SRL:SEC:SE:2020-21/24 10 July, 2020 The Manager The General Manager Listing Department, Department of Corporate Service, National Stock Exchange of India Limited BSE Limited (Symbol: SPENCERS) (Scrip Code: 542337) Exchange Plaza, 5th Floor Phiroze Jeejeebhoy Tower Plot No. C/1, G-Block Dalal Street Bandra-Kurla Complex Mumbai – 400 001 Bandra (East), Mumbai – 400 051 The Secretary The Calcutta Stock Exchange Limited (Scrip Code: 30028) 7, Lyons Range Kolkata – 700 001 Dear Sir, Third Annual General Meeting & Book Closure Further to our letter no. SRL:SEC:SE:2020-21/20 dated 6 July, 2020, we write to inform you that the Register of members will remain closed from 27 July, 2020 to 3 August, 2020 (both days inclusive) for the purpose of Third Annual General Meeting of the Company to be held through Video Conferencing / Other Audio Visual Means on Monday, 3 August, 2020 at 12.30 pm (IST). Copies of the Notice and Annual Report being dispatched to the shareholders are attached herewith. Yours faithfully, For Spencer’s Retail Limited Rama Kant (Company Secretary) FCS-4818 Spencer's Retail Limited (Formerly Known as RP-SG Retail Limited) Regd. Office: Duncan House, 31, Netaji Subhas Road, Kolkata-700 001 Corp. Office: RPSG House, 2/4 Judges Court Road, Kolkata-700 027 Tel: +91 33 2487 1091 Web: www.spencersretail.com CIN: L74999WB2017PLC219355 OPTION : 1 ROBUST PLATFORM OPTION : 2 SPENCER’S RETAIL LIMITED | ANNUAL REPORT FY2019-20 SPENCER’S RETAIL LIMITED (Formerly known as RP-SG Retail Limited) ROBUST PLATFORM CORPORATE INFORMATION There is a significant transformation underway Board of Directors in India’s retail sector. Name of the Directors Designation Dr. Sanjiv Goenka Non–executive Non-Independent Director and Chairman Consumers are turning increasingly to omni- Mr. Shashwat Goenka Non-executive Non-Independent Director channel engagements with retailers. As a result, Mr. Pratip Chaudhuri Non-executive Independent Director Ms. Rekha Sethi Non-executive Independent Director online modes are beginning to coexist with Mr. Utsav Parekh Non-executive Independent Director Mr. Debanjan Mandal Non-executive Independent Director brick-and-mortar stores in driving offtake. Mr. Devendra Chawla CEO and Managing Director Suddenly, it is not offline or online; the new order Mr. Rahul Nayak Whole-time Director of the day is offlineand online. Key Managerial Personnel Mr. Kumar Tanmay Chief Financial Officer (CFO) At Spencer’s, we transformed our operating Mr. Rama Kant Company Secretary and Compliance Officer platform with speed and agility, providing The excitingAuditors Solicitors world of S.R. Batliboi & Co. LLP, Chartered Accountants Khaitan & Co. customers with the convenience and option to Registered Office Spencer’sWholly Owned Subsidiary RetailRegistrar Limited and Share Transfer Agent purchase through multiple channels. Duncan House, Natures Basket Limited (w.e.f. 4th July, Link Intime India Private Limited 31, Netaji Subhas Road, 2019) Address -C 101, 1st Floor, 247 Park, A Spencer’s in-store visit provides safety and L B S Marg, Vikhroli West, Kolkata 700 001, India Omnipresent Retail India Private Limited. Mumbai – 400083 Tel : 033-6625 7600 Bankers Tel: +91 22 49186000 convenience of buying differentiated offerings, Email Id: [email protected] Corporate Office ICICI Bank Limited Website: www.linkintime.co.in RPSG House, Axis Bank Limited wide range of assortments and a superior Yes Bank Limited 2/4, Judges Court Road, Depositories State Bank of India Kolkata – 700 027, India customer experience. We provide our online HDFC Bank Limited National Security Depository Limited Tel : 033-2487 1091 Standard Chartered Bank (NSDL) RBL Bank Limited Central Security Depository (India) Limited customers with a greater convenience of Corporate Identity Number: (CDSL) L74999WB2017PLC219355 Listing of Shares accessibility and doorstep delivery over pure play E-mail: [email protected] The National Stock Exchange of India Website: www.spencersretail.com Limited (NSE) online players. The BSE Limited (BSE) The Calcutta Stock Exchange Limited (CSE) By complementing these initiatives with Phone delivery, ChatBot and WhatsApp ordering, Content Robust platform 2 Spencer’s as preferred destination for big retail days 19 Spencer’s has made it possible to buy anything, The exciting world of Spencer’s Retail Limited 3 How we have performed financially 20 anytime and from any place. Chairman’s overview 5 How Spencer’s protected the interest of stakeholders CEO’s overview 7 during the Covid-19 pandemic 21 We will continue to position our stores as hubs to How Spencer’s transformed its business in FY2019-20 8 Notice 24 How we grew competencies at Spencer’s 10 Board’s report 32 ensure that if someone needs to buy, Spencer’s is Spencer’s