2.16 Provisions
Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a current pre-tax rate that reflects current market assessment of the value of moneyand the risks specific to the liability.
2.17 Contingent Liabilities and Contingent Assets
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Companyor a present obligation that
is not recognized because it is probable that an outflow of resources will not be required to settle the obligation. However, if the possibility of outflow of resources, arising out of present obligation, is remote, it is not even disclosed as contingent liability.
A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the notes to financial statements. A Contingent asset is not recognized in financial statements, however, the same are disclosed where an inflow of economic benefit is probable.
2.18 Foreigncurrencytransactions
a) Functional and presentation currency
Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the entity operates. The functional currency of the Company is the Indian Rupee. The financial Statementsare presented in Indian Rupees.
b) Transactions,translationandbalances
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are recognised in the Statement of Profit and Loss.
All foreign exchange gains and losses are presented in the Statement of Profit and Loss on a net basis.
2.19 EarningsPerShare
Basic earnings per equity share are computed by dividing the net profit attributable to the Equity shareholders of the Company by the weighted average number of equity shares outstanding during the period.
For calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders is adjusted for after income tax effect of interest and other financing costs associated with dilutive potential equity shares and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equityshares.
2.20 Taxes on Income
Income tax expense for the year comprises of current tax and deferred tax.
CurrentTax
Current Income Tax for the current and prior period is recognised at the amount expected to be paid to or recovered from the tax authorities, using the tax rate and tax laws that have been enacted or substantivelyenacted by the Balance Sheet date.
Current tax is recognised in statement of profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current tax is also recognised in other comprehensive income or directly in equity respectively. Where current tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Deferredtax
Deferred tax is provided using the balance sheet approach on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax creditsand unused taxlossescan be utilized.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside the statement of profit and loss is recognised outside the statement of profit and loss. Deferred tax items are recognised in correlation to the underlying transaction either in other compre¬ hensive income or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the sametaxation authority.
2.21 Employeebenefit
(i) ShortTermEmployeeBenefits
Liabilities for wages and salaries,including non¬ monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as short term employee benefit obligations inthebalancesheet
(ii) Post-EmploymentBenefits
The following are the post-employment schemes:
(a) defined benefit plans such as gratuityand
(b) defined contribution plans such as provident fund, ESIC, LWF.
Defined Benefit Plans Gratuity Obligations
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period .The defined benefit obligation is calculated annually by
actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation. The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation This cost is included in employee benefit expense in the Statement of Profit and Loss. Re-measurement of gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet. Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or lossas past service cost.
Defined Contribution plans
The Company pays provident fund contributions to publicly administered provident funds as per local regulations. The Company has no further payment obligations once the contributions have been paid.
The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction inthe future payments is available.
(iii)Other long-term employee benefit obliga¬ tions
The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end of the reporting period in which the employees render the related service. They are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have termsapproximating to the terms ofthe related
obligation. Re-measurements as a result of experience adjustments and changes in actuarial assumptions are recognised in the Statement of Profit and Loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.
2.22 Share-Based Payments
Equity-settled share based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date. Details regarding the determination of the fair value of equity-settled share based payments transactions are set out in note30.
The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight line basis over the vesting period, based on the Company's estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a corresponding adjustment to the Share Based Payments Reserve.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation ofdiluted earnings per share.
2.23 StatementofCashFlows
Statement of Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of a non¬ cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of
the Company are segregated based on available information.
For the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant riskofchangesinvalue.
2.24 Leases
Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases under Ind AS 17. The standard includes two recognition exemptions for lessees - leases of 'low-value' assets (e.g., personal computers) and short-term leases (i.e., leases with a lease term of12monthsorless).
The Company assesses at contract inception whether a contract is or contains a lease. That is, of the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Where the Companyis the lessee:
The Company's lease asset classes primarily consists of leases for stores, warehouses and offices taken on lease. The Company assesses whether a contract contains a lease, at inception of a contract and period to be considered for recognition of lease liability and right-of-use assets. At the date of commencement of lease, the Company recognise a right-of-use asset ("ROU") and a corresponding lease liability for all lease arrangement in which it is a lessee except for leases with a non-cancellable term of twelve months or less (short-term leases) and low value leases. For these short-term leases which have term less than 12 months and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term ofthe lease.
The lease liability is initially measured at the present value of the lease payments (including Common
Area Maintenance) that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
• The lease term has changed or there is a significant event or change in circumstances that is within the control of the Company affects whether the lessee is reasonably certain to exercise an option not previously included in its determination of the lease term, or not to exercise an option previously included in its determination of the lease term., in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.
• A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification. The effective date of the modification is the date when both the parties agree to the lease modification and isaccounted for inthat point in time.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments (including Common Area Maintenance) made at or before the commen¬ cement day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses. Right-of-use assets are depreciated over the non-cancellable period or leaseterm as per the managementassessment.
