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Notes to Accounts of Bata India Ltd.

Mar 31, 2017

1. Corporate information

Bata India Limited is primarily engaged in the business of manufacturing and trading of footwear and accessories through its retail and wholesale network. The financial statements are authorised for issue in accordance with a resolution passed in the board meeting held on May 15, 2017.

Bata India Limited is a public company domiciled in India. Its shares are listed on three stock exchanges in India. The registered office of the company is located at 27B, Camac Street, 1st floor, Kolkata - 700016.

2.1 Basis of Preparation

The financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015.

For all periods up to and including the year ended March 31, 2016, the Company has prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014. These financial statements for the year ended March 31, 2017 are the first the Company has prepared in accordance with Ind AS. Refer to note 44 for information on how the Company adopted Ind AS.

The financial statements have been prepared on a historical cost or at amortised cost except for the following assets and liabilities:

The financial statements are presented in INR and all values are rounded to the nearest Million (INR 000,000), except when otherwise stated.

3. Significant accounting judgments, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

a. Judgements

In the process of applying the Company’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the financial statements:

a (i) Contingent liabilities

Contingent liabilities may arise from the ordinary course of business in relation to claims against the Company, including legal and other claims. By their nature, contingencies will be resolved only when one or more uncertain future events occur or fail to occur. The assessment of the existence, and potential quantum, of contingencies inherently involves the exercise of significant judgement and the use of estimates regarding the outcome of future events.

a (ii) Operating lease commitments -Company as lessee

The Company has taken shop premises under operating lease agreements. The lease agreements generally have an escalation clause and there are no sub-leases. These lease are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. The Company based on a evaluation of the terms and conditions of the agreements assessed that the escalation are as per the mutually agreed terms and are not structured to increase necessarily in line with expected general inflation and hence operating lease payments are continued to be recognised as an expense in The Statement of profit and loss on straight line basis over the lease term.

b. Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market change or circumstances arising beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

b.1 Defined benefit plans

The cost of the defined benefit gratuity plan and other post-employment defined benefits are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation. The underlying bonds are further reviewed for quality.

The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.

Further details about gratuity obligations are given in Note 32.

b.2 Revenue recognition - Loyalty programme

The Company estimates the fair value of points awarded under the Loyalty programme " The Bata Club", by applying statistical techniques. Inputs to the model include making assumptions about expected redemption rates, the mix of products that will be available for redemption in the future and customer preferences. As points issued under the programme expire on expiry of specified period in accordance with the programme, such estimates are subject to significant uncertainty. As at 31 March 2017, the estimated liability towards unredeemed points amounted to approximately INR 9.02 million (31 March 2016: INR 7.01 million, 1 April 2015: INR 1.21 million).

4. Earnings Per Share (EPS)

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

Diluted EPS are calculated by dividing the profit for the year attributable to the equity holders of the Company by 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.

5. Note 22 includes R&D expenses of INR 42.81 million (Previous year INR 38.02 million) and Note 25 includes R&D expenses of INR 15.16 million (Previous year INR 21.72 million).

6. The Company in the earlier years, entered into a joint venture agreement for the development of the township at Batanagar with Riverbank Developers Private Limited (RDPL). Thereafter, in April 2010, while retaining the legal title over the land at Batanagar Project and shares in the erstwhile Joint Venture Company (RDPL), the Company restructured its agreements with revised terms and conditions and received 315,000 sq. ft. of employee housing recorded as fixed assets at INR 433.75 million and also recorded a liability of INR 216.24 million for obligation to be fulfilled. In December 2013, the Company had signed an addendum to the development agreement to receive further constructed area of 332,030 sq. ft against 325,000 sq. ft agreed in April 2010.

During the previous period, the Company had received approval from the West Bengal Government committee, inter alia, specifying that the Company had completed the obligations with respect to Batanagar factory, retail stores and employee housing and RDPL were to complete balance employee housing.

During the previous year, the Company had received possession of balance apartment measuring to 195,075 sq. ft. and recognized an exceptional income of INR 306.31 million, based on fair valuation undertaken by an independent valuer. Further, the management believes it had already discharged its obligations and had reassessed the provision for contingencies. Accordingly the Company had reversed the provision for contingencies of INR 123.24 million as exceptional income in the previous year.

7. Employee benefit plans

a) Gratuity and other post-employment benefit plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is funded through the companies own trust.

The Company has also provided long term compensated absences which are unfunded.

The following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status and amounts recognised in the balance sheet for the gratuity plan:

The estimates of future salary increases have been considered in actuarial valuation based on inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

b) Contribution to Defined Contribution Plans:

c) Provident Fund:

The Provident Fund (where administered by a Trust) is a defined benefit scheme where by the Company deposits an amount determined as a fixed percentage of basic pay to the fund every month. The benefit vests upon commencement of employment. The interest credited to the accounts of the employees is adjusted on an annual basis to confirm to the interest rate declared by the government for the Employees Provident Fund. As per the Actuarial Society of India guidance note (GN21) for measurement of provident fund liabilities, the actuary has accordingly provided a valuation based on the below provided assumptions, there is no shortfall as at 31 March, 2017.

A. Contingent Liabilities

a) Claims against Company not acknowledged as debts includes:

*Others include individually small cases pertaining to rent, labour etc.

** During the Financial Year 2012-13, the Company had received an order of Commissioner of Income Tax under section 263 of the Income Tax Act, 1961 directing the assessing officer for re-computation of consideration adopted by Company for computation of long term capital gain for A.Y. 2007-08 on transfer of development rights of Batanagar land to River Bank Holding Private Ltd (erstwhile JV company). The amount of tax liability was not mentioned in the order. The Company had filed an appeal to Income Tax Appellate Tribunal against the said order.

During the financial year 2015-16, the Company had received an order of Commissioner of Income Tax under section 263 of the Income Tax Act, 1961 directing the assessing officer for re-computation of cost of construction adopted by Company for computation of long term capital gain for A.Y. 2007-08 on transfer of development rights of Batanagar land to River Bank Holding Private Ltd (erstwhile JV Company).

The Company on the basis of consultant’s advice believes that it has a good case and hence no provision there against is considered necessary. As per the agreement, liability of income tax on such transfer, if any, will be borne by the erstwhile JV Company.

