information • Store Operations Mr. Ignatius Navil Noronha
between the management and the Board. • Human Resources Mrs. Manjri Chandak
• Supply Chain Mr. Elvin Machado
Familiarisation Programme Finance Mr. Chandrashekhar Bhave
At the time of appointment, the Independent Directors are Mr. Ramesh Damani
made aware of their roles and responsibilities through a Mr. Ramakant Baheti
formal letter of appointment which stipulates various terms Mrs. Manjri Chandak
and conditions. At Board and Committee meetings, the Legal Mr. Chandrashekhar Bhave
Independent Directors are regularly being familiarised on the Ms. Kalpana Unadkat
business model, strategies, operations, functions, policies Mr. Ramakant Baheti
and procedures of the Company and its subsidiaries. Compliance/Corporate Mr. Chandrashekhar Bhave
All Directors attend the familiarisation programs as these are Governance Ms. Kalpana Unadkat
scheduled to coincide with the Board meeting calendar. Mr. Ignatius Navil Noronha
Mr. Ramakant Baheti
The details of training programs attended by the Independent Business Development Mr. Ignatius Navil Noronha
Directors has been posted on the Company’s website at the Mr. Ramakant Baheti
web link: https://www.dmartindia.com/investor-relationship. Mr. Elvin Machado
Information Technology Mr. Chandrashekhar Bhave
Matrix of skills/ expertise/ competencies of the Board Mr. Ramesh Damani
of Directors Mr. Ignatius Navil Noronha
The Board of the Company comprises qualified members
with the required skills, competence and expertise for Committees of the Board of Directors
effective contribution to the Board and its Committee. In compliance with the requirements of the Companies Act,
The Board members are committed to ensure that the 2013 and the Listing Regulations, the Board of Directors
Company is in compliance with the highest standards of has constituted various Committees. These Committees are
Corporate Governance. entrusted with such powers and functions as detailed in their
respective terms of reference. Besides, the Committees help
The table below summarises the list of core skills/ expertise/ focus attention on specific matters of the organisation.
competencies identified by the Board of Directors for
effectively conducting the business of the Company and are There are total 7 Committees as on 31st March, 2020;
out of which 5 are statutory committees and 2 are other
committees considering the need of best practice in
Corporate Governance of the Company.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 73
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
suspected fraud or irregularity or a failure of internal (as defined by the audit committee), submitted by
control systems of a material nature and reporting the management; (3) management letters/letters of internal
matter to the Board; control weaknesses issued by the statutory auditors;
(4) internal audit reports relating to internal control
q)
Discussion with statutory auditors before the audit weaknesses; (5) the appointment, removal and terms
commences, about the nature and scope of audit of remuneration of the chief internal auditor shall be
as well as post-audit discussion to ascertain any subject to review by the audit committee; (6) statement
area of concern; of deviations including (a) quarterly statement of
deviation(s) including report of monitoring agency, if
r) To look into the reasons for substantial defaults in applicable, submitted to stock exchange(s) in terms
the payment to the depositors, debenture holders, of Regulation 32(1) of the Listing Regulations; (b)
shareholders (in case of non-payment of declared annual statement of funds utilised for purposes other
dividends) and creditors; than those stated in the offer document/ prospectus/
notice in terms of Regulation 32(7) of the SEBI
s)
To establish and review the functioning of the Listing Regulations.
whistle-blower mechanism;
w)
Reviewing the utilisation of loans and/or advances
t) Approval of appointment of Chief Financial Officer (i.e. from/investment by the holding company in the
the whole-time finance director or any other person subsidiary exceeding rupees 100 crore or 10% of the
heading the finance function or discharging that asset size of the subsidiary, whichever is lower including
function) after assessing the qualifications, experience, existing loans/ advances/ investments existing as on
and background, etc. of the candidate; the date of coming into force of this provision.
u) Carrying out any other terms of reference as may be x) Review the compliance of the provision of Regulation 9A
decided by the Board or specified/ provided under the of the SEBI (Prohibition of Insider Trading) Regulations,
Companies Act, 2013 or the Listing Regulations or by 2015 at least once in a financial year and verify that
any other regulatory authority; and the systems for internal controls are adequate and
operating sufficiently and forward the said report with
v) Review of (1) management discussion and analysis the comments/observations to the Board of Directors
of financial condition and results of operations; (2) of the Company.
statement of significant related party transactions
c) Identify persons who are qualified to become Directors e) Devise a policy on diversity of Board of Directors;
and persons who may be appointed in Key Managerial
and Senior Management positions in accordance with f) Whether to extend or continue the term of appointment
the criteria laid down in this policy; of the Independent Director, on the basis of the report of
performance evaluation of Independent Directors; and
d) Recommend to the Board, appointment and removal
of Director, KMP and Senior Management Personnel; g)
Recommend to the Board, all remuneration, in
whatever form, payable to senior management.
5. REMUNERATION OF DIRECTORS
During the year, there was no pecuniary relationship
a)
Criteria of making payments to Non-Executive or transaction between the Company and any of its
Directors Non-Executive Directors apart from sitting fees and
Sitting Fees commission. The Company has not granted any stock
The Non-Executive Directors are entitled to sitting fees options to any of its Non-Executive Directors.
for attending the meetings of the Board of Directors and
Committees thereof. Sitting fees paid to Non-Executive
Directors are within the prescribed limits under the
Companies Act, 2013 and as determined by the Board of
Directors from time to time.
76 Corporate Governance Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Details of the remuneration paid to the Executive Directors of the Company during the financial year 2019-20 are as follows:
(Amount in `)
Name Designation Basic Company’s Perquisites Variable Stock Gross
Salary
contribution to option Remuneration
provident fund
Mr. Ignatius Navil Noronha Managing Director 43,812,000 1,699,836 18,000 - - 45,529,836
& CEO
Mr. Ramakant Baheti Whole-time Director 10,032,000 390,960 - - - 10,422,960
& Group CFO
Mr. Elvin Machado Whole-time Director 6,729,350 278,004 - 600,000 19,579,200 27,186,554
The performance criteria of the above-mentioned Directors are laid down by the Nomination and Remuneration Committee in
accordance with the Nomination and Remuneration Policy of the Company.
Mr. Ramakant Baheti was re-appointed as a Whole-time Director of the Company for a period of five years from 1st May, 2019 up
to 30th April, 2024.
Mr. Elvin Machado was re-appointed as a Whole-time Director of the Company, for a term of three years from 10th June, 2018 up
to 9th June, 2021.
There is no separate provision for payment of any severance fees for the Managing Director or either of the Whole-time Directors.
However, there is a provision of a notice period of six months from either side for all three of them.
Name of Directors Category Date of Options Options Grant price Vesting Exercise
grant granted vested and per equity period period
exercised share (`)
Mr. Ignatius Navil Noronha Nil Nil Nil Nil Nil Nil Nil
Mr. Ramakant Baheti Nil Nil Nil Nil Nil Nil Nil
Mr. Elvin Machado Class A 60,000 NA ` 299 9 years 3 months from the
Options date of vesting or
Class B 45,000 NA ` 299 6 years such other period as
Options 14.03.2017
may be determined
Class C 15,000 12,000 ` 299 2.5 years by the ESOP
Options Committee
Mrs. Manjri Chandak, Non-Executive Director is the Chairperson of the Committee and Mrs. Ashu Gupta is the Compliance Officer
of the Company pursuant to Regulation 6 of the Listing Regulations.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 77
b) Approve requests for security transfers and transmission f) Review of the various measures and initiatives taken by
and those pertaining to rematerialisation of securities/ the listed entity for reducing the quantum of unclaimed
sub-division/ consolidation of shares, issue of renewed dividends and ensuring timely receipt of dividend
and duplicate share/debenture certificates etc. warrants/annual reports/ statutory notices by the
shareholders of the Company
c) Resolving the grievances of the shareholders of the
Company, including complaints related to transfer of g)
Such other matters as may from time to time be
shares, non-receipt of annual report and non-receipt of required by any statutory, contractual or other regulatory
declared dividends, general meetings, etc. requirements to be attended to by such Committee.
Investor Complaints
The details of investor complaints received/redressed during the financial year 2019-20 is as under:
Complaints as on 01.04.2019 Received during the year Resolved during the year Pending as on 31.03.2020
0 2 2 0
7.
CORPORATE SOCIAL RESPONSIBILITY (CSR) d)
To monitor the CSR activities undertaken by the
COMMITTEE Company, which shall be as per the CSR Policy, as
The Corporate Social Responsibility (CSR) Committee of the projects or programmes or activities undertaken in India
Board was constituted in compliance with the provisions of (either new or ongoing), excluding activities undertaken
Section 135 of the Companies Act, 2013. The Company is in its normal course of business;
focussed on stakeholder value creation, especially for the
shareholders and local communities by contributing to the e) To provide a report on CSR activities to the Board
social and environmental needs. of the Company;
c)
To monitor the CSR Policy of the Company
from time to time;
78 Corporate Governance Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
8. RISK MANAGEMENT COMMITTEE e) To review processes and procedures to ensure the
The Risk Management Committee of the Board was effectiveness of internal systems of control, so that
constituted in compliance with the provisions of Regulation decision-making capability and accuracy of reporting
21 of the Listing Regulations. and financial results are always maintained at
an optimal level;
Terms of reference of the Risk Management Committee
are as follows: f) To provide an independent and objective oversight and
a) To assist the Board in the execution of its responsibility view of the information presented by management on
for the governance and to assist the Board in setting corporate accountability and specifically associated
risk strategy policies, including annually agreeing risk, also taking account of reports by management
risk tolerance and appetite levels, in liaison with and the Audit Committee to the Board on all categories
the Management; of identified risks facing the Company;
b) To review, assess the quality, integrity and effectiveness g) To assist the Board in its responsibility for disclosure in
of the risk management plan and systems and ensure relation to risk management in the annual report, and
that the risk policies and strategies are effectively acknowledgement that it is accountable for the risk
managed by management and that risks taken are management function; and
within the agreed tolerance and appetite levels;
h) To review the risk bearing capacity of the Company
c)
To ensure that the Company has implemented in light of its reserves, insurance coverage, guarantee
an effective ongoing process to identify risk, to funds or other such financial structures.
measure its potential impact against a broad set of
assumptions and then to activate what is necessary It was determined by the Board that Risk Management
to pro-actively manage these risks. A framework and Committee shall meet twice a year. Additional meetings may
process to anticipate unpredictable risks should also be convened at the request of any one of the committee
be implemented; members. However, the meetings are to be scheduled as
such that they are held before the meetings of the Board,
d) To oversee formal reviews of activities associated with for effective reporting. Moreover, the Chairman of the Risk
the effectiveness of risk management and internal Management Committee shall report from time to time to the
control processes. A comprehensive system of control Board on the deliberations of the Committee.
should be established to ensure that risks are mitigated
and that the Company’s objectives are attained;
c) To authorise such Officials of the Company to open m) To determine the amount of political contribution to be
bank accounts on behalf of the Company with any given in accordance with the framework adopted by
nationalised/ scheduled/ foreign banks and authorise the Board of Directors of the Company;
any Officers with respect to signing and honoring of
cheques and executing such papers and documents n)
To authorise any Officer of the Company to make
as maybe required from time to time and further donations to charitable and bona fide institutions, funds
to authorise any Officer to change the authorised and trusts as maybe deemed fit from time to time;
signatories and/or close such bank accounts as maybe
deemed fit from time to time; o) To grant authority to attend and vote at the general
body meetings/postal ballots either in person or
d) To authorise such Officials of the Company to operate through e-voting in the body corporate where the
the loan accounts and the bank account of the Company had invested in its securities and to appoint
Company as maybe deemed fit from time to time; any proxy for the same; and
e) To invest the idle funds of the Company in various p) To do or to authorise any Officers of the Company
securities of any corporate, government securities, including the Directors to do any such acts, deeds,
mutual funds and such other instruments and/or to things and matters pertaining to day-to-day
provide corporate guarantee or securities with respect operations/routine functioning of the Company or to
to the loans granted by the Company; do such acts, deeds, things and matters specifically
authorised by the Board of Directors of the Company
f) To avail/authorise such persons including Directors from time to time.
to approach Banks for the facility or merchant
establishment services from time to time for efficient The Operations Committee comprises of:
working of the Company;
Name of the Members Designation in the Committee
g) To allot securities of the Company as maybe approved Mr. Ramakant Baheti Chairman
by the Board from time to time. Mr. Ignatius Navil Noronha Member
Mr. Elvin Machado* Member
h) To appoint Debenture Trustees with respect to issue of
* The Operations Committee was re-constituted w.e.f. 12th October, 2019
debentures by the Company and in accordance with
by inducting Mr. Elvin Machado, Executive Director as a Member of the
the applicable SEBI Regulations;
Committee.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
instances where such Options shall lapse and to grant Unfair Trade Practices Relating to the Securities Market)
such number of Options, to such employees of the Regulations, 2003, as amended from time to time, by
Company and other entities as approved, pursuant to the Company and its employees, as applicable;
which equity shares shall be issued at the fair market
value, at such time and on such terms and conditions d)
To settle any questions, difficulties or doubts that
as set out in the Scheme and as the ESOP Committee may arise in this regard without requiring the Board to
may in its absolute discretion think fit and make secure any further consent or approval of the members
any modifications, changes, variations, alterations of the Company; and
or revisions in the Scheme from time to time or to
suspend, withdraw or revive the Scheme from time to e)
To take any other action as may be considered
time as may be specified by any statutory authority and necessary by the ESOP Committee for the purposes of
to do all such acts, deeds, matters and things as it giving effect to the Scheme.
may in its absolute discretion deem fit or necessary or
desirable for such purpose and with power on behalf The ESOP Committee comprises of:
of the Company;
Name of the Members Designation in the
c)
Frame suitable policies and procedures to ensure Committee
that there is no violation of securities laws, including Mr. Ramesh Damani Chairman
the SEBI ESOP Regulations or the Securities and Mr. Chandrashekhar Bhave Member
Exchange Board of India (Prohibition of Fraudulent and Mrs. Manjri Chandak Member
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
2,250 40,000
2,000 38,000
Amount (`)
Sensex
1,750 36,000
1,500 34,000
1,250 32,000
1,000 30,000
Apr-19
May-19
Jun-19
Jul-19
Aug-19
Sep-19
Oct-19
Nov-19
Dec-19
Jan-20
Feb-20
Mar-20
DMart Sensex
The high and low prices and volumes of your Company’s shares at NSE for the financial year 2019-20 are as under:
Month NSE NIFTY No. of Shares
(2019-20) High Low High Low transacted
April 2019 1,529.50 1,275.00 11,856.15 11,549.10 12,135,114
May 2019 1,355.00 1,226.00 12,041.15 11,108.30 11,478,923
June 2019 1,420.00 1,280.00 12,103.05 11,625.10 6,530,939
July 2019 1,490.00 1,286.30 11,981.75 10,999.40 11,300,013
August 2019 1,578.80 1,405.25 11,181.45 10,637.15 12,758,422
September 2019 1,945.05 1,501.00 11,694.85 10,670.25 11,005,084
October 2019 2,010.00 1,801.60 11,945.00 11,090.15 8,202,346
November 2019 2,010.00 1,756.00 12,158.80 11,802.65 7,888,043
December 2019 1,961.00 1,700.00 12,293.90 11,832.30 10,892,372
January 2020 2,145.05 1,780.00 12,430.50 11,929.60 16,148,905
February 2020 2,560.00 2,046.45 12,246.70 11,175.05 33,225,007
March 2020 2,340.00 1,729.30 11,433.00 7,511.10 12,876,304
2,250 13,000
2,000 12,000
Amount (`)
Nifty
1,750 11,000
1,500 10,000
1,250 9,000
1,000 8,000
Apr-19
May-19
Jun-19
Jul-19
Aug-19
Sep-19
Oct-19
Nov-19
Dec-19
Jan-20
Feb-20
Mar-20
DMart Nifty
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 83
Distribution of Shareholding
Distribution of shareholding of shares of your Company as on 31st March, 2020 is as follows:
No. of Equity Shares No. of Shareholders % of Total Shareholders Total Shares for the % of Issued Capital
Held Range
1-500 261,543 97.73 10,372,158 1.60
501-1000 2,536 0.95 1,829,625 0.28
1001-2000 1,266 0.47 1,799,455 0.28
2001-3000 416 0.16 1,032,719 0.16
3001-4000 245 0.09 863,070 0.13
4001-5000 207 0.08 953,358 0.15
5001-10000 420 0.16 3,173,793 0.49
10001 and above 982 0.37 627,750,513 96.91
Total 267,615 100.00 647,774,691 100.00
84 Corporate Governance Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
The shares of the Company are regularly traded at both the Stock Exchanges where they are listed, which ensures the necessary
liquidity to shareholders.
Physical and Dematerialised Shares as on 31st March, 2020 Shares % of Total Issued Capital
No. of Shares held in dematerialised form in CDSL 496,309,893 76.62
No. of Shares held in dematerialised form in NSDL 138,511,392 21.38
No. of Physical Shares 12,953,406 2.00
Total 647,774,691 100.00
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
To,
The Members of
Avenue Supermarts Limited
Anjaneya CHS Limited, Orchard Avenue,
Opp. Hiranandani Foundation School,
Powai, Mumbai – 400 076.
We have examined the relevant register, records, forms, returns and disclosures received from the Directors of Avenue Supermarts
Limited having CIN: L51900MH2000PLC126473 and having registered office at Anjaneya CHS Limited, Orchard Avenue, Opp.
Hiranandani Foundation School, Powai, Mumbai – 400 076 (hereinafter referred to as “the Company”), produced before us by the
Company for the purpose of issuing this certificate, in accordance with Regulations 34(3) read with Schedule V Para C Clause 10(i) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status
of the portal www.mca.gov.in) as considered necessary and explanation furnished to us by the Company & its officers, we hereby certify
that none of the Directors on the Board of the Company as stated below for the financial year ending 31st March, 2020 have been
debarred or disqualified from being appointed or continuing as Director of the Companies by the Securities Exchange Board of India,
Ministry of Corporate Affairs or any such statutory authority.
Sr. No. Name of the Director DIN Date of Appointment in the Company
1. Mr. Ramesh Damani 00304347 09/09/2009
2. Mr. Chandrashekhar Bhave 00059856 17/05/2016
3. Ms. Kalpana Unadkat 02490816 30/07/2018
4. Mrs. Manjri Chandak 03503615 31/03/2011
5. Mr. Ignatius Noronha 01787989 02/01/2006
6. Mr. Ramakant Baheti 00246480 02/01/2006
7. Mr. Elvin Machado 07206710 10/06/2015
Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the management of the
Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the
future viability of the Company nor of all efficiency or effectiveness with which the management has conducted the affairs of the Company.
Himanshu S. Kamdar
Place: Mumbai Partner
Date: 27th May, 2020 FCS No.: 5171
UDIN: F005171B000289620 COP No.: 3030
88 Corporate Governance Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
i. these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
ii. these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting
standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year, which are
fraudulent or illegal or violative of the Company’s code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the
effectiveness of the internal control systems of the Company pertaining to financial reporting and we have disclosed to the auditors
and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the
steps we have taken or propose to take to rectify these deficiencies.
ii. significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial
statements; and
iii. instances of significant fraud of which we have become aware and the involvement therein, if any, of the Management or an
employee having a significant role in the Company’s internal control system over financial reporting.
This certificate is being given to the Board pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
Thank you.
Yours truly,
We have examined the compliance of conditions of Corporate Governance by Avenue Supermarts Limited (‘the Company’) for the
year ended 31st March, 2020, as stipulated in Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examinations have been limited
to the procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate
Governance as stipulated in the said Regulations. It is neither an audit nor an expression of opinion on the financial statements
of the Company.
In our opinion and to the best of our information and according to the explanations given to us, and the representations made by the
Directors and the Management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in
Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the Management has conducted the affairs of the Company.
Himanshu S. Kamdar
Place: Mumbai Partner
Date: 23rd May, 2020 FCS No.: 5171
UDIN: F005171B000272911 COP No.: 3030
90 Business Responsibility Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Business Responsibility
Report
SECTION A: GENERAL INFORMATION ABOUT THE SECTION B: FINANCIAL DETAILS OF THE COMPANY
COMPANY 1. Paid Up Capital (INR): ` 647.77 crore
1.
Corporate Identity Number (CIN) of the Company:
L51900MH2000PLC126473 2. Total Turnover (INR): ` 24,675 crore
2.
Name of the Company: Avenue Supermarts Limited 3. Total Profit after Taxes (INR): ` 1,350 crore
(“ASL”, “The Company”)
4.
Total Spending on Corporate Social Responsibility
3. Registered Office Address: Anjaneya CHS Ltd., Orchard (CSR) as percentage of Profit after Tax (%): ` 17.86
Avenue, Opp. Hiranandani Foundation School, Powai, crore, 1.57% of average profit for previous three years
Mumbai – 400 076. (computation as prescribed by the Companies Act, 2013).
C orporate Office Address: B–72/72A, Wagle 5. List of activities in which the expenditure in 4 above
Industrial Estate, Road No. 33, Kamgar Hospital Road, has been incurred: Refer to Annexure IV of the Directors
Thane – 400 604. Report.
6. Financial Year Reported: Financial year 2019-20 Yes, the Company has five subsidiary companies as listed
below;
7. Sector(s) that the Company is engaged in (industrial 1. Align Retail Trades Private Limited
activity code-wise): Retail Trade – 47 (Retail Trade, except 2. Avenue E-Commerce Limited
of motor vehicles and motorcycles) 3. Avenue Food Plaza Private Limited
4. Nahar Seth & Jogani Developers Private Limited
8.
List three key products/services that the Company 5. Reflect Wholesale & Retail Private Limited
manufactures/provides (as on balance sheet)
Foods 2. Do the Subsidiary Company/Companies participate in
Non-Foods (Fast Moving Consumer Goods) the BR Initiatives of the parent Company? If yes, then
General Merchandise and Apparel indicate the number of such subsidiary company(s)
Align Retail Trades Private Limited, a subsidiary of ASL,
9. Total number of locations where business activity is participates in relevant BR initiatives of the Company.
undertaken by the Company:
i. Number of International Locations: Nil 3. Do any other entity/entities (e.g. Supplier, distributor
ii. Number of National Locations: As on 31st March, etc.) that the Company does business with, participate
2020, the Company carries out its business operations in the BR initiatives of the Company? If yes indicate the
through 214 stores located across 11 states and percentage of such entities? (Less than 30%, 30–60%
1 Union Territory. and more than 60%)
10.
Markets served by the Company – Local/ State/ No.
National/ International: National (India)
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 91
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
b) If answer against any principle, is ‘No’, please explain why: (Tick up to 2 options):
Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1 The Company has not understood the principles
2 The Company is not at a stage where it finds itself in a position
to formulate and implement the policies on specified principles
3 The Company does not have financial or manpower resources
N.A.
available for the task
4 It is planned to be done in the next 6 months
5 It is planned to be done in the next year
6 Any other reason (please specify)
3.
Governance related to BR is to focus on areas of ethical risk, provide guidance to
a) Indicate the frequency with which the Board of recognise and deal with ethical issues, provide mechanisms
Directors, Committee of the Board or CEO to to report unethical conduct and help foster a culture of
assess the BR performance of the Company. Within honesty and accountability.
3 months, 3-6 months, Annually, More than 1 year.
The Business Responsibility performance is reviewed 2. How many stakeholder complaints have been received
annually. in the past financial year and what percentage was
satisfactorily resolved by the management? If so,
b) Does the Company publish a BR or a Sustainability provide details thereof, in about 50 words or so.
Report? What is the hyperlink for viewing this ASL as an organisation is conscious about all complaints
report? How frequently it is published? received from its stakeholders. Through a formal mechanism
ASL is publishing its Business Responsibility Report we address each complaint. Due care is taken to maintain
as a part of its annual report which will be published complete confidentiality in all complaints received. Our
annually. The Annual Report is available at www. Senior Management Team is directly involved in all critical
dmartindia.com under the section Investor Relations. complaints. They also periodically review complaints and
suggest corrective actions in our internal processes, if
SECTION E: PRINCIPLE-WISE PERFORMANCE needed.
Principle 1: Businesses should conduct and govern
themselves with Ethics, Transparency and Accountability Opening Received % of complaints
1. Does the policy relating to ethics, bribery and corruption Balance (FY 2019-20) resolved (FY 2019-20)
cover only the Company? Yes/No. Does it extend to the
23 79 25%
Group/ Joint Ventures/ Suppliers/ Contractors/ NGOs/
Others?
Principle 2: Businesses should provide goods and services
The Company has incorporated a policy on Ethics,
that are safe and contribute to sustainability throughout
Transparency & Accountability which is applicable to
their lifecycle
its Employees, Directors, Business Partners, Business
1. List up to 3 products or services whose design has
Associates and other relevant stakeholders to conduct
incorporated social or environmental concerns, risks,
business ethically and transparently.
and/or opportunities.
The Company’s principle nature of business is to provide
The policy on ethics and transparency acts as a guidance
everyday use products to end consumers. However, one of
manual for all our stakeholders to conduct business ethically
our subsidiary Company procures, processes and repacks
and avoid any breaches related to unfair practices.
certain products which are provided to end consumers
through our stores.
The Company has a separate code of conduct for Board
Members and Senior Management. The intent of this code
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 93
It is our constant endeavor to ensure that all laws and ASL is aiming to reduce its fuel consumption in transportation
regulations related to processing, packaging, labelling by operating through common distribution centres in vicinity
are adhered to along with periodic internal quality control of our store locations, wherever feasible. This minimises the
checks. distance to transport goods to our stores, thus reducing fuel
consumption.
2. For each product, provide the following details in respect
of resources (energy, water, raw material etc.) per unit of 4. Has the Company taken any steps to procure goods
product. and services from local & small producers, including
(i) Reduction during sourcing/ production/ distribution communities surrounding their place of work? If yes,
achieved since the previous year throughout the what steps have been taken to improve their capacity
value chain? and capability of local and small vendors?
We are in the business of retailing goods/ products to The Company believes in inclusive growth and encourages
end consumers through our 214 stores spread across local sourcing wherever possible. Local suppliers/ vendors
11 states and 1 union territory. We strive to optimise are evaluated based on the quality parameters set by the
use of resources at our new and existing stores. Company.
Wherever feasible, we encourage the following:
Installation of rooftop solar plants to reduce 5. Does the Company have mechanism to recycle products
energy consumption and waste? If yes, what is the percentage of recycling
Implementation of rainwater harvesting process waste and products? Provide details thereof, in about 50
to restore depleting ground water words or so.
Usage of LED lighting Owing to the nature of our business we generate very limited
Usage of Water-efficient fixtures that consume amount of waste. The Company has installed sewage
lesser water than the standard ones treatment plants at stores wherever possible to use recycled
Treatment of waste water through in-house water and thereby reduce load on the municipal bodies for
sewage treatment plants fresh water supply.
Usage of AAC Blocks which contain recycled
materials Principle 3: Businesses should promote the well-being of
Obtain a Green Building Certification under Indian all employees
Green Building Council (IGBC) and US Green 1. Please indicate the total number of employees.
Building Council (USGBC) Total number of permanent employees is 9,456.
(ii)
Reduction during usage by consumers (energy, 2. Please indicate the total number of employees hired on
water) has been achieved since the previous year? temporary/ contractual/casual basis.
We encourage our customers to carry their own The total number of employees hired on contractual basis is
reusable carry bags so we can reduce the usage of 38,952.
plastic carry bags.
3.
Please indicate the number of permanent women
3.
Does the Company have procedures in place for employees.
sustainable sourcing (including transportation)? If Total number of permanent women employees is 2,108.
yes, what percentage of your inputs was sourced
sustainably? Provide details thereof, in about 50 words 4.
Please indicate the number of permanent employees
or so. with disability.
The Company has a structured procedure which is followed Total number of permanent employees with disability is 15.
before collaborating with any business partners/ associates.
Our team visits their facilities to assess and evaluate them on 5. Do you have an employee association that is recognised
health and safety parameters. by management?
The Company does not have any recognised employee
association.
94 Business Responsibility Report
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STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
6. What percentage of your permanent employees are a The details of trainings conducted during the financial year
member of this recognised employee association? 2019-20 are as follows:
Not Applicable.
Employee category % of % of
7.
Please indicate the number of complaints relating to employees employees
child labour, forced labour, involuntary labour, sexual that were that were
harassment in the last financial year and pending, as on given safety given skill
the end of the financial year. training up-gradation
ASL has stringent policies & procedures which are in line training
with local laws to prevent any kind of forced labor, child labor Permanent employees 74% 87%
and sexual harassment at our locations of operations. Some
of these processes are:
We collect valid documents related to age proof and
employment is confirmed only after submission of valid Permanent women 80% 104%
documents which are verified. employees
The Company maintains a safe working environment
Casual/ Temporary/ 80% 85%
for women employees. We create awareness among
Contractual Employees
our employees that sexual harassment is a serious
misconduct and there are formal mechanisms available Permanent employees 67% 96%
for raising the complaints. with disability
The details of the no. of complaints received during the Principle 4: Businesses should respect the interests of, and
financial year 2019-20 are as follows: be responsive to the needs of all stakeholders, especially
those who are disadvantaged, vulnerable, and marginalised.
Category No. of No. of 1. Has the Company mapped its internal and external
complaints complaints stakeholders? Yes/No
received pending at Yes, ASL has identified and mapped all its key internal and
during the end of the external stakeholders and same are mentioned below:
financial year financial year
a) Customers
Child Labour/ Forced 0 0
b) Employees
Labour/ Involuntary Labour
c) Business Partners/Associates
*Sexual Harassment 1 0 d) Shareholders
Discriminatory employment 0 0 e) Regulatory Authorities/Bodies
* The Company conducted several training sessions for all its employees f) Local Communities in the areas that we operate in
to create awareness about Prevention of Sexual Harassment during the
Financial Year. 2.
