RELIANCE RETAIL LIMITED Annual Report 2019-20
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RELIANCE RETAIL LIMITED Annual Report 2019-20 RELIANCE RETAIL LIMITED 1 Contents of this Report Page No. Company Information 2 Notice of Annual General Meeting 3 Board’s Report 11 Standalone Financial Statements Independent Auditor’s Report on Financial Statements 26 Balance Sheet 34 Statement of Profit and Loss 35 Statement of Changes in Equity 36 Cash Flow Statement 37 Notes to the Financial Statements 38 Consolidated Financial Statements Independent Auditor’s Report on Financial Statements 78 Balance Sheet 84 Statement of Profit and Loss 85 Statement of Changes in Equity 86 Cash Flow Statement 87 Notes to the Financial Statements 88 2 RELIANCE RETAIL LIMITED Company Information Board of Directors Auditors V. Subramaniam Whole- Time Director M/s. Deloitte Haskins & Sells LLP Pankaj Pawar Non-Executive Chairman M/s. DTS & Associates LLP Sanjay Jog Non-Executive Director Ranjit V. Pandit Non-Executive Director Bankers Dipak C. Jain Non-Executive Director State Bank of India K. Sudarshan Non-Executive Director HDFC Bank Limited Geeta Fulwadaya Non- Executive Director ICICI Bank Limited Axis Bank Limited Audit Committee Kotak Mahindra Bank Limited Ranjit V. Pandit Chairman K. Sudarshan Registered Office Pankaj Pawar 3rd Floor, Court House, Lokmanya Tilak Marg, Dhobi Talao Nomination and Remuneration Committee Mumbai – 400002 Ranjit V. Pandit Chairman CIN : U01100MH1999PLC120563 K. Sudarshan Website : www.relianceretail.com Pankaj Pawar Email: [email protected] Sanjay Jog Tel.: +91 22 3555 3800 Stakeholders Relationship Committee Share Transfer Agent Sanjay Jog Chairman KFin Technologies Private Limited Pankaj Pawar (Formerly known as Karvy Fintech Private Limited) K. Sudarshan Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Corporate Social Responsibility Committee Hyderabad – 500 032. Ranjit V. Pandit Chairman Website : www.kfintech.com K. Sudarshan Email: [email protected] Pankaj Pawar Tel. : + 91 40 6716 1700 Sanjay Jog Fax : + 91 40 6716 1680 Compliance Committee V. Subramaniam Chairman Sanjay Jog Geeta Fulwadaya Company Secretary & Compliance Officer Sridhar Kothandaraman Chief Financial Officer Dinesh Thapar (w.e.f. July 17, 2019) Ashwin Khasgiwala (up to July 8, 2019) RELIANCE RETAIL LIMITED 3 NOTICE Notice is hereby given that the Twenty-first Annual General of the Companies Act, 2013, Shri V. Subramaniam (DIN: Meeting of the members of Reliance Retail Limited will be held on 00009621), who retires by rotation at this meeting, be and Wednesday, September 30, 2020 at 11:00 a.m. IST through Video is hereby appointed as a Director of the Company.” Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”), to 3. To appoint Shri Pankaj Pawar, who retires by rotation as transact the following business: a Director and in this regard, to consider and if thought Ordinary Business fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: 1. To consider and adopt (a) the audited financial statement of the Company for the financial year ended March 31, “RESOLVED THAT in accordance with the provisions 2020 and the reports of the Board of Directors and Auditors of Section 152 and other applicable provisions of the thereon; and (b) the audited consolidated financial statement Companies Act, 2013, Shri Pankaj Pawar (DIN: 00085077), of the Company for the financial year ended March 31, 2020 who retires by rotation at this meeting, be and is hereby and the report of the Auditors thereon and in this regard, appointed as a Director of the Company.” to consider and if thought fit, to pass, with or without modification(s), the following resolutions as Ordinary Resolutions: (a) “RESOLVED THAT the audited financial statement By order of the Board of Directors of the Company for the financial year ended March 31, 2020 and the reports of the Board of Directors and Auditors thereon, as circulated to the members, be and are hereby considered and adopted.” K.Sridhar (b) “RESOLVED THAT the audited consolidated Company Secretary financial statement of the Company for the financial year ended March 31, 2020 and the report of the Mumbai, September 5, 2020 Auditors thereon, as circulated to the members, be and are hereby considered and adopted.” Registered Office: 2. To appoint Shri V. Subramaniam, who retires by rotation 3rd Floor, Court House, Lokmanya Tilak Marg as a Director and in this regard, to consider and if thought Dhobi Talao, Mumbai- 400 002 fit, to pass, with or without modification(s), the following CIN: U01100MH1999PLC120563 resolution as an Ordinary Resolution: Website: www.relianceretail.com “RESOLVED THAT in accordance with the the Email: [email protected] provisions of Section 152 and other applicable provisions Tel.: +91 22 3555 3800 4 RELIANCE RETAIL LIMITED Notes: through electronic mode to those Members whose email 1. Considering the present Covid-19 pandemic, the Ministry addresses are registered with the