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Notes to Accounts of Trent Ltd.

Mar 31, 2016

1.1. Capital and other Commitments

(a) Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 11.14 crores (2014-2015 : Rs. 5.12 crores)

(b) Other Commitments

(i) The company has given undertakings to the lenders of its subsidiary, Westland Limited restricting its rights to sell the shares of Westland Limited held by it.

(ii) The Finance Act,2007 introduced service tax on "Renting on Immovable Property" with effect from 01st June, 2007.The Company had entered into several agreements with Landlords and Mall owners prior to the introduction of service tax on rent. The Delhi High court through its judgement dated 19th April, 2009 had set aside the operation of service tax on rent as ultra vires. In the meanwhile ,the Finance Act, 2010 has amended the Finance Act retrospectively with effect from 1st June,2007 levying service tax on "Renting of Immovable Property". This retrospective amendment and applicability on service tax on rent was challenged by Retailers Association of India of which the company is a member . The case is presently before the Supreme court pending final disposal.

The company has paid and/or adequately provided for service tax on rent upto the period 31st March,2016 under rent/lease agreements in which it had explicitly assumed the liability of service tax on rent. As per the directions of the Supreme court dated 14th October 2011 the company had deposited Rs. 4.66 crores being 50% of the liability under such agreements. During the year 2015-16, residual service tax of Rs. 3.34 crores has been deposited with the Service tax Department after adjusting amounts already paid by the developers/lessors. Pending the final Supreme Court Judgement interest/penalty if any as may be payable is not presently ascertainable or quantifiable.

(iii) Export Obligation of Rs. 3.45 Crores against EPCG Licence of Landmark Limited since merged with company w.e.f. 01-04-2013.

(c) Certain Key arrangements of the Company

The Company has agreements in respect of the following and the parties inter-se have certain rights and obligations,also covering certain affirmative and shareholding related provisions, commensurate with arrangements of this nature:

1 Joint venture with Inditex Group for Zara & Massimo Dutti stores in India.

2 Joint venture with Tesco PLC UK, with respect to Trent Hyper-market Private Limited.

3 Arrangement with Amazon Group with respect to Westland Limited.

1.2. Contingent Liabilities and Claims

(a) Contingent Liability in respect of Sales tax, Excise , Customs and other indirect tax matters: Rs. 1.63crores (2014-2015: Rs. 1.26 crores) - net of tax Rs. 1.08 crores (2014-2015 : Rs. 0.83 crores).

(b) Contingent Liability in respect of Income-tax matters : Rs. 13.43 crores (2014-2015 : Rs. 2.07 crores).

(c) Contingent Liability in respect of Claims fled against the Company Rs. 7.04 crores (2014-2015 : Rs. 6.81 crores)

(d) Contingent Liability in respect of Provident Fund matter : Rs. 1.11crores (2014-15: Rs. 1.11 Crores).

(e) Claims made against the Company not acknowledged as debts Rs. 0.95 crores (2014-2015 : Rs. 1.74 crores)

(f ) Corporate Guarantee given on behalf of a Subsidiar y/ Joint Venture(R efer note:4.18.17, Page 122) : Rs. 117.22 crores (2014-2015 : Rs. 150.9 crores)

1.3. (a) remuneration to Managing director/ executive director: During the year, Company has received approvals from the Central Government for the remuneration of Mr. Philip Auld & Mr. P.Venkatesalu. The company has paid/ provided for the full remuneration as per approved Limits.

(b) Commission to the non-executive directors - The Board of Directors have approved commission upto 1% of eligible Profits for FY 2015-16 , computed as per the provisions of the Companies Act,2013.

1.4 There are no Micro and Small Enterprises , to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2016. This information as required to be disclosed under the Micro,Small and Medium Enterprise Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

1.5 There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March, 2016 except Rs. 0.06 crores (2014-2015 : Rs. 0.06 crores) which is held in abeyance due to legal cases pending.

1.6 Entire proceeds of the issue of Non-Convertible Debentures (NCD) of Rs. 300 crores in 2015-16 have been utilised towards objects of the issue.

1.7 The Company has taken credit for MAT which it is entitled on future taxable Profits.

1.8 (a) The future minimum lease payments under non-cancellable operating leases are as under :

1.9. SEGMENT REPORTING

The main business of the Company is retailing. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of the Accounting Standard 17 on "Segment Reporting".