Out of the above, has the Company identified the
disadvantaged, vulnerable & marginalised stakeholders?
8. What percentage of your under mentioned employees Yes.
were given safety & skill up-gradation training in the last
year? 3. Are there any special initiatives taken by the Company
The Company organises several training programmes for its to engage with the disadvantaged, vulnerable, and
employees through functional modules. The training content marginalised stakeholders? If so, provide details thereof,
is based on the roles and responsibilities performed by the in about 50 words or so.
employees in different grades and departments. ASL wants to make a real difference to the under privileged
by strengthening schools, impacting primary education and
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 95
inspiring lives through its CSR initiatives, which includes; 2. Does the Company have strategies/initiatives to address
Providing basic infrastructure for education global environmental issues such as climate change,
Computer education and learning global warming, etc.? Y/N. If yes, please give hyperlink
Promoting Sports through various Sports Programmes, for webpage etc.
availability of playground & sports fixtures and sports ASL understands the global issue of climate change and has
material incorporated possible actions to address it. We have taken
Pedagogy and activity based learnings following initiatives towards mitigating the environmental
Quality staff for teaching impact, wherever feasible:
English Language Programme
Water conservation programmes: The Company
Library Programme
believes water is a critical resource and hence works
Scientific Learning through Science Labs
towards minimising its fresh water requirements through
Skill Development and Livelihood Training Programmes
initiatives such as rain water harvesting. In addition, the
Company has installed 63 Sewage Treatment Plants
Through these initiatives, the Company has positively
across its premises to use the same for flushing. This
impacted more than 1,00,000 students through holistic
also helps to reduce the usage of fresh water.
interventions in primary education
LED lightings: We use LED light fixtures, thereby
Principle 5: Businesses should respect and promote human conserving energy year by year.
rights
CFC-free refrigerants: We use CFC free refrigerants
1. Does the policy of the Company on human rights
in Air–conditioning equipment, which reduces release
cover only the Company or extend to the Group/ Joint
of CFCs in atmosphere which is one of the major
Ventures/ Suppliers/ Contractors/ NGOs/ Others?
contributors for greenhouse gases.
The Company has framed a policy on human rights, which is
a guidance document for its Employees, Business Partners/ Use of BEE 5-Star Equipment’s: The Company
Associates and other relevant stakeholders. uses BEE 5-Star rated split air conditioners which
consumes less energy in comparison to conventional
2. How many stakeholder complaints have been received air-conditioners.
in the past financial year and what percent was
Use of Sustainable materials for construction:
satisfactorily resolved by the management?
The Company incorporates sustainable vision right at
During the financial year 2019-20, the Company has not
the construction stage of our stores. We encourage
received any complaints from stakeholders in this respect.
use of AAC blocks in place of conventional building
materials which are sourced from local manufacturers.
Principle 6: Business should respect, protect and make
efforts to restore the environment Ready Mix Concrete: We always strive to procure
1. Does the policy related to Principle 6 cover only the RMC from a location which is close to our site, thus
Company or extends to the Group/ Joint Ventures/ significantly reducing its transportation. In addition, we
Suppliers/ Contractors/ NGOs/ Others. always encourage usage of fly-ash (within permitted
The Company has a defined Environment Policy which is a limits) in our RMC which is used in our building.
guidance document for its Employees, Business Partners/
Associates and other relevant stakeholders to encourage
them to adopt more environment friendly and safe business
practices.
96 Business Responsibility Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
3.
Does the Company identify and assess potential Principle 8: Businesses should support inclusive growth
environmental risks? Y/N and equitable development
ASL assesses the potential impacts of its operations on the 1. Does the Company have specified programmes/
environment through implementation of the Environment initiatives/ projects in pursuit of the policy related to
Policy. Principle 8? If yes details thereof.
The Company has a Corporate Social Responsibility Policy
4. Does the Company have any project related to Clean which details its vision of working for the under privileged
Development Mechanism? If so, provide details thereof, sections of the society. The focus of our CSR programme
in about 50 words or so. Also, if Yes, whether any is primary education which includes working with different
environmental compliance report is filed? local, municipal schools to improve education standards
We do not have any projects registered under Clean through various pedagogical interventions like Computer
Development Mechanism. Education, Library Programme, English & Vernacular
Language proficiency Programmes, Scientific Learning
5. Has the Company undertaken any other initiatives on – through Science Labs, Promoting Sports through various
clean technology, energy efficiency, renewable energy, Sports Programmes and availability of playground & sports
etc. Y/N. If yes, please give hyperlink for web page etc. fixtures and sports material.
The Company invests in energy efficiency (refer to our
response to question 2 and renewable energy projects, Through ‘Skill Building Programme’ the Company aims to
detailed below: bring local unemployed youth in the economic mainstream
through self-employment and salaried jobs. In 2019-20, 150
Solar Plant: ASL has installed solar panels on roof
students were enrolled out of which 110 have completed
tops at several of our existing and new projects. 79
trainings in Nursing Assistance, Beautician, Apparel making,
stores have solar panels installed on their roof tops and
Computer and Dance.
1 Carport (Solar Panels above Car Parking) is installed
with a total commissioned capacity of 7.0 MW. This
During the year 2019-20, we commenced promotion of
initiative has partly helped the Company reduce its
sports with structured interventions in existing schools.
dependency on grid power supply.
2.
Are the programmes/projects undertaken through
6.
Are the Emissions/Waste generated by the Company
in-house team/ own foundation/ external NGO/
within the permissible limits given by CPCB / SPCB for
government structures/ any other organisation?
the financial year being reported?
We have an in-house team dedicated to carry out Company’s
Not Applicable
CSR initiatives. We also collaborate with Expert Partners and
NGOs for some of our initiatives.
7.
Number of show cause/legal notices received from
CPCB / SPCB which are pending (i.e. not resolved to
3. Have you done any impact assessment of your initiative?
satisfaction) as on end of Financial Year.
The dedicated in-house team monitors the number of
There are no show cause/legal notices received from CPCB
beneficiaries impacted by the Company’s CSR initiatives and
/ SPCB as on end of FY 2019-20.
the same is presented to the CSR Committee periodically.
Principle 7: Businesses, when engaged in influencing public
4.
What is your Company’s direct contribution to
and regulatory policy, should do so in a responsible manner
community development projects amount in INR and the
1. Is your company a member of any trade and chamber
details of the projects undertaken.
or association? If Yes, Name only those major ones that
The Company has contributed ` 17.86 crore during the
your business deals with:
financial year 2019-20 towards community development
ASL is member of Retailers Association of India (RAI).
projects. The details of these projects are mentioned in
Annexure IV of the Directors Report.
2. Have you advocated/lobbied through above associations
for the advancement or improvement of public good?
5. Have you taken steps to ensure that this community
Yes/No; if yes specify the broad areas (drop box:
development initiative is successfully adopted by the
Governance and Administration, Economic Reforms,
community? Please explain in 50 words, or so.
Inclusive Development Policies, Energy security, Water,
We conduct post impact assessment for all our CSR
Food Security, Sustainable Business Principles, Others)
initiatives which help us understand the effectiveness of these
ASL understands the improvement and advancements of
programs. Based on the outcome of these assessments, the
the industry in interest of public good. Our endeavor is to
Company plans corrective measures wherever necessary.
co-operate with all Government bodies and policy makers in
this regard.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 97
Principle 9: Businesses should engage with and provide 3. Is there any case filed by any stakeholder against the
value to their customers and consumers in a responsible Company regarding unfair trade practices, irresponsible
manner advertising and/or anti-competitive behaviour during
1. What percentage of customer complaints/consumer the last five years and pending as on end of financial
cases are pending as on the end of financial year. year.
There are 76 ongoing consumer complaints as on 31st March, There is one case pending before the judicial authorities for
2020. trademark infringement.
2.
Does the Company display product information on 4.
Did your Company carry out any consumer survey/
the product label, over and above what is mandated consumer satisfaction trends?
as per local laws? Yes/ No/ N.A./ Remarks (additional Customer satisfaction is one of the key objectives of our
information) business operations. Our store personnel interact with
The Company is an national supermarket chain with focus customers frequently to understand their experience and
on value retailing. Majority of the products are procured take their feedback on our services. This helps us to improve
from reputed third party vendor/ manufacturers/ distributors our service quality and enhance customer satisfaction.
which are directly sold to the customer. However, we also We also encourage our customers to share their valuable
procure some goods from other vendors which are repacked feedback with us and have made available several channels
at our locations. which they can use to reach us. Some of those are:
Customer Care Desk at each store
Hence it is our constant endeavor to engage with our Feedback/Complaints Register at stores
entire vendor ecosystem and we seek to ensure that all our Feedback section of our corporate website
vendors adhere to proper labeling indicating content, safety Central customer care help line number
and handling of the products which we sell. Electronic mail
98 Independent Auditor’s Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Key audit matters How our audit addressed the key audit matter
Assessment of impairment of investment in subsidiary: Avenue E-Commerce Limited (“AEL”) (as described in note 1.f of the standalone
Ind AS financial statements)
The Company has an investment amounting to ` 252.76 crore as Our audit procedures in respect of assessment impairment of
at March 31, 2020 in its subsidiary Avenue E-Commerce Limited. Investment in Avenue Ecommerce Limited included the following:
• We assessed the Company’s valuation methodology applied in
This subsidiary commenced business four years back and has had determining the fair market value of equity shares. In making this
continued losses, which provides an indicator for impairment in assessment, we evaluated the objectivity and independence of
the investment. Company’s specialists involved in the process;
• We involved valuation expert to assist in evaluating the key inputs
Management has used external specialist to support the along with comparable transaction multiples of peers of the
recoverable amounts of its investment based on fair market value Company available in the public domain and discount rate on
of equity shares of AEL as at March 31, 2020 after taking into multiple considered for valuation purpose;
consideration the potential impact of COVID 19.
• We obtained and read the audited Ind AS financial statements of
We determined this area as a key audit matter because of the the subsidiary to determine the net worth, cash flows and other
judgmental factors involved in testing for impairment and the financial indicators;
significant carrying value of the investment. • We also assessed the Company’s disclosures concerning this
in Note 1.f on significant accounting estimates and judgements
and Note 6 of Investment in Subsidiaries to the standalone Ind AS
financial statements.
Allowance for inventory shrinkages (as described in note 1.j and 1.w of the standalone Ind AS financial statements)
As at March 31, 2020, the carrying amount of inventories amounted to ` Our procedures over allowance for inventory shrinkage included the
1,909.43 crore after considering allowances for Inventory shrinkages of following:
` 17.30 crore. These inventories are held at the stores and distribution
• We obtained an understanding, evaluated the design and tested
centres of the Company.
the operating effectiveness of controls that the Company has in
Allowance for Inventory shrinkage was an audit focus area since relation to allowance for inventory shrinkage;
inventory cycle counts were carried out at periodical intervals during
• We performed testing on the Company’s controls over the
the year and further significant judgement is involved in identifying the
inventory cycle count process. In testing these controls, we
amount of provision for shrinkages.
observed the inventory cycle count process at selected store and
distribution centres on a sample basis, inspected the results of the
inventory cycle count and confirmed variances were accounted
for and approved by management.
• Assessed the stock shrinkage provision by assessing the level
of inventory write downs during the period and applying the
shrinkage rate as determined location wise to the year end stock.
We tested on a sample basis the shrinkage rate used to calculate
the provision for each store and distribution centre.
• On account of the COVID 19 imposed lockdown, the Company
was unable to carry on its physical verification of inventory in the
last two weeks of March 2020 as planned, however the locations
scheduled for the physical verification in the last two weeks had
been verified during the year as planned and accordingly the
shrinkage rates have been used for these locations as per the last
count.
• We assessed the Company’s disclosures concerning this in Note
1.j and 1.r on significant accounting estimates and judgements and
Note 9 Inventories to the standalone Ind AS financial statements.
We have determined that there are no other key audit matters to communicate in our report.
100 Independent Auditor’s Report
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STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Information Other than the Financial Statements and Auditor’s Responsibilities for the Audit of the Standalone
Auditor’s Report Thereon Ind AS Financial Statements
The Company’s Board of Directors is responsible for the other Our objectives are to obtain reasonable assurance about whether
information. The other information comprises the information the standalone Ind AS financial statements as a whole are free from
included in the Annual report but does not include the standalone Ind material misstatement, whether due to fraud or error, and to issue an
AS financial statements and our auditor’s report thereon. auditor’s report that includes our opinion. Reasonable assurance is a
high level of assurance but is not a guarantee that an audit conducted
Our opinion on the standalone Ind AS financial statements does in accordance with SAs will always detect a material misstatement
not cover the other information and we do not express any form of when it exists. Misstatements can arise from fraud or error and are
assurance conclusion thereon. considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users
In connection with our audit of the standalone Ind AS financial taken on the basis of these standalone Ind AS financial statements.
statements, our responsibility is to read the other information and,
in doing so, consider whether such other information is materially As part of an audit in accordance with SAs, we exercise professional
inconsistent with the standalone Ind AS financial statements or our judgment and maintain professional skepticism throughout the
knowledge obtained in the audit or otherwise appears to be materially audit. We also:
misstated. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are • Identify and assess the risks of material misstatement of the
required to report that fact. We have nothing to report in this regard. standalone Ind AS financial statements, whether due to fraud
or error, design and perform audit procedures responsive to
Responsibilities of Management for the Standalone Ind AS those risks, and obtain audit evidence that is sufficient and
Financial Statements appropriate to provide a basis for our opinion. The risk of
The Company’s Board of Directors is responsible for the matters not detecting a material misstatement resulting from fraud is
stated in section 134(5) of the Act with respect to the preparation higher than for one resulting from error, as fraud may involve
of these standalone Ind AS financial statements that give a true and collusion, forgery, intentional omissions, misrepresentations, or
fair view of the financial position, financial performance including the override of internal control.
other comprehensive income, cash flows and changes in equity
of the Company in accordance with the accounting principles • Obtain an understanding of internal control relevant to the audit
generally accepted in India, including the Indian Accounting in order to design audit procedures that are appropriate in the
Standards (Ind AS) specified under section 133 of the Act read circumstances. Under section 143(3)(i) of the Act, we are also
with the Companies (Indian Accounting Standards) Rules, 2015, as responsible for expressing our opinion on whether the company
amended. This responsibility also includes maintenance of adequate has adequate internal financial controls system in place and the
accounting records in accordance with the provisions of the Act for operating effectiveness of such controls.
safeguarding of the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of •
Evaluate the appropriateness of accounting policies used
appropriate accounting policies; making judgments and estimates and the reasonableness of accounting estimates and related
that are reasonable and prudent; and the design, implementation disclosures made by management.
and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of • Conclude on the appropriateness of management’s use of
the accounting records, relevant to the preparation and presentation the going concern basis of accounting and, based on the
of the standalone Ind AS financial statements that give a true and audit evidence obtained, whether a material uncertainty exists
fair view and are free from material misstatement, whether due to related to events or conditions that may cast significant doubt
fraud or error. on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are
In preparing the standalone Ind AS financial statements, management required to draw attention in our auditor’s report to the related
is responsible for assessing the Company’s ability to continue as a disclosures in the standalone Ind AS financial statements or,
going concern, disclosing, as applicable, matters related to going if such disclosures are inadequate, to modify our opinion.
concern and using the going concern basis of accounting unless Our conclusions are based on the audit evidence obtained up
management either intends to liquidate the Company or to cease to the date of our auditor’s report. However, future events or
operations, or has no realistic alternative but to do so. conditions may cause the Company to cease to continue as
a going concern.
Those Board of Directors are also responsible for overseeing the
Company’s financial reporting process.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 101
• Evaluate the overall presentation, structure and content of specified under Section 133 of the Act, read with
the standalone Ind AS financial statements, including the Companies (Indian Accounting Standards) Rules,
disclosures, and whether the standalone Ind AS financial 2015, as amended;
statements represent the underlying transactions and events in
a manner that achieves fair presentation. (e) On the basis of the written representations received from
the directors as on March 31, 2020, taken on record by
We communicate with those charged with governance regarding, the Board of Directors, none of the directors is disqualified
among other matters, the planned scope and timing of the audit as on March 31, 2020, from being appointed as a director
and significant audit findings, including any significant deficiencies in in terms of Section 164 (2) of the Act;
internal control that we identify during our audit.
(f) With respect to the adequacy of the internal financial
We also provide those charged with governance with a statement controls over financial reporting of the Company with
that we have complied with relevant ethical requirements regarding reference to these standalone Ind AS financial statements
independence, and to communicate with them all relationships and the operating effectiveness of such controls, refer to
and other matters that may reasonably be thought to bear on our our separate Report in “Annexure 2” to this report;
independence, and where applicable, related safeguards.
(g)
In our opinion, the managerial remuneration for the
From the matters communicated with those charged with governance, year ended March 31, 2020 has been paid / provided
we determine those matters that were of most significance in the by the Company to its directors in accordance with the
audit of the standalone Ind AS financial statements for the financial provisions of section 197 read with Schedule V to the Act;
year ended March 31, 2020 and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or (h)
With respect to the other matters to be included in
regulation precludes public disclosure about the matter or when, in the Auditor’s Report in accordance with Rule 11 of
extremely rare circumstances, we determine that a matter should not the Companies (Audit and Auditors) Rules, 2014, as
be communicated in our report because the adverse consequences amended in our opinion and to the best of our information
of doing so would reasonably be expected to outweigh the public and according to the explanations given to us:
interest benefits of such communication.
i) The Company has disclosed the impact of pending
Report on Other Legal and Regulatory Requirements litigations on its financial position in its standalone
1. As required by the Companies (Auditor’s report) Order, 2016 Ind AS financial statements – Refer Note 37 to the
(“the Order”) issued by the Central Government of India in standalone Ind AS financial statements;
terms of sub-section (11) of section 143 of the Act, we give
in the “Annexure 1”, a statement on the matters specified in ii) The Company did not have any long-term contracts
paragraphs 3 and 4 of the Order. including derivative contracts for which there were
any material foreseeable losses
2. As required by section 143 (3) of the Act, we report that:
iii) There were no amounts which were required to be
(a) We have sought and obtained all the information and transferred to the Investor Education and Protection
explanations which to the best of our knowledge and Fund by the Company.
belief were necessary for the purposes of our audit;
For S R B C & CO LLP
(b) In our opinion, proper books of account as required by
Chartered Accountants
law have been kept by the Company so far as it appears
ICAI Firm Registration Number: 324982E/E300003
from our examination of those books;
per Vijay Maniar
(c)
The Balance Sheet, Statement of Profit and Loss
Partner
including the Statement of Other Comprehensive Income,
Membership No.: 36738
the Cash Flow Statement and Statement of Changes in
UDIN: 20036738AAAACF6511
Equity dealt with by this Report are in agreement with the
books of account;
Mumbai; May 23, 2020
(d) In our opinion, the aforesaid standalone Ind AS financial
statements comply with the Accounting Standards
102 Independent Auditor’s Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Annexure 1
to the Independent Auditor’s Report of even date on the Ind AS Financial Statements of
Avenue Supermarts Limited (‘the Company’)
(i) (a) The Company has maintained proper records showing (iv)
In our opinion and according to the information and
full, including quantitative details and situation explanations given to us, provisions of section 185 and 186
of fixed assets. of the Companies Act 2013 in respect of loans to directors
including entities in which they are interested and in respect
(b)
Fixed assets have been physically verified by the of loans and advances given, investments made and,
management during the year and no material guarantees, and securities given have been complied with
discrepancies were identified on such verification. by the Company.
(c) According to the information and explanation given by (v) The Company has not accepted any deposits within the
the management the title deeds of immovable property meaning of Sections 73 to 76 of the Act and the Companies
included in property, plant and equipment are held (Acceptance of Deposits) Rules, 2014 (as amended).
in the name of the Company out of which for land Accordingly, the provisions of clause 3(v) of the Order are
properties aggregating 345.35 crore as at March 31, not applicable.
2020 mutation of land is in progress.
(vi) To the best of our knowledge and as explained, the Central
(C in Crores) Government has not specified the maintenance of cost
Total Gross Block Net Block records under Section 148(1) of the Companies Act, 2013,
Asset for the products of the Company.
number as on as on
category
of cases March 31, 2020 March 31, 2020
24 Freehold 345.35 345.35 (vii) (a) According to the information and as explanation given
land to us and the records of the Company examined by
us, in our opinion, the Company is generally regular
(ii)
The management has conducted physical verification
in depositing with appropriate authorities undisputed
of inventory at reasonable intervals during the year
statutory dues including provident fund, employees’
and no material discrepancies were noticed on such
state insurance, labour welfare fund, profession tax,
physical verification.
income tax, goods and service tax, customs duty, cess
and other material statutory dues applicable to it.
(iii) (a) According to the information and explanations given to
us, the Company has not granted any loans, secured
(b) According to the information and explanations given to
or unsecured to companies, firms, Limited Liability
us, there are no undisputed statutory dues including
Partnerships or other parties covered in the register
provident fund, employees’ state insurance, labour
maintained under section 189 of the Companies Act,
welfare fund, profession tax, income-tax, goods and
2013. Accordingly, the provisions of clause 3(iii) (a), (b)
service tax, customs duty, , cess and other material
and (c) of the Order are not applicable to the Company
statutory dues which were outstanding, at the year-end
and hence not commented upon.
for a period of more than six months.
(c) According to the records of the Company, the dues outstanding of income-tax, sales-tax, service tax, on account of any
dispute, are as follows:
Unpaid Period to
amount which the Forum where dispute is
Name of the Statute Nature of Dues
involved amount pending
(` in crore) * relates
Finance Act, 1994 Service tax 0.52 2008-2013 Commissioner of Service tax
Gujarat Value Added Tax Value added tax 0.18 2014-2015 Joint Commercial
Act, 2003 Tax Commissioner
Maharashtra Value Added Value added tax 0.19 2011-2012 Joint Commercial Tax
Tax Act, 2002 Commissioner
Madhya Pradesh Value Value added tax 0.18 2015-2016 Deputy Commissioner of
Added Tax Act, 2002 Commercial Tax
Madhya Pradesh Value Entry tax 0.34 2015-2016 Deputy Commissioner of
Added Tax Act, 2002 Commercial Tax
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 103
Unpaid Period to
amount which the Forum where dispute is
Name of the Statute Nature of Dues
involved amount pending
(` in crore) * relates
Madhya Pradesh Value Value added tax 0.14 2016-2017 Deputy Commissioner of
Added Tax Act, 2002 Commercial Tax
Madhya Pradesh Value Entry tax 0.03 2016-2017 Deputy Commissioner of
Added Tax Act, 2002 Commercial Tax
Income Tax Act, 1961 Late Deduction of TDS 3.12 2019-2020 Commissioner of Income
Tax Appeal
Income Tax Act, 1961 Short Deduction/Late Deduction of TDS 0.12 2007-2008 to Assessing Officer
2014-2015
* The unpaid amount mentioned above is net of ` 0.57 crore paid under protest
(viii)
In our opinion and according to the information and (xiv) According to the information and explanations given by the
explanations given by the management, the Company has management the Company has complied with provisions of
not defaulted in repayment of loans or borrowing to a bank section 42 of the Companies Act, 2013 in respect of the
or dues to debenture holders. There are no dues payable to private placement of shares during the year. According to
any financial institution and government. the information and explanations given by the management,
we report that the amount raised, have been used for
(ix) In our opinion and according to information and explanation the purposes for which the funds were raised except for
given by the management, monies raised by the Company idle funds amounting to ` 3,068.00 crore which were not
by way of initial public offer and term loans were applied for required for immediate utilization and which have been
the purpose for which they were raised. invested in deposits with scheduled commercial banks.
The maximum amount of idle funds invested during the
(x) Based upon the audit procedures performed for the purpose year was ` 4,098.00 crore, of which ` 3,068.00 crore was
of reporting the true and fair view of the financial statements outstanding at the end of the year.
and according to the information and explanations given by
the management, we report that no fraud by the Company (xv)
According to the information and explanations given by
or no material fraud on the Company by the officers and the management, the Company has not entered into any
employees of the Company has been noticed or reported non-cash transactions with directors or persons connected
during the year. with him as referred to in section 192 of Companies Act, 2013.
(xi)
According to the information and explanations given by (xvi) The Company is not required to be registered under Section
the management, the managerial remuneration has been 45-IA of the Reserve Bank of India Act. According to the
paid / provided in accordance with the requisite approvals information and explanations given to us, the provisions of
mandated by the provisions of section 197 read with section 45-IA of the Reserve Bank of India Act, 1934 are not
Schedule V to the Companies Act, 2013. applicable to the Company.
(xii)
In our opinion, the Company is not a nidhi company.
For S R B C & CO LLP
Therefore, the provisions of clause 3(xii) of the order are not
Chartered Accountants
applicable to the Company and hence not commented upon.
ICAI Firm Registration Number: 324982E/E300003
(xiii) According to the information and explanations given by the
per Vijay Maniar
management, transactions with the related parties are in
Partner
compliance with section 177 and 188 of Companies Act,
Membership No.: 36738
2013 where applicable and the details have been disclosed
UDIN: 20036738AAAACF6511
in the notes to the financial statements, as required by the
applicable accounting standards.
Mumbai; May 23, 2020
104 Independent Auditor’s Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Annexure 2
to the Independent Auditor’s Report of Even Date on The Standalone Ind As Financial
Statements of Avenue Supermarts Limited
Report on the Internal Financial Controls under Clause Our audit involves performing procedures to obtain audit evidence
(i) of Sub-section 3 of Section 143 of the Companies Act, about the adequacy of the internal financial controls over financial
2013 (“the Act”) reporting with reference to these standalone Ind AS financial
We have audited the internal financial controls over financial statements and their operating effectiveness. Our audit of internal
reporting of Avenue Supermarts Limited (“the Company”) as of financial controls over financial reporting included obtaining an
March 31, 2020 in conjunction with our audit of the standalone understanding of internal financial controls over financial reporting
Ind AS financial statements of the Company for the year with reference to these standalone Ind AS financial statements,
ended on that date. assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal
Management’s Responsibility for Internal Financial control based on the assessed risk. The procedures selected
Controls depend on the auditor’s judgement, including the assessment
The Company’s Management is responsible for establishing and of the risks of material misstatement of the financial statements,
maintaining internal financial controls based on the internal control whether due to fraud or error.
over financial reporting criteria established by the Company
considering the essential components of internal control stated We believe that the audit evidence we have obtained is sufficient
in the Guidance Note on Audit of Internal Financial Controls and appropriate to provide a basis for our audit opinion on the
Over Financial Reporting issued by the Institute of Chartered internal financial controls over financial reporting with reference to
Accountants of India. These responsibilities include the design, these standalone Ind AS financial statements.
implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the orderly Meaning of Internal Financial Controls Over Financial
and efficient conduct of its business, including adherence to the Reporting With Reference to these Standalone Ind AS
Company’s policies, the safeguarding of its assets, the prevention Financial Statements
and detection of frauds and errors, the accuracy and completeness A company’s internal financial control over financial reporting
of the accounting records, and the timely preparation of reliable with reference to these standalone Ind AS financial statements is
financial information, as required under the Act. a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial
Auditor’s Responsibility statements for external purposes in accordance with generally
Our responsibility is to express an opinion on the Company’s accepted accounting principles. A company’s internal financial
internal financial controls over financial reporting with reference to control over financial reporting with reference to these standalone
these standalone Ind AS financial statements based on our audit. Ind AS financial statements includes those policies and procedures
We conducted our audit in accordance with the Guidance Note that (1) pertain to the maintenance of records that, in reasonable
on Audit of Internal Financial Controls Over Financial Reporting detail, accurately and fairly reflect the transactions and dispositions
(the “Guidance Note”) and the Standards on Auditing as specified of the assets of the company; (2) provide reasonable assurance
under section 143(10) of the Act, to the extent applicable to an that transactions are recorded as necessary to permit preparation
audit of internal financial controls and, both issued by the Institute of financial statements in accordance with generally accepted
of Chartered Accountants of India. Those Standards and the accounting principles, and that receipts and expenditures of the
Guidance Note require that we comply with ethical requirements company are being made only in accordance with authorisations
and plan and perform the audit to obtain reasonable assurance of management and directors of the company; and (3) provide
about whether adequate internal financial controls over financial reasonable assurance regarding prevention or timely detection
reporting with reference to these standalone Ind AS financial of unauthorised acquisition, use, or disposition of the company’s
statements was established and maintained and if such controls assets that could have a material effect on the financial statements.
operated effectively in all material respects.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 105
Inherent Limitations of Internal Financial Controls Over financial controls over financial reporting with reference to these
Financial Reporting With Reference to these Standalone standalone Ind AS financial statements were operating effectively
Ind AS Financial Statements as at March 31, 2020, based on the internal control over financial
Because of the inherent limitations of internal financial controls reporting criteria established by the Company considering the
over financial reporting with reference to these standalone Ind essential components of internal control stated in the Guidance
AS financial statements, including the possibility of collusion Note on Audit of Internal Financial Controls Over Financial
or improper management override of controls, material Reporting issued by the Institute of Chartered Accountants of India.
misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls
For S R B C & CO LLP
over financial reporting with reference to these standalone Ind AS
Chartered Accountants
financial statements to future periods are subject to the risk that
ICAI Firm Registration Number: 324982E/E300003
the internal financial control over financial reporting with reference
to these standalone Ind AS financial statements may become
per Vijay Maniar
inadequate because of changes in conditions, or that the degree
Partner
of compliance with the policies or procedures may deteriorate.