On the basis of current status of individual cases and as per legal advice obtained by the Company wherever applicable, the Company is confident that no provision is required, as per the relevant provisions of the Companies Act, 2013 in respect of these cases.

b) In August 2014, M/s Crocs Limited filed a suit on Bata India limited for trademark infringement. The Lower court passed an ex-parte injunction order which was later transferred to Hon’ble Delhi High Court on account of jurisdictional issue. The management based upon the legal opinion believes that the Company has a strong case on merits and believes that no adjustment is required in the financial statements in this regard.

B. Commitments

Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to INR 109.48 million (Previous year: INR 65.09 million).

C. Leases

Assets Taken on Operating Lease

a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements.

b) The aggregate lease rentals payables are charged as ‘Rent’ in Note 25.

Future minimum rentals payable under non-cancellable operating leases as at 31 March are, as follows:

For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company’s policy is to keep the gearing ratio between 15% and 45%. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables(other than non-current trade payable), less cash and cash equivalents.

8. Derivative instruments and Unhedged foreign currency exposure

Derivative Instruments and Unhedged Foreign Currency Exposure, which are not intended for trading or speculation purpose.

Till September 30, 2015 , the Company was organised into business units based on its products and services and has two reportable segments, as follows: Footwear & Accessories and Surplus Property Development.

As at 30th September 2015, the Company fulfilled all its obligations pertaining to the Surplus Property Development and hence thereafter, the Company operates in a single segment i.e. Footwear & Accessories.

9. Capitalization of expenditure

During the previous year, the Company had capitalized the following expenses of revenue nature to the intangiable assets under development. Consequently, expenses disclosed under the respective notes were net of amounts capitalized by the Company.

10. Due to setbacks in implementation of ERP software and based upon internal assessment, the management believes that the ERP reimplementation would involve complete change in design and accordingly in the previous year had decided to charge the expenditure of INR 290.55 million incurred on implementation, except for INR 56.06 million incurred on perpetual licenses which is being carried under intangible assets under development. The management is presently developing plans to initiate fresh implementation.

The Company’s principal financial liabilities comprise trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations . The Company’s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. The primary market risk to the Company is foreign exchange risk. Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (when revenue or expense is denominated in a foreign currency).

The Company uses forward contracts to mitigate foreign exchange related risk exposures. When a forward contract is entered into for the purpose of being a hedge, the Company negotiates the terms of those contracts to match the terms of the hedged exposure. The Company’s exposure to unhedged foreign currency risk as at March 31, 2017 and March 31, 2016 has been disclosed in note 36.

For the year ended March 31, 2017, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian rupee and U.S. dollar, would have affected the Company’s profit before tax by (1.62) million/ 1.62 million respectively and Pre tax equity by (1.62) million/ 1.62 million respectively.

For the year ended March 31, 2016, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian rupee and U.S. dollar, would have affected the Company’s profit before tax by (0.73) million/ 0.73 million respectively and Pre tax equity by (0.73) million/ 0.73 million respectively.

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 receivables and deposits to landlords) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The Company generally doesn’t have collateral.

Trade receivables and Security Deposits

Customer credit risk is managed by business through the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of each customer is assessed and credit limits are defined in accordance with this assessment. Outstanding customer receivables and security deposits are regularly monitored.

An impairment analysis is performed for all major customers at each reporting date on an individual basis. In addition, a large number of minor receivables are grouped into homogenous group and assessed for impairment collectively. The calculation is based on historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in note 5. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several industries and operate in largely independent markets.

Liquidity risk

The company’s principal source of liquidity is cash and cash equivalents and the cash flow that is generated from operations. The company has no outstanding bank borrowings. The company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived

As of March 31, 2017, the Company had a working capital of INR 8,562.30 Million including cash and cash equivalents of INR 616.99 Million . As of March 31, 2016, the Company had a working capital of INR 7,424.54 Million including cash and cash equivalents of INR 888.74 Million.

11. First time adoption of Ind AS

These financial statements, for the year ended 31 March 2017, are the first the Company has prepared in accordance with Ind AS. For periods up to and including the year ended 31 March 2016, the Company prepared its financial statements in accordance with Indian GAAP.

Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on or after 31 March 2017, together with the comparative period data as at and for the year ended 31 March 2016, as described in the summary of significant accounting policies. In preparing these financial statements, the Company’s opening statement of financial position was prepared as at 1 April 2015, the Company’s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements, including the statement of financial position as at 1 April 2015 and the financial statements as at and for the year ended 31 March 2016.

I Exemptions applied

Ind AS 101 allows first-time adopters certain mandatory and voluntary exemptions from the retrospective application of certain requirements under Ind AS. The Company has applied the following exemptions:

a) Property Plant & Equipment

As permitted by IND AS 101, the Company has elected to continue with the carrying values under previous GAAP for all the items of property, plant & equipment. The same selection has been made in respect of Intangibles Assets.

b) Determining whether an arrangement contain a lease :-

Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind AS 17, this assessment should be carried out at the inception of the contract or arrangement. However, the Company has used Ind AS 101 exemption and assessed all arrangements based for embedded leases based on conditions in place as at the date of transition.

c) Investment in subsidiaries:

The Company has elected this exemption and opted to continue with the carrying value of investment in subsidiaries, as recognised in its Indian GAAP financials, as deemed cost at the date of transition.

II Estimates

The estimates at 1 April 2015 and at 31 March 2016 are consistent with those made for the same dates in accordance with Indian GAAP (after adjustments to reflect any differences in accounting policies) apart from impairment of financial assets based on expected credit loss model where application of Indian GAAP did not require estimation.

12. Specified Bank Notes (SBNs)

Ministry of Corporate Affairs issued an amendment to Schedule III of the Companies Act, 2013, regarding general instructions for preparation of Balance Sheet, to disclose the details of Specified Bank Notes (SBN) held and transacted during the period 08/11/2016 to 30/12/2016.

Post demonetization, the management had directed all employees not to accept/ pay using the SBN’s. Further, in view of the numerous locations where cash is collected the management had obtained a direct confirmation from one of the Bank confirming the collection of SBN’s during the aforesaid period. For other banks, the Company had compiled the data on the basis of accounting records, bank statements and pay in slips for cash deposits during the period.

The aforesaid disclosures of SBN’s have been compiled taking the management stated policy, direct bank confirmation and compilation of pay in slips.