Company/ Depositories. of Corporate Affairs (“MCA”) has vide its circular dated Members may note that the Notice and Annual Report May 5, 2020 read together with circulars dated April 8, 2019-20 will also be available on the Company’s website 2020 and April 13, 2020 (collectively referred to as “MCA www.relianceretail.com, and on the website of Company’s Circulars”) permitted convening the Annual General Meeting Registrar and Transfer Agent, KFin Technologies Private (“AGM” / “Meeting”) through Video Conferencing (“VC”) Limited (“KFinTech”) at https:// evoting.kfintech.com. or Other Audio Visual Means (“OAVM”), without the 6. For receiving all communication (including Annual Report) physical presence of the members at a common venue. In from the Company electronically: accordance with the MCA Circulars and provisions of the (a) Members holding shares in physical mode and who Companies Act, 2013 (“the Act”), the AGM of the Company have not registered / updated their email address with is being held through VC / OAVM. The deemed venue for the Company are requested to register / update the the AGM shall be the Registered Office of the Company. same by writing to the Company with details of folio 2. Generally, a member entitled to attend and vote at the number and attaching a self-attested copy of PAN Meeting is entitled to appoint a proxy to attend and vote on card at retail.secretarial @ril.com or to KFinTech at a poll instead of himself and the proxy need not be a member [email protected]. of the Company. Since this AGM is being held through VC / (b) Members holding shares in dematerialised mode are OAVM pursuant to the MCA Circulars, physical attendance requested to register / update their email addresses of members has been dispensed with. Accordingly, the with the relevant Depository Participant. facility for appointment of proxies by the members will not be available for the AGM and hence the Proxy Form and PROCEDURE FOR JOINING THE AGM THROUGH Attendance Slip are not annexed hereto. VC / OAVM: 3. Since the AGM will be held through VC / OAVM, the route 7. The Company will provide VC / OAVM facility to its map of the venue of the Meeting is not annexed hereto. members for participating at the AGM. 4. In terms of Section 152 of the Act, Shri V. Subramaniam and Shri Pankaj Pawar, Directors retire by rotation at the a) Members will be able to attend the AGM Meeting. The Nomination and Remuneration Committee through VC / OAVM by using their e-voting login and the Board of Directors of the Company commend credentials. their respective re-appointments. Brief profile of Shri V. Members are requested to follow the procedure Subramaniam and Shri Pankaj Pawar and other requisite given below: details are annexed to the Notice, pursuant to the provisions of the Secretarial Standard on General Meetings (“SS-2”), OPTION 1 issued by the Institute of Company Secretaries of India and i. Launch internet browser (Edge 44+, Firefox78+, approved by the Central Government. Chrome 83+, Safari 13+) by typing the URL Shri V. Subramaniam and Shri Pankaj Pawar are interested https://jiomeet.jio.com/rrlagm in the Ordinary Resolutions set out at Item Nos. 2 and ii. Select “Shareholders” option on the screen 3, respectively, of the Notice with regard to their re- iii. Enter the login credentials appointment. The relatives of Shri V. Subramaniam and User ID: For demat shareholders: 16 digit Shri Pankaj Pawar may be deemed to be interested in the DPID+Client ID is your User ID Ordinary Resolutions set out at Item Nos. 2 and 3, to the extent of their shareholding interest if any, in the Company. (DP ID and Client ID to be typed continuously) Save and except the above, none of the other Directors/Key For e.g. IN12345612345678 (NSDL) Managerial Personnel of the Company/ their relatives is, in 1402345612345678 (CDSL) any way, concerned or interested, financially or otherwise, in the Ordinary Business set out under Items Nos. 1 to 3 of (Client ID is the last 8 digits of your demat the Notice. account number as per your account statement / contract note / delivery instruction slip / email DISPATCH OF ANNUAL REPORT THROUGH sent by the Company); or ELECTRONIC MODE: For holders of shares in physical form: Event 5. In compliance with the MCA Circulars, Notice of the AGM Number+your Folio No. is your USER ID along with the Annual Report 2019-20 is being sent only (to be typed continuously) RELIANCE RETAIL LIMITED 5 Password: Enter your password for e-voting sent 9. Members attending the AGM through VC / OAVM shall be by the Company through e-mail. reckoned for the purpose of quorum under Section 103 of the Act. iv. After logging in, you will be directed to the AGM. PROCEDURE FOR REMOTE E-VOTING AND E-VOTING OPTION 2 AT THE AGM: i. Launch internet browser (chrome/firefox/safari) by 10. Pursuant to the provisions of Section 108 and other typing the URL: https:// emeetings.kfintech.com applicable provisions, if any, of the Companies Act, 2013 ii.