Membership No.: 36738
UDIN: 20036738AAAACF6511
Opinion
In our opinion, the Company has, in all material respects, adequate
Mumbai; May 23, 2020
internal financial controls over financial reporting with reference to
these standalone Ind AS financial statements and such internal
106 Standalone Balance Sheet | Statement of Standalone Profit and Loss
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
(C in Crores)
As at As at
Notes
31st March, 2020 31st March, 2019
Assets
Non-current assets
(a) Property, plant and equipment 2 5,060.70 4,205.86
(b) Capital work-in-progress 2 361.94 376.55
(c) Right to use assets 3 646.99 -
(d) Investment properties 4 16.53 18.10
(e) Intangible assets 5 11.19 10.27
(f) Financial assets
(i) Investments in subsidiaries 6 287.30 212.00
(ii) Other non-current financial assets 7 3,125.99 36.03
(g) Income tax assets (net) 7.68 0.03
(h) Other non-current assets 8 273.54 109.68
Total non-current assets 9,791.86 4,968.52
Current assets
(a) Inventories 9 1,909.43 1,576.22
(b) Financial assets
(i) Trade receivables 10 48.53 75.52
(ii) Cash and cash equivalents 11 91.46 120.23
(iii) Bank balances other than cash and cash equivalents 12 0.78 93.32
(iv) Other current financial assets 13 109.80 59.18
(c) Other current assets 14 132.27 104.58
Total current assets 2,292.27 2,029.05
Total assets 12,084.13 6,997.57
Equity and liabilities
Equity
a) Equity share capital 15 647.77 624.08
b) Other equity 16 10,487.75 4,970.40
Total equity 11,135.52 5,594.48
Liabilities
Non-current liabilities
(a) Financial liabilities
(i) Borrowings 17 - 125.67
(ii) Lease liability 178.13 -
(iii) Other non-current financial liabilities 18 0.47 0.78
(b) Deferred tax liabilities (net) 19 48.20 64.07
Total non-current liabilities 226.80 190.52
Current liabilities
(a) Financial liabilities
(i) Borrowings 20 3.73 299.15
(ii) Lease liability 64.29 -
(iii) Trade payables due to - 21
Micro and small enterprises 17.24 5.44
Other than micro and small enterprises 428.73 452.84
(iv) Other current financial liabilities 22 174.50 393.82
(b) Current tax liabilities (Net) 0.44 26.72
(c) Other current liabilities 23 18.55 21.93
(d) Provisions 24 14.33 12.67
Total current liabilities 721.81 1,212.57
Total equity and liabilities 12,084.13 6,997.57
Summary of significant accounting policies 1
The accompanying notes are an integral part of these standalone financial statements
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
(C in Crores)
For the year ended For the year ended
Notes
31st March, 2020 31st March, 2019
Income
Revenue from operations 25 24,675.01 19,916.25
Other income 26 63.33 51.41
Total income 24,738.34 19,967.66
Expenses
Purchase of stock-in-trade 21,349.14 17,409.12
Changes in inventories of stock-in-trade 27 (333.21) (429.18)
Employee benefits expense 28 424.74 335.03
Finance costs 29 62.76 47.15
Depreciation and amortisation expense 30 339.81 198.80
Other expenses 31 1,112.21 959.10
Total expenses 22,955.45 18,520.02
Profit before tax 1,782.89 1,447.64
Tax expense
Current tax 32 448.84 501.21
Deferred tax charge/(credit) (15.87) 17.77
Adjustment of tax related to earlier years 0.03 (7.69)
Total tax expenses 433.00 511.29
Net profit after tax 1,349.89 936.35
Other comprehensive income
Items that will not be reclassified to profit or loss
Re-measurements gains/(loss) on defined benefit plans 45 (5.07) (1.95)
Less: Income tax effect 1.28 0.68
Net other comprehensive income not to be reclassified to profit or loss in (3.79) (1.27)
subsequent year
Total comprehensive income for the year 1,346.10 935.08
Earnings per equity share of ` 10 each: (in `) 41
Basic 21.49 15.00
Diluted 21.33 14.79
Summary of significant accounting policies 1
The accompanying notes are an integral part of these standalone financial statements
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Cash flow from operating activities:
Profit before tax 1,782.89 1,447.64
Adjustments for:
Depreciation and amortization expense 339.81 198.80
Finance cost 62.76 47.15
Interest income (32.86) (25.84)
Profit on sale of investments (8.93) (10.08)
Expense on employee stock option scheme 8.27 16.61
Rent income (7.63) (5.72)
(Gain)/ loss on disposal of property, plant and equipment (net) (2.45) (1.01)
358.97 219.91
Operating profit before working capital changes 2,141.86 1,667.55
Adjustments for:
Increase/(decrease) in trade payables (12.31) 142.41
Decrease in provisions (3.41) (1.13)
Increase/(decrease) in other current financial liabilities 23.27 (25.76)
Increase/(decrease) in other current liabilities (3.38) 10.67
Decrease in other non-current financial liabilities (0.31) -
(Increase)/decrease in trade receivables 26.99 (42.16)
Increase in inventories (333.21) (429.18)
Decrease in current investments - 51.71
(Increase)/decrease in other non-current assets 4.77 (20.44)
(Increase)/decrease in other non-current financial assets (17.25) 11.95
Increase in bank balances other than cash and cash equivalents (0.04) (0.05)
Increase in other current assets (38.19) (25.11)
(Increase)/decrease in other current financial assets (19.88) 5.81
(372.95) (321.28)
Cash flow from operating activities 1,768.91 1,346.27
Direct taxes paid (net of refunds) (481.52) (493.49)
Net cash flow from operating activities 1,287.39 852.78
Cash flow from investing activities:
Proceeds from disposal of property, plant and equipment 5.51 8.05
Realisation from FDs of IPO proceeds 92.58 399.14
Realisation from FDs of QIP proceeds 129.00 -
Interest received 12.23 39.22
Gain on sale of investments 8.93 10.08
Rent income received 7.53 5.27
255.78 461.76
Purchase of property, plant and equipment / intangible assets / investment properties (1,683.06) (1,376.88)
QIP proceeds deposited in FDs (3,197.00) -
Investment in subsidiaries (75.30) (82.50)
(4,955.36) (1,459.38)
Net cash flow used in investing activities (4,699.58) (997.62)
Cash flow from financing activities:
Proceeds from issue of QIP (net of expenses) 4,076.51 -
Proceeds from exercise of share options 110.34 -
Proceeds from long term borrowings 50.00 150.00
Proceeds from short term borrowings 251.03 50.00
Proceeds of commercial papers 789.46 786.52
Proceeds from non convertible debentures 300.00 -
5,577.34 986.52
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 109
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Repayment of long term borrowings (200.00) (16.00)
Repayment of short term borrowings (300.00) (4.55)
Repayment of commercial papers (1,034.99) (540.99)
Repayment of non convertible debentures (512.00) (170.00)
Payment of lease liability (78.89) -
Interest paid (67.93) (54.04)
(2,193.81) (785.58)
Cash flow from financing activities 3,383.53 200.94
Net increase/(decrease) in cash and cash equivalent (28.66) 56.10
Cash and cash equivalents at beginning of the year (including bank overdraft balances) 120.11 64.01
Cash and cash equivalents at end of the year 91.45 120.11
Cash and cash equivalents as per above comprises of the following
Cash and cash equivalents (Refer Note: 11) 91.46 120.23
Bank overdrawn (Refer Note: 22) (0.01) (0.12)
Balance as per statement of cash flows 91.45 120.11
The accompanying notes are an integral part of these standalone financial statements
Notes:
i) Reconciliation of borrowings
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Opening Balance
Non- current borrowings (including current maturity) 396.00 432.00
Current borrowings 299.15 7.25
Net movement of borrowings
Cash Flow
Non- current borrowings (including current maturity) (362.00) (36.00)
Current borrowings (295.42) 290.98
Closing Balance
Non- current borrowings (including current maturity) 34.00 396.00
Current borrowings 3.73 299.15
(ii) The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS 7)
statement of cash flows.
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
B. Other equity
(C in Crores)
Other equity Total
Securities Share options Debenture Retained
Notes
premium outstanding redemption earnings
account reserve
Balance as at 1st April, 2018 1,809.77 22.67 86.95 2,099.24 4,018.63
Profit for the year - - - 936.35 936.35
Other comprehensive income for the year - - - (1.27) (1.27)
Share option expense 44 - 16.69 - - 16.69
Transfer to debenture redemption reserve - - (27.30) 27.30 -
Balance as at 31st March, 2019 1,809.77 39.36 59.65 3,061.62 4,970.40
Profit for the year - - - 1,349.89 1,349.89
Other comprehensive income for the year - - - (3.79) (3.79)
Exercise of share options 21.64 (21.64) - - -
Issue of share capital 16 4,184.65 - - - 4,184.65
Share option expense 44 - 8.09 - - 8.09
Transaction cost of QIP (21.49) - - - (21.49)
‘Transferred from share options outstanding account - 0.01 - (0.01) -
on lapse of vested options
Transfer from debenture redemption reserve - - (51.15) 51.15 -
Balance as at 31st March, 2020 5,994.57 25.82 8.50 4,458.86 10,487.75
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
For S R B C & CO LLP Ignatius Navil Noronha Ramakant Baheti
Chartered Accountants Managing Director and Whole-time Director and
ICAI firm registration number 324982E/E300003 Chief Executive Officer Group Chief Financial Officer
DIN: 01787989 DIN: 00246480
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
includes the cost of replacing part of the property, plant and Intangible assets with finite lives are amortised over the useful
equipment and borrowing cost for long-term construction economic life and assessed for impairment whenever there
projects if the recognition criteria are met. When significant is an indication that the intangible asset may be impaired.
parts of property, plant and equipment are required to The amortisation period and the amortisation method for
be replaced at intervals, the company depreciates them an intangible asset with a finite useful life are reviewed at
separately based on thier specific useful lifes. Likewise, when least at the end of each reporting period. Changes in the
a major inspection is performed, its cost is recongnised in expected useful life or the expected pattern of consumption
the carrying amount of the property, plant and equipment of future economic benefits embodied in the asset are
as a replacement if the recongnition criteria are satisfied. considered to modify the amortisation period or method,
All other repairs and maintenance costs are recognised in as appropriate, and are treated as changes in accounting
profit or loss as incurred. estimates. The amortisation expense on intangible assets
with finite lives is recognised in the statement of profit and
Capital work-in-progress comprises cost of property, plant loss unless such expenditure forms part of carrying value
and equipment (including related expenses), that are not yet of another asset.
ready for their intended use at the reporting date.
Gains or losses arising from derecognition of an intangible
Subsequent costs are included in the assets carrying asset are measured as the difference between the net
amount or recognized as a separate asset, as appropriate, disposal proceeds and the carrying amount of the asset and
only when it is probable that future economic benefits are recognised in the statement of profit or loss when the
associated with the item will flow to the company and the asset is derecognised.
cost of the item can be measured reliably. The carrying
amount of any component accounted for as a separate Amortisation on intangible assets
asset is derecognized when replaced. All other repairs and Amortisation is provided on straight line method over the useful
maintenance are charged to profit or loss during the reporting life of asset as assessed by the management and the same is
period in which they are incurred. similar to the useful lives as prescribed in Part-C of Schedule
II to the Companies Act, 2013. Amortisation is charged on
Depreciation on property, plant and equipment pro-rata basis for asset purchased / sold during the year.
Depreciation is provided to the extent of depreciable amount
on written down value method over the useful life of asset Estimated useful life of assets are as follows:
as assessed by the management and the same is similar to Computer Software - 5 years
the useful lives as prescribed in Part-C of Schedule II to the Trademarks - 5 - 10 years
Companies Act, 2013. Depreciation is charged on pro-rata
basis for asset purchased / sold during the year. (e) Investment properties
On transition to Ind AS, the company has elected to continue
The assets residual values, useful life and method of with the carrying value of all its investment properties
depreciation of PPE are reviewed and adjusted if appropriate, recognized as at 1st April 2015 measured as per the previous
at the end of each reporting period. GAAP and use that carrying value as the deemed cost of
investment properties.
(d) Intangible assets
On transition to Ind AS, the company has elected to Investments in property that are not intended to be
continue with the carrying value of all its intangible assets occupied substantially for use by, or in the operations of
recognized as at 1st April 2015 measured as per the previous the company, have been classified as investment property.
GAAP and use that carrying value as the deemed cost of Investment properties are measured initially at its cost
intangible assets. including transaction cost and where applicable borrowing
costs. Subsequent to initial recognition, investment
Intangible assets acquired separately are measured on initial properties are stated at cost less accumulated depreciation
recognition at cost. The cost of intangible assets acquired and accumulated impairment loss, if any. Subsequent cost
in a business combination is their fair value at the date of are included in the assets carrying amount or recognized as
acquisition. Following initial recognition, intangible assets a separate asset, as appropriate, only when it is probable
are carried at cost less any accumulated amortisation that future economic benefits associated with the item
and accumulated impairment losses.Intangible assets are will flow to the company and the cost of the item can be
amortised on a written down value basis over the economic measured reliably. All other repairs and maintenance are
useful life estimated by the management. charged to profit or loss during the reporting period in which
they are incurred.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 113
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Financial assets with embedded derivatives are However, the company recognizes interest income,
considered in their entirety when determining impairment losses & reversals and foreign exchange
whether their cash flows are solely payment of gain or loss in the Statement of Profit and Loss.
principal and interest. On derecognition of the asset, cumulative gain or loss
previously recognised in OCI is reclassified from the
Debt instruments: equity to P&L. Interest earned whilst holding FVTOCI
Subsequent measurement of debt instruments debt instrument is reported as interest income using
depends on the company’s business model for the EIR method.
managing the asset and the cash flow characteristics
of the asset. There are three measurement categories *
Fair value through profit and loss: FVTPL is a
into which the company classifies its debt instruments: residual category for debt instruments. Any debt
instrument, which does not meet the criteria for
* Amortised cost: A ‘debt instrument’ is measured categorization as at amortized cost or as FVTOCI, is
at the amortised cost if both the following classified as at FVTPL.
conditions are met:
In addition, the company may elect to designate a debt
a)
The asset is held within a business model instrument, which otherwise meets amortized cost or
whose objective is to hold assets for collecting FVTOCI criteria, as at FVTPL. However, such election
contractual cash flows, and is allowed only if doing so reduces or eliminates a
measurement or recognition inconsistency (referred
b)
Contractual terms of the asset give rise on to as ‘accounting mismatch’). The company has not
specified dates to cash flows that are solely designated any debt instrument as at FVTPL.
payments of principal and interest (SPPI) on the
principal amount outstanding. Debt instruments included within the FVTPL category
are measured at fair value with all changes recognized
This category is the most relevant to the company. in the statement of profit and loss.
After initial measurement, such financial assets are
subsequently measured at amortised cost using the Equity instruments:
effective interest rate (EIR) method. Amortised cost The company subsequently measures all equity
is calculated by taking into account any discount or investments at fair value. Where the company’s
premium on acquisition and fees or costs that are an management has elected to present fair value gains and
integral part of the EIR. The EIR amortisation is included losses on equity investments in other comprehensive
in finance income in the profit or loss. The losses arising income, there is no subsequent reclassification of fair
from impairment are recognised in the Statement of value gains and losses to the Statement of Profit and
Profit and Loss. This category generally applies to Loss. Dividends from such investments are recognised
trade and other receivables. in the Statement of Profit and Loss as other income
when the company’s right to receive payments
* Fair value through other comprehensive income is established.
(FVTOCI): A ‘debt instrument’ is classified as at the
FVTOCI if both of the following criteria are met: Changes in the fair value of financial assets at fair
value through the Statement of Profit and Loss are
a) The objective of the business model is achieved recognised in other income / other expenses in the
both by collecting contractual cash flows and Statement of Profit and Loss. Impairment losses (and
selling the financial assets, and reversal of impairment losses) on equity investments
measured at FVOCI are not reported separately from
b)
The asset’s contractual cash flows represent other changes in fair value.
SPPI.
(iii) Impairment of financial assets
Debt instruments included within the FVTOCI The company assesses on a forward looking basis
category are measured initially as well as at each the expected credit losses associated with its assets
reporting date at fair value. Fair value movements are carried at amortised cost and FVOCI debt instruments.
recognized in the other comprehensive income (OCI). The impairment methodology applied depends
on whether there has been a significant increase
in credit risk.
116 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
For trade receivables only, the company applies the months after the reporting period. They are recognised
simplified approach permitted by Ind AS 109 Financial initially at their fair value and subsequently measured at
Instruments, which requires expected lifetime losses to amortised cost using the effective interest method.
be recognised from initial recognition of the receivables.
(iii) Borrowings and other financial liabilities
(iv) Derecognition of financial assets Borrowings and other financial liabilities are initially
A financial asset is derecognised only when recognised at fair value (net of transaction costs
incurred). Difference between the fair value and the
*
the company has transferred the rights to receive transaction proceeds on initiation is recognised as
cash flows from the financial asset or an asset / liability based on the underlying reason
for the difference. Subsequently all financial liabilities
*
retains the contractual rights to receive the are measured at amortised cost using the effective
cash flows of the financial asset, but assumes a interest rate method.
contractual obligation to pay the cash flows to one or
more recipients. Borrowings are removed from the balance sheet when
the obligation specified in the contract is discharged,
Where the company has transferred an asset, cancelled or expired. The difference between the
the company evaluates whether it has transferred carrying amount of a financial liability that has been
substantially all risks and rewards of the financial asset. extinguished or transferred to another party and the
In such cases, the financial asset is derecognised. consideration paid, including any non-cash transferred
Where the company has not transferred substantially or liabilities assumed, is recognised in the Statement of
all risks and rewards of ownership of the financial asset, Profit and Loss.
the financial asset is not derecognised.
Borrowings are classified as current liabilities unless the
Where the company has neither transferred a financial company has an unconditional right to defer settlement
asset nor retains substantially all risks and rewards of of the liability for at least 12 months after the reporting
ownership of the financial asset, the financial asset is period. Where there is a breach of a material provision
derecognised if the company has not retained control of a long-term loan arrangement on or before the end
of the financial asset. Where the company retains of the reporting period with the effect that the liability
control of the financial asset, the asset is continued to becomes payable on demand on the reporting date,
be recognised to the extent of continuing involvement the entity does not classify the liability as current, if the
in the financial asset. lender agreed, after the reporting period and before the
approval of the financial statements for issue, not to
Financial liabilities demand payment as a consequence of the breach.
(i) Offsetting financial instruments
Financial assets and liabilities are offset and the net (iv) Borrowing costs
amount is reported in the balance sheet where there General and specific borrowing costs that are directly
is a legally enforceable right to offset the recognised attributable to the acquisition or construction of
amounts and there is an intention to settle on a qualifying assets are capitalized during the period
net basis or realise the asset and settle the liability of time that is required to complete and prepare the
simultaneously. The legally enforceable right must asset for its intended use. Other borrowing costs are
not be contingent on future events and must be expensed in the period in which they are incurred.
enforceable in the normal course of business and in
the event of default insolvency or bankruptcy of the Investment income earned on the temporary investment
company or the counterparty. of specific borrowings pending their expenditure on
qualifying assets is deducted from the borrowing costs
(ii) Trade and other payables eligible for capitalization.
These amounts represent liabilities for goods and
services provided to the company prior to the end Borrowing cost consist of interest and other cost that
of financial year which are unpaid. The amounts are an entity incurs in connection with borrowing of funds.
unsecured. Trade and other payables are presented as
current liabilities unless payment is not due within 12
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 117
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
(v) Provisions and contingent liabilities a right of return within 7 days. Historical experience
Provisions are recognised when the company has a is used to estimate and provide for such returns at
present legal or constructive obligation as a result of the time of sales.
past events, it is probable that an outflow of resources
embodying economic benefit will be required to settle The company has generally concluded that it is the
the obligation and the amount can be reliably estimated. principal in its revenue arrangements, except for the
agency services below, because it typically controls
Provisions are measured at the present value of the goods or services before transferring them
management’s best estimate of the expenditure to the customer.
required to settle the present obligation at the end of the
reporting period. The discount rate used to determine Principal versus agent consideration
the present value is a pre tax rate that reflects current The inventory of third party does not pass to the
market assessments of the time value of money and company till the product is sold. At the time of sale of
the risks specific to the liability. The increase in the such inventory, the sales value along with the cost of
provision due to the passage of time is recognised inventory is disclosed seprately as sale of goods on
as finance cost. approval basis and cost of goods sold on approval
basis and forms part of Revenue in the Statement
Contingent Liabilities are disclosed in respect of of Profit and Loss. Only the net revenue earned i.e.
possible obligations that arise from past events but margin is recorded as a part of revenue.
their existence will be confirmed by the occurrence or
non occurrence of one or more uncertain future events Rental income
not wholly within the control of the company or where Rental income arising from operating lease on
any present obligation cannot be measured in terms of investment properties is accounted for on a straight
future outflow of resources or where a reliable estimate line basis over lease terms unless the receipts are
of the obligation cannot be made. structured to increase in line with expected general
inflation to compensate for the expected inflationary
A contingent asset is disclosed, where an inflow of cost increases and is included in the Statement of profit
economic benefits is probable. An entity shall not or loss due to its operating nature.
recognize a contingent asset unless the recovery is
virtually certain. Interest income
Interest income is recongnised based on time
(l) Revenue from Operations proportion basis considering the amount outstanding
Revenue from operations is recognised to the extent and rate applicable (EIR). Interest income in included in
that it is probable that economic benefit will flow to the the Other Income in the statement of Profit and Loss.
company and the revenue can be reliably measured
regardless of when the payment is being made as per (m) Retirement and other employee benefits
IND AS 115. Revenue is measured at the fair value (i) Short-term obligations
of the consideration received or receivable, taking Liabilities for wages and salaries, including
into account contractually defined terms of payment non-monetary benefits that are expected to be settled
and excluding taxes or duties collected on behalf of wholly within 12 months after the end of the period
the government. in which the employees render the related service
are recognised in respect of employees’ services up
Sale of goods to the end of the reporting period and are measured
Revenue from sale of goods is recognised on delivery at the amounts expected to be paid when the
of merchandise to the customer, when the property in liabilities are settled.
the goods is transferred for a price, and significant risks
and rewards have been transferred and no effective Retirement benefit in the form of provident fund is
ownership control is retained. Revenue from the sale of a defined contribution plan. The Company has no
goods is measured at the fair value of the consideration obligation, other than the contribution payable to the
received or receivable, net of returns and allowances, provident fund. The Company recognises contribution
trade discounts and volume rebates. It is the company’s payable to the provident fund scheme as an expense,
policy to sell its products to the end customers with when an employee renders the related services. If the
118 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Contribution payable to the scheme for service received actuarial assumptions are recognised in the period
before the balance sheet date exceeds the contribution in which they occur, directly in other comprehensive
already paid, the deficit payable to the scheme is income. They are included in retained earnings in the
recognised as a liability after deducting the contribution statement of changes in equity and in the balance
already paid. If the contribution already paid exceeds sheet. Changes in the present value of the defined
the contribution due for services received before the benefit obligation resulting from plan amendments
balance sheet date,then excess is recognised as an or curtailments are recognised immediately in the
asset to the extent that the prepayment will lead to, for Statement of profit or loss as past service cost.
example, a reduction in future payment or a cash refund.
Share based payment
ii) Other long-term employee benefit obligations Equity settled share based payments to employees
The liabilities for earned leave and sick leave that are and other providing similar services are measured at
not expected to be settled wholly within 12 months fair value of the equity instruments at grant date.
are measured at the present value of expected future
payments to be made in respect of services provided The fair value determined at the grant date of the
by employees up to the end of the reporting period equity-settled share based payment is expensed on a
using the projected unit credit method. The benefits are straight line basis over the vesting period, based on
discounted using the Government Securities (G-Sec) the Company’s estimate of equity instruments that will
at the end of the reporting period that have terms eventually vest, with a corresponding increase in equity.
approximating to the terms of the related obligation. At the end of each reporting period, the Company
Remeasurements as a result of experience adjustments revises its estimates of the number of equity instruments
and changes in actuarial assumptions are recognised expected to vest. The impact of the revision of the
in the Statement of Profit and Loss. original estimates, if any is, recongised in Statement
of Profit and Loss such that the cumulative expenses
The obligations are presented as current liabilities reflects the revised estimate,with a corresponding
in the balance sheet if the entity does not have an adjustment to the shared option outstanding account.
unconditional right to defer settlement for at least
twelve months after the reporting period, regardless of No expense is recognised for options that do not
when the actual settlement is expected to occur. ultimately vest because non market performance
and/or service conditions have not been met.
iii) Post-employment obligations
Defined benefit plans The dilutive effect of outstanding options is reflected as
additional share dilution in the computation of diluted
Gratuity earnings per share.
The liability or asset recognised in the balance sheet
in respect of defined benefit gratuity plans is the Expense relating to options granted to employees of the
present value of the defined benefit obligation at the subsidiaries under the company’s share based payment
end of the reporting period less the fair value of plan plan, is recovered from the subsidiary. Such recovery is
assets. The defined benefit obligation is calculated reduced from employee benefit expense.
annually by independent actuary using the projected
unit credit method. The present value of the defined (n) Foreign currency transactions
benefit obligation denominated in INR is determined (a) Functional and presentation currency:
by discounting the estimated future cash outflows by Items included in the financial statements of the
reference to market yields at the end of the reporting company are measured using the currency of the primary
period on government bonds that have terms economic environment in which the entity operates.
approximating to the terms of the related obligation. The standalone financial statements are presented in
INR, which is functional and presentational currency.
The net interest cost is calculated by applying the
discount rate to the net balance of the defined benefit (b) Transaction and balances:
obligation and the fair value of plan assets. This cost is Transaction in currencies other than than entity’s
included in employee benefit expense in the Statement functional currency (foreign currencies) are recognised
of Profit and Loss. Remeasurement gains and losses at the rates of exchange prevailing at the dates of
arising from experience adjustments and changes in the transaction.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 119
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Exchange differences arising on settlement or (p) Earnings Per Share
translation of monetary items are recognised in the Basic earnings per share
Statement of Profit and Loss. Basic earnings per share is calculated by dividing:
Non monetary items carried at fair value that are - the profit attributable to equity shareholder of the company
denominated in foreign currencies are retranslated at
the rates prevailing at the date when the fair value was -
by the weighted average number of equity shares
determined. Non-monetary items that are measured in outstanding during the financial year
terms of historical cost in a foreign currency are not
retransalted. The gain or loss arising on translation of Diluted earnings per share
non-monetary items measured at fair value is treated Diluted earnings per share adjusts the figures used in the
in line with the recognition of the gain or loss on the determination of basic earnings per share to take into account:
change in fair value of the item.
-the after income tax effect of interest and other financing
(o) Income tax costs associated with dilutive potential equity shares, and
Current income tax assets and liabilities are measured at
the amount expected to be recovered from or paid to the -the weighted average number of additional equity shares
taxation authorities. The tax rates and tax laws used to that would have been outstanding assuming the conversion
compute the amount are those that enacted or substantively of all dilutive potential equity shares.
enacted, at the reporting date in the countries where the
Company operates and generates taxable income. (q) Fair value measurement
The company measures financial instrument at fair value at
Deferred income tax is provided using the liability method each Balance sheet date.
on temporary differences arising between the tax bases of
assets and liabilities and their carrying amount for financial Fair value is the price that would received to sell an assets or
reporting purpose at the reporting date. Deferred tax assets paid to transfer a liability in an orderly transaction between
and liabilities are determined using tax rates (and laws) that market participant at the measurment date.
have been enacted or substantially enacted by the end of
the reporting period and are expected to apply when the The fair values of the financial assets and liabilities are
asset is realised or the liability is settled. included at the amount at which the instrument could be
exchanged in a current transaction between willing parties,
Deferred tax assets are recognised for all deductible other than in a forced or liquidation sale.
temporary differences and unused tax losses, only if, it is
probable that future taxable amounts will be available to The following methods and assumptions were used to
utilise those temporary differences and losses. estimate the fair values:
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
The company uses the following hierarchy for determining Defined benefit plans (gratuity benefits)
and disclosing the fair value of financial instruments by The cost of the defined benefit gratuity plan and other
valuation technique: post-employment medical benefits and the present value
of the gratuity obligation are determined using actuarial
Level 1: quoted (unadjusted) prices in active markets for valuations. An actuarial valuation involves making various
identical assets or liabilities. assumptions that may differ from actual developments in
the future. These include the determination of the discount
Level 2: other techniques for which all inputs which have a rate, future salary increases and mortality rates. Due to the
significant effect on the recorded fair value are observable, complexities involved in the valuation and its long-term
either directly or indirectly. nature, a defined benefit obligation is highly sensitive to
changes in these assumptions. All assumptions are reviewed
Level 3: techniques which use inputs that have a significant at each reporting date.
effect on the recorded fair value that are not based on
observable market data. The parameter most subject to change is the discount rate.
In determinning the appropriate discount rate for plans
(r)
Significant accounting judgement, estimates and operated in India, the management considers the interest
assumption rates of government bonds in currencies consistent with the
The preparation of standalone financial statements requires currencies of the post-employment benefit obligation.
the use of accounting estimates which by definition will seldom
equal the actual results. Management also need to exercise The mortality rate is based on publicly available mortality
judgement in applying the company’s accounting policies. tables for the specific countries. Those mortality tables
tend to change only at interval in response to demographic
Share based payment changes. Future salary increases and gratuity increases are
The company initially measures the cost of equity based on expected future inflation rates.
settled transaction with employees using Black Scholes
model to determine the fair value of the liability incurred.
Further details about gratuity obligations are given
Estimating fair value for share-based payment transacton in note no. 45.
requires determination of the most appropirate valuation
model, which is dependent on the terms and conditions (s) Segment reporting
of the grant. The estimates also requires determination Operating segments are reported in a manner consistent
of the most appropirate inputs to the valuation model with the internal reporting provided to the chief operating
including expected life of the share option, volatality and decision maker being Managing Director of the company.
dividend yield and making assumptions about them.For The Managing Director assesses the financial performance
equity settled share based payment transaction, the liability and position of the company as a whole, and makes
needs to be re-measured at the end of each reporting strategic decisions.
period upto the date of settlement, with any changes in
fair value recognised in the Statement of Profit and Loss. (t) Cash flow
This requires a re-assessment of the estimates used at The investing and financing activities in cash flow statement
end of each reporting period. The assumption and models do not have a direct impact on current cash flows although
used for estimating the fair value for share based-payment they do affect the capital and asset structure of an entity.
transaction are disclosed in note no 44. The company has disclosed these transactions, to the
extent material, in notes to cash flow statement.