The Company applies Ind AS 36 to determine whether a right-of-use asset is impaired and
accounts for any identified impairment loss as described in the 'Impairment of Non-Financial Assets'policy.
Variable rentals that do not depend on an index or rate, are recognised as expenses in the periods in which they are incurred
Wherethe Company is the Lessor:
Leases in which the Company does not transfer substantially all the risks and rewards incidental to ownership of an assets are classified the asset are classified as operating leases. Rental income arising is accounted for on a straight line basis over the lease terms. Initial direct costs incurred in negotiating and arranging on operating lease are added to the carrying amount of the leased asset and recognized over the lease term on the same basis as rental income. Contingent rents are recognized as revenue in the period in which they are earned.
The Ministry of Corporate Affairs vide notification dated July 24, 2020 and June 18, 2021, issued an amendment to Ind AS 116-Leases, by inserting a Practical Expedient w.r.t "Covid-19-Related Rent Concessions" effective from the period beginning on or after April 01, 2020. Pursuant to the above amendment, the Company has elected to apply the Practical Expedient of not assessing the rent concessions as a lease modification for all the rent concession which are granted due to Covid-19 Pandemic and has recognized the impact of such rent concession as other income in the Statement of Profitand Loss.
2.25 BusinessCombination
Business combinations have been accounted for using the acquisition method under the provisions of Ind AS 103, Business Combinations. The cost of an acquisition is measured at the fair value of the assets transferred, equity instruments issued and liabilities incurred or assumed at the date of acquisition, which is the date on which control is transferred to the Company. The cost of acquisition also includes the fair value of any contingent consideration. Identifiable assets acquired, liabilities and contingent liabilities assumed in a businesscombination are measured initially at their fair value on the date of acquisition. Transaction costs that the Company incurs in connection with a business combination such as finder's fees, legal fees, due diligence fees, and other professional and consulting fees are expensed asincurred.
Business combination between entities under common control is accounted for using the pooling of interest method, the assets and liabilities of the combining entities are reflected at their carrying amounts. The only adjustments that are made are to harmonise accounting policies.
2.26 BorrowingCosts
Borrowing cost includes interest, amortisation of ancillary cost incurred in connection with the arrangement of borrowings and the exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized during the period of time that is required to completeand preparethe asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get readyfortheirintended useorsale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.
Other borrowing costs are expensed in the period in which they areincurred.
2.27 WarrantyCosts
Costs of warranty include the cost of labour, material and related overhead necessary to repair a product during the warranty period. The warranty period is usually one to three years. Costs related to warranty are expensed in the period in which they areincurred.
2.28 Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the
recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of theCompanyorthecounterparty.
2.29 Critical estimates andjudgements
The areas involving critical estimates or judgements are:
• Estimationofdeferredtaxassetsrecoverable
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the same can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits togetherwithfuturetaxplanning strategies.
The Company has not recognized deferred tax asset which is primarily on account of unused brought forward losses, in the absence of the reasonable certainty that taxable income will be generated in the near future to offset the losses if any, incurred by the Company. Refer note 36 for amounts of such temporary differences on which deferred tax assets are notrecognised.
• Estimation of defined benefit obligation
The cost of the defined benefit gratuity plan and other post-employment employee benefits and the present value of the gratuity obligation 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.
Theparameter most subject tochangeis 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 mortality rate is based on publicly available Indian Assured Lives Mortality (2006-08) Ultimate. 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 for the respective countries. Refer note 29 for key actuarial assumptions.
• Impairment of trade receivables, loans and otherfinancialassets
The impairment provisions for financial assets are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company's history, existing market conditions as well as forward
looking estimates at the end of each reporting period.
Refer note 27 on financial risk management where credit risk and related impairment disclosures are made.
Equity-settled share based payments
The Company initially measures the cost of equity settled transactions with employees using a Black Scholes Pricing Model to determine the fair value of the liability incurred. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determi¬ nation of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptionsaboutthem.
The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note no. 30.
(ii) Terms/Rights Attached to Equity Shares
The Company has only one class of Equity Shares having a par value of ^ 5/- each at the Balance Sheet Date. Each holder is entitled to one vote per share in case of voting by show of hands and one vote per Shares held in case of voting by poll/ballot. Each holder of Equity Share is also entitled to normal dividend (including interim dividend, if any) as may be declared by the company.
In the event of liquidation of company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distributions will be in proportion to the number of equity shares held by shareholder.
(iii) : to the provisions of the Companies Act, 2013, the issue of 5,218 Equity Shares are kept in abeyance corresponding to the respective shareholders holding of 1,04,371 equity shares in Future Retail Limited.