1.10. RELATED PARTY TRANSACTIONS :

1.10.01 parties where control exists

Westland Limited - Subsidiary Company

(99.99% Equity Share capital is held by Trent Limited as at 31st March 2016)

(65.36% Preference Share Capital is held by Trent Limited as at 31st March 2016)

(96.64% Equity Share Capital is held by Trent Limited as at 31st March,2015)

(100% Preference Share Capital is held by Trent Limited as at 31st March,2015)

Trent Brands Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2016)

(100% Preference Share Capital is held by Trent Limited as at 31st March, 2016)

Fiora Services Limited - Subsidiary Company of Trent Brands Limited

(89.88% Equity Share Capital is held by Trent Brands Limited and 6.91% Equity Share

Capital is held by Trent Limited as at 31st March, 2016)

(89.88% Equity Share Capital is held by Trent Brands Limited as at 31st March 2015)

Nahar Retail Trading Services Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2016)

Landmark E-Tail Limited - Subsidiary Company

(Subsidiary of Trent Limited upto 11th June 2015)

(Nil Equity Share Capital is held by Trent Limited as at 31st March, 2016)

(Nil Preference Share Capital is held by Trent Limited as at 31st March 2016)

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2015)

(100% Preference Share Capital is held by Trent Limited as at 31st March, 2015)

Trent Hypermarket Private Limited(Formerly known as Trent Hypermarket Limited)

-Subsidiary Company

(Subsidiary of Trent Limited upto 02nd June 2014,JV of Trent Limited w.e.f 03rd June 2014)

(50% Equity Share Capital is held by Trent Limited as at 31st March, 2016)

Trent Global Holdings Limited-Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2016)

Fiora Hyper Market Limited-Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March , 2016)

(100% Preference Share Capital is held by Trent Limited as at 31st March, 2016)

Duckbill Books & Publication Limited-Subsidiary company of Westland Limited

(Subsidiary of Westland limited upto 31st December 2014)

(Nil Equity Share Capital is held by Westland Limited as at 31st March,2015)

Virtuous Shopping Centres Limited-(Subsidiary Company of Trent Hypermarket Private Limited)

Commonwealth Developers Limited-Subsidiary Company of Virtuous Shopping Centres Limited

(Virtuous Shopping centres Limited is a subsidiary of Trent Hypermarket Private Limited.

Trent Hypermarket Private Limited was subsidiary of Trent Limited upto 2nd June 2014 and is a JV of Trent Limited w.e.f 3rd June 2014)

(During the year, Virtuous Shopping Centres Limited has been merged with Trent Hypermarket Private Limited. The appointed date of merger is 1st February 2015 w.e.f 9th December 2015)

Westland Publications Limited - Subsidiary Company of Westland Limited (incorporated on 30th March 2016)

(99.99% Equity Share Capital is held by Westland Limited as at 31st March 2016)

1.10.02 other related parties with whom transactions have taken place during the year: Associates:

Tata Sons Limited (Investing Party)

(Holds more than 20% of the Share Capital of Trent Limited as on 31st March 2016)

Joint ventures

Trent Hypermarket Private Limited(Formerly known as Trent Hypermarket Limited) (50% Equity Share Capital is held by Trent Limited as at 31st March 2016)

Inditex Trent Retail India Private Limited (Inditex)(49% Equity Share Capital is held by Trent Limited as at 31st March, 2016)

Massimo Dutti India Private Limited

(49% Equity Share Capital is held by Trent Limited as at 31st March,2016)

1.10.03 directors/Manager of the Company

Non Executive Directors Mr. N.N. Tata

Mr. A.D. Cooper

(Retired as a Director w.e.f. close of working hours on 23rd August 2015)

Mr. Z.S. Dubash

Mr. B. Bhat

Mr. S. Susman

Mr. B.N. Vakil

Mr. H.R. Bhat (appointed w.e.f. 01st April 2014)

Ms. S.Singh( appointed w.e.f. 03rd March 2015)

Mr. A Sen(Appointed w.e.f. 27th May 2015)

Executive Director Mr.Philip N Auld

(Managing Director w.e.f. 04th November 2014)

Mr. P. Venkatesalu-Executive Director(Finance) & CFO w.e.f. 1st June 2015

Chief Executive Officer & Manager Mr.Philip N. Auld(Manager as per

The Companies Act, 2013 upto 03rd November, 2014)

1.11. During the previous year, the company had adopted the revised useful life of Fixed Assets as per Schedule II of the Companies Act 2013.Accordingly the opening written down value of fixed assets for FY 2014-15 was depreciated over their balance revised useful life. In respect of fixed assets whose useful life had expired as on 01st April 2014,the opening WDV of Rs. 4.53 crores (net of deferred tax) had been adjusted to opening balance of retained earnings as on 01st April 2014.