Provision for inventory
The company has calculated the provision for inventory basis
the percentage as per historical experience for inventory
lying from the last inventory count date to the reporting date.
2 Property, plant and equipment
(C in Crores)
Freehold Leasehold Buildings Leasehold Plant and Computers Furniture Vehicles Office Electrical Total
land land (Refer note: improvement equipment and equipment installations
(Refer note: 1,4,6) fixtures
Cost
2,7) Notes
Balance as at 1st 1,045.79 385.29 1,702.52 31.68 112.18 42.29 138.13 2.22 20.40 123.73 3,604.23
April, 2018
Additions 576.56 - 401.26 14.49 64.19 21.71 64.81 1.01 6.68 26.91 1,177.62
Reclassification - - (3.40) - - - - - - - (3.40)
Disposals 4.51 - 0.17 - 2.25 0.77 2.01 0.22 0.33 0.51 10.77
Balance as at 31st 1,617.84 385.29 2,100.21 46.17 174.12 63.23 200.93 3.01 26.75 150.13 4,767.68
March, 2019
Additions 641.79 - 595.68 10.78 79.65 19.84 63.43 0.82 7.88 57.04 1,476.91
Reclassification - (385.29) 0.70 - - - - - - - (384.59)
Avenue Supermarts Limited | ANNUAL REPORT 2019-20
Disposals 1.32 - 0.09 - 1.50 1.79 2.30 0.26 0.51 0.20 7.97
Balance as at 31st 2,258.31 - 2,696.50 56.95 252.27 81.28 262.06 3.57 34.12 206.97 5,852.03
March, 2020
Depreciation
Balance as at 1st - 12.28 169.62 6.43 39.12 25.85 55.26 1.00 11.36 49.66 370.58
April, 2018
Charge for the year - 4.41 92.96 3.57 22.59 16.26 28.29 0.54 5.15 21.77 195.54
Reclassification - - (0.48) - - - - - - - (0.48)
Disposals - - 0.03 - 1.34 0.58 1.17 0.15 0.24 0.31 3.82
Balance as at 31st - 16.69 262.07 10.00 60.37 41.53 82.38 1.39 16.27 71.12 561.82
March, 2019
Charge for the year - - 111.87 20.46 31.83 17.22 36.60 0.65 6.02 26.31 250.96
Reclassification - (16.69) 0.15 - - - - - - - (16.54)
Disposals - - 0.04 - 1.04 1.52 1.51 0.22 0.47 0.11 4.91
Balance as at 31st - - 374.05 30.46 91.16 57.23 117.47 1.82 21.82 97.32 791.33
March, 2020
Net book value
to the Standalone Financial Statements as at 31st March, 2020
Balance as at 31st 1,617.84 368.60 1,838.14 36.17 113.75 21.70 118.55 1.62 10.48 79.01 4,205.86
March, 2019
Balance as at 31st 2,258.31 - 2,322.45 26.49 161.11 24.05 144.59 1.75 12.30 109.65 5,060.70
March, 2020
121
Note:
1 Building includes following amount for construction under built operate and transfer (BOT) arrangement.
122
(C in Crores)
As at As at
Particulars
31st March, 2020 31st March, 2019
Notes
Gross block 40.98 40.98
Net block 32.71 34.70
2 Freehold land includes C 345.35 Crores (31st March, 2019: C 133.75 Crores) being property purchased, for which mutation is pending.
4 Building and CWIP includes interest capitalised on borrowings for the FY 2019-20 of C 16.97 Crores ( FY 2018-19: C 3.10 Crores)
6 Building includes Net book value of plant and equipment fitting of C 34.79 Crores (31st March, 2019: C 43.98 Crores).
NOTICE OF THE AGM
STATUTORY REPORTS
CORPORATE OVERVIEW
FINANCIAL STATEMENTS
7 Freehold land C 10.65 Crores being the value of a land purchased by the company at Nagpur from Pramod Walmandhare and others The
company has filed the appeal before Deputy Director of Land records (DDLR) at Nagpur thereby challenging the Order dated 7th July, 2017
(by Virtue of which Ownership of the Pramod Walmandre and Others is affected) passed by Superintend of Land Records, Nagpur against
Nagpur Improvement Trust and others. The said matter is pending before DDLR, Nagpur. Title deed in respect of the said property is held in
the name of the company.
to the Standalone Financial Statements as at 31st March, 2020
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 123
Notes
to the Standalone Financial Statements as at 31st March, 2020
Note:
1 Right to use land includes following amounts paid as premium under built operate and transfer (BOT) arrangement
(C in Crores)
As at As at
Particulars
31st March, 2020 31st March, 2019
Gross block 13.83 13.83
Net block 13.07 13.23
2 Effective 1st April, 2019, the company has adopted Ind AS 116 “Leases’ and applied the standard to all lease contracts existing
on the date of initial application i.e. 1st April, 2019. The company has used the modified retrospective approach for transitioning
to Ind AS 116 with right of use asset recognized at an amount equal to the lease liability adjusted for any prepayments/accruals
recognized in the balance sheet immediately before the date of initial application. Accordingly, comparatives for the year ended
31st March, 2019 have not been retrospectively adjusted.
At the commencement date of a lease, the company has recognised a liability to make lease payments (i.e., the lease
liability) and an asset representing the right to use the underlying asset during the lease term (i.e., the right-of-use asset).
The company has separately recognised the interest expense on the lease liability and the depreciation expense on the
right-of-use asset.
The company shall remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future
lease payments resulting from a change in an index or rate used to determine those payments). The company will generally recognise
the amount of the re-measurement of the lease liability as an adjustment to the right-of-use asset.
The operating leases recorded on the balance sheet following implementation of Ind AS 116 are principally in respect of leasehold
land and other identified assets representing right to use as per contracts excluding low value assets and short term leases of 12
months or less.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements as at 31st March, 2020
The company has also applied the available practical expedients wherein it:
• Used a single discount rate to a portfolio of leases with reasonably similar characteristics
• Relied on its assessment of whether leases are onerous immediately before the date of initial application
• Applied the short-term leases exemptions to leases with lease term that ends within 12 months at the date of initial application
• Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application
• Used hindsight in determining the lease term where the contract contains options to extend or terminate the lease
Lease liabilities
(C in Crores)
Particulars Amount
As at 1st April, 2019 217.96
Recognised during the year 103.35
Repaid during the year (78.89)
As at 31st March, 2020 242.42
Non current 178.13
Current 64.29
The company has adopted modified retrospective approach as per para C8 (c)(ii) of IND AS 116 - Leases to its leases, effective
from annual reporting period beginning 1st April, 2019. This has resulted in recognizing a right of use assets (an amount equal
to the lease liability, adjusted by the prepaid lease rent) of C 217.96 Crores and an amount of C 368.60 Crores on account of
reclassification of Leasehold Land as at 1st April, 2019. In the statement of profit and loss for the current period, operating lease
expenses has changed from rent to depreciation cost for the right of use assets and finance cost for interest accrued on lease
liability. To this extent performance for year ended 31st March, 2020 is not comparable with previous year audited standalone
financial statements.
The following are the amounts recognised in statement of profit and loss:
(C in Crores)
Particulars Amount
Amortisation expense of right-of-use assets 84.80
Interest expense on lease liabilities 22.80
Expense relating to short-term leases (included in other expenses) 1.03
Total 108.63
The company had total cash outflows for leases of C 78.89 crores in 31st March, 2020 (C NIL in 31st March, 2019). The company
also had non-cash additions to right-of-use assets and lease liabilities of C 90.98 crores in 31st March, 2020.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 125
Notes
to the Standalone Financial Statements as at 31st March, 2020
4 Investment properties
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Cost
Opening balance 21.64 18.24
Additions - -
Reclassification (0.70) 3.40
Closing balance 20.94 21.64
Depreciation
Opening balance (3.54) (1.91)
Charge for the year (1.02) (1.15)
Reclassification 0.15 (0.48)
Closing balance (4.41) (3.54)
Net book value 16.53 18.10
Information regarding income and expenditure of investment properties:
(i) Amounts recognised in profit or loss for investment properties
Rental income including contingent rent of C NIL (Previous year C 0.03 Crores) 4.21 2.65
Direct operating expenses from property that generated rental income 0.66 0.60
Direct operating expenses from property that did not generate rental income - 0.06
Income from investment properties before depreciation 3.55 1.99
Depreciation 1.02 1.15
Income from investment properties 2.53 0.84
(ii) Leasing arrangements
Certain investment properties are leased to tenants under long-term operating leases
with rentals payable monthly. Minimum lease payments receivable under non-cancellable
operating leases of investment properties are as follows:
Within one year - 1.40
Later than one year but not later than 5 years - -
Later than 5 years - -
- 1.40
(iii) Fair value
Investment properties 141.45 138.29
The company has no restrictions on the realisability of its investment properties and no contractual obligations to purchase, construct or
develop investment properties or for repairs, maintenance and enhancements.
This valuation is based on valuations performed by an accredited independent valuer. Fair valuation is based on replacement cost
method. The fair value measurement is categorized in level 2 fair value hierarchy.
126 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements as at 31st March, 2020
5 Intangible assets
(C in Crores)
Computer Trademarks Total
software
Cost
Balance as at 1st April, 2018 12.05 0.02 12.07
Additions 6.79 - 6.79
Disposals 0.37 - 0.37
Balance as at 31st March, 2019 18.47 0.02 18.49
Additions 4.48 - 4.48
Disposals 0.04 - 0.04
Balance as at 31st March, 2020 22.91 0.02 22.93
Amortisation
Balance as at 1st April, 2018 5.86 0.01 5.87
Charge for the year 2.63 - 2.63
Disposals 0.28 - 0.28
Balance as at 31st March, 2019 8.21 0.01 8.22
Charge for the year 3.56 - 3.56
Disposals 0.04 - 0.04
Balance as at 31st March, 2020 11.73 0.01 11.74
Net book value
Balance as at 31st March, 2019 10.26 0.01 10.27
Balance as at 31st March, 2020 11.18 0.01 11.19
6 Investments in subsidiaries
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
A. Investment in subsidiaries
Unquoted equity shares
i. Equity instruments at cost
3,799,999 (31st March, 2019: 3,799,999) shares of Align Retail Trades Private Limited 34.34 34.34
(equity shares of C 10 each)
10,000 (31st March, 2019: 10,000) shares of Avenue Food Plaza Private Limited (equity 0.01 0.01
shares of C 10 each)
90,000 (31st March, 2019: 90,000) shares of Nahar Seth & Jogani Developers Private 0.09 0.09
Limited (equity shares of C 10 each)
100,000 (31st March, 2019: 100,000) shares of Reflect Wholesale and Retail Private 0.10 0.10
Limited (equity shares of C 10 each)
216,487,285 (31st March, 2019: 159,087,291) shares of Avenue E-commerce Limited 252.76 177.46
(equity shares of C 10 each)
Total 287.30 212.00
Aggregate amount of unquoted investments 287.30 212.00
Aggregate amount of impairment in the value of investment - -
Non-current 287.30 212.00
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 127
Notes
to the Standalone Financial Statements as at 31st March, 2020
9 Inventories
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Stock-in-trade (at lower of cost and net relisable value) 1,909.43 1,576.22
Total 1,909.43 1,576.22
10 Trade receivables
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Considered good
Unsecured
Related parties (Refer Note: 33) 29.00 11.19
Other than related parties 19.53 64.33
Total 48.53 75.52
No trade or other receivable are due from directors or other officers of the company either severally or jointly with any other person.
Trade receivables are non-interest bearing and are generally received within the credit period.
128 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements as at 31st March, 2020
For the purpose of the statement of cash flows, cash and cash equivalents comprise the following:
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Total cash and cash equivalents 91.46 120.23
Less: Overdrawn bank balances (Refer Note: 22) (0.01) (0.12)
Cash and cash Equivalents for cash flow purpose 91.45 120.11
Notes
to the Standalone Financial Statements as at 31st March, 2020
Notes:
a) Reconciliation of number of shares
Balance at the beginning of the year
No. of shares 624,084,486 624,084,486
Amount in C Crores 624.08 624.08
Issued, subscribed and paid up during the year
No. of shares 23,690,205 -
Amount in C Crores 23.69 -
Balance at the end of the year
No. of shares 647,774,691 624,084,486
Amount in C Crores 647.77 624.08
In March 2017, the company had completed the Initial Public offering (IPO) of fresh issue of 62,541,806 equity shares of C 10
each at an issue price of C 299 per share. The equity shares of the company were listed on BSE Limited (BSE) and National Stock
Exchange of India Limited (NSE) w.e.f. 21th March, 2017.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements as at 31st March, 2020
Expenses incurred by the company aggregating to C 29.38 Crores, in connection with IPO have been adjusted towards securities
premium in March 2017.
The company through Qualified Institutional Placement (QIP) allotted 20,000,000 equity shares to the eligible Qualified Institutional
Buyers (QIB) at a issue price of ` 2,049 per equity share (including a premium of C 2,039 per equity share) aggregating to C 4,098
crore on 11th February, 2020. The issue was made in accordance with the SEBl (Issue of Capital and Disclosure Requirements)
Regulations, 2018 as amended (the “SEBI ICDR Regulations”), and Sections 42 and 62 of the Companies Act, 2013, as amended,
including the rules made thereunder (the “Issue”). Funds received pursuant to QIP are being utilised towards the object stated
in the placement document and the balance unutilised as on 31st March, 2020 remain invested in deposits with scheduled
commercial banks.
Expenses incurred by the company aggregating to C 21.49 Crores, in connection with QIP have been adjusted towards securities
premium in March 2020.
d) Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the company
As at As at
31st March, 2020 31st March, 2019
Mr. Radhakishan S. Damani 222,159,156 239,689,156
- % holding of shares 34.30% 38.41%
Mr. Gopikishan S. Damani 49,480,000 50,980,000
- % holding of shares 7.64% 8.17%
Bright Star Investments Private Limited 88,750,000 88,750,000
- % holding of shares 13.70% 14.22%
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 131
Notes
to the Standalone Financial Statements as at 31st March, 2020
16 Other equity
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
(a) Securities premium
Opening balance 1,809.77 1,809.77
Exercise of share options 21.64 -
Issue of share capital 4,184.65 -
Transaction cost of QIP (21.49) -
Closing balance 5,994.57 1,809.77
(b) Debenture Redemption Reserve
Opening balance 59.65 86.95
Appropriations/reversal during the year (51.15) (27.30)
Closing balance 8.50 59.65
(c) Share Options Outstanding Account
Opening balance 39.36 22.67
Share option expense 8.09 16.69
Transferred from retained earning on lapse of vested options 0.01 -
Exercise of share options (21.64) -
Closing balance 25.82 39.36
(d) Retained earnings
Opening balance 3,061.62 2,099.24
Net Profit for the year 1,349.89 936.35
Items of other comprehensive income recognised directly in retained earnings
- Remeasurements of post-employment benefit obligation, net of tax (3.79) (1.27)
Transfer to/from debenture redemption reserve 51.15 27.30
Transferred from share options outstanding account on lapse of vested options (0.01) -
Closing balance 4,458.86 3,061.62
Total other equity 10,487.75 4,970.40
17 Non-current borrowings
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Secured
Term loans from banks - 150.00
Less: Current maturities disclosed in other current financial liabilities (Refer note 22) - (58.33)
- 91.67
Non convertible debentures 34.00 246.00
Less: Current maturities disclosed in other current financial liabilities (Refer note 22) (34.00) (212.00)
- 34.00
Total - 125.67
the banks.
2 Non convertible debentures (NCD) are secured by way of mortgage of specific NCD for C 34 Crores is due for redemption on 20th
stores properties to the Debenture Trustee. August 2020. Rate of interest is 9.40% p.a.
132 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements as at 31st March, 2020
20 Current borrowings
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
A. Secured
(a) Working capital loans from banks (Payable on demand) 3.73 2.70
(Working capital loan from banks are secured by hypothecation of inventories, trade
receivables, both present and future)
(b) Term loans from bank - 50.00
(Short term loan from bank to be secured by way of mortgage of various store
properties to the bank within four months from the first date of disbursement.)
B. Unsecured
By issue of commercial papers - 246.45
Total 3.73 299.15
At 31st March 2020, the company had available C 876.53 Crores (31st March, 2019: C 654.28 Crores) of undrawn committed
borrowing facilities.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 133
Notes
to the Standalone Financial Statements as at 31st March, 2020
21 Trade payables
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Trade payables
Amounts payable to related parties (Refer note: 33) 29.01 14.50
Others 416.96 443.78
Total 445.97 458.28
Principal amount due to suppliers registered under the MSMED Act and remaining 17.24 5.44
unpaid as at year end
* Escrow deposits represents amount received for any possible claims that may arise in future in respect of certain properties. (Refer Note: 2)
24 Provisions
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Provision for employee benefits
Gratuity (Refer note:45) - 2.01
Leave entitlement 14.33 10.66
Total 14.33 12.67
134 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
26 Other income
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Interest on deposits and advances 32.86 25.84
Rent and amenities service income (Refer note 4) 7.63 5.72
Gain on sale of current investment 8.93 10.08
Gain on sale/discardment of PPE (net) 2.45 1.01
Exchange gain (net) 8.63 5.98
Miscellaneous income 2.83 2.78
Total 63.33 51.41
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
29 Finance costs
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Interest on term loans from banks 12.22 3.95
Interest on non convertible debentures 24.76 34.01
Interest others (Refer note: 3) 41.60 11.87
78.58 49.83
Less: Capitalised (Refer note: 2) (16.97) (3.10)
61.61 46.73
Finance charges 1.15 0.42
Total 62.76 47.15
31 Other expenses
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Contract labour charges 533.73 404.26
Rent (Refer note: 3) 1.03 65.64
Electricity and fuel charges 183.57 150.20
Insurance 6.58 5.18
Rates and taxes 20.97 18.90
Repairs and maintenance:
- Building 17.72 24.16
- Plant and machinery 42.63 28.30
- Others 17.57 15.73
Legal and professional fees 10.22 10.69
Travelling and conveyance 25.07 22.36
Directors fees 1.01 0.75
Payment to auditors
- Audit fees 0.52 0.45
- Other services 0.02 0.01
- Reimbursement of expenses 0.03 0.01
Miscellaneous expenses 233.68 195.91
Expenditure towards corporate social responsibility (CSR) activities (Refer Note:38) 17.86 16.55
Total 1,112.21 959.10
136 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
32 Tax expenses
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Tax expense recognized in the statement of Profit and Loss
(a) Income tax expense
Current tax
Current tax on profits for the year recognised in statement of profit and loss 448.84 501.21
Current tax on re-measurements gains/(loss) on defined benefit plans recognised in OCI (1.28) (0.68)
Adjustments for current tax of prior periods 0.03 (7.69)
Total current tax expense 447.59 492.84
Deferred tax
(Decrease)/increase in deferred tax
Total deferred tax expense/(benefit) (15.87) 17.77
Income tax expense 431.72 510.61
(b) Reconciliation of tax expense and the accounting profit multiplied by India's
domestic tax rate:
Accounting profit before tax 1,782.89 1,447.64
Tax calculated at tax rates applicable to profit @ 25.168% (PY - 34.944%) 448.72 505.86
Permanent differences due to:
Donation 0.08 0.39
Deduction taken for Sec 80JJAA and others (3.23) (2.79)
Corporate social responsibility 4.50 5.78
Interest on income tax (0.01) 0.08
Fines and penalty 0.02 0.04
Deduction from income from house property (0.52) (0.50)
Impact of (decrease)/increase of tax rate on Deferred tax of PY (17.92) 0.45
Others 0.08 1.30
Tax recognised in the statement of profit and loss and OCI 431.72 510.61
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 137
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
(C in Crores)
31st March, 2020 31st March, 2019
Bombay Swadeshi Stores Limited
Rent and amenities service income 0.04 0.18
Reimbursement of expenses (electricity) - 0.01
Balances as at:
Other receivables - 0.00
Derive Trading and Resorts Private Limited
Employee welfare expenses 0.06 0.15
Avenue Supermarts Limited Employees Group Gratuity Trust
Contribution to trust 12.01 6.40
D Mart Foundation
Contribution to trust 0.04 -
Note:
1. 12,000 equity shares of C 10/- each were allotted to Mr. Elvin Machado under ESOP scheme 2016.
2. Compensation to Directors of the company:
(C in Crores)
31st March, 2020 31st March, 2019
Short term employment benefits 6.11 6.09
Post employment benefits 0.24 0.23
Sitting fees 0.29 0.22
Commission to Independent Directors 0.72 0.53
The aforesaid amount does not include amount in respect of gratuity and leave as the same in not determinable.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
35 MSME disclosure
The details of amounts outstanding to Micro and Small enterprises under the Micro and Small Enterprises Development Act, 2006
(MSED Act), based on the available information with the company are as under:
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
1 Principal amount not due and remaining unpaid 16.84 5.30
2 Principal amount due and remaining unpaid 0.40 0.14
3 Interest due on (1) above and the unpaid interest - -
4 Interest due and payable for the period of delay other than (3) above - -
36 Lease disclosure
The company has entered into agreements for taking on lease certain office/store premises, warehouses. The lease term is for period
ranging from 1 year to 30 years.
The initial non-cancellable period of lease contracts have been taken for the disclosure above.
Note: w.e.f 1st April,2019, IND AS 116 “Lease” supersedes IND AS 17 “Leases”. Refer Note 3 for disclosures.
It is not practicable for the company to estimate the timings of cash outflows, if any in respect of above pending resolutions of the
respective proceedings.
The company has reviewed all its pending litigation and proceedings and has adequately provided for where provisions are required
and disclosed in contingent liabilities where applicable in it’s financial statements. The company does not expect the outcome of
these proceedings to have a materially adverse effect on it’s financial statements.
The company has process whereby periodically all long term contracts are assessed for material foreseeable losses. At the year
end, company has reviewed and ensured that adequate provision as required under any law/accounting standard for material
forseeable losses on such long term contracts has been made in the books of accounts.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 141
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Amount spent during the year for corporate social responsibility (CSR) activities are in cash.
39 Segment information
The company’s business activity falls within a single primary business segment of retail and one reportable geographical segment
which is “within India”. Accordingly, the Company is a single segment company in accordance with Indian Accounting Standard
108 “Operating Segment”.
40 The company has not entered into any derivative transaction during the year. Unhedged foreign currency exposure at the end of
the year is NIL.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders 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 following reflects the profit and share data used in the basic and diluted EPS computation:
(C in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Earnings per share has been computed as under:
Profit for the year as per statement of Profit and Loss (C in Crores) 1,349.89 936.35
Weighted average number of equity shares outstanding for basic EPS 628,137,345 624,084,486
Add: Weighted average number of potential equity shares on account of employee stock 4,847,630 8,972,124
option schemes
Weighted average number of equity shares outstanding for dilutive EPS 632,984,975 633,056,610
Earnings Per Share (C) - Basic (Face value of C 10 per share) 21.49 15.00
Earnings Per Share (C) - Diluted (Face value of C 10 per share) 21.33 14.79
142 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
The company manages its capital structure and makes adjustments in light of changes in economic condition and the
requirements of the financial covenants. The company has raised capital by issue of equity shares through an Initial Public
Offer (IPO) in the year ended 31st March, 2017 and Qualified Institutional Placement (QIP) in the year ended 31st March, 2020.
Certain proceeds from the IPO and QIP have been used for repayment of borrowings which have significantly reduced the
company’s borrowings.
The capital structure is governed by policies approved by the Board of Directors and is monitored by various matrices funding
requirements are reviewed periodically.
(b) Dividends
The company has not paid any dividend since its incorporation.
The carrying value of borrowings, lease liabilities, deposits given and taken and other financial assets and liabilities are considered
to be reasonably same as their fair values. These are classified as level 3 fair values in the fair value hierarchy due to the inclusion
of unobseravable inputs including counter party credit risk.
44 Share-based payments
Employee stock option plan
During the year ended 31st March, 2017, the company had instituted an Avenue Supermarts Limited Employee Stock Option
Scheme, 2016 (“the Scheme”) as approved by the Board of Directors dated 23rd July, 2016 for issuance of stock option to eligible
employee of the company and of its subsidiaries.
Pursuant to Avenue Supermarts Limited Employee Stock Option Scheme, 2016 Stock options convertible into 13,973,325 equity
shares of C 10/- each were granted to eligible employees at exercise price of C 299/-. Out of the options granted, 38,43,095 options
lapsed (31st March, 2019: 17,21,850) and 36,91,105 options were vested (31st March, 2019: 18,000) as at 31st March, 2020.
Against the vested options, 36,90,205 equity shares of C 10/- each were allotted pursuant to exercise of options, and balance 900
options lapsed.
Subject to terms and condition of the scheme, options are classified into three categories.
Option A Option B Option C
No. of options 2,772,525 5,001,075 6,199,725
Method of accounting Fair value Fair value Fair value
Vesting plan 9 years 6 years 2.5 years
Grant date 14th March, 2017 14th March, 2017 14th March, 2017
Exercise/Expiry date 13th March, 2026 13th March, 2023 13th September,
2019
Grant/Exercise price C 299.00 C 299.00 C 299.00
Method of settlement Equity - settled Equity - settled Equity - settled
Exercise period, would commence from the date of options are vested and will expire at the end of three months from the
date of vesting.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 143
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
*Against the vested options, 36,90,205 equity shares of C 10/- each were allotted pursuant to exercise of options, and balance 900 options lapsed.
V
ested options of 36,91,105 equity shares includes 1,200 share options vested in FY 17-18 and 2,400 share options vested in FY 16-17 alongwith number of options
mentioned in above table.
The model inputs for fair value of option granted as on the grant date:
Inputs Option A Option B Option C
Exercise price C 299.00 C 299.00 C 299.00
Dividend yield 0% 0% 0%
Risk free interest rate 6.98% 7.24% 6.77%
Expected volatility 14.22% 14.22% 14.22%
Fair value per option C 144.94 C 112.93 C 58.63
Model used Black Scholes Black Scholes Black Scholes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
5 All investment of plan asset are done in M/s Avenue Supermarts Limited Employees Group Gratuity Trust which is governed
by Board of Trustees.
6 The principal assumptions in determining gratuity defined benefit obligation for the company are as follows
As at As at
31st March, 2020 31st March, 2019
Expected return on plan assets 6.43% 7.22%
Rate of discounting 6.43% 7.22%
Rate of salary increase 8.00% 8.00%
Rate of employee turnover 15.00% 15.00%
Mortality rate during employment Indian Assured Indian Assured Lives
Lives Mortality Mortality (2006-08)
(2006-08)
Mortality rate after employment N.A. N.A.
The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion
and other relevant factors including supply and demand in the employment market. The above information is certified
by the actuary.
The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of plan
assets held, assessed risks, historical results of return on plan assets and the Company’s policy for plan assets management.
146 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
7 The expected contributions for defined benefit plan for the future years is as follows:
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Projected benefits payable in future years from the date of reporting
1st following year 3.26 2.13
2nd following year 3.51 2.27
3rd following year 3.89 2.40
4th following year 3.69 2.60
5th following year 3.59 2.39
Sum of years 6 To 10 13.81 9.32
Sum of years 11 and above 19.68 13.10
8 Sensitivity analysis
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Projected benefit obligation on current assumptions 32.19 20.44
Delta effect of +1% change in rate of discounting (1.78) (1.09)
Delta effect of -1% change in rate of discounting 2.01 1.22
Delta effect of +1% change in rate of salary increase 1.89 1.15
Delta effect of -1% change in rate of salary increase (1.71) (1.05)
Delta effect of +1% change in rate of employee turnover (0.37) (0.19)
Delta effect of -1% change in rate of employee turnover 0.40 0.20
There has been no change from the previous year in the method and assumptions used in perparing the sensitivity analysis.
These plans typically exposed the company to acturial risks such as Interest risk, salary risk, investment risk, asset liability
matching risk and mortality risk.
Gratuity is a defined benefit plan and company is exposed to the following risks:
Interest rate risk: A fall in the discount rate which is linked to the G.Sec. rate will increase the present value of the liability
requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on
the duration of asset.
Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members.
As such, an increase in the salary of the members more than assumed level will increase the plan’s liability.
Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined
by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this
rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government
securities, and other debt instruments.
Asset liability matching risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of
rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not
have any longevity risk.
Concentration risk: Plan is having a concentration risk as all the assets are invested with the insurance company and a default
will wipe out all the assets. Although probability of this is very less as insurance companies have to follow regulatory guidelines.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 147
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
In addition to risks inherent to our operations, we are exposed to certain market risks including change in interest rates and
fluctuation in currency exchange rates.
The company’s exposure to the risk of changes in market interest rates relates to primarily to company’s borrowing with
floating interest rates. The company’s fixed rates of borrowing are carried at amortized cost. They are not subject to interest
rate risk as defined in Ind AS 107, since neither carrying amount not the future cash flows will fluctuate because of a change
in market interest rate. The company manages its interest rate risk by having a balanced portfolio of fixed and variable rate
loans and borrowings.
A change of 50 bps (basis points) in interest rates would have following Impact on profit before tax
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
50 bp increase- decrease in profits (0.02) (0.76)
50 bp decrease- Increase in profits 0.02 0.76
B) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The company is exposed to credit risk from its operating activities (primarily trade receivable) and from its
financial activities including deposits with banks and financial institution.