13. The following reconciliations provides the effect of transition to Ind AS from IGAAP in accordance with Ind AS 101

a) Equity as at April 1, 2015 and March 31, 2016

b) Net profit for the year ended March 31, 2016

Footnotes to the reconciliation of equity as at 1 April 2015 and 31 March 2016 and profit or loss for the year ended 31 March 2016

1 Provisions

Under Indian GAAP, proposed dividends including DDT are recognised as a liability in the period to which they relate, irrespective of when they are declared. Under Ind AS, a proposed dividend is recognised as a liability in the period in which it is declared by the Company (usually when approved by shareholders in a general meeting or paid).

In the case of the Company, the declaration of dividend occurs after period end. Therefore, the liability of INR 488.70 million for the year ended on 31 March 2015 recorded for dividend has been derecognised against retained earnings on 1 April 2015. The proposed dividend for the year ended on 31 March 2016 of INR 541.33 million recognized under Indian GAAP was reduced from provisions with a corresponding impact in the retained earnings.

2 Defined benefit liabilities

Both under Indian GAAP and Ind AS, the Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, remeasurements [comprising of actuarial gains and losses, the effect ofthe asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability] are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI. Thus the employee benefit cost is reduced by INR 17.68 milion and remeasurement gains/ losses on defined benefit plans of INR 11.56 million (net of tax of INR 6.12 million) have been recognized in the OCI.

3 Deferred tax

Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 has resulted in recognition of deferred tax on new temporary differences which was not required under Indian GAAP In addition, various transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity. On the date of transition, the net impact on deferred tax liabilities is of INR 128.45 million (31 March 2016: 128.44 million).

4 Other comprehensive income

Under Indian GAAP, the Company has not presented other comprehensive income (OCI) separately. Hence, it has reconciled Indian GAAP profit or loss to profit or loss as per Ind AS. Further, Indian GAAP profit or loss is reconciled to total comprehensive income as per Ind AS.

5 Statement of cash flows

The transition from Indian GAAP to Ind AS has not had a material impact on the statement of cash flows.

6 Financial Liabilities

Based on Ind AS -109, financial liabilities in the form of long term deposits from agents have been accounted at fair value at date of transition and subsequently measured at amortised cost using the effective interest rate method. Therefore the Other financial liabilities reduced by INR 100.72 million as at March 31, 2016 and by INR 89.95 million as at April 1, 2015 and Unearned revenue has been increased by INR 91.13 million as at March 31, 2016 and by INR 83.68 million as at April 1, 2015 with corresponding increase in retained earnings by INR 6.28 million (net of tax of INR 3.33 million) as at March 31, 2016 and INR 4.1 million (net of tax of INR. 2.17 million ) as at April 1, 2015. Consequently for the year ended March 31, 2016, the Finance expense has been increased by 0.20 million and Other Expense has been decreased by 3.52 million.

7 Financial Assets

Based on Ind AS -109, financial Assets in the form of long term interest free deposits to landlords have been accounted at fair value at date of transition and subsequently measured at amortised cost using the effective interest rate method. Therefore the Other Non-current Loans has been reduced by INR 310.31 million as at March 31, 2016 and INR 350.65 million as at April 1, 2015, Other Current assets has been increased by INR 78.27 million as at March 31, 2016 and 95.56 million as at April 1, 2015 , Other non current assets has been increased by INR 200.18 million as at March 31, 2016 and 226.53 million as at April 1, 2015 and corresponding impact of 20.83 million (net of deferred tax of INR 11.03 million) as at March 31, 2016 and INR 18.68 million (net of deferred tax of INR 9.88 Mn) as at April 1, 2015 has been adjusted to the retained earnings. Consequently for the year ended March 31, 2016, the Finance income & Other expense has been increased by 79.32 million and 82.73 million respectively.

8 Sale of goods

Under Indian GAAP, sale of goods was presented as net of excise duty and differential excise duty on opening and closing stock of manufactured goods is adjusted from Increase/Decrease in inventories. However, under Ind AS, sale of goods includes excise duty and Excise duty is separately presented on the face of statement of profit and loss. Thus sale of goods under Ind AS has increased by INR 332.05 Mn for the year ended March 31, 2016 with a corresponding increase of INR 332.05 in excise duty on sales on face of statement of profit and loss account.

9 Cash Discount

Under Previous GAAP, the discount given on Sales for early payment was recognised as an expense in the statement of profit and loss. However as per IND AS, if the discount is known at time of transfer of risk and reward then the same needs to be adjusted through revenue, accordingly Company has adjusted the revenue by INR 26.62 Mn with corresponding decrease in other expenses.

10 Trade receivables

Under Indian GAAP, the Company has created provision for impairment of receivables consists only in respect of specific amount for incurred losses. Under Ind AS, impairment allowance has been determined based on Expected Loss model (ECL). Due to ECL model, the Company impaired its trade receivable by INR 0.2 Mn on 1 April 2015 which has been eliminated against retained earnings. Earlier during the year ended March 31, 2016 the Company has impaired the receivables amounting to 8 million, however as per ECL the Impairment loss is calculated as 7.8 Mn, accordingly other expenses has been reduced by INR 0.2 million.

11 Depreciation of property, plant and equipment

Pursuant to the applicability of Schedule II of The Companies Act,2013 w.e.f. 1st April, 2015, the Company had reassessed the estimated useful lives of fixed Assets and accordingly depreciation of INR 35.53 Million was on account of assets whose useful life is already exhausted as on 1st April, 2015 has been adjusted to opening balance of retained earnings in terms of transitional provision of the said Schedule II. However as per Ind AS, the change in useful lives needs to be effected from the year in which useful lives were changed, accordingly depreciation for the year has been increased by INR 35.53 Million and corresponding deferred tax has been increased by INR 12.30 Million.

12 Deferred revenue

The Company operates a loyalty point programme, which allows customers to accumulate points when they purchase products in the Company’s retail stores . The points can be redeemed for free products, subject to a minimum number of points being obtained. Under Indian GAAP, the Company creates a provision toward its liability under the reward programme. Under Ind AS, consideration received is allocated between the products sold and the points issued on a relative stand-alone selling price basis. If the stand-alone selling price for a customer’s option to acquire additional goods or services is not directly observable, the Company estimates it. Fair value of the points is determined by applying a statistical analysis. The fair value allocated to the points issued is deferred and recognised as revenue when the points are redeemed. On the date of transition, the Company has deferred revenue of INR 1.21 million (31 March 2016: INR 7.01 Mn). Accordingly the provision has been reduced by INR 1.21 million as at 1 April 2015 and INR 7.01 mn as at 31 March 2017 with a corresponding increase in Other current liabilities by INR 1.21 million as at 1 April 2015 and INR 7.01 Mn as at 31 March 2017.