1.12. As per the agreement entered with Tesco PLC, UK in respect of Trent Hypermarket Private Limited (THPL), a wholly owned subsidiary of Tesco PLC, UK (Tesco) during the previous year had purchased part of the equity shares held by the Company in THPL and had separately subscribed to additional equity shares of THPL. Following this investment the Company and Tesco each held 50% stake in THPL. Consequently, THPL is now a Joint Venture (JV) of the Company with Tesco.

1.13. Previous year''s figures have been regrouped / reclassified wherever necessary.


Mar 31, 2013

1.1 Capital and Other Commitments

(a) Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 18.89 crores (2011-2012 : Rs.20.98 crores)

(b) Other Commitments (As Certified by the Management)

(i) The company has given undertakings to the lenders of its subsidiaries, Landmark Limited and Westland Limited restricting its rights to sell the shares of Landmark Limited and Westland Limited held by it.

(ii) Certain Key arrangements of the Company

The Company has agreements in respect of the following and the parties inter-se have certain rights and obligations,also covering certain affirmative and shareholding related provisions, commensurate with arrangements of this nature:

- Joint venture with Inditex Group to open Zara stores in India

- Strategic Association with Tesco Plc in respect of the Star Bazaar hypermarket business involving interalia a franchise and wholesale supply arrangement

- Trent Hypermarket Limited''s Joint venture with a Xander Group fund for development of shopping centres in which Star Bazaar would be an anchor tenant.The said arrangement has since been terminated in April 2013.

- TVS private equity fund has an option to invest in a minority stake in Westland Limited a subsidiary of the Company .

1.2 Contingent Liabilities and Claims

(a) Contingent Liability in respect of Sales tax, Excise and Customs demands against which the Company has filed appeals Rs. 0.10 crores (201 1-2012: Rs.0.68 crores) - net of tax Rs. 0.07 crores (201 1-2012 : Rs.0.46 crores).

(b) Contingent Liability in respect of Income-tax demands against which the Company has filed appeals : Rs. 2.14 crores (2011-2012 :Rs. 2.11 crores).

(c) Claims made against the Company not acknowledged as debts (As certified by the management): Rs. 7.83 crores (2011-2012 : Rs.15.43 crores)

(d) Corporate Guarantee given on behalf of a Subsidiary: Rs. 162.52 crores (2011-2012 :Rs. 15.00 crores)

1.3 Commission to the Non-Executive Directors - The Board of Directors have approved commission of upto Rs. 1 Crore to Non-Executive Director''s for the year 2012-13 .The commission in excess of the maximum amount prescribed under Section 198 and Section 309 of the Companies Act 1956 amounting to Rs. 0.42 crores is subject to approval of the shareholders and the Central Government .

1.4 Gain on foreign exchange fluctuation (net) credited to the profit and loss account amounted to Rs.0.42 crores (2011-2012 : gain Rs.0.39 crores).

1.5 There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2013. This information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

1.6 There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March, 2013 except Rs. 0.05 crores (2011-2012 : Rs.0.05 crores) which is held in abeyance due to legal cases pending.

1.7 (i) Out of the proceeds of the issue of Cumulative Convertible Preference Shares (CCPS) of Rs. 489.66 crores in 2010-11, Rs.356.37 crores have been utilised towards objects of the issue and pending utilisation the balance amount is invested mainly in mutual funds and money market instruments.

(ii) Proceeds of the issue of equity shares to Qualified Institutional Buyers of Rs. 250 crores in year 2011-12 have been utilised towards objects of the issue .

(iii) Out of the proceeds of the issue of Equity shares to Promoters Group on preferential basis of Rs. 150 crores in the current year, Rs.8.60 crores have been utilised towards objects of the issue.

1.8 Provision for taxation is inclusive of the tax impact on account of the securities issue expenses and premium on redemption of debentures debited to the Securities Premium Account. The Company has taken credit for MAT which it is entitled on future taxable profits.