Credit risk from balances with banks is managed by the Company’s treasury department in accordance with Company’s policy.
Since company operates on business model of primarily cash and carry, credit risk from receivable perspective is insignificant.
148 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
C) Liquidity risk
Liquidity risk is defined as the risk that the company will not be able to settle or meet its obligations on time, or at a reasonable
price. Processes and policies related to such risk are overseen by senior management. Management monitors the company’s
net liquidity position through rolling forecasts on the basis of expected cash flows.
(C in Crores)
As at 31st March, 2019
0-1 years 1-5 years beyond 5 years Total
Long term borrowings (including current maturity 270.33 125.67 - 396.00
of long term debt)
Short term borrowings 299.15 - - 299.15
Expected interest payable 37.24 6.79 - 44.03
Total 606.72 132.46 - 739.18
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
Ind AS 115 requires entities to exercise judgement, taking into consideration all of the relevant facts and circumstances
when applying each step of the model to contracts with their customers. The standard also specifies the accounting for the
incremental costs of obtaining a contract and the costs directly related to fulfilling a contract. In addition, the standard requires
extensive disclosures.
The Company adopted Ind AS 115 using the modified retrospective method of adoption with the date of initial application of
1st April 2018. Under this method, the standard can be applied either to all contracts at the date of initial application or only to contracts
that are not completed at this date. The Company elected to apply the standard to all contracts as at 1st April 2018.
The application of Ind AS 115 did not have any significant impact on recognition and measurement of revenue and related items in
the financial results.
2. Contract balances:
(C in Crores)
As at As at
31st March, 2020 31st March, 2019
Trade receivables 48.53 75.52
Contract liabilities 1.79 0.10
150 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Standalone Financial Statements for the year ended 31st March, 2020
49 Impact of Covid-19
The global spread of Covid-19 has led to an uncertain and unpredictable path ahead for all of us. Amidst the tumult of this
unprecedented period, our priority has been to safeguard the health and well-being of our customers, employees and our
communities while continuing our business operations.
As the lockdown continues further, we are seeing reduced sales and lower footfalls in our stores. Reduction in variable costs will
trail sales drop, abetted by higher cost of hygiene and sanitation at all our locations apart from higher absenteeism due to transport
restrictions. The full extent to which the pandemic will impact our future financial results will depend on upcoming developments,
which are highly uncertain including any new information concerning the severity of the pandemic and the action to mitigate its
spread as advised by local authorities.
50. The previous year numbers have been reclassified wherever necessary.
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
For S R B C & CO LLP Ignatius Navil Noronha Ramakant Baheti
Chartered Accountants Managing Director and Whole-time Director and
ICAI firm registration nuw mber 324982E/E300003 Chief Executive Officer Group Chief Financial Officer
DIN: 01787989 DIN: 00246480
per Vijay Maniar
Partner Niladri Deb Ashu Gupta
Membership No.: 36738 Chief Financial Officer Company Secretary
Mumbai, 23rd May, 2020 Thane, 23rd May, 2020
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 Independent Auditor’s Report 151
To the Members of Responsibilities for the Audit of the Consolidated Ind AS Financial
Avenue Supermarts Limited Statements’ section of our report. We are independent of the
Group in accordance with the ‘Code of Ethics’ issued by the
Report on the Audit of the Consolidated Ind AS Financial Institute of Chartered Accountants of India together with the
Statements ethical requirements that are relevant to our audit of the financial
Opinion statements under the provisions of the Act and the Rules
We have audited the accompanying consolidated Ind AS financial thereunder, and we have fulfilled our other ethical responsibilities
statements of Avenue Supermarts Limited (hereinafter referred to in accordance with these requirements and the Code of Ethics.
as “the Holding Company”), its subsidiaries (the Holding Company We believe that the audit evidence we have obtained is sufficient
and its subsidiaries together referred to as “the Group”) comprising and appropriate to provide a basis for our audit opinion on the
of the consolidated Balance sheet as at March 31 2020, the consolidated Ind AS financial statements.
consolidated Statement of Profit and Loss, including other
comprehensive income, the consolidated Cash Flow Statement Key Audit Matters
and the consolidated Statement of Changes in Equity for the Key audit matters are those matters that, in our professional
year then ended, and notes to the consolidated Ind AS financial judgment, were of most significance in our audit of the consolidated
statements, including a summary of significant accounting policies Ind AS financial statements for the financial year ended March 31,
and other explanatory information (hereinafter referred to as “the 2020. These matters were addressed in the context of our audit
consolidated Ind AS financial statements”). of the consolidated Ind AS financial statements as a whole, and
in forming our opinion thereon, and we do not provide a separate
In our opinion and to the best of our information and according opinion on these matters. For each matter below, our description
to the explanations given to us and based on the consideration of how our audit addressed the matter is provided in that context.
of reports of other auditors on separate financial statements and
on the other financial information of the subsidiaries, the aforesaid We have determined the matters described below to be the key
consolidated Ind AS financial statements give the information audit matters to be communicated in our report. We have fulfilled
required by the Companies Act, 2013, as amended (“the Act”) in the responsibilities described in the Auditor’s responsibilities for the
the manner so required and give a true and fair view in conformity audit of the consolidated Ind AS financial statements section of our
with the accounting principles generally accepted in India, of the report, including in relation to these matters. Accordingly, our audit
consolidated state of affairs of the Group as at March 31, 2020, included the performance of procedures designed to respond
their consolidated profit including other comprehensive income, to our assessment of the risks of material misstatement of the
their consolidated cash flows and the consolidated statement of consolidated Ind AS financial statements.
changes in equity for the year ended on that date.
The results of audit procedures performed by us and by other
Basis for Opinion auditors of components not audited by us, as reported by them in
We conducted our audit of the consolidated Ind AS financial their audit reports furnished to us by the management, including
statements in accordance with the Standards on Auditing (SAs), those procedures performed to address the matters below,
as specified under section 143(10) of the Act. Our responsibilities provide the basis for our audit opinion on the accompanying
under those Standards are further described in the ‘Auditor’s consolidated Ind AS financial statements.
152 Independent Auditor’s Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Key audit matters How our audit addressed the key audit matter
Assessment of impairment of goodwill (as described in note 1.d of the consolidated Ind AS financial statements)
The Group’s balance sheet includes ` 78.27 crores of goodwill, Our audit procedures in respect of assessment of impairment included
representing 0.65% of total Group assets. the following:
In accordance with Ind AS, these balances are allocated to Cash • We assessed the Group’s valuation methodology applied in
Generating Units (CGUs) which are tested annually for impairment. determining the fair market value of equity shares. In making this
assessment, we evaluated the objectivity and independence of
Management has used external specialist to support the recoverable
Group’s specialists involved in the process;
amounts of its goodwill based on fair market value of equity shares of
the subsidiary as at March 31, 2020 after taking into consideration the • We involved valuation expert to assist in evaluating the key inputs
potential impact of COVID 19. along with comparable transaction multiples of peers of the
Company available in the public domain and discount rate on
We determined this area as a key audit matter because of the
multiple considered for valuation purpose;
judgmental factors involved in testing for impairment and the significant
carrying value of the goodwill. • We obtained and read the audited Ind AS financial statements of
the subsidiaries to determine the net worth, cash flows and other
financial indicators;
• We also assessed the Company’s disclosures concerning this in
Note 1.d on significant accounting estimates and judgements and
Note of Goodwill to the consolidated Ind AS financial statements.
Allowance for inventory shrinkages (as described in note 1.k and 1.x of the consolidated Ind AS financial statements)
As at March 31, 2020, the carrying amount of inventories amounted to Our procedures over allowance for inventory shrinkage included the
` 1,947.40 crore after considering allowances for Inventory shrinkage of following:
` 17.30 crore. These inventories are held at the stores and distribution
• We obtained an understanding, evaluated the design and tested
centers of the Holding Company.
the operating effectiveness of controls that the Holding Company
Allowance for Inventory shrinkage was an audit focus area because of has in relation to allowance for inventory shrinkage;
the assessment process as the inventory cycle counts were carried out
• We performed testing on the Holding Company’s controls over
at periodical intervals during the year and further significant judgement
the inventory cycle count process. In testing these controls we
is involved by Holding Company in identifying the amount of provision
observed the inventory cycle count process at selected store and
for shrinkages.
distribution centers on a sample basis, inspected the results of the
inventory cycle count and confirmed variances were accounted
for and approved by management.
• Assessed the stock shrinkage provision by assessing the level
of inventory write downs during the period and applying the
shrinkage rate as determined location wise to the year end stock.
We tested on a sample basis the shrinkage rate used to calculate
the provision for each store and distribution center.
• On account of the COVID 19 imposed lockdown, the Holding
Company was unable to carry on its physical verification of
inventory in the last two weeks of March 20 as planned, however
the locations scheduled for the physical verification in the last
two weeks had been verified during the year as planned and
accordingly the shrinkage rates have been used for these locations
as per the last count.
• We assessed the Company’s disclosures concerning this in Note
1.k and 1.x on significant accounting estimates and judgements
and Note 8 Inventories to the consolidated Ind AS financial
statements.
We have determined that there are no other key audit matters to communicate in our report.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 153
Information Other than the Financial Statements and Group are responsible for assessing the ability of the Group
Auditor’s Report Thereon to continue as a going concern, disclosing, as applicable,
The Holding Company’s Board of Directors is responsible for the matters related to going concern and using the going concern
other information. The other information comprises the information basis of accounting unless management either intends to
included in the Annual report but does not include the consolidated liquidate the Group or to cease operations, or has no realistic
Ind AS financial statements and our auditor’s report thereon. alternative but to do so.
Our opinion on the consolidated Ind AS financial statements does Those respective Board of Directors of the companies included
not cover the other information and we do not express any form of in the Group are also responsible for overseeing the financial
assurance conclusion thereon. reporting process of the Group.
In connection with our audit of the consolidated Ind AS financial Auditor’s Responsibilities for the Audit of the
statements, our responsibility is to read the other information and, Consolidated Ind AS Financial Statements
in doing so, consider whether such other information is materially Our objectives are to obtain reasonable assurance about
inconsistent with the consolidated Ind AS financial statements or whether the consolidated Ind AS financial statements as a
our knowledge obtained in the audit or otherwise appears to be whole are free from material misstatement, whether due to
materially misstated. If, based on the work we have performed, fraud or error, and to issue an auditor’s report that includes our
we conclude that there is a material misstatement of this other opinion. Reasonable assurance is a high level of assurance but
information, we are required to report that fact. We have nothing is not a guarantee that an audit conducted in accordance with
to report in this regard. SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered
Responsibilities of Management for the Consolidated material if, individually or in the aggregate, they could reasonably
Ind AS Financial Statements be expected to influence the economic decisions of users taken
The Holding Company’s Board of Directors is responsible for on the basis of these consolidated Ind AS financial statements.
the preparation and presentation of these consolidated Ind AS
financial statements in terms of the requirements of the Act that As part of an audit in accordance with SAs, we exercise
give a true and fair view of the consolidated financial position, professional judgment and maintain professional skepticism
consolidated financial performance including other comprehensive throughout the audit. We also:
income, consolidated cash flows and consolidated statement of
changes in equity of the Group in accordance with the accounting • Identify and assess the risks of material misstatement of
principles generally accepted in India, including the Indian the consolidated Ind AS financial statements, whether due
Accounting Standards (Ind AS) specified under section 133 of to fraud or error, design and perform audit procedures
the Act read with the Companies (Indian Accounting Standards) responsive to those risks, and obtain audit evidence that is
Rules, 2015, as amended. The respective Board of Directors of the sufficient and appropriate to provide a basis for our opinion.
companies included in the Group are responsible for maintenance The risk of not detecting a material misstatement resulting
of adequate accounting records in accordance with the provisions from fraud is higher than for one resulting from error, as
of the Act for safeguarding of the assets of the Group and for fraud may involve collusion, forgery, intentional omissions,
preventing and detecting frauds and other irregularities; selection misrepresentations, or the override of internal control.
and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and • Obtain an understanding of internal control relevant to the
the design, implementation and maintenance of adequate internal audit in order to design audit procedures that are appropriate
financial controls, that were operating effectively for ensuring the in the circumstances. Under section 143(3)(i) of the Act, we
accuracy and completeness of the accounting records, relevant are also responsible for expressing our opinion on whether
to the preparation and presentation of the consolidated Ind AS the Holding Company has adequate internal financial
financial statements that give a true and fair view and are free controls system in place and the operating effectiveness
from material misstatement, whether due to fraud or error, which of such controls.
have been used for the purpose of preparation of the consolidated
Ind AS financial statements by the Directors of the Holding • Evaluate the appropriateness of accounting policies used
Company, as aforesaid. and the reasonableness of accounting estimates and related
disclosures made by management.
In preparing the consolidated Ind AS financial statements, the
respective Board of Directors of the companies included in the
154 Independent Auditor’s Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
• Conclude on the appropriateness of management’s use of statements for the financial year ended March 31, 2020 and are
the going concern basis of accounting and, based on the therefore the key audit matters. We describe these matters in our
audit evidence obtained, whether a material uncertainty auditor’s report unless law or regulation precludes public disclosure
exists related to events or conditions that may cast about the matter or when, in extremely rare circumstances, we
significant doubt on the ability of the Group to continue as determine that a matter should not be communicated in our
a going concern. If we conclude that a material uncertainty report because the adverse consequences of doing so would
exists, we are required to draw attention in our auditor’s reasonably be expected to outweigh the public interest benefits
report to the related disclosures in the consolidated Ind AS of such communication.
financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit Other Matter
evidence obtained up to the date of our auditor’s report. (a) We did not audit the financial statements and other financial
However, future events or conditions may cause the Group information, in respect of 3 subsidiaries, whose Ind AS
to cease to continue as a going concern. financial statements include total assets of ` 41.08 Crores as
at March 31, 2020, and total revenues of ` 32.41 Crores and
• Evaluate the overall presentation, structure and content of net cash outflow of ` 0.87 Crore for the year ended on that
the consolidated Ind AS financial statements, including the date. These Ind AS financial statement and other financial
disclosures, and whether the consolidated Ind AS financial information have been audited by other auditors, which
statements represent the underlying transactions and events financial statements, other financial information and auditor’s
in a manner that achieves fair presentation. reports have been furnished to us by the management.
Our opinion on the consolidated Ind AS financial statements,
• Obtain sufficient appropriate audit evidence regarding the in so far as it relates to the amounts and disclosures included
financial information of the entities or business activities in respect of these subsidiaries and our report in terms of
within the Group of which we are the independent auditors sub-sections (3) of Section 143 of the Act, in so far as it
and whose financial information we have audited, to relates to the aforesaid subsidiaries, is based solely on the
express an opinion on the consolidated Ind AS financial report(s) of such other auditors.
statements. We are responsible for the direction, supervision
and performance of the audit of the financial statements of Our opinion above on the consolidated Ind AS financial statements,
such entities included in the consolidated Ind AS financial and our report on Other Legal and Regulatory Requirements
statements of which we are the independent auditors. For the below, is not modified in respect of the above matters with
other entities included in the consolidated Ind AS financial respect to our reliance on the work done and the reports of the
statements, which have been audited by other auditors, other auditors and the financial statements and other financial
such other auditors remain responsible for the direction, information certified by the Management.
supervision and performance of the audits carried out by
them. We remain solely responsible for our audit opinion. Report on Other Legal and Regulatory Requirements
As required by Section 143(3) of the Act, based on our audit and
We communicate with those charged with governance of on the consideration of report of the other auditors on separate
the Holding Company and such other entities included in the financial statements and the other financial information of
consolidated Ind AS financial statements of which we are the subsidiaries, as noted in the ‘other matter’ paragraph we report,
independent auditors regarding, among other matters, the to the extent applicable, that:
planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control (a)
We/the other auditors whose report we have relied
that we identify during our audit. upon have sought and obtained all the information and
explanations which to the best of our knowledge and belief
We also provide those charged with governance with a statement were necessary for the purposes of our audit of the aforesaid
that we have complied with relevant ethical requirements regarding consolidated Ind AS financial statements;
independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our (b) In our opinion, proper books of account as required by law
independence, and where applicable, related safeguards. relating to preparation of the aforesaid consolidation of the
financial statements have been kept so far as it appears
From the matters communicated with those charged with from our examination of those books and reports of the
governance, we determine those matters that were of most other auditors;
significance in the audit of the consolidated Ind AS financial
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 155
(c)
The Consolidated Balance Sheet, the Consolidated (h)
With respect to the other matters to be included in
Statement of Profit and Loss including the Statement of the Auditor’s Report in accordance with Rule 11 of the
Other Comprehensive Income, the Consolidated Cash Companies (Audit and Auditors) Rules, 2014, as amended,
Flow Statement and Consolidated Statement of Changes in in our opinion and to the best of our information and
Equity dealt with by this Report are in agreement with the according to the explanations given to us and based on the
books of account maintained for the purpose of preparation consideration of the report of the other auditors on separate
of the consolidated Ind AS financial statements; financial statements as also the other financial information of
the subsidiaries, as noted in the ‘Other matter’ paragraph:
(d) In our opinion, the aforesaid consolidated Ind AS financial
statements comply with the Accounting Standards specified i. The consolidated Ind AS financial statements disclose
under Section 133 of the Act, read with Companies (Indian the impact of pending litigations on its consolidated
Accounting Standards) Rules, 2015, as amended; financial position of the Group, in its consolidated
Ind AS financial statements – Refer Note 39 to the
(e) On the basis of the written representations received from the consolidated Ind AS financial statements;
directors of the Holding Company as on March 31, 2020
taken on record by the Board of Directors of the Holding ii. The Group did not have any material foreseeable losses
Company and the reports of the statutory auditors who are in long-term contracts including derivative contracts
appointed under Section 139 of the Act, of its subsidiary during the year ended March 31, 2020;
companies, none of the directors of the Group’s companies,
is disqualified as on March 31, 2020 from being appointed iii. There were no amounts which were required to be
as a director in terms of Section 164 (2) of the Act; transferred to the Investor Education and Protection
Fund by the Holding Company, its subsidiaries during
(f) With respect to the adequacy and the operating effectiveness the year ended March 31, 2020.
of the internal financial controls over financial reporting with
reference to these consolidated Ind AS financial statements
For S R B C & CO LLP
of the Holding Company and its subsidiary companies, refer
Chartered Accountants
to our separate Report in “Annexure 1” to this report;
ICAI Firm Registration Number: 324982E/E300003
(g) In our opinion and based on the consideration of reports of
per Vijay Maniar
other statutory auditors of the subsidiaries, the managerial
Partner
remuneration for the year ended March 31, 2020 has been
Membership No.: 36738
paid / provided by the Holding Company, its subsidiaries, to
UDIN: 20036738AAAACF6511
their directors in accordance with the provisions of section
197 read with Schedule V to the Act;
Mumbai; May 23, 2020
156 Independent Auditor’s Report
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Annexure 1
TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN statements was established and maintained and if such controls
DATE ON THE CONSOLIDATED IND AS FINANCIAL operated effectively in all material respects.
STATEMENTS OF AVENUE SUPERMARTS LIMITED
Our audit involves performing procedures to obtain audit evidence
Report on the Internal Financial Controls under Clause
about the adequacy of the internal financial controls over financial
(i) of Sub-section 3 of Section 143 of the Companies Act,
reporting with reference to these consolidated Ind AS financial
2013 (“the Act”)
statements and their operating effectiveness. Our audit of internal
In conjunction with our audit of the consolidated Ind AS financial
financial controls over financial reporting included obtaining an
statements of Avenue Supermarts Limited as of and for the year
understanding of internal financial controls over financial reporting
ended March 31, 2020, we have audited the internal financial
with reference to these consolidated Ind AS financial statements,
controls over financial reporting of Avenue Supermarts Limited
assessing the risk that a material weakness exists, and testing
(hereinafter referred to as the “Holding Company”) and its
and evaluating the design and operating effectiveness of internal
subsidiary companies, which are companies incorporated in India,
control based on the assessed risk. The procedures selected
as of that date.
depend on the auditor’s judgement, including the assessment
of the risks of material misstatement of the financial statements,
Management’s Responsibility for Internal Financial
whether due to fraud or error.
Controls
The respective Board of Directors of the Holding Company, its
We believe that the audit evidence we have obtained and the audit
subsidiary companies, which are companies incorporated in India,
evidence obtained by the other auditors in terms of their reports
are responsible for establishing and maintaining internal financial
referred to in the Other Matters paragraph below, is sufficient and
controls based on the internal control over financial reporting
appropriate to provide a basis for our audit opinion on the internal
criteria established by the Holding Company considering the
financial controls over financial reporting with reference to these
essential components of internal control stated in the Guidance
consolidated Ind AS financial statements.
Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of
Meaning of Internal Financial Controls Over Financial
India. These responsibilities include the design, implementation
Reporting With Reference to these Consolidated Ind AS
and maintenance of adequate internal financial controls that were
Financial Statements
operating effectively for ensuring the orderly and efficient conduct
A company’s internal financial control over financial reporting with
of its business, including adherence to the respective company’s
reference to these consolidated Ind AS financial statements is
policies, the safeguarding of its assets, the prevention and
a process designed to provide reasonable assurance regarding
detection of frauds and errors, the accuracy and completeness
the reliability of financial reporting and the preparation of
of the accounting records, and the timely preparation of reliable
financial statements for external purposes in accordance with
financial information, as required under the Act.
generally accepted accounting principles. A company’s internal
financial control over financial reporting with reference to these
Auditor’s Responsibility
consolidated Ind AS financial statements includes those policies
Our responsibility is to express an opinion on the company’s
and procedures that (1) pertain to the maintenance of records that,
internal financial controls over financial reporting with reference to
in reasonable detail, accurately and fairly reflect the transactions
these consolidated Ind AS financial statements based on our audit.
and dispositions of the assets of the company; (2) provide
We conducted our audit in accordance with the Guidance Note on
reasonable assurance that transactions are recorded as necessary
Audit of Internal Financial Controls Over Financial Reporting (the
to permit preparation of financial statements in accordance with
“Guidance Note”) and the Standards on Auditing, both, issued by
generally accepted accounting principles, and that receipts and
Institute of Chartered Accountants of India, and deemed to be
expenditures of the company are being made only in accordance
prescribed under section 143(10) of the Act, to the extent applicable
with authorisations of management and directors of the company;
to an audit of internal financial controls. Those Standards and the
and (3) provide reasonable assurance regarding prevention or
Guidance Note require that we comply with ethical requirements
timely detection of unauthorised acquisition, use, or disposition
and plan and perform the audit to obtain reasonable assurance
of the company’s assets that could have a material effect on the
about whether adequate internal financial controls over financial
financial statements.
reporting with reference to these consolidated Ind AS financial
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 157
Inherent Limitations of Internal Financial Controls by the Holding Company considering the essential components
Over Financial Reporting with Reference to these of internal control stated in the Guidance Note on Audit of Internal
Consolidated Ind AS Financial Statements Financial Controls Over Financial Reporting issued by the Institute
Because of the inherent limitations of internal financial controls of Chartered Accountants of India.
over financial reporting with reference to these consolidated Ind
AS financial statements, including the possibility of collusion Other Matters
or improper management override of controls, material Our report under Section 143(3)(i) of the Act on the adequacy
misstatements due to error or fraud may occur and not be and operating effectiveness of the internal financial controls over
detected. Also, projections of any evaluation of the internal financial reporting with reference to these consolidated Ind AS
financial controls over financial reporting with reference to these financial statements of the Holding Company, insofar as it relates
consolidated Ind AS financial statements to future periods are to these three subsidiary companies, which are companies
subject to the risk that the internal financial control over financial incorporated in India, is based on the corresponding reports of
reporting with reference to these consolidated Ind AS financial the auditors of such subsidiaries incorporated in India.
statements may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or
For S R B C & CO LLP
procedures may deteriorate.
Chartered Accountants
ICAI Firm Registration Number: 324982E/E300003
Opinion
In our opinion, the Holding Company, its subsidiary companies,
per Vijay Maniar
which are companies incorporated in India, have, maintained in all
Partner
material respects, adequate internal financial controls over financial
Membership No.: 36738
reporting with reference to these consolidated Ind AS financial
UDIN: 20036738AAAACF6511
statements and such internal financial controls over financial
reporting with reference to these consolidated Ind AS financial
Mumbai; May 23, 2020
statements were operating effectively as at March 31,2020, based
on the internal control over financial reporting criteria established
158 Consolidated Balance Sheet | Statement of Consolidated Profit and Loss
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
(` in Crores)
Notes As at As at
31st March, 2020 31st March, 2019
Assets
Non-current assets
(a) Property, plant and equipment 2 5,107.36 4,274.03
(b) Capital work-in-progress 2 364.40 376.84
(c) Right to use assets 3 717.33 -
(d) Investment properties 4 16.53 18.10
(e) Goodwill 78.27 78.27
(f) Intangible assets 5 28.54 29.97
(g) Financial assets
(i) Other non-current financial assets 6 3,122.67 31.74
(h) Income tax assets (net) 8.25 0.64
(i) Deferred tax assets (net) 7 0.29 0.22
(j) Other non-current assets 8 285.14 113.33
Total non-current assets 9,728.78 4,923.14
Current assets
(a) Inventories 9 1,947.40 1,608.65
(b) Financial assets
(i) Investments 10 14.68 16.53
(ii) Trade receivables 11 19.55 64.37
(iii) Cash and cash equivalents 12 105.87 124.98
(iv) Bank balances other than cash and cash equivalents 13 2.01 94.09
(v) Other current financial assets 14 109.06 59.10
(c) Other current assets 15 149.10 114.86
Total current assets 2,347.67 2,082.58
Total assets 12,076.45 7,005.72
Equity and liabilities
Equity
(a) Equity share capital 16 647.77 624.08
(b) Other equity 17 10,431.97 4,963.37
Equity attributable to equity holders of the parent 11,079.74 5,587.45
Non-controlling interest 0.46 0.56
Total equity 11,080.20 5,588.01
Liabilities
Non-current liabilities
(a) Financial liabilities
(i) Borrowings 18 - 125.67
(ii) Lease liability 3 221.11 -
(iii) Other non-current financial liabilities 19 0.47 0.78
(b) Provisions 20 1.48 1.05
(c) Deferred tax liabilities (net) 21 47.39 63.29
Total non-current liabilities 270.45 190.79
Current liabilities
(a) Financial liabilities
(i) Borrowings 22 3.73 304.15
(ii) Lease liability 3 74.35 -
(iii) Trade payables due to:- 23
Micro and small enterprises 17.47 5.44
Other than micro and small enterprises 415.98 457.83
(iv) Other current financial liabilities 24 177.94 396.93
(b) Current tax liabilities (Net) 0.45 26.78
(c) Other current liabilities 25 20.70 22.95
(d) Provisions 26 15.18 12.84
Total current liabilities 725.80 1,226.92
Total equity and liabilities 12,076.45 7,005.72
Summary of significant accounting policies 1
The accompanying notes are an integral part of these consolidated financial statements
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
For S R B C & CO LLP Ignatius Navil Noronha Ramakant Baheti
Chartered Accountants Managing Director and Whole-time Director and
ICAI firm registration number 324982E/E300003 Chief Executive Officer Group Chief Financial Officer
DIN : 01787989 DIN : 00246480
per Vijay Maniar
Partner Niladri Deb Ashu Gupta
Membership No. : 36738 Chief Financial Officer Company Secretary
Mumbai, 23rd May, 2020 Thane, 23rd May, 2020
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 159
(` in Crores)
Notes For the year ended For the year ended
31st March, 2020 31st March, 2019
Income
Revenue from operations 27 24,870.20 20,004.52
Other income 28 59.99 48.35
Total income 24,930.19 20,052.87
Expenses
Purchase of stock-in-trade 21,441.68 17,445.49
Changes in inventories of stock-in-trade 29 (338.75) (444.65)
Employee benefits expense 30 456.10 355.42
Finance costs 31 69.12 47.21
Depreciation and amortisation expense 32 374.41 212.49
Other expenses 33 1,182.86 1,014.97
Total expenses 23,185.42 18,630.93
Profit before tax 1,744.77 1,421.94
Tax expense
Current tax 34 459.74 509.13
Deferred tax charge/(credit) (15.97) 18.02
Adjustment of tax related to earlier years 0.02 (7.67)
Total tax expenses 443.79 519.48
Net profit after tax 1,300.98 902.46
Other comprehensive income
Items that will not be reclassified to profit or loss
Re-measurements gains/(loss) on defined benefit plans 47 (5.38) (1.99)
Less : Income tax effect 1.30 0.68
Net other comprehensive income not to be reclassified to profit or loss in (4.08) (1.31)
subsequent year
Total comprehensive income for the year 1,296.90 901.15
Profit for the year 1,300.98 902.46
Attributable to:
Equity holders of the parent 1,301.08 902.54
Non-controlling interests (0.10) (0.08)
Total comprehensive income for the year 1,296.90 901.15
Attributable to:
Equity holders of the parent 1,297.00 901.23
Non-controlling interests (0.10) (0.08)
Earnings per equity share of `10 each: (in `) 43
Basic 20.71 14.46
Diluted 20.55 14.26
Summary of significant accounting policies 1
The accompanying notes are an integral part of these standalone financial statements
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Cash flow from operating activities:
Profit before tax 1,744.77 1,421.94
Adjustments for:
Depreciation and amortization expense 374.41 212.49
Finance cost 69.12 47.21
Interest income (32.49) (23.59)
Profit on sale of investments (10.16) (11.35)
Expense on employee stock option scheme 8.46 17.15
Rent income (2.88) (3.60)
(Gain)/ loss on disposal of property, plant and equipment (net) (2.45) (0.99)
404.01 237.32
Operating profit before working capital changes 2,148.78 1,659.26
Adjustments for:
Increase/(decrease) in trade payables (29.82) 145.99
Decrease in current provisions (3.04) (1.15)
Increase/(decrease) in other current financial liabilities 24.28 (29.45)
Increase/(decrease) in other current liabilities (2.24) 10.45
Increase in non-current provisions 0.43 0.31
Decrease in other non-current financial liabilities (0.31) -
(Increase)/decrease in trade receivables 44.82 (30.87)
Increase in inventories (338.75) (445.20)
Decrease in current investments 1.85 51.65
(Increase)/decrease in other non-current financial assets (11.33) 9.66
Increase in bank balances other than cash and cash equivalents (0.50) (0.50)
Increase in other current assets (42.43) (67.18)
(Increase)/ decrease in other financial assets (19.20) 5.64
(376.24) (350.65)
Cash flow from operating activities 1,772.54 1,308.61
Direct taxes paid (net of refunds) (492.40) (501.77)
Net cash flow from operating activities 1,280.14 806.84
Cash flow from investing activities:
Proceeds from disposal of property plant and equipment 6.15 8.44
Realisation from FDs of IPO proceeds 92.58 399.14
Realisation from FDs of QIP proceeds 129.00 -
Interest received 11.84 36.35
Gain on sale of investments 10.16 11.35
Rent income received 2.88 3.15
252.61 458.43
Purchase of property, plant and equipment/ intangible assets/investment properties (1,712.17) (1,416.80)
QIP proceeds deposited in FDs (3,197.00) -
(4,909.17) (1,416.80)
Net cash flow used in investing activities (4,656.56) (958.37)
Cash flow from financing activities:
Proceeds from issue of QIP (net of expenses) 4,076.51 -
Proceeds from of exercise of share options 110.34 -
Proceeds from long term borrowings 50.00 150.00
Proceeds from short term borrowings 261.03 55.00
Proceeds from commercial papers 789.46 786.52
Proceeds of non convertible debentures 300.00 -
5,587.34 991.52
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 161
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Repayment of long term borrowings (200.00) (16.00)
Repayment of short term borrowings (315.00) (4.55)
Repayment of commercial papers (1,034.99) (540.99)
Repayment of non convertible debentures (512.00) (170.00)
Payment of lease liability (99.76) -
Interest paid (68.17) (51.00)
(2,229.92) (782.54)
Cash flow from financing activities 3,357.42 208.98
Net increase/(decrease) in cash and cash equivalent (19.00) 57.45
Cash and cash equivalents at beginning of the year (including Bank overdraft balance) 124.86 67.41
Cash and cash equivalents at end of the year 105.86 124.86
Cash and cash equivalents as per above comprises of the following
Cash and cash equivalents (Refer note:12) 105.87 124.98
Bank overdrawn (Refer note:24) (0.01) (0.12)
Balance as per statement of cash flows 105.86 124.86
Notes:
i) Reconciliation of borrowings
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Opening Balance
Non- current borrowings (including current maturity) 396.00 432.00
Current borrowings 304.15 7.25
Net movement of borrowings
Cash Flow
Non- current borrowings (including current maturity) (362.00) (36.00)
Current borrowings (300.42) 296.90
Closing Balance
Non- current borrowings (including current maturity) 34.00 396.00
Current borrowings 3.73 304.15
ii) The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS 7)
statement of cash flows.