acquisition of Natures Basket 12 Management Discussion and Analysis 37 never more than an arm’s length away. How private brands are growing at Spencer’s 14 Report on Corporate Governance 44 Our stakeholder value creation report 16 Standalone Financial Statements 84 Consolidated Financial Statements 134 CORPORATE OVERVIEW MANAGEMENT REVIEW STATUTORY REPORTS FINANCIAL STATEMENTS Execution excellence: Put your Risk-taking: heart and soul into Dare to go your actions beyond Corporate snapshot Core values: The The exciting world of six core values reflect the Group’s fundamental beliefs Customer Spencer’s Retail Limited Speed: Move happiness: Bring ahead of time and are the guiding a smile on the face principles that help of your customer to determine the right path. Humaneness: Credibility: Be caring and Instil trust and respectful to all confidence with your actions Rich legacy comprises L’Exclusif, Natures and HandsOn, Numkeen, Bath Beauty & Spencer’s Retail Limited was Healthy Alternatives. Co, Besser and Inscapes. established in 1893 by a British national in India. The company Footprint Strategic distribution centers acquired Indian ownership in Headquartered in Kolkata, India, The company’s 14 distribution the 1960s and became part of the the Company enjoys a pan-India centers for Spencer’s and Natures RPG Group in 1989. The company presence. The Company operates Basket are strategically located to became one of the earliest entrants 191 retail stores (including Natures moderate logistics delivery tenures, in India’s modern organised retail Basket) of various formats in 42 optimise logistics costs and respond space when it launched India’s first cities across a trading area of 14.60 to markets with speed. hypermarket in Hyderabad in 2000. lakh sq ft. The Company selected to deepen its presence through brick- Listing Diversified product offerings and-mortar stores in North, East, The equity shares of the Company The company is a modern West and South India coupled with are listed on Bombay Stock retailer providing a wide range of an extensive online presence in 17 Exchange, Calcutta Stock Exchange quality products across India. The Indian cities. and National Stock Exchange company offers products across where they are traded actively. The diverse categories (food, fashion Brand Company’s market capitalisation Ethical pedigree & lifestyle, personal care, general The company has invested in was C590 crore as on 31st March Our presence, 31st March 2020 merchandise, consumer durables, proprietary brands, marked by 2020. and electrical). It provides a wide a range of offerings, celebrity choice across 88,000+ SKUs across endorsements and a superior Employee base Vision: Inclusive growth price-value proposition. The The Company employed 3821 191 these categories. The Company fired by free-spirited established a differentiated Company’s brands cover categories front-facing customer-servicing Stores across the country recall through specialty sections like Apparel, FMCG, Personal employees and 1403 managers as entrepreneurship comprising Spencer’s Gourmet, care, Home care and Electricals. on 31st March 2020. The average Patisserie, Wine, Liquor and These popular brands comprise age of the Company’s workforce Epicuisine; and Natures Basket 2Bme, Smart Choice, Double tick, was 28 years on that date. 2 | Spencer’s Retail Limited Annual Report 2019-20 | 3 CORPORATE OVERVIEW MANAGEMENT REVIEW STATUTORY REPORTS FINANCIAL STATEMENTS Chairman’s overview Dear shareholders, cash flows, growing revenues company (and respective owned they had done in the past. The from asset-light initiatives and brands) into Spencer’s ecosystem result is that India’s online grocery The year under review proved remaining alive to sectoral by blending the two operations, market could exceed US $3 billion Spencer’s is to be a difficult period for opportunities. enhancing cross-sale, replicating in sales in 2020, a substantial 76% attractively positioned the Indian economy. The parts of Natures Basket operations increase over the previous year to capitalise on country reported a multi-year Inorganic growth into Spencer’s and rationalising following a demand spike for the the omni-channel low GDP growth of 4.2%. The Our principal business- some unviable Natures Basket home delivery of fresh produce. weak consumer sentiment opportunity. The strengthening initiative during stores. By the close of the financial Company did not translated into relatively FY2019-20 was the acquisition year under review, the operating Preparedness weaker spending. At a time of Natures Basket. The cost structure at Natures Basket The pandemic has compelled just respond to this when there was a premium on acquisition was made in view had improved considerably