1.9 (a) The Company has entered into lease agreement for assets taken on operating lease which range between three years and six years. These are renewable by mutually agreeable terms. The future minimum lease payments under non-cancellable operating leases are as under :

1.10 SEGMENT REPORTING

The main business of the Company is retailing. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of the Accounting Standard 17 on "Segment Reporting" issued by ICAI.

1.11 RELATED PARTY TRANSACTIONS :

Related parties are as certified by the management.

1.11.01 Parties where control exists

Trent Brands Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Fiora Services Limited - Subsidiary Company.

(Nil Holding by Trent Limited as at 31st March, 2013)

(89.88% Equity Share Capital is held by Trent Brands Limited as at 31st March, 2013)

Nahar Retail Trading Services Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Fiora Link Road Properties Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Landmark Limited - Subsidiary Company

(85.94% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

(14.06% Equity Share Capital is held by Fiora Link Road Properties Limited as at 31st March, 2013)

Westland Limited - Subsidiary Company

(96.64% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Landmark E-Tail Private Limited - Subsidiary Company

(Subsidiary of Trent Limited uptill 07.08.2012. Subsidiary of Landmark Limited . w.e.f. 08.08.2012)

(100% Equity Share Capital is held by Landmark Limited as at 31st March, 2013)

Trent Hypermarket Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Trent Global Holdings Limited-Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

TREXA ADMC Private Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

1.11.02 Other Related Parties with whom transactions have taken place during the year:

Associates:

Tata Sons Ltd.

(Holds more than 20% of the Share Capital of the Company)

Joint Ventures

TREXA ADMC Private Limited

(Joint Venture of Trent Limited until 27.02.2013, subsidiary of Trent Ltd w.e.f 28th February, 2013)

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Inditex Trent Retail India Private Limited

(49% Equity Share Capital is held by Trent Limited as at 31st March, 2013)

Virtuous Shopping Centres Limited

(66.66% Equity Share Capital is held by Trent Hypermarket Limited as at 31st March, 2013)

Commonwealth Developers Private Limited - Subsidiary Company of Virtuous Shopping Centers Limited w.e.f. 11th November, 2011

(100% Equity Share Capital is held by Virtuous Shopping Centres Limited as at 31st March, 2013)

1.11.03 Directors/Manager of the Company

Non Executive Directors Mr. F. K. Kavarana

Mr. A. D.Cooper

Mr. K. N. Suntook ( resigned on 17th April 2012)

Mr. N. N. Tata

Mr. Zubin Dubash

Mr. Bhaskar Bhat

Mr. S. Susman

Mr. B. N. Vakil (appointed w.e.f 25th June 2012)

Chief Executive Officer & Manager Mr. Philip N. Auld

1.12. The Board of Directors of the Company at its meeting held on 4th March 2013 has approved a Scheme of Amalgamation and Arrangement (''The Scheme'') between Landmark Limited (''Landmark''), Fiora Link Road Properties Limited (''Fiora'') and TREXA ADMC Private Limited (''Trexa'') with the Company. The Appointed Date for the merger shall be 1st April 2013. As Landmark, Fiora and Trexa are wholly owned subsidiaries of the Company, no shares of the Company will be issued and allotted pursuant to the proposed Scheme.

The Scheme is subject to the requisite approval of the members and/ or creditors as may be directed by the High Court of Judicature at Bombay and subject to all such requisite approvals from the relevant regulatory authorities and sanction of the High Court of Judicature at Bombay.

1.13. Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.


Mar 31, 2012

1.1. Capital and Other Commitments

(a) Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs.20.98 Crores (2010-2011 : Rs.21.46 Crores)

(b) Other Commitments (As Certified by the Management)

(i) The company has given undertakings to the lenders of its subsidiaries, Landmark Limited and Westland Limited restricting its rights to sell the shares of Landmark Limited and Westland Limited held by it.

(ii) Corporate Guarantees to be given to the debenture trustees in respect of Non convertible Debentures of Rs.25 Crores issued by Trent Hypermarket Limited (wholly owned subsidiary).

(iii) Certain Key arrangements of the Company - The Company has agreements in respect of the following and the parties inter-se have certain rights and obligations,also covering certain affirmative and shareholding related provisions, commensurate with arrangements of this nature:

- Joint venture with Inditex Group to open Zara stores in India.

- Strategic Association with Tesco Plc in respect of the Star Bazaar hypermarket business involving interalia a franchise and wholesale supply arrangement.