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
B. Other equity
(` in Crores)
Notes Other equity Other Non- Total
Securities Share options Debenture Retained Equity controlling
premium outstanding redemption earnings Interest
account reserve
Balance as at 1st April, 2018 1,809.77 22.67 86.95 2,125.59 4,044.98 0.64 4,045.62
Profit for the year - - - 902.54 902.54 (0.08) 902.46
Other comprehensive income for the year - - - (1.31) (1.31) - (1.31)
Share option expense 46 - 17.16 - - 17.16 - 17.16
Transfer to debenture redemption reserve - - (27.30) 27.30 - - -
Balance as at 31st March, 2019 1,809.77 39.83 59.65 3,054.12 4,963.37 0.56 4,963.93
Profit for the year - - - 1,301.08 1,301.08 (0.10) 1,300.98
Other comprehensive income for the year - - - (4.09) (4.09) - (4.09)
Exercise of share option 21.64 (21.64) - - - - -
Issue of share capital 16 4,184.65 - - - 4,184.65 - 4,184.65
Share option expense 46 - 8.45 - - 8.45 - 8.45
Transaction cost of QIP (21.49) - - - (21.49) - (21.49)
Transferred from share options - 0.01 - (0.01) - - -
outstanding account on lapse of vested
options
Transfer from debenture redemption - - (51.15) 51.15 - - -
reserve
Balance as at 31st March, 2020 5,994.57 26.65 8.50 4,402.25 10,431.97 0.46 10,432.43
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
- The ability to use its power over the investee to affect Consolidation procedure:
its returns Generally, there is a presumption that a (a) Combine like items of assets, liabilities, equity, income,
majority of voting rights result in control. To support expenses and cash flows of the parent with those of its
this presumption and when the Group has less subsidiaries. For this purpose, income and expenses of
than a majority of the voting or similar rights of an the subsidiary are based on the amounts of the assets
investee, the Group considers all relevant facts and and liabilities recognised in the consolidated financial
circumstances in assessing whether it has power over statements at the acquisition date.
an investee, including:
(b) Offset (eliminate) the carrying amount of the parent’s
-
The contractual arrangement with the other vote investment in each subsidiary and the parent’s portion
holders of the investee of equity of each subsidiary. Business combinations
policy explains how to account for any related goodwill.
- Rights arising from other contractual arrangements
(c)
Eliminate in full intragroup assets and liabilities,
- The Group’s voting rights and potential voting rights equity, income, expenses and cash flows relating to
transactions between entities of the Group (profits
- The size of the Group’s holding of voting rights relative or losses resulting from intragroup transactions that
to the size and dispersion of the holdings of the other are recognised in assets, such as inventory and fixed
voting rights holders assets, are eliminated in full). Intragroup losses may
indicate an impairment that requires recognition in the
The Group re-assesses whether or not it controls an investee consolidated financial statements. Ind AS 12 Income
if facts and circumstances indicate that there are changes to Taxes applies to temporary differences that arise from
one or more of the three elements of control. Consolidation the elimination of profits and losses resulting from
of a subsidiary begins when the Group obtains control over intragroup transactions.
the subsidiary and ceases when the Group loses control
of the subsidiary. Assets, liabilities, income and expenses Profit or loss and each component of other comprehensive
of a subsidiary acquired or disposed of during the year are income (OCI) are attributed to the equity holders of the
included in the consolidated financial statements from the parent of the Group and to the non-controlling interests,
date the Group gains control until the date the Group ceases even if this results in the non-controlling interests having a
to control the subsidiary. deficit balance. When necessary, adjustments are made
to the financial statements of subsidiaries to bring their
Consolidated financial statements are prepared using accounting policies into line with the Group’s accounting
uniform accounting policies for like transactions and other policies. All intra-group assets and liabilities, equity, income,
events in similar circumstances. If a member of the Group expenses and cash flows relating to transactions between
uses accounting policies other than those adopted in the members of the Group are eliminated in full on consolidation.
consolidated financial statements for like transactions and
events in similar circumstances, appropriate adjustments A change in the ownership interest of a subsidiary, without
are made to that Group member’s financial statements in a loss of control, is accounted for as an equity transaction.
preparing the consolidated financial statements to ensure If the Group loses control over a subsidiary, it:
conformity with the Group’s accounting policies.
-
Derecognises the assets (including goodwill) and
The financial statements of all entities used for the purpose liabilities of the subsidiary
of consolidation are drawn up to same reporting date as
that of the parent company, i.e., year ended on 31st March, -
Derecognises the carrying amount of any
2020. When the end of the reporting period of the parent is non-controlling interests
different from that of a subsidiary, the subsidiary prepares,
for consolidation purposes, additional financial information - Derecognises the cumulative translation differences
as of the same date as the financial statements of the parent recorded in equity
to enable the parent to consolidate the financial information
of the subsidiary, unless it is impracticable to do so. - Recognises the fair value of the consideration received
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 165
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
- Recognises the fair value of any investment retained Depreciation on property, plant and equipment
Depreciation is provided to the extent of depreciable amount
- Recognises any surplus or deficit in profit or loss on written down value method over the useful life of asset
as assessed by the management and the same is similar to
- Reclassifies the parent’s share of components previously the useful lives as prescribed in Part-C of Schedule II to the
recognised in OCI to profit or loss or retained earnings, Companies Act, 2013. Depreciation is charged on pro-rata
as appropriate, as would be required if the Group had basis for asset purchased / sold during the year.
directly disposed of the related assets or liabilities
The assets residual values, useful life and method of
(c) Property, plant and equipment (PPE) depreciation of PPE are reviewed and adjusted if appropriate,
On transition to Ind AS, The Group has elected to continue at the end of each reporting period.
with the carrying value of all its property plant and equipment
recognized as at 1st April, 2015 measured as per the previous (d) Business combinations and goodwill
GAAP and use that carrying value as the deemed cost of The Group has accounted business combinations using the
the property, plant and equipment. (Referred to as “historical acquisition method. The cost of an acquisition is measured
cost” in this section”) as the aggregate of the consideration transferred measured
at acquisition date fair value. Acquisition-related costs are
Freehold land is carried at historical cost. All other item of expensed as incurred.
property, plant and equipment are stated at historical cost
less depreciation. Historical cost includes expenditure that is At the acquisition date, the identifiable assets acquired and
directly attributable to the acquisition of items. the liabilities assumed are recognised at their acquisition
date fair values.
Capital work-in-progress , property, plant and equipment is
stated at cost, net of accumulated depreciation. Such cost If the business combination is achieved in stages, any
includes the cost of replacing part of the property, plant and previously held equity interest is re-measured at its acquisition
equipment and borrowing cost for long-term construction date fair value and any resulting gain or loss is recognised in
projects if the recognition criteria are met. When significant profit or loss or OCI, as appropriate.
parts of property, plant and equipment are required to be
replaced at intervals, The Group depreciates them separately Goodwill is initially measured at cost, being the excess of the
based on thier specific useful lifes. Likewise, when a major aggregate of the consideration transferred and the amount
inspection is performed, its cost is recognised in the recognised for non-controlling interests, and any previous
carrying amount of the property, plant and equipment as a interest held, over the net identifiable assets acquired and
replacement if the recognition criteria are satisfied. All other liabilities assumed. If the fair value of the net assets acquired
repairs and maintenance costs are recognised in profit or is in excess of the aggregate consideration transferred, the
loss as incurred. Group re-assesses whether it has correctly identified all of
the assets acquired and all of the liabilities assumed and
Capital work-in-progress comprises cost of property, plant reviews the procedures used to measure the amounts to be
and equipment (including related expenses), that are not yet recognised at the acquisition date. If the reassessment still
ready for their intended use at the reporting date. results in an excess of the fair value of net assets acquired
over the aggregate consideration transferred, then the gain
Subsequent costs are included in the assets carrying is recognised in OCI and accumulated in equity as capital
amount or recognized as a separate asset, as appropriate, reserve. However, if there is no clear evidence of bargain
only when it is probable that future economic benefits purchase, the entity recognises the gain directly in equity as
associated with the item will flow to The Group and the capital reserve, without routing the same through OCI.
cost of the item can be measured reliably. The carrying
amount of any component accounted for as a separate After initial recognition, goodwill is measured at cost less
asset is derecognized when replaced. All other repairs any accumulated impairment losses. For the purpose
and maintenance are charged to profit or loss during the of impairment testing, goodwill acquired in a business
reporting period in which they are incurred. combination is, from the acquisition date, allocated to each
of the Group’s cash-generating units that are expected to
benefit from the combination, irrespective of whether other
assets or liabilities of the acquiree are assigned to those units.
166 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
A cash generating unit to which goodwill has been allocated Amortisation on intangible assets
is tested for impairment annually, or more frequently when Amortisation is provided on straight line method over the useful
there is an indication that the unit may be impaired. If the life of asset as assessed by the management and the same is
recoverable amount of the cash generating unit is less than similar to the useful lives as prescribed in Part-C of Schedule
its carrying amount, the impairment loss is allocated first II to the Companies Act, 2013. Amortisation is charged on
to reduce the carrying amount of any goodwill allocated to pro-rata basis for asset purchased / sold during the year.
the unit and then to the other assets of the unit pro rata
based on the carrying amount of each asset in the unit. Estimated useful life of assets are as follows:
Any impairment loss for goodwill is recognised in profit
or loss. An impairment loss recognised for goodwill is not Computer Software - 5 years, Trademarks - 5 - 10 years
reversed in subsequent periods.
(f) Investment properties
(e) Intangible assets On transition to Ind AS, The Group has elected to continue
On transition to Ind AS, The Group has elected to continue with the carrying value of all its investment properties
with the carrying value of all its intangible assets recognized recognized as at 1st April, 2015 measured as per the previous
as at 1st April, 2015 measured as per the previous GAAP GAAP and use that carrying value as the deemed cost of
and use that carrying value as the deemed cost of investment properties.
intangible assets.
Investments in property that are not intended to be
Intangible assets acquired separately are measured on initial occupied substantially for use by, or in the operations of
recognition at cost. The cost of intangible assets acquired The Group, have been classified as investment property.
in a business combination is their fair value at the date of Investment properties are measured initially at its cost
acquisition. Following initial recognition, intangible assets including transaction cost and where applicable borrowing
are carried at cost less any accumulated amortisation costs. Subsequent to initial recognition, investment
and accumulated impairment losses.Intangible assets are properties are stated at cost less accumulated depreciation
amortised on a written down value basis over the economic and accumulated impairment loss, if any. Subsequent cost
useful life estimated by the management. are included in the assets carrying amount or recognized as a
separate asset, as appropriate, only when it is probable that
Intangible assets with finite lives are amortised over the useful future economic benefits associated with the item will flow to
economic life and assessed for impairment whenever there The Group and the cost of the item can be measured reliably.
is an indication that the intangible asset may be impaired. All other repairs and maintenance are charged to profit or
The amortisation period and the amortisation method for loss during the reporting period in which they are incurred.
an intangible asset with a finite useful life are reviewed at
least at the end of each reporting period. Changes in the Though The Group measures investment property using cost
expected useful life or the expected pattern of consumption based measurement, the fair value of investment property is
of future economic benefits embodied in the asset are disclosed in the notes. Fair values are determined based on
considered to modify the amortisation period or method, an annual evaluation performed by an accredited external
as appropriate, and are treated as changes in accounting independent valuer applying a valuation model recommended
estimates. The amortisation expense on intangible assets by the International Valuation Standards Committee.
with finite lives is recognised in the statement of profit and
loss unless such expenditure forms part of carrying value
The Group depreciates its investment properties
of another asset. over the useful life which is similar to that of Property,
Plant and Equipment
Gains or losses arising from derecognition of an intangible
asset are measured as the difference between the net Investment properties are derecognised either when they
disposal proceeds and the carrying amount of the asset and have been disposed of or when they are permanently
are recognised in the statement of profit or loss when the withdrawn from use and no future economic benefit is
asset is derecognised. expected from their disposal. The difference between the
net disposal proceeds and the carrying amount of the asset
is recognised in profit or loss in the period of derecognition.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 167
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
(g) Impairment of non financial assets asset or assets, even if that right is not explicitly specified in
The Group assesses, at each reporting date, whether there is an arrangement.
an indication that an asset may be impaired. If any indication
exists, or when annual impairment testing for an asset is As a lessee
required, The Group estimates the asset’s recoverable Finance leases are capitalised at the commencement of the
amount. An asset’s recoverable amount is the higher of an lease at the inception date fair value of the leased property or,
asset’s or cash-generating unit’s (CGU) fair value less costs if lower, at the present value of the minimum lease payments.
of disposal and its value in use. Recoverable amount is Lease payments are apportioned between finance charges
determined for an individual asset, unless the asset does not and reduction of the lease liability so as to achieve a
generate cash inflows that are largely independent of those constant rate of interest on the remaining balance of the
from other assets or Groups of assets. When the carrying liability. Finance charges are recognised in finance costs
amount of an asset or CGU exceeds its recoverable amount, in the statement of profit and loss, unless they are directly
the asset is considered impaired and is written down to its attributable to qualifying assets, in which case they are
recoverable amount. capitalized in accordance with the company’s general policy
on the borrowing costs. Contingent rentals are recognised
In assessing value in use, the estimated future cash flows as expenses in the periods in which they are incurred.
are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of A leased asset is depreciated over the useful life of the
the time value of money and the risks specific to the asset. asset. However, if there is no reasonable certainty that the
In determining fair value less costs of disposal, recent market Company will obtain ownership by the end of the lease term,
transactions are taken into account. the asset is depreciated over the shorter of the estimated
useful life of the asset and the lease term.
Impairment losses are recognised in the statement of profit
and loss, except for properties previously revalued with the Leases in which a significant portion of the risks and rewards
revaluation surplus taken to OCI. of ownership are retained by the lessor are classified as
operating leases. Payments made under operating leases
For assets, an assessment is made at each reporting date are charged to the Statement of Profit and Loss on a
to determine whether there is an indication that previously straight-line basis over the period of the lease unless the
recognised impairment losses no longer exist or have payments are structured to increase in line with expected
decreased. If such indication exists, The Group estimates general inflation to compensate for the lessor’s expected
the asset’s or CGU’s recoverable amount. A previously inflationary cost increases.
recognised impairment loss is reversed only if there has
been a change in the assumptions used to determine the Amortisation on right to use assets
asset’s recoverable amount since the last impairment loss Amortisation is provided on straight line method over
was recognised. The reversal is limited so that the carrying the useful life of asset as assessed by the management.
amount of the asset does not exceed its recoverable amount, Amortisation is charged on pro-rata basis for asset
nor exceed the carrying amount that would have been purchased / sold during the year.
determined, net of depreciation, had no impairment loss
been recognised for the asset in prior years. Such reversal is As a lessor
recognised in the statement of profit or loss unless the asset Leases in which the Company does not transfer substantially
is carried at a revalued amount, in which case, the reversal is all the risks and rewards of ownership of an asset are
treated as a revaluation increase. classified as operating leases. Rental income from operating
lease is recognised on a straight-line basis over the term of
(h) Leases the relevant lease. Initial direct costs incurred in negotiating
As per Ind AS 116 “Leases”, the determination of whether and arranging an operating lease are added to the carrying
an arrangement is (or contains) a lease is based on the amount of the leased asset and recognised over the lease
substance of the arrangement at the inception of the lease. term on the same basis as rental income. Contingent rents
The arrangement is, or contains, a lease if fulfilment of the are recognised as revenue in the period in which they are
arrangement is dependent on the use of a specific asset earned unless the receipts are structured to increase in
or assets and the arrangement conveys a right to use the line with expected general inflation to compensate for the
expected inflationary cost increases.
168 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
Ind AS 17 also contains similar requirements for recognition * those measured at amortised cost.
of lease rental income under operating leases. The company
has determined that it does not meet criteria for recognition The classification depends on The Group’s business
of lease rental expense/ income on a basis other than model for managing the financial assets and the
straight-line basis. contractual terms of the cash flows.
(i) Cash and cash equivalents For assets measured at fair value, gains and losses will
Cash and cash equivalent in the balance sheet comprises either be recorded in the Statement of Profit and Loss or
cash at banks and on hand and short term deposits with an other comprehensive income. For investments in debt
original maturity of three months or less, which are subject instruments, this will depend on the business model in
to an insignificant risk of change in value. For the purpose which the investment is held. For investments in equity
of consolidated financial statement of cash flow, cash and instruments, this will depend on whether The Group has
cash equivalent consists of cash and short term deposits, made an irrevocable election at the time of initial recognition
as defined above, net of outstanding bank overdrafts to account for the equity investment at fair value through
as they are considered an integral part of The Group’s other comprehensive income. The Group reclassifies debt
cash management. investments when and only when its business model for
managing those assets changes.
(j) Trade receivables
Trade receivables are recognised initially at fair value and (ii) Measurement
subsequently measured at amortised cost using the effective At initial recognition, The Group measures a financial
interest method less provision for impairment. asset at its fair value plus, in the case of a financial asset
not at fair value through the Statement of Profit and
(k) Inventories Loss, transaction costs that are directly attributable to
Inventories are valued at lower of cost and net realizable the acquisition of the financial asset. Transaction costs
value. Cost of inventories, comprise costs of purchase of financial assets carried at fair value through the
and other costs incurred in bringing the inventories to their Profit and Loss are expensed in the Statement of
present condition and location. Cost is determined by Profit and Loss.
the weighted average cost method. Costs of purchased
inventory are determined after deducting rebates and Financial assets with embedded derivatives are
discounts. Net realizable value is the estimated selling considered in their entirety when determining
price in the ordinary course of business less the estimated whether their cash flows are solely payment of
costs of completion and the estimated cost necessary principal and interest.
to make the sale.
Debt instruments:
(l) Financial instruments
Subsequent measurement of debt instruments
A Financial instrument is any contract that gives rise to a depends on The Group’s business model for managing
financial assets of one entity and a financial liability or equity the asset and the cash flow characteristics of the
instrument of another entity. asset. There are three measurement categories into
which The Group classifies its debt instruments:
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 169
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
* Amortised cost: A ‘debt instrument’ is measured instrument, which does not meet the criteria for
at the amortised cost if both the following categorization as at amortized cost or as FVTOCI, is
conditions are met: classified as at FVTPL.
a)
The asset is held within a business model In addition, The Group may elect to designate a debt
whose objective is to hold assets for collecting instrument, which otherwise meets amortized cost or
contractual cash flows, and FVTOCI criteria, as at FVTPL. However, such election
is allowed only if doing so reduces or eliminates a
b)
Contractual terms of the asset give rise on measurement or recognition inconsistency (referred
specified dates to cash flows that are solely to as ‘accounting mismatch’). The Group has not
payments of principal and interest (SPPI) on the designated any debt instrument as at FVTPL.
principal amount outstanding.
Debt instruments included within the FVTPL
This category is the most relevant to The Group. category are measured at fair value with all changes
After initial measurement, such financial assets are recognized in the P&L.
subsequently measured at amortised cost using the
effective interest rate (EIR) method. Amortised cost Equity instruments:
is calculated by taking into account any discount or
The Group subsequently measures all equity
premium on acquisition and fees or costs that are an investments at fair value. Where The Group’s
integral part of the EIR. The EIR amortisation is included management has elected to present fair value gains and
in finance income in the profit or loss. The losses arising losses on equity investments in other comprehensive
from impairment are recognised in the statement of income, there is no subsequent reclassification of fair
profit and loss account. This category generally applies value gains and losses to the Statement of Profit and
to trade and other receivables Loss. Dividends from such investments are recognised
in the Statement of Profit and Loss as other income
* Fair value through other comprehensive income when The Group’s right to receive payments
(FVTOCI): A ‘debt instrument’ is classified as at the is established.
FVTOCI if both of the following criteria are met
Changes in the fair value of financial assets at fair
a) The objective of the business model is achieved value through the Statement of Profit and Loss are
both by collecting contractual cash flows and recognised in other income / other expenses in the
selling the financial assets, and Statement of Profit and Loss. Impairment losses (and
reversal of impairment losses) on equity investments
b) The asset’s contractual cash flows represent SPPI. measured at FVOCI are not reported separately from
other changes in fair value.
Debt instruments included within the FVTOCI category
are measured initially as well as at each reporting date (iii) Impairment of financial assets
at fair value. Fair value movements are recognized in The Group assesses on a forward looking basis the
the other comprehensive income (OCI). However, The expected credit losses associated with its assets
Group recognizes interest income, impairment losses carried at amortised cost and FVOCI debt instruments.
& reversals and foreign exchange gain or loss in the The impairment methodology applied depends
statement of profit and loss account. On derecognition on whether there has been a significant increase
of the asset, cumulative gain or loss previously in credit risk.
recognised in OCI is reclassified from the equity to
statement of profit and loss account. Interest earned For trade receivables only, The Group applies the
whilst holding FVTOCI debt instrument is reported as simplified approach permitted by Ind AS 109 Financial
interest income using the EIR method. Instruments, which requires expected lifetime losses to
be recognised from initial recognition of the receivables.
*
Fair value through profit and loss: FVTPL is a
residual category for debt instruments. Any debt
170 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
(iv) Derecognition of financial assets (o) Borrowings and other financial liabilities
A financial asset is derecognised only when Borrowings and other financial liabilities are initially
recognised at fair value (net of transaction costs incurred).
* The Group has transferred the rights to receive cash Difference between the fair value and the transaction
flows from the financial asset or proceeds on initiation is recognised as an asset / liability based
on the underlying reason for the difference. Subsequently all
*
retains the contractual rights to receive the financial liabilities are measured at amortised cost using the
cash flows of the financial asset, but assumes a effective interest rate method.
contractual obligation to pay the cash flows to one or
more recipients. Borrowings are removed from the balance sheet when the
obligation specified in the contract is discharged, cancelled
Where The Group has transferred an asset, The Group or expired. The difference between the carrying amount of
evaluates whether it has transferred substantially all a financial liability that has been extinguished or transferred
risks and rewards of the financial asset. In such cases, to another party and the consideration paid, including any
the financial asset is derecognised. Where The Group non-cash transferred or liabilities assumed, is recognised in
has not transferred substantially all risks and rewards the Statement of Profit and Loss.
of ownership of the financial asset, the financial asset is
not derecognised. Borrowings are classified as current liabilities unless The
Group has an unconditional right to defer settlement of the
Where The Group has neither transferred a financial liability for at least 12 months after the reporting period.
asset nor retains substantially all risks and rewards of Where there is a breach of a material provision of a long-term
ownership of the financial asset, the financial asset is loan arrangement on or before the end of the reporting period
derecognised if The Group has not retained control of with the effect that the liability becomes payable on demand
the financial asset. Where The Group retains control on the reporting date, the entity does not classify the liability
of the financial asset, the asset is continued to be as current, if the lender agreed, after the reporting period and
recognised to the extent of continuing involvement in before the approval of the financial statements for issue, not
the financial asset. to demand payment as a consequence of the breach.
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
Provisions are measured at the present value of the sales value along with the cost of inventory is disclosed
management’s best estimate of the expenditure required to seprately as sale of goods on approval basis and cost of
settle the present obligation at the end of the reporting period. goods sold on approval basis and forms part of Revenue
The discount rate used to determine the present value is a in the Statement of Profit and Loss. Only the net revenue
pre tax rate that reflects current market assessments of the earned i.e. margin is recorded as a part of revenue.
time value of money and the risks specific to the liability.
The increase in the provision due to the passage of time is Rental income
recognised as finance cost. Rental income arising from operating lease on investment
properties is accounted for on a straight line basis over
Contingent Liabilities are disclosed in respect of possible lease terms unless the receipts are structured to increase
obligations that arise from past events but their existence in line with expected general inflation to compensate for the
will be confirmed by the occurrence or non occurrence of expected inflationary cost increases and is included in the
one or more uncertain future events not wholly within the Statement of profit or loss due to its operating nature.
control of The Group or where any present obligation cannot
be measured in terms of future outflow of resources or where Interest income
a reliable estimate of the obligation cannot be made. Interest income is recognised based on time proportion basis
considering the amount outstanding and rate applicable
A contingent asset is disclosed, where an inflow of economic (EIR). Interest income in included in the Other Income in the
benefits is probable. An entity shall not recognize a contingent statement of Profit and Loss.
asset unless the recovery is virtually certain.
(s) Retirement and other employee benefits
(r) Revenue from Operations (i) Short-term obligations
Revenue from operations is recognised to the extent that it Liabilities for wages and salaries, including
is probable that economic benefit will flow to The Group and non-monetary benefits that are expected to be settled
the revenue can be reliably measured regardless of when wholly within 12 months after the end of the period
the payment is being made as per IND AS 115. Revenue is in which the employees render the related service
measured at the fair value of the consideration received or are recognised in respect of employees’ services up
receivable, taking into account contractually defined terms of to the end of the reporting period and are measured
payment and excluding taxes or duties collected on behalf at the amounts expected to be paid when the
of the government liabilities are settled.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
payments to be made in respect of services provided The fair value determined at the grant date of the
by employees up to the end of the reporting period equity-settled share based payment is expensed on a
using the projected unit credit method. The benefits are straight line basis over the vesting period, based on
discounted using the Government Securities (G-Sec) The Group’s estimate of equity instruments that will
at the end of the reporting period that have terms eventually vest, with a corresponding increase in equity.
approximating to the terms of the related obligation. At the end of each reporting period , The Group revises
Remeasurements as a result of experience adjustments its estimates of the number of equity instruments
and changes in actuarial assumptions are recognised expected to vest. The impact of the revision of the
in the Statement of Profit and Loss. original estimates, if any is , recognised in Statement
of Profit and Loss such that the cumulative expenses
The obligations are presented as current liabilities reflects the revised estimate,with a corresponding
in the balance sheet if the entity does not have an adjustment to the shared option outstanding account.
unconditional right to defer settlement for at least
12 months after the reporting period, regardless of No expense is recognised for options that do not
when the actual settlement is expected to occur. ultimately vest because non market performance
and/or service conditions have not been met.
iii) Post-employment obligations
Defined benefit plans The dilutive effect of outstanding options is reflected as
Gratuity additional share dilution in the computation of diluted
The liability or asset recognised in the balance sheet earnings per share.
in respect of defined benefit gratuity plans is the
present value of the defined benefit obligation at the Expense relating to options granted to employees of the
end of the reporting period less the fair value of plan subsidiaries under The Group’s share based payment
assets. The defined benefit obligation is calculated plan, is recovered from the subsidiary. Such recovery is
annually by independent actuary using the projected reduced from employee benefit expense.
unit credit method. The present value of the defined
benefit obligation denominated in INR is determined (t) Foreign currency transactions
by discounting the estimated future cash outflows by (a) Functional and presentation currency:
reference to market yields at the end of the reporting Items included in the financial statements of The
period on government bonds that have terms Group are measured using the currency of the primary
approximating to the terms of the related obligation. economic environment in which the entity operates.