13 Revaluation Reserves

Under the Indian GAAP the Company has revalued the property plant and equipment and was carrying the revaluation reserve in the financial statements. During the transition to Ind AS the Company has has elected to carry IGAAP cost as deemed cost of property plant and equipment at the date of transition to Ind AS, hence an increase of INR 175.12 Mn (net of tax) was transferred from Revaluation reserve to General Reserve.

14 Previous Year’s figures have been regrouped/reclassified, wherever necessary, to conform to the classification of current year.


Dec 31, 2013

1. CORPORATE INFORMATION

Bata India Limited is a public company domiciled in India and incorporated under the provisions of The Indian Companies Act, 1913. Its shares are listed on Stock exchanges in India. Bata India Limited is primarily engaged in the business of manufacturing and trading of footwear and accessories through its retail and wholesale network.

2. Note 19 includes R&D expenses of Rs.43.89 millions (Previous year Rs. 29.48 millions) and Note 20 includes R&D expenses of Rs. 20.96 millions (Previous year Rs. 16.34 millions).

3. The Company entered into a joint venture agreement for the development of the township at Batanagar with Riverbank Developers Private Limited (RDPL) in earlier years. In April 2010, while retaining the legal title over the land at Batanagar Project and shares in the erstwhile Joint Venture Company (RDPL), the Company restructured its agreements with revised terms and conditions for the development of the modern integrated township project at Batanagar.

As per the order of the Government of West Bengal (GOWB), the total obligation on the Company towards development of employee housing colony was Rs. 650.00 millions, the Company had recorded a liability of Rs. 216.24 millions for obligation yet to be fulfilled towards the balance 325,000 square feet of employee housing colony in earlier years (also refer note 31 (b) & (c) ). As per the above-mentioned agreement, any liability arising on account of non-compliance of terms and conditions of GOWB order will be borne by the erstwhile JV Company.

During the year, the Company has signed an addendum to the development agreement whereby the Company will now receive constructed area of 332,030 square feet against 325,000 square feet from RDPL.

The Company alongwith RDPL approached the GOWB for extension of the time limit, which has been principally agreed by GOWB and the revised order is awaited. The Company does not expect any variation from principally agreed terms and conditions and consequently no impact on the financial statements.

4. LEASES

Assets Taken on Operating Lease

a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements.

b) The aggregate lease rentals payables are charged as ''Rent'' in Note 20.

5. SEGMENT REPORTING

The Company operates in two segments - Footwear & Accessories and Surplus Property Development. The Company has chosen business segments as its primary segments considering the dominant source and nature of risks and returns and the internal organisation and management structure.

A description of the types of products and services provided by each reportable segment is as follows:

Footwear & Accessories: The Segment is engaged in the business of manufacturing and trading of footwear and accessories items through its retail and wholesale network.

Surplus Property Development : The segment is involved in development of surplus property at Batanagar.

6. CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

a) Claims against Company not acknowledged as debts includes

Nature 2013 2012 (Rs. millions) (Rs. millions)

Excise and Customs Cases 148.40 158.74

Sales Tax Cases 21.80 34.20

Others* 211.50 279.68

Income Tax Cases** 291.87 -

Total 673.57 472.62

* Others include individually small cases pertaining to rent, labor etc.

** During earlier years, the Assessing Officer had revised the computation of Capital Gains on "Transfer of Development Rights to RHPL" in the year 2007 by treating it as Short Term instead of the Long Term and thus raised a demand of Rs. 230.55 millions on the Company. The Company during the previous year had received favorable judgment from the ITAT Kolkata. However Income Tax Department had filed an appeal with the High Court against the said order.

During the year, the Company has received an order of Commissioner of Income Tax under section 263 of the Income Tax Act, 1961 directing the Assessing Officer for re-computation of consideration adopted by Company for computation of long term capital gain for A.Y. 2007-08 on transfer of development rights of Batanagar land to River Bank Holding Private Ltd. (erstwhile JV company). The amount of tax liability is not mentioned in the order. The Company has filed an appeal to Income Tax Appellate Tribunal against the said order. The Company on the basis of consultant''s advice believes that it has a good case and hence no provision there against is considered necessary. As per the agreement, liability of income tax on such transfer, if any, will be borne by the erstwhile JV company.

On the basis of current status of individual cases and as per legal advice obtained by the Company wherever applicable, the Company is confident that no provision is required in respect of these cases at this point in time.

b) Future obligations imposed by the Govt. of West Bengal in respect of property project are Rs.28.53 millions (Previous year: Rs. 42.13 millions).

c) The erstwhile JV company will fulfill the obligation of development of 88 acres (Previous Year: 88 acres) of land for social and economic purposes as per conditions imposed on the Company by Government of West Bengal. The transaction value is not ascertainable at this point of time. Company has taken bank guarantee from RDPL of Rs. 240.00 millions (Previous year: Rs 240.00 millions).

7. Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to Rs.169.01 millions (Previous year: Rs. 83.51 millions).

8. (a) Gratuity and other post-employment benefit plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is funded through the companies own trust.

The Company has also provided long term compensated absences which are unfunded.

The following tables summarize the components of net benefit expense recognized in the Statement of profit and loss and the funded status and amounts recognized in the balance sheet for the defined benefit gratuity plan.

(b) Provident Fund

The Provident Fund (where administered by a Trust) is a defined benefit scheme where by the Company deposits as amount determined as a fixed percentage of basic pay to the fund every month. The benefit vests upon commencement of employment. The interest credited to the accounts of the employees is adjusted on an annual basis to confirm to the interest rate declared by the government for the Employees Provident Fund. As per the Actuarial Society of India guidance note (GN21) for measurement of provident fund liabilities, the actuary has accordingly provided a valuation and based on the below provided assumptions, there is no shortfall as at 31st December, 2013.

9. Previous year''s figures have been regrouped/reclassified, wherever necessary, to conform to this year''s classification.


Dec 31, 2012

1. CORPORATE INFORMATION

Bata India Limited is a public company domiciled in India and incorporated under the provisions of The Indian Companies Act, 1913. Its shares are listed on Stock exchanges in India. Bata India Limited is primarily engaged in the business of manufacturing and trading of footwear and accessories through its retail and wholesale network.

2. BASIS OF PREPARATION

The financial statements have been prepared to comply in all material respects with the Accounting Standard notified by Companies (Accounting Standards) Rules, 2006 (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared under the historical cost convention on an accrual basis except in case of assets for which provision for impairment is made and revaluation is carried out.