- Trent Hypermarket Limited's Joint venture with a Xander Group fund for development of shopping centres in which Star Bazaar would be an anchor tenant.

- TVS private equity fund's investment in Landmark Limited.

1.2 Contingent Liabilities and Claims

(a) Contingent Liability in respect of Sales tax, Excise and Customs demands against which the Company has filed appeals Rs.0.68 Crores (2010-2011: Rs.0.77 Crores) - net of tax Rs.0.46 Crores (2010-2011 : Rs.0.51 Crores).

(b) Contingent Liability in respect of Income-tax demands against which the Company has filed appeals : Rs.2.11 Crores (2010-2011 : Rs.9.42 Crores).

(c) Claims made against the Company not acknowledged as debts (As certified by the management): Rs.15.43 Crores (2010-2011 : Rs.7.14 Crores)

(d) Corporate Guarantee given on behalf of Subsidiary: Rs.15.00 Crores (2010-2011 : Rs.15.00 Crores)

(e) Disclosure as required by AS 29 : Provision for Contingencies

1.3 Gain on foreign exchange fluctuation (net) credited to the profit and loss account amounted to Rs.0.39 Crores (2010-2011 : gain Rs.0.20 Crores).

1.4 There are no Micro, Small and Medium Enterprises , to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March 2012. This information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

1.5 There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March 2012 except Rs.0.05 Crores (2010-2011: Rs.0.04 Crores) which is held in abeyance due to legal cases pending.

1.6 (i) Out of the proceeds of the issue of Cumulative Convertible Preference Shares (CCPS) of Rs.489.66 crores in 2010-11, Rs.327.58 Crores have been utilised towards objects of the issue and pending utilisation the balance amount is invested mainly in mutual funds and money market instruments

(ii) Out of the proceeds of the issue of equity shares to Qualified Institutional Buyers of Rs.250.00 Crores in the current year, Rs.5.77 Crores have been utilised towards objects of the issue and pending utilisation the balance amount is invested mainly in mutual funds and money market instruments

1.7 Provision for taxation is inclusive of the tax impact on account of the securities issue expenses and premium on redemption of debentures debited to the Securities Premium Account. The Company has taken credit for MAT which it is entitled on future taxable profits.

1.8. SEGMENT REPORTING

The main business of the Company is retailing. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of the Accounting Standard 17 on "Segment Reporting" issued by ICAI.

1.9. RELATED PARTY TRANSACTIONS:

Related parties are as certified by the management 4.17.01 Parties where control exists

Trent Brands Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Fiora Services Limited - Subsidiary Company.

(Nil Holding by Trent Limited as at 31st March 2012)

(25.67% Equity Share Capital is held by Trent Limited as at 31st March 2011)

(89.88% Equity Share Capital is held by Trent Brands Limited as at 31st March 2012)

(64.20% Equity Share Capital is held by Trent Brands Limited as at 31st March 2011)

Nahar Retail Trading Services Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Fiora Link Road Properties Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Landmark Limited - Subsidiary Company

(57.39% Equity Share Capital is held by Trent Limited as at 31st March 2012)

(17.66% Equity Share Capital is held by wholly owned subsidiary companies as at 31st March 2012)

Westland Limited - Subsidiary Company

(96.64% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Trent Retail Services Limited - Subsidiary of Landmark Ltd uptill 09.06.2011

(Associate of Landmark Limited from 10.06.2011 to 13.07.2011)

(100% Equity Share Capital is held by Landmark Limited as at 31st March 2011)

Landmark E-Tail Private Limited - Subsidiary Company

(Subsidiary of Landmark uptill 13.07.2011. Subsidiary of Trent Ltd. w.e.f. 14.07.2011)

(100% Equity Share Capital is held by Trent Limited as at 31st March 2012)

(100% Equity Share Capital is held by Landmark Limited as at 31st March 2011)

Trent Hypermarket Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Trent Global Holdings Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Optim Estates Private Limited (w.e.f. 30th April 2010)

(Merged with Trent Hyper Market Limited - Effective date 20th September 2010)

1.10. Other Related Parties with whom transactions have taken place during the year: Associates:

Tata Sons Ltd.