The Consolidated Financial statements are presented
The net interest cost is calculated by applying the in INR, which is functional and presentational currency.
discount rate to the net balance of the defined benefit
obligation and the fair value of plan assets. This cost is (b Transaction and balances :
included in employee benefit expense in the Statement Transaction in currencies other than than entity’s
of Profit and Loss. Remeasurement gains and losses functional currency (foreign currencies) are recognised
arising from experience adjustments and changes in at the rates of exchange prevailing at the dates of
actuarial assumptions are recognised in the period the transaction.
in which they occur, directly in other comprehensive
income. They are included in retained earnings in the
Exchange differences arising on settlement or
statement of changes in equity and in the balance translation of monetary items are recognised in the
sheet. Changes in the present value of the defined Statement of Profit and Loss.
benefit obligation resulting from plan amendments
or curtailments are recognised immediately in the Non monetary items carried at fair value that are
Statement of profit or loss as past service cost. denominated in foreign currencies are retranslated at
the rates prevailing at the date when the fair value was
Share based payment determined. Non-monetary items that are measured in
Equity settled share based payments to employees terms of historical cost in a foreign currency are not
and other providing similar services are measured at retransacted. The gain or loss arising on translation of
fair value of the equity instruments at grant date non-monetary items measured at fair value is treated
in line with the recognition of the gain or loss on the
change in fair value of the item.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 173
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
Deferred income tax is provided using the liability method Fair value is the price that would received to sell an assets or
on temporary differences arising between the tax bases of paid to transfer a liability in an orderly transaction between
assets and liabilities and their carrying amount for financial market participant at the measurement date.
reporting purpose at the reporting date. Deferred tax assets
and liabilities are determined using tax rates (and laws) that The fair values of the financial assets and liabilities are
have been enacted or substantially enacted by the end of included at the amount at which the instrument could be
the reporting period and are expected to apply when the exchanged in a current transaction between willing parties,
asset is realised or the liability is settled. other than in a forced or liquidation sale.
Deferred tax assets are recognised for all deductible The following methods and assumptions were used to
temporary differences and unused tax losses, only if, it is estimate the fair values:
probable that future taxable amounts will be available to
utilise those temporary differences and losses. 1.
Fair value of cash and deposits, trade and other
receivables, trade payables, other current liabilities,
Deferred tax assets and liabilities are offset when there is short term loans from banks approximate their
a legally enforceable right to offset current tax assets and carrying amounts largely due to short term maturities
liabilities and when the deferred tax balances relate to the of these instruments.
same taxation authority. Current tax assets and tax liabilities
are off set where The Group has a legally enforceable right to 2. The fair values of non-current borrowings are based
offset and intends either to settle on a net basis, or to realize on discounted cash flows using a current borrowing
the asset and settle the liability simultaneously. rate. They are classified as level 3 fair values in the fair
value hierarchy due to the use of unobservable inputs,
Current and deferred tax is recognised in the Statement including own credit risk.
of Profit and Loss, except to the extent that it relates to
items recognised in other comprehensive income or directly 3. For financial assets and liabilities that are measured
in equity. In this case, the tax is also recognised in other at fair value, the carrying amounts are equal to
comprehensive income or directly in equity, respectively the fair values.
(v) Earnings Per Share The Group uses the following hierarchy for determining
Basic earnings per share and disclosing the fair value of financial instruments by
Basic earnings per share is calculated by dividing: valuation technique:
- the profit attributable to equity shareholder of The Group Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities.
- by the weighted average number of equity shares
outstanding during the financial year Level 2: other techniques for which all inputs which have a
significant effect on the recorded fair value are observable,
Diluted earnings per share either directly or indirectly.
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into account: Level 3: techniques which use inputs that have a significant
effect on the recorded fair value that are not based on
-
the after income tax effect of interest and other observable market data.
financing costs associated with dilutive potential
equity shares, and
174 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
(x)
Significant accounting judgement, estimates and assumptions that may differ from actual developments in
assumption the future. These include the determination of the discount
The preparation of consolidated financial statements requires rate, future salary increases and mortality rates. Due to the
the use of accounting estimates which by definition will seldom complexities involved in the valuation and its long-term
equal the actual results. Management also need to exercise nature, a defined benefit obligation is highly sensitive to
judgement in applying The Group’s accounting policies. changes in these assumptions. All assumptions are reviewed
at each reporting date.
Share based payment
The Group initially measures the cost of equity settled The parameter most subject to change is the discount
transaction with employees using Black Scholes model rate. In determining the appropriate discount rate for plans
to determine the fair value of the liability incurred. operated in India, the management considers the interest
Estimating fair value for share-based payment transaction rates of government bonds in currencies consistent with the
requires determination of the most appropriate valuation currencies of the post-employment benefit obligation.
model, which is dependent on the terms and conditions of
the grant. The estimates also requires determination of the The mortality rate is based on publicly available mortality
most appropriate inputs to the valuation model including tables for the specific countries. Those mortality tables
expected life of the share option, volatility and dividend tend to change only at interval in response to demographic
yield and making assumptions about them. For equity changes. Future salary increases and gratuity increases are
settled share based payment transaction, the liability based on expected future inflation rates.
needs to be re-measured at the end of each reporting
period upto the date of settlement, with any changes in Further details about gratuity obligations are given in
fair value recognised in the Statement of Profit and Loss. note no 47.
This requires a re-assessment of the estimates used at
end of each reporting period. The assumption and models (y) Segment reporting
used for estimating the fair value for share based-payment Operating segments are reported in a manner consistent with
transaction are disclosed in note no 46. the internal reporting provided to the chief operating decision
maker being Managing Director of The Group . The Managing
Provision for inventory Director assesses the financial performance and position of
The Group has calculated the provision for inventory basis The Group as a whole, and makes strategic decisions.
the percentage as per historical experience for inventory
lying from the last inventory count date to the reporting date. (z) Cash flow
The investing and financing activities in cash flow statement
Defined benefit plans (gratuity benefits) do not have a direct impact on current cash flows although
The cost of the defined benefit gratuity plan and other they do affect the capital and asset structure of an entity.
post-employment medical benefits and the present value The Group has disclosed these transactions, to the extent
of the gratuity obligation are determined using actuarial material, in notes to cash flow statement.
valuations. An actuarial valuation involves making various
2 Property, plant and equipment
(` in Crores)
Freehold land Leasehold Buildings Leasehold Plant and Computers Furniture and Vehicles Office Electrical Total
(Refer note land (Refer note : improvement equipment fixtures equipment installations
: 2,7) 1,4,6 Notes
Cost
Balance as at 1st April, 2018 1,048.30 389.96 1,718.16 39.02 123.79 53.17 140.47 2.21 21.46 124.56 3,661.10
Additions 577.44 16.99 401.39 18.39 69.61 23.69 67.38 1.02 8.32 27.10 1,211.33
Reclassification - - (3.40) - - - - - - - (3.40)
Disposals 4.51 - 0.17 0.20 2.50 0.80 2.20 0.22 0.36 0.52 11.48
Balance as at 31st March, 2019 1,621.23 406.95 2,115.98 57.21 190.90 76.06 205.65 3.01 29.42 151.14 4,857.55
Additions 643.03 - 595.68 12.68 83.10 20.92 65.31 0.82 9.80 57.03 1,488.37
Reclassification - (406.95) 0.70 - - - - - - - (406.25)
Disposals 1.32 - 0.09 0.82 1.71 1.80 2.60 0.26 0.58 0.21 9.39
Balance as at 31st March, 2020 2,262.94 (0.00) 2,712.27 69.07 272.29 95.18 268.36 3.57 38.64 207.96 5,930.28
Avenue Supermarts Limited | ANNUAL REPORT 2019-20
Depreciation
Balance as at 1st April, 2018 - 12.44 170.87 8.09 42.13 32.68 55.94 1.00 11.84 50.10 385.09
Charge for the year - 4.47 93.56 5.01 24.60 18.40 28.91 0.54 5.64 21.89 203.02
Reclassification - - (0.48) - - - - - - - (0.48)
Disposals - 0.00 0.03 0.09 1.43 0.59 1.25 0.15 0.26 0.31 4.11
Balance as at 31st March, 2019 - 16.91 263.92 13.01 65.30 50.49 83.60 1.39 17.22 71.68 583.52
Charge for the year - - 112.31 23.47 34.30 19.51 37.83 0.65 7.38 26.42 261.87
Reclassification - (16.91) 0.15 - - - - - - - (16.76)
Disposals - - 0.05 0.51 1.14 1.52 1.64 0.22 0.51 0.12 5.71
Balance as at 31st March, 2020 - - 376.33 35.97 98.46 68.48 119.79 1.82 24.09 97.98 822.92
Net book value
Balance as at 31st March, 2019 1,621.23 390.04 1,852.06 44.20 125.60 25.57 122.05 1.62 12.20 79.46 4,274.03
Balance as at 31st March, 2020 2,262.94 - 2,335.94 33.10 173.83 26.70 148.57 1.75 14.55 109.98 5,107.36
* For the Notes please refer next page
to the Consolidated Financial Statements for as at 31st March, 2020
175
Notes:
1. Building includes following amounts for construction under built operate and transfer (BOT) arrangement.
176
(` in Crores)
Particulars As at As at
31st March, 2020 31st March, 2019
Notes
Gross block 40.98 40.98
Net block 32.71 34.70
2. Freehold land includes ` 344.23 Crores (31st March, 2019 : ` 134.63 Crores) being property purchased, for which mutation is pending.
(` in Crores)
Particulars As at As at
31st March, 2020 31st March, 2019
Opening Balance 376.84 147.07
Additions during the year 729.12 643.59
Transfer / Adjustment during the year (741.56) (413.82)
Closing Balance 364.40 376.84
Notes
4. Building and CWIP includes interest capitalised on borrowings for FY 2019-20 `16.97 Crores (FY 2018-19: ` 3.10 Crores)
6, Building includes Net book value of plant and equipment fitting of ` 34.79 Crores (31st March, 2019 : ` 43.98 Crores).
STATUTORY REPORTS
CORPORATE OVERVIEW
FINANCIAL STATEMENTS
7, Freehold land `10.65 Crores being the value of a land purchased by the Parent Company at Nagpur from Pramod Walmandhare and others. The Parent Company has filed the appeal
before Deputy Director of Land records (DDLR) at Nagpur thereby challenging the Order dated 7th July, 2017 (by Virtue of which Ownership of the Pramod Walmandre and Others is
affected) passed by Superintend of Land Records, Nagpur against Nagpur Improvement Trust and others. The said matter is pending before DDLR, Nagpur. Title deed in respect of the
said property is held in the name of the Parent Company.
to the Consolidated Financial Statements as at 31st March, 2020
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 177
Notes
to the Consolidated Financial Statements for as at 31st March, 2020
Amortisation
Balance as at 1st April 2019 - - -
Reclassification (Refer note: 2) 16.91 - 16.91
Charge for the year 5.81 95.62 101.43
Balance as at 31st March, 2020 22.72 95.62 118.34
Notes:
1. Right to use land includes following amounts paid as premium under built operate and transfer (BOT) arrangement.
(` in Crores)
Particulars As at As at
31st March, 2020 31st March, 2019
Gross block 13.83 13.83
Net block 13.07 13.23
2. Effective 1st April, 2019, the Group has adopted Ind AS 116 “Leases’ and applied the standard to all lease contracts existing on
the date of initial application i.e. 1st April, 2019. The Group has used the modified retrospective approach for transitioning to Ind AS
116 with right of use asset recognized at an amount equal to the lease liability adjusted for any prepayments/accruals recognized
in the balance sheet immediately before the date of initial application. Accordingly, comparatives for the year ended 31st March,
2019 have not been retrospectively adjusted.
At the commencement date of a lease, a lessee will recognise a liability to make lease payments (i.e., the lease liability)
and an asset representing the right to use the underlying asset during the lease term (i.e., the right-of-use asset).
Lessees will be required to separately recognise the interest expense on the lease liability and the depreciation expense on the
right-of-use asset.
The Group shall remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term,
a change in future lease payments resulting from a change in an index or rate used to determine those payments).
The Group will generally recognise the amount of the re-measurement of the lease liability as an adjustment to the
right-of-use asset.
The operating leases recorded on the balance sheet following implementation of Ind AS 116 are principally in respect of leasehold
land and other identified assets representing right to use as per contracts excluding low value assets and short term leases of 12
months or less.
178 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements as at 31st March, 2020
The Group recognised right of use assets and lease liabilities for those leases previously classified as operating leases, except
for short-term leases and leases of low-value assets. The right of use assets for most leases were recognised based on the
carrying amount as if the standard had always been applied, apart from the use of incremental borrowing rate at the date of
initial application. In some leases, the right of use assets were recognised based on the amount equal to the lease liabilities,
adjusted for any related prepaid and accrued lease payments previously recognised. Lease liabilities were recognised based
on the present value of the remaining lease payments, discounted using the incremental borrowing rate at the date of initial
application.
The Group has also applied the available practical expedients wherein it:
• Used a single discount rate to a portfolio of leases with reasonably similar characteristics
• Relied on its assessment of whether leases are onerous immediately before the date of initial application
• Applied the short-term leases exemptions to leases with lease term that ends within 12 months at the date of initial application
• Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application
• Used hindsight in determining the lease term where the contract contains options to extend or terminate the lease
Lease liabilities
(` in Crores)
Particulars Amount
As at 1st April, 2019 256.06
Recognised during the year 139.16
Repaid during the year (99.76)
As at 31st March, 2020 295.46
Non current 221.11
Current 74.35
The Group has adopted modified retrospective approach as per para C8 (c)(ii) of IND AS 116 - Leases to its leases, effective from
annual reporting period beginning 1st April, 2019. This has resulted in recognizing a right of use assets (an amount equal to the lease
liability, adjusted by the prepaid lease rent) of ` 262.77 crores and an amount of ` 390.04 crores on account of reclassification
of Leasehold Land as at 1st April, 2019. In the statement of profit and loss for the current period, operating lease expenses has
changed from rent to depreciation cost for the right of use assets and finance cost for interest accrued on lease liability. To this
extent performance for period ended 31st March, 2020 is not comparable with previous period audited consolidated financial
statements.
The following are the amounts recognised in the statement of profit or loss account:
(` in Crores)
Particulars Amount
Amorisations expense of right-of-use assets 101.43
Interest expense on lease liabilities 28.91
Expense relating to short-term leases (included in other expenses) 1.13
Total 131.47
The Group had total cash outflows for leases of ` 99.76 crores in 31st March, 2020. The Group also had non-cash additions to
right-of-use assets and lease liabilities of `120.43 crores in 31st March, 2020.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 179
Notes
to the Consolidated Financial Statements for as at 31st March, 2020
4 Investment properties
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Cost
Opening balance 21.64 18.24
Adjustment/transfer to PPE (0.70) 3.40
Closing balance 20.94 21.64
Depreciation
Opening balance (3.54) (1.91)
Charge for the year (1.02) (1.15)
Adjustment/transfer to PPE 0.15 (0.48)
Closing balance (4.41) (3.54)
Net book value 16.53 18.10
Information regarding income and expenditure of investment properties:
(i) Amounts recognised in profit or loss for investment properties
Rental income including contingent rent of ` Nil (Previous year ` 0.03 Crores) 4.21 2.65
Direct operating expenses from property that generated rental income 0.66 0.60
Direct operating expenses from property that did not generate rental income - 0.06
Income from investment properties before depreciation 3.55 1.9 9
Depreciation 1.02 1.15
Income from investment properties 2.53 0.84
The Group has no restrictions on the realisability of its investment properties and no contractual obligations to purchase, construct or
develop investment properties or for repairs, maintenance and enhancements.
This valuation is based on valuations performed by an accredited independent valuer. Fair valuation is based on replacement cost
method. The fair value measurement is categorised in level 2 fair value hierarchy.
180 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements as at 31st March, 2020
5 Intangible assets
(` in Crores)
Computer Trademarks Total
software
Cost
Balance as at 1st April, 2018 42.98 0.02 43.00
Additions 9.69 - 9.69
Disposals 0.55 - 0.55
Balance as at 31st March, 2019 52.12 0.02 52.14
Additions 9.40 - 9.40
Disposals 0.05 - 0.05
Balance as at 31st March, 2020 61.47 0.02 61.49
Amortisation
Balance as at 1st April 2018 13.63 0.01 13.64
Charge for the year 8.99 - 8.99
Disposals 0.46 - 0.46
Balance as at 31st March, 2019 22.16 0.01 22.17
Charge for the year 10.83 0.00 10.83
Disposals 0.05 - 0.05
Balance as at 31st March, 2020 32.94 0.01 32.95
Net book value
Balance as at 31st March, 2019 29.96 0.01 29.97
Balance as at 31st March, 2020 28.53 0.01 28.54
Notes
to the Consolidated Financial Statements for as at 31st March, 2020
9 Inventories
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Stock-in-trade (at lower of cost and net realisable value) 1,945.61 1,606.15
Stock of packing material 1.79 2.50
Total 1,947.40 1,608.65
10 Current investments
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Investment in mutual funds
Unquoted
24,870.188 [31st Match,2019: 36,433.188] HDFC Liquid Fund - Growth 14.68 16.53
Total 14.68 16.53
Aggregate amount of unquoted investments 14.68 16.53
Aggregate amount of impairment in the value of investment - -
11 Trade receivables
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Considered good
Unsecured
Other than related parties 19.55 64.37
Total 19.55 64.37
No trade or other receivable are due from directors or other officers of the Group either severally or jointly with any other person.
Trade receivables are non-interest bearing and are generally received within the credit period.
182 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements as at 31st March, 2020
For the purpose of the statement of cash flows, cash and cash equivalents comprise the following:
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Total cash and cash equivalents 105.87 124.98
Less: Overdrawn bank balances (Refer note: 24) (0.01) (0.12)
Cash and cash Equivalents for cash flow purpose 105.86 124.86
Notes
to the Consolidated Financial Statements for as at 31st March, 2020
In March 2017, the parent company had completed the Initial Public offering (IPO) of fresh issue of 62,541,806 equity shares of
` 10 each at an issue price of ` 299 per share. The equity shares of the Parent Company were listed on BSE Limited (BSE) and
National Stock Exchange of India Limited (NSE) w.e.f. 21st March, 2017.
Expenses incurred by the Parent Company aggregating to ` 29.38 Crores, in connection with IPO have been adjusted towards
securities premium in March 2017.
The Parent Company through Qualified Institutions Placement (QIP) allotted 20,000,000 equity shares to the eligible Qualified
Institutional Buyers (QIB) at a issue price of ` 2,049 per equity share (including a premium of ` 2,039 per equity share) aggregating
to ` 4,098 crore on 11th February, 2020. The issue was made in accordance with the SEBl (Issue of Capital and Disclosure
Requirements) Regulations, 2018 as amended (the “SEBI ICDR Regulations”), and Sections 42 and 62 of the Companies Act,
2013, as amended, including the rules made thereunder (the “Issue”). Funds received pursuant to QIP having utilise towards
the object stated in the placement document and the balance as on 31st March,2020 unutilise remain invested in deposits with
scheduled commercial banks.
Expenses incurred by the parent company aggregating to ` 21.49 Crores, in connection with QIP have been adjusted towards
securities premium in March 2020.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements as at 31st March, 2020
d) Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the Parent Company
As at As at
31st March, 2020 31st March, 2019
Mr. Radhakishan S. Damani 222,159,156 239,689,156
- % holding of shares 34.30% 38.41%
Mr. Gopikishan S. Damani 49,480,000 50,980,000
- % holding of shares 7.64% 8.17%
Bright Star Investments Private Limited 88,750,000 88,750,000
- % holding of shares 13.70% 14.22%
17 Other equity
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
(a) Securities premium
Opening balance 1,809.77 1,809.77
Exercise of share options 21.64 -
Issue of share capital 4,184.65 -
Transaction cost of QIP (21.49) -
Closing balance 5,994.57 1,809.77
(b) Debenture redemption reserve
Opening balance 59.65 86.95
Appropriations/reversal during the year (51.15) (27.30)
Closing balance 8.50 59.65
(c) Share options outstanding account
Opening balance 39.83 22.67
Share option expense 8.45 17.16
Transferred from retained earnings account on lapse of vested options 0.01 -
Exercise of share option (21.64) -
Closing balance 26.65 39.83
(d) Retained earnings
Opening balance 3,054.12 2,125.59
Net Profit for the year 1,301.08 902.54
Items of other comprehensive income recognised directly in retained earnings
- Remeasurements of post-employment benefit obligation, net of tax (4.09) (1.31)
Transfer to/from debenture redemption reserve 51.15 27.30
- Transferred from share options outstanding account on lapse of vested options (0.01) -
Closing balance 4,402.25 3,054.12
Total other equity 10,431.97 4,963.37
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 185
Notes
to the Consolidated Financial Statements for as at 31st March, 2020
18 Non-current borrowings
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Secured
Term loans from banks - 150.00
Less: Current maturities disclosed in other current financial liabilities (Refer note: 24) - (58.33)
- 91.67
Non-convertible debentures 34.00 246.00
Less: Current maturities disclosed in other current financial liabilities (Refer note: 24) (34.00) (212.00)
- 34.00
Total - 125.67
20 Provisions
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Provision for employee benefits
Leave encashment - 0.24
Gratuity (Refer note: 47) 1.48 0.81
Total 1.48 1.05
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements as at 31st March, 2020
22 Current borrowings
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
A. Secured
Loan repayable on demand
(a) Working capital loans from banks (Payable on demand) 3.73 7.70
(Working capital loan from banks are secured by hypothecation of inventories, trade
receivables, both present and future)
(b) Term loans from bank - 50.00
(Short term loan from bank to be secured by way of mortgage of various store properties to
the bank within four months from the first date of disbursement.)
B. Unsecured
By issue of commercial papers - 246.45
Total 3.73 304.15
At 31st March, 2020, The Group had available ` 940.53 Crores (31st March, 2019: ` 713.28 Crores) of undrawn committed
borrowing facilities.
23 Trade payables
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Trade payables 433.45 463.27
Total 433.45 463.27
Notes
to the Consolidated Financial Statements for as at 31st March, 2020
* Escrow deposits represents amount received for any possible claims that may arise in future in respect of certain properties (Refer note: 2).
26 Provisions
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Provision for employee benefits
Gratuity (Refer note : 47) - 2.01
Leave entitlement 15.18 10.83
Total 15.18 12.84
188 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
28 Other income
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Interest on deposits and advances 32.49 23.59
Rent and amenities service income (Refer note: 4) 2.88 3.60
Gain on sale of current investment 10.16 11.35
Gain on sale/discardment of PPE (net) 2.45 1.01
Exchange gain (net) 8.63 5.98
Miscellaneous income 3.38 2.82
Total 59.99 48.35
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
31 Finance costs
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Interest on term loans from banks 12.22 3.95
Interest on non convertible debentures 24.76 34.01
Interest Others (Refer note: 3) 47.96 11.91
84.94 49.87
Less : Capitalised (Refer note: 2) (16.97) (3.10)
67.97 46.77
Finance charges 1.15 0.44
Total 69.12 47.21
33 Other expenses
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Contract labour charges 565.19 422.33
Rent(Refer note: 3) 1.13 75.71
Electricity and fuel charges 188.24 152.80
Insurance 6.60 5.20
Rates and taxes 21.44 20.38
Repairs and maintenance:
- Building 17.72 24.16
- Plant and machinery 44.78 29.89
- Others 18.27 23.34
Legal and professional fees 10.91 11.28
Travelling and conveyance 25.62 22.72
Directors fees 1.04 0.75
Payment to auditors
- Audit fees (including limited review fees) 0.64 0.43
- Other services 0.02 0.11
- Reimbursement of expenses 0.04 0.01
Miscellaneous expenses 263.04 209.07
Expenditure towards corporate social responsibility (CSR) activities (Refer note: 40) 18.18 16.77
Loss on sale/discardment of PPE (net) - 0.02
Total 1,182.86 1,014.97
190 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
34 Tax expenses
(` in Crores)
For the year ended For the year ended
31st March, 2020 31st March, 2019
Tax expense recognised in the statement of Profit and Loss
(a) Income tax expense
Current tax
Current tax on profits for the year recognised in statement of profit and loss 459.74 509.13
Current tax on re-measurements gains/(loss) on defined benefit plans recognised in OCI (1.30) (0.68)
Adjustment of tax related to earlier year 0.02 (7.67)
Total current tax expense 458.46 500.78
Deferred tax
(Decrease)/increase in deferred tax
Total deferred tax expense/(benefit) (15.97) 18.02
Income tax expense 442.49 518.80
(b) Reconciliation of tax expense and the accounting profit multiplied by India’s
domestic tax rate:
Accounting profit before tax 1,744.77 1,421.94
Tax calculated at tax rates applicable to profit @ 25.168% (previous year 34.944%) 439.12 513.34
Permanent differences due to:
Donation 0.08 0.39
Deduction taken for 80JJAA others (3.23) (2.79)
Corporate social responsibility 4.58 6.22
Interest on income tax (0.01) 0.08
Fines and penalty 0.02 0.04
Deduction from income from house property (0.52) (0.50)
Impact of increase/(decrease) of tax date on deferred tax of previous year (17.95) 0.45
Others 20.40 1.57
Tax recognised in the statement of profit and loss and OCI 442.49 518.80
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 191
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
(` in Crores)
31st March, 2020 31st March, 2019
Balances as at :
Other receivables 0.08 0.02
Other payables 0.00 0.01
Bombay Swadeshi Stores Limited
Rent and amenities service income 0.04 0.18
Reimbursement of expenses (electricity) 0.00 0.01
Balances as at :
Other receivables - 0.00
Derive Trading and Resorts Private Limited
Employee welfare expenses 0.06 0.15
Avenue Supermarts Limited Employees Group Gratuity Trust
Contribution to trust 12.01 6.40
D Mart Foundation
Contribution to trust 0.04 -
Note :
1. 12,000 Equity share of ` 10 each were alloted to Mr. Elvin Machado under the Avenue Supermarts Limited Employee Stock
Option Scheme, 2016.
2. Compensation to Directors of the Group:
(` in Crores)
Nature of Benefit 31st March, 2020 31st March, 2019
Short term employment benefits 11.01 7.86
Post employment benefits 0.30 0.28
Sitting fees 0.32 0.23
Commission to Independent Directors 0.72 0.53
The aforesaid amount does not include amount in respect of gratuity and leave as the same in not determinable.
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
37 MSME disclosure
The details of amounts outstanding to Micro and Small enterprises under the Micro and Small Enterprises Development Act, 2006
(MSED Act), based on the available information with the Group are as under:
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
1 Principal amount not due and remaining unpaid 17.07 5.30
2 Principal amount due and remaining unpaid 0.40 0.14
3 Interest due on (1) above and the unpaid interest - -
4 Interest due and payable for the period of delay other than (3) above - -
38 Lease disclosure
The Group has entered into agreements for taking on lease certain office/store premises, warehouses. The lease term is for period
ranging from 1 year to 30 years.
Note:- w.e.f 1st April,2019 , IND AS 116 “Leases” supersedes IND AS 17 “Leases”. Refer note 3 for disclosures.
It is not practicable for the Group to estimate the timings of cash outflows, if any in respect of above pending resolutions of
the respective proceedings.
The Group has reviewed all its pending litigation and proceedings and has adequately provided for where provisions are
required and disclosed in contingent liabilities where applicable in it’s financial statements. The Group does not expect the
outcome of these proceedings to have a materially adverse effect on it’s consolidated financial statements.
The Group has process whereby periodically all long term contracts are assessed for material foreseeable losses. At the year
end, Group has reviewed and ensured that adequate provision as required under any law/accounting standard for material
foreseeable losses on such long term contracts has been made in the books of accounts.
194 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
41 Segment reporting
The Group is primarily engaged in the business of retail trades through offline and online channels. There are no separate reportable
segments as per IND AS 108 - Operating Segments.
42 The Group has not entered into any derivative transaction during the year. Unhedged foreign currency exposure at the end of the
year is ` NIL.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders 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 following reflects the profit and share data used in the basic and diluted EPS computation:
For the year ended For the year ended
31st March, 2020 31st March, 2019
Earnings per share has been computed as under:
Profit for the year as per statement of Profit and Loss (` in Crores): 1,301.08 902.54
Weighted average number of equity shares outstanding for basic EPS 628,137,345 624,084,486
Add: W eighted average number of potential equity shares on account of employee stock 4,847,630 8,972,124
option schemes
Weighted average number of equity shares outstanding for dilutive EPS 632,984,975 633,056,610
Earnings Per Share (`) - Basic (Face value of ` 10 per share) 20.71 14.46
Earnings Per Share (`) - Diluted (Face value of ` 10 per share) 20.55 14.26
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 195
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
The Group manages its capital structure and makes adjustments in light of changes in economic condition and the
requirements of the financial covenants. The Parent Company has raised capital by issue of equity shares through an IPO
in the previous year ended 31st March, 2017 and Qualified Institutional Placement (QIP) in the year ended 31st March, 2020.
Certain proceeds from the IPO and QIP have been used for repayment of borrowings which have significantly reduced the
Parent Company borrowings.
The capital structure is governed by policies approved by the Board of Directors and is monitored by various matrices funding
requirements are reviewed periodically.
(b) Dividends
The Group has not paid any dividend since its incorporation.
The carrying value of borrowings, lease liabilities , deposits given and taken and other financial assets and liabilities are considered
to be reasonably same as their fair values. These are classified as level 3 fair values in the fair value hierarchy due to the inclusion
of unobseravable inputs including counter party credit risk.
46 Share-based payments
(a) Employee stock option plan of Avenue Supermarts Limited
During the year ended 31st March, 2017, the parent company had instituted an Avenue Supermarts Limited Employee Stock
Option Scheme, 2016 (“the Scheme”) as approved by the Board of Directors dated 23rd July, 2016 for issuance of stock
option to eligible employee of the Parent Company and of its subsidiaries.