The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year, except for the change in the accounting policy explained below.

a. Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year, the amount of per share dividend recognized as distributions to equity shareholders was Rs.6 (Previous year: Rs.6).

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Provision for warranties

The warranty claim provision covers the expenses relating to the repairing / cost of shoes sold. Liability in respect of warranties is provided on the basis of valuation carried out by an independent actuary as at year end. It is expected that cost will be incurred over the warranty period as per the warranty terms.

The Company sets up and maintains provision for trade related and other litigations or disputes when a reasonable estimate can be made. The amounts of provisions are based upon estimates provided by the Company''s legal department which are revisited on a timely basis. The exact timing of the settlement of the litigations and consequently, the outflow is uncertain.

In view of large number of labour cases and other civil cases, it is not practicable to disclose the details of each case separately. The exact timing of the settlement of the litigation and consequently, the outflow is uncertain.

* Excise duty on sales amounting to Rs. 293.01 million (Previous year: Rs. 225.43 million) has been reduced from sales in statement of profit & loss and differential excise duty on opening and closing stock of manufactured finished goods amounting to Rs. 44.80 million [Previous Year: Rs. 19.47 million] has been adjusted from (increase)/decrease in inventories in Note 18.

3. Note 19 includes R&D expenses of Rs.29.48 million (Previous year Rs.30.63 million) and Note 20 includes R&D expenses of Rs. 16.34 million (Previous year Rs.19.53 million).

4. InApril 2010, while retaining the legal title over the land at Batanagar Project and shares in the erstwhile Joint Venture Company, Riverbank Developers Private Limited (RDPL), the Company restructured its agreements with revised terms and conditions for the development of the modern integrated township project at Batanagar.

Since conditions precedent to recognizing sale of investment and variation of development rights in the Immovable Property were satisfied in March 2011, gains of Rs. 994.85 million on disposal of Immovable Property and Rs.98.70 million on disposal of investment in shares of erstwhile JV Co before tax arising on the said transaction were recognized under Other Income in the previous year financial statements.

As per the order of the Government of West Bengal, the total obligation on the Company towards development of employee housing colony was Rs.650.00 million, the Company has recorded a liability of Rs.216.24 million for obligation yet to be fulfilled.

Pursuant to the restructuring of these agreements as described above, RDPL ceased to be a jointly controlled entity as at the previous year end.

Further as a part of the consideration, the Company is yet to receive from RDPL, approximately 325,000 square feet of constructed space as per the terms of the revised agreements.

During F.Y-2012 as per the terms of agreement, the Company should have been given possession of certain constructed space from RDPL but is yet to be given possession (date being extended) & hence it has not been capitalized in books of account.

5. LEASES

Assets Taken on Operating Lease

a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements.

b) The aggregate lease rentals payables are charged as ''Rent'' in Note 20.

6. SEGMENT REPORTING

The Company operates in two segments - Footwear & Accessories and Surplus Property Development. The Company has chosen business segments as its primary segments considering the dominant source and nature of risks and returns and the internal organisation and management structure.

A description of the types of products and services provided by each reportable segment is as follows:

Footwear & Accessories: The Segment is engaged in the business of manufacturing and trading of footwear and accessories items through its retail and wholesale network.

Surplus Property Development : The segment is involved in development of surplus property at Batanagar.

vii. Transaction with erstwhile Joint Venture Company (a JV Company till March 31, 2011):

Details of transaction with erstwhile Joint Venture Company which are material (more than 10% of the total transaction with the Related Parties) :

The erstwhile JV Company will also fulfil the obligation of development of 88 acres (Previous Year: 88 acres) of land for social and economic purposes as per the conditions imposed on the Company by Government of West Bengal. The transaction value is not ascertainable at this point of time. The above obligation is partly covered by Bank Guarantee taken from Riverbank Developers Private Limited of Rs.240 million (Previous year Rs. 240 million).

viii. Transaction with Subsidiaries :

Details of transaction with Subsidiaries which are material (more than 10% of the total transaction with the Related Parties) :

* As the liabilities for gratuity and leave encashment are provided on an actuarial basis for the company as a whole, the amounts pertaining to the directors are not included above.

* Others include individually small cases pertaining to rent, labour etc.

** During the earlier years, the Assessing Officer had revised the computation of Capital Gains on "Transfer of Development Rights to RHPL" in the year 2007 by treating it as Short Term instead of the Long Term and thus raised a demand of Rs. 230.55 million on the Company. The Company during the previous year had received favourable order from the CIT (Appeal). However, Income Tax Department had filed an appeal with the Appellate Tribunal (ITAT) against the said order. The Company during the current year has received favourable order from the ITAT Kolkata.

On the basis of current status of individual cases and as per legal advice obtained by the Company wherever applicable, the Company is confident that no provision is required in respect of these cases at this point in time.

- Future obligations imposed by the Govt of West Bengal in respect of property project are Rs.42.13 million (Previous year: Rs. 58.86 million).

- The erstwhile JV company will fulfil the obligation of development of 88 acres (Previous Year: 88 acres) of land for social and economic purposes as per conditions imposed on the Company by Government of West Bengal. The transaction value is not ascertainable at this point of time.

7. Estimated amount of contracts remaining to be executed for capital expenditure and not provided for (net of advances) amounted to Rs.83.51 million (Previous year: Rs.62.21 million).

8. (a) Gratuity and other post-employment benefit plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is funded through the companies own trust.

The Company has also provided long term compensated absences which are unfunded.

The following tables summarize the components of net benefit expense recognized in the Statement of profit and loss and the funded status and amounts recognized in the balance sheet for the defined benefit gratuity plan.

The Defined benefit obligation amounting to Rs. 360.44 million is funded by assets amounting to Rs.397.61 million and Company has contributed Rs. 37.17 million excess during the year 2012. The company expects to contribute Rs.20 million (Previous Year Rs.50.00 million) during the year 2013.

The estimates of future salary increases have been considered in actuarial valuation based on inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

(b) Provident Fund

The Provident Fund (where administered by a Trust) is a defined benefit scheme where by the Company deposits as amount determined as a fixed percentage of basic pay to the fund every month. The benefit vests upon commencement of employment. The interest credited to the accounts of the employees is adjusted on an annual basis to confirm to the interest rate declared by the government for the Employees Provident Fund. As per the Actuarial Society of India guidance note (GN21) for measurement of provident fund liabilities, the actuary has accordingly provided a valuation and based on the below provided assumptions, there is no shortfall as at 31st December, 2012.