(Holds more than 20% of the Share Capital of the Company)

Joint Ventures

Trexa Admc Private Limited

(50% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Inditex Trent Retail India Private Limited

(49% Equity Share Capital is held by Trent Limited as at 31st March 2012)

Virtuous Shopping Centers Limited

(66.66% Equity Share Capital is held by Trent Hypermarket Limited as at 31.03.2012)

Commonwealth Developers Private Limited - Subsidiary Company of Virtuous Shopping Centers Limited w.e.f. 11.11.2011

(100% Equity Share Capital is held by Virtuous Shopping Centers Limited as at 31st March 2012)

4.17.03 Directors/Manager of the Company

Managing Director Non Executive Directors

Mr. N. N. Tata (resigned on 11th August 2010)

Mr. F. K. Kavarana

Mr. B. S. Bhesania (retired on 18th August 2010)

Mr. A. D. Cooper

Mr. K. N. Suntook

Mr. N. N. Tata (w.e.f. 12th August, 2010 till 18th August 2010)

Appointed as an Additional Director and Vice Chairman

w.e.f. 19th August 2010

Mr. Zubin Dubash (w.e.f. 26th April 2010) Mr. Bhaskar Bhat (w.e.f. 27th September 2010) Mr. S. Susman (w.e.f. 11th May 2011)

Chief Executive Officer & Manager Mr. Philip N. Auld (w.e.f. 1st May 2011)

1.11. On 30th April 2010 the Company acquired 100% Equity Shares and Preference Shares of Optim Estate Private Limited making it a wholly owned subsidiary of the company. The Scheme of Amalgamation of Optim Estates Private Limited with Trent Hypermarket Limited (100 % subsidiary of the Company) as approved by the Hon'able High Court of judicature at Bombay is effective 20th September 2010. The appointed date of the Scheme is 1st April 2009. In terms of the Scheme, in 2010-11, Trent Hypermarket Limited has issued the Company 1,50,000 Equity Shares of Rs.10 each and 10,00,000 10% p.a. Redeemable Preference Shares of Rs.10 each in consideration against its holdings in Optim Estates Private Limited.

1.12. The Revised Schedule VI has become effective from 1st April 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped/reclassified wherever necessary to correspond with the current year's classification/disclosure.


Mar 31, 2011

1. Estimated amount of contracts remaining to be executed on capital account and not provided for Rs.2145.55 lakhs (2009-2010 : Rs.2402.78 lakhs)

2. (a) Contingent Liability in respect of Sales tax, Excise and Customs demands against which the Company has filed appeals Rs.76.52 lakhs (2009-2010: Rs.61.81 lakhs) - net of tax Rs.51.10 lakhs (2009-2010 : Rs.41.28 lakhs).

(b) Contingent Liability in respect of Income-tax demands against which the Company has filed appeals : Rs.942.10 lakhs (2009-2010 :Rs. 362.23 lakhs).

(c) Claims made against the Company not acknowledged as debts : Rs.714.42 lakhs (2009-2010 : Rs.784.29 lakhs)

(d) Corporate Guarantee given on behalf of Subsidiary: Rs.1500.00 Lakhs (2009-2010 :Rs. 1500.00 Lakhs)

(e) As a matter of abundant caution, a cumulative provision for contingencies of Rs.205.00 lakhs has been made against items (a), (b) and (c) above, which are disputed by the Company.

3. Gain on foreign exchange fluctuation (net) credited to the profit and loss account amounted to Rs. 19.82 Lakhs (2009-2010 : Rs.10.68 lakhs).

4. There are no Micro, Small and Medium Enterprises , to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2011. This information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

5. There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March, 2011 except Rs.4.48 lakhs (2009-2010 : Rs.3.99 lakhs) which is held in abeyance due to legal cases pending.

6. Out of the proceeds of the issue of Cumulative Convertible Preference Shares (CCPS) of Rs. 489.66 crores, Rs.168.25 crores have been utilised towards objects of the issue and pending utilisation the balance amount is invested mainly in mutual funds and money market instruments

7. Provision for taxation is inclusive of the tax impact on account of the securities / warrant issue expenses and premium on redemption of debentures debited to the Securities Premium Account. The Company has taken credit for MAT which it is entitled on future taxable profits.

8. (a) The company has entered into lease agreement for assets taken on operating lease which range between three years & six years . This are renewable by mutually agreeable terms. The future minimum lease payments under non-cancellable operating leases are as under :

(b) The company has entered into lease agreement for assets given on operating lease which range between three years & five years . This are renewable by mutually agreeable terms. The future minimum lease payments under non-cancellable operating leases are as under :

9. SEGMENT REPORTING

The main business of the Company is retailing. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of the Accounting Standard 17 on "Segment Reporting" issued by ICAI.