Pursuant to Avenue Supermarts Limited Employee Stock Option Scheme, 2016 Stock options convertible into 13,973,325
equity shares of ` 10/- each were granted to eligible employees at exercise price of ` 299/-. Out of the options granted,
38,43,095 options lapsed (31st March, 2019: 17,21,850) and 36,91,105 options were vested (31st March, 2019 : 18,000) as
at 31st March, 2020. Against the vested options, 36,90,205 equity shares of ` 10/- each were allotted pursuant to exercise of
options, and balance 900 options lapsed.
Subject to terms and condition of the scheme, options are classified into three categories.
Option A Option B Option C
No. of options 2,772,525 5,001,075 6,199,725
Method of accounting Fair value Fair value Fair value
Vesting plan 9 years 6 years 2.5 years
Grant date 14th March, 2017 14th March, 2017 14th March, 2017
Exercise/Expiry date 13th March, 2026 13th March, 2023 13th September, 2019
Grant/Exercise price ` 299.00 ` 299.00 ` 299.00
Method of settlement Equity - settled Equity - settled Equity - settled
Exercise period, would commence from the date of options are vested and will expire at the end of three months from the
date of vesting .
196 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
The model inputs for fair value of option granted as on the grant date:
Inputs Option A Option B Option C
Exercise price ` 299.00 ` 299.00 ` 299.00
Dividend yield 0% 0% 0%
Risk free interest rate 6.98% 7.24% 6.77%
Expected volatility 14.22% 14.22% 14.22%
Fair value per option ` 144.94 ` 112.93 ` 58.63
Model used Black Scholes Black Scholes Black Scholes
Pursuant to the said scheme, Stock options convertible into 5,183,600 equity shares of ` 10 each were granted to eligible
employee at an exercise prices of ` 11.30.
Subject to terms and condition of the scheme, options are classified into two categories.
Option A Option B
No. of options 3,423,800 1,759,800
Method of accounting Fair value Fair value
Vesting plan 8 years and 2 months 5 years and 2 months
Grant date 15th March, 2018 15th March, 2018
Exercise/Expiry date 14th May, 2026 14th May, 2023
Grant/Exercise price ` 11.30 ` 11.30
Method of settlement Equity - settled Equity - settled
Exercise period, would commence from the date of options are vested and will expire at the end of three months from the
date of vesting.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 197
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
The model inputs for fair value of option granted as on the grant date:
Inputs Option A Option B
Exercise price ` 11.30 ` 11.30
Dividend yield 0% 0%
Risk free interest rate 7.90% 7.60%
Expected volatility 57.40% 59.90%
Fair value per option ` 11.30 ` 11.30
Model used Black Scholes Black Scholes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
5 All investment of plan asset are done in M/s Avenue Supermarts Limited Employees Group Gratuity Trust which is governed
by Board of Trustees.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 199
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
6 The principal assumptions in determining gratuity defined benefit obligation for the Group are as follows:
As at As at
31st March, 2020 31st March, 2019
Expected return on plan assets 6.43% 7.22%
Rate of discounting 6.43% - 6.83% 7.22% - 7.78%
Rate of salary increase 8.00% 8.00%
Rate of employee turnover 2% - 15% 2% - 15%
Mortality rate during employment Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
Mortality rate after employment N.A. N.A.
The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion
and other relevant factors including supply and demand in the employment market. The above information is certified
by the actuary.
The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition
of plan assets held, assessed risks, historical results of return on plan assets and the parent company’s policy for plan
assets management.
7 The expected contributions for Defined Benefit Plan for the future years is as follows:
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Projected benefits payable in future years from the date of reporting
1st following year 3.33 2.16
2nd following year 3.61 2.32
3rd following year 4.00 2.47
4th following year 3.81 2.68
5th following year 3.73 2.47
Sum of years 6 to 10 14.36 9.69
Sum of years 11 and above 22.30 14.78
8 Sensitivity Analysis
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Projected benefit obligation on current assumptions 33.67 21.25
Delta effect of +1% change in rate of discounting (1.92) (1.16)
Delta effect of -1% change in rate of discounting 2.17 1.31
Delta effect of +1% change in rate of salary increase 2.04 1.23
Delta effect of -1% change in rate of salary increase (1.85) (1.13)
Delta effect of +1% change in rate of employee turnover (0.40) (0.19)
Delta effect of -1% change in rate of employee turnover 0.43 0.21
There has been no change from the previous year in the method and assumptions used in preparing the
sensitivity analysis.
200 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
These plans typically exposed the Group company to actuarial risks such as Interest risk, Salary risk, Investment risk, Asset
liability matching risk and Mortality risk.
Gratuity is a defined benefit plan and Group is exposed to the Following Risks:
Interest rate risk: A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability
requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on
the duration of asset.
Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members.
As such, an increase in the salary of the members more than assumed level will increase the plan’s liability.
Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined
by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this
rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government
securities, and other debt instruments.
Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines
of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not
have any longevity risk.
Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company
and a default will wipe out all the assets. Although probability of this is very less as insurance companies have to follow
regulatory guidelines.
In addition to risks inherent to our operations, we are exposed to certain market risks including change in interest rates and
fluctuation in currency exchange rates.
The Group’s exposure to the risk of changes in market interest rates relates to primarily to Group’s borrowing with floating
interest rates. The Group’s fixed rates of borrowing are carried at amortized cost. They are not subject to interest rate risk
as defined in Ind AS 107, since neither carrying amount not the future cash flows will fluctuate because of a change in
market interest rate. The Group manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans
and borrowings.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 201
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
A change of 50 bps in interest rates would have following Impact on profit before tax
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
50 bp increase- decrease in profits (0.02) (0.79)
50 bp decrease- Increase in profits 0.02 0.79
B. Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivable) and from its
financial activities including deposits with banks and financial institution.
Credit risk from balances with banks is managed by the Group’s treasury department in accordance with Group’s policy.
Since Group operates on business model of primarily cash and carry, credit risk from receivable perspective is insignificant.
C. Liquidity risk
Liquidity risk is defined as the risk that the Group will not be able to settle or meet its obligations on time, or at a reasonable
price. Processes and policies related to such risk are overseen by senior management. Management monitors the Group’s
net liquidity position through rolling forecasts on the basis of expected cash flows.
(` in Crores)
As at 31st March, 2019
0-1 years 1-5 years beyond 5 years Total
Long term borrowings (Including current maturity 270.33 125.67 - 396.00
of long term debt)
Short term borrowings 304.15 - - 304.15
Expected interest payable 37.24 6.79 - 44.03
Total 611.72 132.46 - 744.18
202 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
(` in Crores)
As at 31st March, 2019
Overdue/ 0-3 months 3-6 months 6 months to Beyond 12 Total
Payable on 12 months months
demand
Trade payable 463.27 - - - - 463.27
Payable related to capital 69.78 - - - - 69.78
goods
Other financial liabilities 83.60 - - - 0.78 84.38
(current and non current)
Total 616.65 - - - 0.78 617.43
49 For disclosures mandated by Schedule III of Companies Act 2013, by way of additional information, refer below:
As at 31st March, 2020 As at 31st March, 2020
Net assets i.e. total assets Share in total
minus total liabilities comprehensive income
Name of the entity
As a % of (` in Crores) As a % of (` in Crores)
consolidated consolidated
net assets net assets
Parent
Avenue Supermarts Limited 98.61% 11,135.52 103.73% 1,346.10
Subsidiaries
1 Align Retail Trades Private Limited 0.76% 84.55 1.91% 24.77
2 Avenue Food Plaza Private Limited 0.22% 25.21 0.48% 6.29
3 Nahar Seth & Jogani Developers Private Limited 0.03% 2.95 0.04% 0.54
4 Avenue E-Commerce Limited 0.38% 43.18 (6.16%) (79.96)
5 Reflect Wholesale and Retail Private Limited 0.00% 0.09 0.00% (0.00)
Subtotal 11,291.50 1,297.72
Inter company elimination and consolidation adjustments (211.30) (0.82)
Grand total 11,080.20 1,296.90
Minority interest 0.46 (0.10)
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 203
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
Ind AS 115 requires entities to exercise judgement, taking into consideration all of the relevant facts and circumstances
when applying each step of the model to contracts with their customers. The standard also specifies the accounting for the
incremental costs of obtaining a contract and the costs directly related to fulfilling a contract. In addition, the standard requires
extensive disclosures.
The Group adopted Ind AS 115 using the modified retrospective method of adoption with the date of initial application of 1
April 2018. Under this method, the standard can be applied either to all contracts at the date of initial application or only to contracts
that are not completed at this date. The Group elected to apply the standard to all contracts as at 1st April, 2018.
The application of Ind AS 115 did not have any significant impact on recognition and measurement of revenue and related items in
the financial results.
204 Notes
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
2. Contract balances:
(` in Crores)
As at As at
31st March, 2020 31st March, 2019
Trade receivables 19.55 64.37
Contract liabilities 2.54 0.40
51 Events after the reporting period
The Group has evaluated subsequent events from the balance sheet date through 23rd May, 2020 the date at which the consolidated
financial statements were available to be issued, and determined that there are no material items to disclose other than those
disclosed above.
Notes
to the Consolidated Financial Statements for the year ended 31st March, 2020
As per our report of even date For and on behalf of Board of Directors of
Avenue Supermarts Limited
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Notice of the
20thAnnual General Meeting
Notice is hereby given that the Twentieth Annual General Meeting RESOLVED FURTHER THAT pursuant to the provisions
of the Members of Avenue Supermarts Limited will be held on of Regulation 17(1A) of the SEBI (Listing Obligations and
Tuesday, 1st September, 2020 at 11.00 a.m. IST through video Disclosure Requirements) Regulations, 2015, (including
conferencing (VC) or other audio visual means (OAVM) to transact any statutory amendment(s) or modification(s) thereto or
the following business: re-enactment(s) thereof for the time being in force) and
subject to such other applicable laws, rules, regulations etc.
ORDINARY BUSINESS: as may be applicable in this regard, consent of the members
1. Adoption of Accounts: of the Company be and is hereby accorded to continue
a) To receive, consider and adopt the standalone audited the tenure of Mr. Bhave, as a Non-Executive Independent
financial statements of the Company for the financial Director of the Company on his attaining the age of 75 years
year ended 31st March, 2020 together with the Reports until the expiry of his tenure.
of the Board of Directors and Auditors thereon;
RESOLVED FURTHER THAT the Board of Directors be
b)
To receive, consider and adopt the consolidated and is hereby authorised to do all such acts, deeds, matters
audited financial statements of the Company for the and things as in their absolute discretion they may consider
financial year ended 31st March, 2020 together with the necessary, expedient or desirable and to settle any question
Reports of Auditors thereon; or doubt that may arise in relation thereto in order to give
effect to this resolution or otherwise considered by them in
2. Retirement by Rotation: the best interest of the Company.”
To appoint a Director in place of Mr. Ramakant Baheti (DIN:
00246480), who retires by rotation and being eligible, offers 4. Re-appointment of Mr. Ignatius Navil Noronha (DIN:
himself for re-appointment; 01787989) as Managing Director of the Company:
To consider and if thought fit, to pass, with or
SPECIAL BUSINESS: without modification(s), the following resolution as an
3. Re-appointment of Mr. Chandrashekhar Bhave (DIN: Ordinary Resolution:
00059856) as an Independent Director of the Company:
To consider and if thought fit, to pass, with or “RESOLVED THAT pursuant to the provisions of Sections
without modification(s), the following resolution as a 196, 197, 203 and other applicable provisions of the
Special Resolution: Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
“RESOLVED THAT pursuant to the provisions of Sections read with Schedule V to the said Act (including any statutory
149, 152 and other applicable provisions of the Companies modification(s) or re-enactment(s) thereof, for the time being
Act, 2013, the Companies (Appointment and Qualification in force), Mr. Ignatius Navil Noronha (DIN: 01787989) be and
of Directors) Rules, 2014, read with Schedule IV to the said is hereby re-appointed as Managing Director and designated
Act, applicable provisions of the SEBI (Listing Obligations as “Chief Executive Officer” of the Company, who shall not
and Disclosure Requirements) Regulations, 2015, (including be liable to retire by rotation, for a period of 5 (five) years
any statutory modification(s) or re-enactment(s) thereof for with effect from 1st February, 2021 to 31st January, 2026,
the time being in force), Mr. Chandrashekhar Bhave (DIN: within remuneration range of ` 4.5 crore per annum to
00059856) whose term as an Independent Director of the ` 6.75 crore per annum and on such terms and conditions
Company expires on 16th May, 2021, who meets the criteria as set out in the Explanatory Statement annexed to this
prescribed for Independent Directors under Section 149(6) Notice and as per Letter of Appointment containing terms of
of the Companies Act, 2013 and Regulation 16(1)(b) of the appointment, with further liberty to the Board of Directors of
SEBI (Listing Obligations and Disclosure Requirements) the Company to alter and vary the said terms and conditions
Regulations, 2015 and who is eligible to be re-appointed as on recommendation of Nomination and Remuneration
an Independent Director of the Company, be and is hereby Committee, without further reference to the members of the
re-appointed for a second consecutive term of 5 (five) years Company, in such manner as may be agreed to between the
with effect from 17th May, 2021 upto 16th May, 2026 and shall Board of Directors and Mr. Ignatius Navil Noronha; subject to
not be liable to retire by rotation. the provisions of Schedule V of the Companies Act, 2013.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 207
“RESOLVED THAT pursuant to the provisions of Sections By order of the Board of Directors of
196, 197, 203 and other applicable provisions of the Avenue Supermarts Limited
Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, Ashu Gupta
read with Schedule V to the said Act (including any statutory Place: Thane Company Secretary
modification(s) or re-enactment(s) thereof, for the time Date: 11th July, 2020 Membership No. A13449
being in force), Mr. Elvin Machado (DIN: 07206710) be
and is hereby re-appointed as Whole-time Director of the Registered Office:
Company, who shall be liable to retire by rotation, for a period Anjaneya CHS Limited, Orchard Avenue,
of 3 (three) years with effect from 10th June, 2021 to 9th June, Opp. Hiranandani Foundation School, Powai, Mumbai – 400 076
2024 within remuneration range of ` 76 lakh per annum CIN: L51900MH2000PLC126473
to ` 1 crore per annum and on such terms and conditions Tel No.: 022-40496500
as set out in the Explanatory Statement annexed to this Fax No.: 022-40496503
Notice and as per Letter of Appointment containing terms of E-mail ID: investorrelations@dmartindia.com
appointment, with further liberty to the Board of Directors of Website: www.dmartindia.com
the Company to alter and vary the said terms and conditions
208 Notice of the AGM
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
requested to submit the PAN to their depository participants e-voting credentials. The link for VC/OAVM will be
with whom they are maintaining their demat accounts. available in shareholder/members login where the
Members holding shares in physical form can submit their EVEN of Company will be displayed. Please note
PAN details to the Company’s Registrar and Share Transfer that the members who do not have the User ID and
Agent, Link Intime (India) Private Limited. Password for e-Voting or have forgotten the User ID
and Password may retrieve the same by following the
15.
As per Regulation 40 of SEBI Listing Regulations, as remote e-Voting instructions mentioned in the notice
amended, securities of listed companies can be transferred to avoid last minute rush. Further members can also
only in dematerialised form with effect from 1st April, 2019, use the OTP based login for logging into the e-Voting
except in case of request received for transmission or system of NSDL.
transposition of securities. In view of this and to eliminate
all risks associated with physical shares and for ease of 2.
The Members can join the AGM in the VC/OAVM
portfolio management, members holding shares in physical mode 30 minutes before the scheduled time of the
form are requested to consider converting their holdings to commencement of the Meeting by following the
dematerialised form. Members can contact the Company or procedure mentioned in the Notice. The facility of
Link Intime (India) Private Limited for assistance in this regard. participation at the AGM through VC/OAVM will be
made available for 1,000 members on first come first
16. Members holding shares in physical form, in identical order served basis. This will not include large Shareholders
of names, in more than one folio are requested to send (Shareholders holding 2% or more shareholding),
to the Company or Link Intime (India) Private Limited, the Promoters, Institutional Investors, Directors,
details of such folios together with the share certificates Key Managerial Personnel, the Chairpersons of the
for consolidating their holdings in one folio. A consolidated Audit Committee, Nomination and Remuneration
share certificate will be issued to such Members after making Committee and Stakeholders Relationship Committee,
requisite changes. Auditors, Secretarial Auditors etc. who are allowed to
attend the AGM without restriction on account of first
17. In compliance with the aforesaid MCA Circulars and SEBI come first served basis.
Circular dated 12th May, 2020, Notice of the AGM along
with the Annual Report 2019-20 is being sent only through 3. Please note that Participants connecting from Mobile
electronic mode to those Members whose e-mail addresses Devices or Tablets or through Laptop connecting via
are registered with the Company’s Registrar and Share Mobile Hotspot may experience Audio/Video loss due
Transfer Agent/Depositories. Members may note that the to fluctuation in their respective network. It is therefore
Notice and Annual Report 2019-20 will also be available recommended to use Stable Wi-Fi or LAN Connection
on the Company’s website www.dmartindia.com, websites to mitigate any kind of aforesaid glitches.
of the Stock Exchanges i.e. BSE Limited and National
Stock Exchange of India Limited at www.bseindia.com and 4. Members who need assistance before or during the
www.nseindia.com respectively and on the website of NSDL AGM, can contact NSDL on evoting@nsdl.co.in/
https://www.evoting.nsdl.com. 1800-222-990 or contact Mr. Amit Vishal, Senior
Manager – NSDL at amitv@nsdl.co.in/ 022-24994360
18.
Members who have not registered their e-mail address or Ms. Soni Singh, Assistant Manager – NSDL at
are requested to register the same in respect of shares sonis@nsdl.co.in/ 022-24994559.
held in electronic form with the Depository through their
Depository Participant(s) and in respect of shares held in 5. Members who would like to express their views/ask
physical form by writing to the Company with details of folio questions during the meeting may register themselves
number and attaching a self-attested copy of PAN card at as a speaker and send request from their registered
investorrelations@dmartindia.com or to Link Intime (India) e-mail address mentioning their name, demat account
Private Limited at rnt.helpdesk@linkintime.co.in. number/folio number, e-mail id, mobile number at
investorrelations@dmartindia.com from 26th August,
19.
Instructions for members for attending the AGM 2020 (9:00 a.m. IST) to 28th August, 2020 (5:00 p.m.
through VC/OAVM are as under: IST). Those Members who have registered themselves
1. Member will be provided with a facility to attend the as a speaker will only be allowed to express their
AGM through VC/OAVM or view the live webcast of views/ask questions during the AGM. The Company
AGM through the NSDL e-Voting system. Members may reserves the right to restrict the number of speakers
access the same at https://www.evoting.nsdl.com depending on the availability of time for the AGM.
under shareholders/members login by using the remote
210 Notice of the AGM
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
b)
“Physical User Reset Password?” (If you are attested scanned copy of Aadhar Card) by e-mail to
holding shares in physical mode) option available investorrelations@dmartindia.com or to Link Intime
on www.evoting.nsdl.com. (India) Private Limited at rnt.helpdesk@linkintime.co.in.
12.
Select “EVEN” of company for which you wish to 3. Members who have voted through Remote e-Voting
cast your vote. will be eligible to attend the AGM. However, they will
not be eligible to vote at the AGM.
13. Now you are ready for e-Voting as the Voting page opens.
4. The details of the person who may be contacted for
14. Cast your vote by selecting appropriate options i.e. any grievances connected with the facility for e-Voting
assent or dissent, verify/modify the number of shares on the day of the AGM shall be the same person
for which you wish to cast your vote and click on mentioned for Remote e-voting.
“Submit” and also “Confirm” when prompted.
General Guidelines for members
15.
Upon confirmation, the message “Vote cast 1. Institutional members (i.e. other than individuals,
successfully” will be displayed. HUF, NRI etc.) are required to send scanned
copy (PDF/JPG Format) of the relevant Board
16. You can also take the printout of the votes cast by you Resolution/Authority letter etc. with attested specimen
by clicking on the print option on the confirmation page. signature of the duly authorised signatory(ies) who
are authorised to vote, to the Scrutiniser by e-mail to
17. Once you confirm your vote on the resolution, you will hsk@rathiandassociates.com with a copy marked to
not be allowed to modify your vote. evoting@nsdl.co.in.
Process for those members whose e-mail ids are not 2. It is strongly recommended not to share your password
registered with the depositories for procuring user id with any other person and take utmost care to keep your
and password and registration of e-mail ids for e-voting password confidential. Login to the e-voting website
for the resolutions set out in this notice: will be disabled upon five unsuccessful attempts to key
1. In case shares are held in physical mode please in the correct password. In such an event, you will need
provide Folio No., Name of shareholder, PAN (self to go through the “Forgot User Details/Password?” or
attested scanned copy of PAN card), AADHAR (self
212 Notice of the AGM
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
“Physical User Reset Password?” option available on 4. Any person, who acquires shares of the Company and
www.evoting.nsdl.com to reset the password. become member of the Company after dispatch of the
notice and holding shares as of the cut-off date i.e.
3. In case of any queries, you may refer the Frequently Tuesday, 25th August, 2020, may obtain the login ID and
Asked Questions (FAQs) and e-voting user password by sending a request at evoting@nsdl.co.in.
manual for Members available at the download However, if he/she is already registered with NSDL for
section of www.evoting.nsdl.com or call on toll remote e-voting then he/she can use his/her existing
free no.: 1800-222-990. Members can also User ID and password for casting vote. If you forget
contact Ms. Pallavi Mhatre, Assistant Manager, your password, you can reset your password by using
NSDL, to resolve any grievances with regard “Forgot User Details/Password” option available on
to e-voting, Tel no.: 022-2499 4545, e-mail-id: www.evoting.nsdl.com.
pallavid@nsdl.co.in/evoting@nsdl.co.in.
5.
The Scrutiniser shall after the conclusion of voting
Other instructions at the AGM, will count the votes cast at the meeting
1. The Company has appointed through e-voting and thereafter unblock the votes cast
Mr. Himanshu S. Kamdar (Membership No.: FCS through remote e-voting and shall make not later than
5171), Partner of M/s. Rathi & Associates, Practicing 48 hours of the conclusion of the AGM, a consolidated
Company Secretaries, as scrutiniser (the ‘Scrutiniser’) scrutiniser’s report of the total votes cast in favour or
for conducting the e-voting and remote e-voting against, if any, to the Chairman or a person authorised
process for the Annual General Meeting in a fair and by him in writing, who shall countersign the same and
transparent manner. declare the result of the voting forthwith.
2.
The members who have cast their vote by remote 6.
The Results declared along with the report of the
e-voting may attend the meeting through VC / OAVM Scrutiniser shall be placed on the website of the
but shall not be entitled to cast their vote again. Company www.dmartindia.com and on the website
of NSDL www.evoting.nsdl.com immediately.
3. A person, whose name is recorded in the register of The Company shall simultaneously forward the results
members or in the register of beneficial owners as on to National Stock Exchange Limited of India and BSE
the cut-off date, Tuesday, 25th August, 2020 only shall Limited, where the shares of the Company are listed.
be entitled to avail the facility of remote e-voting as well
as voting at the AGM through e-voting.
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 213
EXPLANATORY STATEMENT PURSUANT TO SECTION Based on the recommendations of Nomination and Remuneration
102 OF THE COMPANIES ACT, 2013 Committee, the Board of Directors of the Company, at their
ITEM NO. 3: meeting held on 11th July, 2020, approved his re-appointment
The members of the Company at its Annual General Meeting as Managing Director of the Company and designated as ‘Chief
held on 16th September, 2016 had approved the appointment Executive Officer’, for a further period of 5 (five) years with effect
of Mr. Chandrashekhar Bhave as Non-Executive Independent from 1st February, 2021 and payment of the remuneration to him
Director on the Board of the Company pursuant to the provisions of for the said tenure.
Section 149 of the Companies Act, 2013 (hereinafter referred to as
‘the Act’) read with the Companies (Appointment and Qualification The re-appointment of Managing Director of the Company
of Directors) Rules, 2014, to hold office upto 16th May, 2021. shall require the approval of the members by way of passing of
Ordinary Resolution pursuant to the provisions of Sections 196,
Mr. Chandrashekhar Bhave, Non-Executive Independent Director 197, 203 and any other applicable provisions of the Companies
of the Company, has given a declaration to the Board that he Act, 2013 and the rules made there under (including any statutory
meets the criteria of independence as provided under Section modification(s) or re-enactment thereof for the time being in force),
149(6) of the Act and Regulation 16(1)(b) of the SEBI (Listing read with Schedule V to the Companies Act, 2013.
Obligations and Disclosure Requirements) Regulations, 2015
(“Listing Regulations”). Mr. Ignatius Navil Noronha is not disqualified in terms of Section
164 of the Act and has given his consent to act as the Managing
Mr. Bhave has the requisite qualification, skills, experience and Director & CEO of the Company. He satisfies all the conditions as
expertise in specific functional areas, which is beneficial to set out in Section 196(3) of the Act and Part I of Schedule V to the
the Company and based on the outcome of his performance Act, for being eligible for his re-appointment.
evaluation, the Nomination and Remuneration Committee
recommended and the Board of Directors of the Company He has requisite qualification, skills, experience and expertise in
approved at their respective meetings held on, 11th July, 2020, specific functional areas, which is beneficial to the Company and
his re-appointment as a Non-Executive Independent Director for considering his contribution in overall growth and performance of
the second term of 5 (five) consecutive years on the Board of the the Company, the Board recommends passing the resolution at
Company w.e.f. 17th May, 2021. Item No.4 of the Notice as an Ordinary Resolution by the Members.
As per Regulation 17 (1A) of Listing Regulations, 2015 approval The terms and conditions of his re-appointment are broadly
of Members of the Company is required by way of a special stated as under:
resolution, for continuance of his appointment as an Independent
Director of the Company on his attaining the age of 75 years (i) Fixed remuneration: The Board of Directors of the Company
during his tenure. in consultation with the Nomination and Remuneration
Committee and Mr. Ignatius Navil Noronha, may from time
In the opinion of the Board, Mr. Bhave, fulfills the conditions to time, fix the remuneration within a range of ` 4.5 crore per
specified in the Act, its rules framed thereunder and Listing annum to ` 6.75 crore per annum.
Regulations for re-appointment as Independent Director and
he is independent of the management. Accordingly, the Board (ii) Variable remuneration: He shall be entitled to incentive pay in
of Directors recommends the special resolution set out in accordance with the Company’s Policy as may be amended
Item No. 3 for approval of the members of the Company as from time to time.
Special Resolution.
(iii) Perquisites:
The required details as per the Secretarial Standards (“SS-2”) and
Regulation 36(3) of the Listing Regulations, is provided at Annexure a) Leave/Leave Encashment on cessation of service, as
A of this Notice. The draft letter of appointment setting out terms per Rules of the Company.
and conditions of re-appointment of the said Director shall be
open for inspection by the Members through electronic mode. b) Other benefits, schemes, privileges and amenities as
per the Company’s policy.
Except Mr. Bhave, none of the Promoters, Directors, Key
Managerial Personnel of the Company/their relatives is, in any way, (iv)
Mr. Noronha shall not be liable to retire by rotation.
concerned or interested, financially or otherwise, in the resolution His directorship shall not be reckoned for the purpose of
set out at Item No. 3 of the Notice. determining the rotation or retirement of Directors.
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
limits as may be prescribed by the Government from time to time (ii) Variable remuneration: He shall be entitled to incentive pay in
in this regard. accordance with the Company’s Policy as may be amended
from time to time.
The terms and conditions of re-appointment of the said
re-appointment shall be open for inspection by the Members (iii)
Stock Options: He shall be entitled to Employee Stock
through electronic mode. Options granted under the Employee Stock Option Scheme
of the Company through which shares may be allotted.
The above may be treated as a written memorandum setting out The perquisite value of stock options exercised shall be in
the terms of re-appointment of Mr. Ignatius Navil Noronha under addition to the remuneration mentioned above.
Section 190 of the Companies Act, 2013. The required details as
per the Secretarial Standards (“SS-2”) and Regulation 36(3) of the (iv) Perquisites:
Listing Regulations, is provided at Annexure A of this Notice.
a) Leave/Leave Encashment on cessation of service, as
Except Mr. Ignatius Navil Noronha, none of the Promoters, per Rules of the Company.
Directors, Key Managerial Personnel of the Company/their
relatives is, in any way, concerned or interested, financially or b) Other benefits, schemes, privileges and amenities as
otherwise, in the resolution set out at Item No. 4 of the Notice. per the Company’s policy.
The terms and conditions of his re-appointment are broadly Registered Office:
stated as under: Anjaneya CHS Limited, Orchard Avenue,
Opp. Hiranandani Foundation School, Powai, Mumbai – 400 076
(i) Fixed remuneration: The Board of Directors of the Company CIN: L51900MH2000PLC126473
in consultation with the Nomination and Remuneration Tel No.: 022-40496500
Committee and Mr. Elvin Machado, may, from time to time, Fax No.: 022-40496503
may fix the remuneration within a range ` 76 lakh per annum E-mail ID: investorrelations@dmartindia.com
to ` 1 crore per annum. Website: www.dmartindia.com
Avenue Supermarts Limited | ANNUAL REPORT 2019-20 215
ANNEXURE-A
DETAILS OF DIRECTORS RETIRING BY ROTATION AND SEEKING RE-APPOINTMENT AT THE ANNUAL GENERAL
MEETING
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
CORPORATE OVERVIEW
STATUTORY REPORTS
FINANCIAL STATEMENTS
NOTICE OF THE AGM
Tel: +91-22-33400500
Fax: +91-22-33400599
Website: www.dmartindia.com