9. Till the year ended 31st December 2011, the Company was using pre-revised Schedule-VI to the Companies Act 1956, for preparation and presentation of its financial statements. During the year ended 31st December 2012 the revised Schedule-VI notified under the Companies Act 1956, has become applicable to the Company. The Company has reclassified previous year figure to conform to this year''s classification. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of Balance Sheet.


Dec 31, 2011

1. NATURE OF OPERATION

Bata India Limited is primarily engaged in the business of manufacturing and trading of footwear and accessories through its retail and wholesale network.

2. In April 2010, while retaining the legal title over the land at Batanagar Project and shares in the Joint Venture Company, Riverbank Developers Private Limited (RDPL), the Company restructured its agreements with revised terms and conditions for the development of the modern integrated township project at Batanagar.

a) The Company has disposed off its stake in RDPL by transferring the shares of RDPL in a trust, the beneficial ownership of which vests with the buyer of such shares. The Company earned a gain of Rs.98,700 thousand, on such transfer.

b) (i) The Company has received a lumpsum Rs.900,000 thousand for variation of the development rights out of which Rs.700,000 thousand was received in April 2010 and the balance has been received during current year.

(ii) In addition, the Company has received approximately 315,000 square feet of employee housing colony from RDPL. Accordingly, the Company has recorded a gain of Rs.433,759 thousand which represents the cost to RDPL for constructing such colony.

(iii) Since as per the order of the Government of West Bengal, the total obligation on the Company towards development of employee housing colony was Rs. 650,000 thousand, the Company has recorded a contingent liability of Rs.216,241thousand for obligation yet to be fulfilled. Further as a part of the consideration, the Company is yet to receive from RDPL, approximately 325,000 square feet of constructed space as per the terms of the revised agreements.

Pursuant to the restructuring of these agreements as described above, RDPL ceases to be a jointly controlled entity with effect from April 1, 2011.

3. Cash Credit facilities & Working Capital Demand Loans with Banks are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spare parts, book debts and other current assets.

4. Leases

Assets Taken on Operating Lease

a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements.

b) The aggregate lease rentals amounting to Rs. 1,454,771 thousands (Previous year Rs. 1,156,649 thousands) (including impact of Straight Lining of Lease Rent) are charged as 'Rent' in Schedule 18.

The future minimum lease payments under non-cancellable operating leases: Rs. Nil (Previous Year: Rs. Nil).

5. Expenditure incurred on Voluntary Retirement Scheme

The Company had incurred Rs. Nil (Previous Year: Rs.9,270 thousands) on account of voluntary retirement scheme which is grouped under salaries, wages and bonus in Schedule 18.

6 Segment Reporting

The Company operates in two segments - Footwear & Accessories and Surplus Property Development. The Company has chosen business segments as its primary segments considering the dominant source and nature of risks and returns and the internal organisation and management structure.

A description of the types of products and services provided by each reportable segment is as follows: Footwear & Accessories: The Segment is engaged in the business of manufacturing and trading of footwear and accessories items through its retail and wholesale network.

7. Contingent Liabilities not provided for in respect of:

- Claims against Company not acknowledged as debts includes

Nature 2011 (Rs.'000s) 2010 (Rs.'000s)

Excise and Customs Cases 154,400 163,220

Sales Tax Cases 34,200 34,200

Others* 226,599 217,790

Income Tax Cases** 230,552 230,552

Total 645,751 645,762

* Others include individually small cases pertaining to rent, labour etc.

** During the previous year, the assessing Officer had revised the computation of Capital Gains on "Transfer of Development Rights to RHPL" in the year 2007 by treating it as Short Term instead of the Long Term and thus raised a demand of Rs. 230,552 thousands on the Company. The Company during the current year has received favourable order from the CIT (Appeal). However, Income Tax Department has filed an appeal with the Appellate Tribunal (ITAT) against the said order.

Further, as per the Joint Development Agreement entered in December 2006, liability of Income Tax on such transfer, if any, will be borne by JV Company.

On the basis of current status of individual cases and as per legal advice obtained by the Company, wherever applicable, the Company is confident that no provision is required in respect of these cases at this point in time.

- Future obligations imposed by the Govt. of West Bengal in respect of property project are Rs. 58,864 thousands (Previous Year Rs. 731,802 thousands).

- The erstwhile JV company will fulfil the obligation of development of 88 acres (Previous Year: 56 acres) of land for social and economic purposes as per conditions imposed on the Company by Government of West Bengal. The transaction value is not ascertainable at this point of time. The above obligation is partly covered by Bank Guarantee taken from Riverbank Developers Private Limited of Rs.240,000 thousands (Previous Year Rs.240,000 thousands).

8. 21,230 (Previous Year: 21,230) equity shares of Rs. 10 each were held in abeyance on account of pending adjudication of the shareholders' right to receive those shares / inability of depository to establish ownership rights.

9. Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to Rs.62,209 thousands (Previous Year: Rs.79,555 thousands).

The Company sets up and maintains provision for trade related and other litigations or disputes when a reasonable estimate can be made. The amounts of provisions are based upon estimates provided by the Company's legal department which are revisited on a timely basis. The exact timing of the settlement of the litigations and consequently, the outflow is uncertain.

(i) In view of large number of labour cases and other civil cases, it is not practicable to disclose the details of each case separately. The exact timing of the settlement of the litigation and consequently, the outflow is uncertain.

10. Gratuity and other post-employment benefit plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is funded through the companies own trust.

The Company has also provided long term compensated absences which are unfunded.

The following tables summarise the components of net benefit expense recognised in the profit and loss account and the funded status and amounts recognized in the balance sheet for the respective plans.

11. Manufacturing, Distribution, Selling and Administration expenses (Schedule 18) include Research & Development Expenses of Rs.50,166 thousands (Previous Year: Rs. 49,257 thousands).

** Refer Note no. 3 of Schedule 21.

*** Till March 31, 2011

12. In accordance with "Explanation below Para 10 of Notified AS 9", excise duty on turnover amounting to Rs. 225,426 thousands (Previous Year: Rs. 188,945 thousands) has been reduced from turnover in profit & loss account and differential excise duty on opening and closing stock of manufactured finished goods amounting to Rs. (19,466) thousands [Previous Year: Rs. (6,094) thousands] has been adjusted from Cost of Goods Sold in Schedule -17.