(b) Defined Benefit Plans - Provident Fund Contribution to Trust administered by the Company

The Guidance issued by the Accounting standard Board (ASB) on implementing AS-15, Employee benefits (revised 2005) states that provident fund set up by employers which requires interest short fall to be met by the employer, needs to be treated as defined benefit plan. The Company administered trust The Trust had received a letter dated 17/05/2010 from the Regional Commissioner of Provident Fund, Mumbai withdrawing the relaxations granted to the establishment vide Order No. MH/ 13493 / PF / Exm. 17/ AST/1393 with effect from 01/04/2010 and instructing the establishment ot transfer the past accumulations of its employees to the Regional PF Commissioner, Mumbai. Accordingly, the Board of Directors of Trent Ltd has passed resolution as on 28/05/2010 for the surrender of Trust and the Trust has taken steps to transfer the past accumulations of its employees to the Regional PF Commissioner, Mumbai.

(c) Leave Encashment (Long term compensated absences ) recognised as income for the year is Rs 67.33 Lakhs (2009-10 : Expense of Rs. 145.67 Lakhs)

10 Previous years figures have been regrouped wherever necessary.


Mar 31, 2010

1. Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 2402.78 lakhs (2008-2009 : Rs.513.80 lakhs)

2. Contingent Liabilities:

(a) Sales tax, Excise and Customs demands against which the Company has filed appeals Rs.61.81 lakhs (2008-2009: Rs.56.20 lakhs) - net of tax Rs.41.28 lakhs (2008-2009 : Rs.37.10 lakhs).

(b) Claims made against the Company not acknowledged as debts : Rs.784.29 lakhs (2008-2009: Rs.657.59 lakhs)

(c) Income-tax demands against which the Company has filed appeals : Rs.362.23 lakhs (2008-2009: Rs. 219.98 lakhs).

(d) Corporate Guarantee given on behalf of Subsidiary: Rs.1500.00 Lakhs (2008-2009 :Rs. Nil)

(e) As a matter of abundant caution, a general provision for contingencies of Rs. 205.00 lakhs (2008-2009: Rs.205.00 lakhs) has been made against items (a), (b) and (c) above, which are disputed by the Company.

3. Gain on foreign exchange fluctuation (net) credited to the profit and loss account amounted to Rs. 10.68 lakhs (2008-2009 : Loss Rs. 11.11 lakhs).

4. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2010. This information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

5. There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March, 2010 except Rs. 3.99 lakhs (2008-2009 : Rs.3.63 lakhs) which is held in abeyance due to legal cases pending.

6. Right Issue (July 2007) proceeds of Rs. 157.41 crores have been fully utilised towards object of the issue.

7. Provision for taxation is inclusive of the tax impact on account of the securities / warrant issue expenses and premium on redemption of debentures debited to the Securities Premium Account. The Company has taken credit for MAT which it is entitled on future taxable profits.

8. SEGMENT REPORTING

The main business of the Company is retailing. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of the Accounting Standard 17 on "Segment Reporting" issued by ICAI.

(b) Defined Benefit Plans - Provident Fund Contribution to Trust administered by the Company

The Guidance issued by the Accounting standard Board (ASB) on implementing AS-15, Employee benefits (revised 2005) states that provident fund set up by employers which requires interest short fall to be met by the employer, needs to be treated as defined benefit plan.The Companys provident fund contribution to the Company administered trust during the year is Rs.11.99 Lacs. The fund does not have any existing deficit or interest shortfall. In regard to any future obligation arising due to interest shortfall (i.e. government interest to be paid on provident fund scheme exceeds rate of interest earned on investment) and pending the issuance of the Guidance Note from the Actuarial Society of India, the Companys actuary has expressed his inability to reliably measure the same.

(c) Leave Encashment (Long term compensated absences) recognised as expense for the year is Rs 145.68 Lacs (2008-09 :Rs. 133.77 Lakhs)

9. RELATED PARTY TRANSACTIONS :

Related parties are as certified by the management 22.01 Parties where control exists

Trent Brands Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31!t March, 2010)

Fiora Services Limited - Subsidiary Company.

( 25.67% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

( 64.20% Equity Share Capital is held by Trent Brands Limited as at 31st March, 2010)

Nahar Theatres Private Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

Fiora Link Road Properties Limited - Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

Landmark Limited - Subsidiary Company

( 57.39% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

(17.66% Equity Share Capital is held by wholly owned subsidiary companies as at 31st March, 2010)

Westland Limited - Subsidiary Company ,

( 96.64% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

Regent Management Private Limited - Subsidiary Company

(100% Equity Share Capital is held by Landmark Limited as at 31st March, 2010)

Landmark E-Tail Private Limited - Subsidiary Company

(100% Equity Share Capital is held by Landmark Limited as at 31st March, 2010)

Trent Hypermarket Limited - Subsidiary Company.

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

Trent Global Holdings Limited-Subsidiary Company

(100% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

10. Other Related Parties with whom transactions have taken place during the year:

Associates:

Tata Sons Ltd.

(Holds more than 20% of the Share Capital of the Company) Joint Ventures

Trexa Admc Private Limited

( 50% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

Inditex Trent Retail India Private Limited

( 49% Equity Share Capital is held by Trent Limited as at 31st March, 2010)

11. Directors of the Company

Managing Director Mr. N.N.Tata

Non Executive Directors I Mr. F.K. Kavarana

Mr.B.S.Bhesania Mr.A.D.Cooper Mr.K.N.Suntook Mr. N. A. Soonawala (retired on 31.03.2010)

12 Previous years figures have been regrouped whenever necessary.

13 The scheme of Amalgamation of Satnam Developers and Finance Private Limited (SDPL) and Satnam Realtors Private Limited (SRPL) with the company as approved by the Honble Highcourt of Judicature at Bombay has become effective on 12th March 2010 upon obtaining all sanctions and approvals as required under the scheme and upon filing of certified true copies of the order with the Registrar Of Companies, Maharashtra.The appointed date of the scheme is 1st April 2009. SDPL was a 100% subsidiary of the Company engaged in the business of real estate investment and development activities and SRPL was engaged in the business of construction and development activities. SDPL held 50% of the shares in SRPL.

In terms of the scheme,

(a) All the assets and liabilities of SDPL and SRPL stand transferred to and vested in the company with effect from the appointed date.

(b) Inter corporate loans, deposits and balances as between SDPL, SRPL and the Company stands cancelled.

(c) The book value of the shares held by the Company in SDPL, as appearing in the books of the Company, the book value of shares held by SDPL in SRPL and the advance paid by SDPL towards acquisition of shares in SRPL, as appearing in the books of SDPL, stands cancelled.

(d) The company on 26th March 2010 has issued 70,000 fully paid 0.1% Redeemable Preference Shares of Rs.1000 each to the equity shareholders of the erstwhile SRPL ( except for shares held by SDPL) in the ratio of 14 Preference Shares for every 1 Equity Share held.

(e) The scheme of amalgamation with SDPL is being accounted for under the pooling of interest method and with SRPL is being accounted for under the Purchase Method as contained in ASM "Accounting for amalgamation" issued by the ICAl.The vested assets and liabilities of SDPL and SRPL have been recognized at their book values in the books of the Company.

(f) The costs and expenses amounting to Rs. 120.02 lakhs (net of tax Rs.80.15 lakhs) incurred for implementation of the scheme have been adjusted against the general reserve of the company.

(g) The deficit of Rs.2519.32 lakhs arising due to the difference between the value of assets over the value of liabilities of SDPL and SRPL and the face value of the preference shares issued by the company and after adjusting the diminution in the value of Long term investments to the extent of Rs.186.09 lakhs and Finished goods inventory Rs. 918.77 lakhs (net of tax - Rs.606.48 lakhs) as approved by the board has been adjusted first against the amalgamation reserve to the extent of Rs.1492.95 lakhs and the balance Rs.1026.37 lakhs against the general reserve.

14. Exceptional items represents profit on sale of minority stake of its subsidiary Landmark Limited to a Private Equity Fund.

15. On 30th April 2010 the company has acquired 100% equity shares of Optim Estate Private Limited making it wholly owned subsidiary of the company.

16. As approved by the shareholders, the Company had transferred its Star Bazaar businesses a going concern, to its 100% subsidiary Trent Hypermarket limited, with effect from 1 st August 2008.

17. Balance Sheet Abstract and Companys General Business Profile as required in terms of Part IV of Schedule VI of the Companies Act, 1956 is attached herewith.

 
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