13. Previous Year figures have been regrouped, where necessary, to conform to current year's classification.


Dec 31, 2010

1. While retaining the legal title over the land at Batanagar Project and shares in the Joint Venture Company, Riverbank Developers Private Limited (RDPL), Bata India Limited has restructured its agreements with revised terms and conditions for the development of the modern integrated township project at Batanagar. In consideration of the restructured agreement, the Company shall receive an aggregate amount of Rs.1,000,000 thousands for future transfer of shares in the JV Company and variation of the development rights. The Company had already received Rs.700,000 thousand for variation of Development right and Rs.100,000 thousand for future transfer of Shares in JV Company. In addition, the Company will also receive 640,000 sq feet of constructed space free of cost in the project over a defined period of time. These agreements have been entered on 28th April 2010.

Since conditions precedent to recognizing sale of investment and variation of rights in the joint development agreement have not crystallized till the year end, hence the Company has not recognized any gains on account of these new agreements.

2. (a) Cash Credit facilities & Working Capital Demand Loans with Banks are secured by hypothecation of stock of raw materials, work-in- progress, finished goods, stores and spare parts, book debts and other current assets. (b) During the year, the Company has mortgaged its investment in immovable property to a body corporate for disbursement of term loan and non fund based limit in favour of the Joint Venture Company.

3. Leases

Assets Taken on Operating Lease

a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements.

b) The aggregate lease rentals payables are charged as Rent in Schedule 18.

The future minimum lease payments under non-cancellable operating leases: Rs. Nil (Previous Year: Rs. Nil).

4. Expenditure Incurred on Voluntary Retirement Scheme

During the year, the Company has incurred Rs.9,270 thousands (Previous Year: Rs. 14,605 thousands) on account of voluntary retirement schemes introduced at its Mokamehghat, Batagunj and Faridabad units and are grouped under Salaries, Wages and Bonus in Schedule 18.

5. B. Related Party Transaction Details i. Sale of Goods:

Details of sales to Fellow Subsidiaries which are material (more than 10% of the total sales to the Related Parties)

vi. Transaction with Subsidiaries :

Details of transaction with Subsidiaries which are material (more than 10% of the total transaction with the Related Parties)

* As the liabilities for gratuity and leave encashment are provided on an actuarial basis for the Company as a whole, the amounts pertaining to the directors are not included above.

6. C. Related Party Disclosure

I. Where Control Exists :

Nature of relationship Name

A. Holding Company : BATA (BN) B.V. The Netherlands, Amsterdam

B. Jointly Control Entity : Riverbank Developers Private Limited

C. Subsidiaries : Bata Properties Ltd. and Coastal Commercial & Exim Limited

II. Where Control Does Not Exists :

Nature of relationship Name

A. Key Management Personnel : Marcelo Villagran — Managing Director Shaibal Sinha — Director Finance upto 07.09.2010 Fadzilah Mohd. Hussein Director Finance w.e.f. 01.10.2010

B. Fellow Subsidiaries with whom transactions have taken place during the year :

Company Name Company Name

Compar S.P.A. Bata Industrial Europe

Bata Shoe Singapore Pte. Ltd. Compass Limited

Global Footwear Services Pte. Ltd. Bata Shoe Co. (Bangladesh) Ltd.

Bata Malaysia SDN. BHD. Bata Shoe Co. of Ceylon Ltd.

P.T. Sepatu Bata Tbk Shoe Innovation Centre Europe Srl

Bala Limited Bata Shoe of Thailand Public

Bata Brands S.A.R.L. Bata Chile S.A.

7 Segment Reporting

The Company operates in two segments - Footwear & Accessories and Investment in Joint Venture for Surplus Property Development. The Company has chosen business segments as its primary segments considering the dominant source and nature of risks and returns and the internal organisation and management structure.

A description of the types of products and services provided by each reportable segment is as follows:

Footwear & Accessories: The Segment is engaged in the business of manufacturing and trading of footwear and accessories items through its retail and wholesale network.

Investment in Joint Venture for Surplus Property Development : The segment is involved in development of real estate at Batanagar.

B INFORMATION ABOUT SECONDARY SEGMENTS

b) The Company has common fixed assets for producing goods for Domestic Market and Overseas Market. Hence, separate figures for fixed assets / additions to fixed assets cannot be furnished.

8. Contingent Liabilities not provided for in respect of:

- Claims against Company not acknowledged as debts includes

Nature 2010 (Rs.000s) 2009 (Rs.000s)

Excise and Customs cases 163,220 190,140

Sales Tax Cases 34,200 34,200

Others* 217,790 174,798

Income Tax Cases** 230,552 -

Total 645,762 399,138

* Others include individually small cases pertaining to rent labour etc

** During the assessment proceedings, the assessing Officer has revised the computation of Capital Gains on "Transfer of Development Rights to RHPL" in the year 2007 by treating it as Short Term instead of the Long Term and thus raised a demand of Rs. 230,552 thousands on the Company. However as per the Joint Development Agreement entered in December 2006, liability of Income Tax on such transfer, if any, will be borne by JV Company. On the basis of current status of individual cases and as per legal advice obtained by the Company, wherever applicable, the Company is confident that no provision is required in respect of these cases at this point in time. - Future obligations imposed by the Govt of West Bengal in respect of property project are Rs.731,802 thousands (Previous Year Rs. 739,985 thousands).

The JV company will fulfil the obligation of development of 56 acres (Previous Year: 88 acres) of land for social and economic purposes as per conditions imposed on the Company by Government of West Bengal. The transaction value is not ascertainable at this point of time.

9. 21,230 (Previous Year: 21,230) equity shares of Rs. 10 each were held in abeyance on account of pending adjudication of the shareholders right to receive those shares / inability of depository to establish ownership rights.

10. Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to Rs. 79,555 thousands (Previous Year: Rs. 109,176 thousands).

11. a) The movement of provision for warranty claims is as follows:

The warranty claim provision covers the expenses relating to the repairing / cost of shoes sold which are covered by a warranty period of 60 days from the date of sale. Liability in respect of warranties is provided on the basis of valuation carried out by an independent actuary as at year end. It is expected that cost will be incurred over the warranty period as per warranty terms.

b) The breakup and movement of provision for contingencies are as follows: (Amount in Rs. ‘000s)

The Company sets up and maintains provision for trade related and other litigations or disputes when a reasonable estimate can be made. The amounts of provisions are based upon estimates provided by the Companys legal department which are revisited on a timely basis. The exact timing of the settlement of the litigations and consequently, the outflow is uncertain.

(i) In view of large number of labour cases and other civil cases, it is not practicable to disclose the details of each case separately. The exact timing of the settlement of the litigation and consequently, the outflow is uncertain.

17. Gratuity and other post-employment benefit plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is funded through the companies own trust.

The Company has also provided long term compensated absences which are unfunded.

The following tables summarise the components of net benefit expense recognised in the profit and loss account and the funded status and amounts recognized in the balance sheet for the respective plans.

Profit and Loss account

Net employee benefit expense (recognised in Contribution to Gratuity, Pension & Provident Funds)

The Defined benefit obligation amounting to Rs. 346,551 thousands is funded by assets amounting to Rs.352,181 thousands and company has contributed Rs. 5,630 thousands excess during the year 2010. The Company expects to contribute Rs. 60,000 thousands during the year 2011.

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled.

The estimates of future salary increases have been considered in actuarial valuation based on inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

18. Manufacturing, Distribution, Selling and Administration expenses (Schedule 18) include Research & Development Expenses of Rs. 49,257 thousands (Previous Year: Rs. 33,877 thousands).

19. As per the requirements of Accounting Standard (AS-27) "Financial Reporting of Interest in Joint Ventures", the Companys interest in the Joint Venture Companies is as follows:

Name of the Company:- Riverbank Developers Private Limited

Nature:- Jointly Controlled Entity

Nature of Business:- Development of Real Estate

Country of Incorporation:- India

(%) of Holding as on December 31, 2010 :- 50

Additionally, there is a contingent liability relating to Stamp duty in the Joint venture Company as at December 31, 2010, which is not ascertainable.

During the previous year, one of the contractor had filed compensation claim on the JV Company and a counter claim has also been filed by the JV Company. The management is of the views that claim filed by the Contractor is not tenable as per law and accordingly, no adjustments, if any, arising out of such claim or counter claim had been made in financials of JV Company.

20. In accordance with "Explanation below Para 10 of Notified AS 9", excise duty on turnover amounting to Rs. 188,945 thousands (Previous Year: Rs. 209,365 thousands) has been reduced from turnover in profit & loss account and differential excise duty on opening and closing stock of manufactured finished goods amounting to Rs. (6,094) thousands [Previous Year: Rs. 42,991 thousands] has been adjusted from Cost of Goods Sold in Schedule -17.

21 Previous Year figures have been regrouped or reclassified, where necessary, to conform to current years classification.


Dec 31, 2009

1. Cash Credit facilities & Working Capital Demand Loans with Banks are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spare parts, book debts and other current assets.

2. Leases

Assets Taken on Operating Lease

a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements. The lease agreements have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by any lease agreements.

b) The aggregate lease rentals payables are charged as Rent in Schedule 18.

The future minimum lease payments under non-cancellable operating leases: Rs. Nil (Previous Year: Rs. Nil).

3. Expenditure Incurred on Voluntary Retirement Scheme

During the year, the Company has incurred Rs. 14,605 thousands (Previous Year: Rs. 94,288 thousands) on account of voluntary retirement schemes introduced at its Bataguni and Faridabad units.

i. Transaction with Subsidiaries :

Details of transaction with Subsidiaries which are material (more than 10% of the total transaction with the Related Parties) -

4 Segment Reporting

The Company operates in two segments - Footwear & Accessories and Investment in Joint Venture for Surplus Property Development. The Company has chosen business segments as its primary segments considering the dominant source and nature of risks and returns and the internal organisation and management structure.

A description of the types of products and services provided by each reportable segment is as follows:

Footwear & Accessories: The Segment is engaged in the business of manufacturing and trading of footwear and accessories items through its retail and wholesale network.

Investment in Joint Venture for Surplus Property Development: The segment is involved in development of real estate at Batanagar.

5. Contingent Liabilities not provided for in respect of:

- Claims against Company not acknowledged as debts includes

Nature 2009 (Rs.000s) 2008 (Rs.000s)

Excise and Customs Cases 190,140 227,200

Sales Tax Cases 34,200 37,100

Others* 174,798 188,541

Total 399,138 452,841

Others include individually small cases pertaining to rent labour etc

On the basis of current status of individual cases and as per legal advice obtained by the Company, wherever applicable, the Company is confident that no provision is required in respect of these cases at this point in time.

- Future obligations imposed by the Govt of West Bengal in respect of property project are Rs.739,985 thousands (Previous Year Rs. 780,002 thousands).

The JV company will fulfil the obligation of development of 88 acres of land for social and economic purposes as per conditions imposed on the Company by Government of West Bengal. The transaction value is not ascertainable at this point of time.

5. 21,230 (Previous Year: 21,230) equity shares of Rs. 10 each were held irf abeyance on account of pending adjudication of the shareholders right to receive those shares / inability of depository to establish ownership rights. 15. Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to Rs. 109,176 thousands (Previous Year: Rs. 93,320 thousands).

The Company sets up and maintains provision for trade related and other litigations or disputes when a reasonable estimate can be made. The amounts of provisions are based upon estimates provided by the Companys legal department which are revisited on a timely basis. The exact timing of the settlement of the litigations and consequently, the outflow is uncertain.

(i) In view of large number of labour cases and other civil cases, it is not practicable to disclose the details of each case separately. The exact timing of the settlement of the litigation and consequently, the outflow is uncertain.

6. Gratuity and other post-employment benefit plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is funded through the companies own trust.

The Company has also provided long term compensated absences which are unfunded.

The following tables summarise the components of net benefit expense recognised in the profit and loss account and the funded status and amounts recognized in the balance sheet for the respective plans.

7. Manufacturing, Distribution, Selling and Administration expenses (Schedule 18) includes R&D Expenses of Rs. 33,877 thousands (Previous Year: Rs. 30,974 thousands).

8. In accordance with "Explanation below Para 10 of Notified AS 9", excise duty on turnover amounting to Rs. 209,365 thousands (Previous Year: Rs. 253,843 thousands) has been reduced from turnover in profit & loss account and differential excise duty on opening and closing stock of manufactured finished goods amounting to Rs. 42,991 thousands [Previous Year: Rs. 25,229 thousands] has been adjusted from Cost of Goods Sold in Schedule -17.

9 Previous Year figures have been regrouped, where necessary to conform to current years classification.

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