PRAXIS
HOME RETAIL UMITED
|
NOteS annexed to and forming part of the financial statements
|
|
(^ in Lakhs)
|
|
Particulars
|
As at
|
As at
|
| |
March 31, 2025
|
March 31, 2024
|
|
14. Other Equity
|
|
Capital Reserve
|
|
Opening Balance
|
7,968.34
|
7,968.34
|
|
Addition/(Appropriation) During The Year
|
1200.00
|
-
|
|
Closing Balance (A)
|
9,168.34
|
7,968.34
|
|
Security Premium
|
|
Opening Balance
|
12,197.71
|
10,150.62
|
|
Pursuant to the exercise of share options
|
-
|
76.36
|
|
Pursuant to the Rights Issue
|
-
|
2,459.28
|
|
Rights Issue Expenses
|
-
|
(206.69)
|
|
Preferential Issue Expenses
|
-
|
(281.87)
|
|
Pursuant to the Share Warrants
|
1,100.00
|
-
|
|
Closing Balance (B)
|
13,297.71
|
12,197.71
|
|
Capital Redemption Reserve
|
|
Opening Balance
|
5.00
|
5.00
|
|
Addition/(Appropriation) During The Year
|
-
|
-
|
|
Closing Balance (C)
|
5.00
|
5.00
|
|
Share- Based Payment Reserve (Refer Note No. 30)
|
|
Opening Balance
|
28.00
|
105.62
|
|
Share based payments
|
34.82
|
49.65
|
|
Options lapsed as per ESOP scheme
|
(5.75)
|
(50.91)
|
|
Exercise of share options - ESOP Plan 2021
|
-
|
(76.36)
|
|
Closing Balance (D)
|
57.07
|
28.00
|
|
Retained Earnings
|
|
Opening Balance
|
(32,377.51)
|
(23,808.08)
|
|
Profit/(Loss) For The Year
|
(3,497.85)
|
(8,571.25)
|
|
Options lapsed as per ESOP scheme
|
5.75
|
50.91
|
|
Other Comprehensive Income/(Loss) For The Year
|
-
|
|
|
Re-measurement Gain/(Loss) on Defined Benefit Plans
|
(55.57)
|
(49.11)
|
|
Income Tax relating to above
|
-
|
-
|
|
Closing Balance (E)
|
(35,925.17)
|
(32,377.51)
|
|
Money received against share warrants
|
|
|
|
Opening Balance
|
1,600.00
|
-
|
|
Money received against share warrants
|
1,687.50
|
1,600.00
|
|
Share Warrant converted to Equity
|
(1,600.00)
|
|
|
Money received against share warrants written back
|
(1,200.00)
|
|
|
Closing Balance (F)
|
(487.50)
|
1,600.00
|
|
Total (A B C D E F)
|
(12,909.56)
|
(10,578.44)
|
«ANNUALREPORT»
Nature and Purpose of Reserves:
a) Capital Reserve
During the financial year ended March 31, 2018, the capital reserve of W 7,968.34 Lakhs recognised due to demerger of retail hometown division, pursuant to the composite scheme of arrangement with Future Retail Limited. During the year ended March 31,2025, the respective warrant holder did not exercise the option to convert three crore equity share warrants within the conversion period ending on February 2, 2025. These equity share warrants were cancelled by the Company and application money amount of W1,200 lakhs received on August 2,2023was forfeited in terms of the issue of said warrants and treated as Capital Reserve.
b) CapitalRedemptionReserve
During the financial year ended March 31, 2018, the capital redemption reserve of W 5.00 Lakhs recognised due to demerger of retail hometown division, pursuant to the composite scheme of arrangement with Future Retail Limited.
c) SecurityPremium
Security premium is created to record a sum equal to the aggregate amount of its premium received on shares issued as per the Companies Act, 2013.
d) Share- Based Payment Reserve
This reserve relates to share options granted by the Company to its employees and directors under ESOP. Further information about share-based payments to employees is set out in Note no. 30.
e) Retainedearnings
This represents the surplus / (deficit) of the Statement of Profit and Loss. The amount that can be distributed by the Company as dividend to its equity shareholders is determined based on the separate Financial Statements of the Company and also considering the requirements of the Companies Act, 2013.
f) Money received against sharewarrants
This represents amount received on partial allotment of Equity Share Warrants to preferential investors on preferential allotment basis. (Refer note no. 45)
PRAXIS
HOME RETAIL UMITED
Notes annexed to and forming part of the financial statements for The Year Ended March 31, 2025 16 FINANCIAL LIABILITY-BORROWINGS (f in Lakhs)
|
Particulars
|
As at March 31, 2025
|
As at March 31, 2024
|
| |
Current Non Current
|
Current Non Current
|
|
Unsecured
|
|
Inter Corporate Deposits (Refer note A)
|
|
- From Related Parties
|
10,105.15 -
|
4,295.00 -
|
|
- From Others
|
1,678.00 -
|
3,128.00 -
|
|
Total
|
11,783.15 -
|
7,423.00 -
|
Security:
(a) Inter Corporate Deposits are repayable on demand secured by promisory note.
17 TRADE PAYABLES (? in Lakhs)
|
Particulars
|
As at March 31, 2025
|
As at March 31, 2024
|
|
Total Outstanding dues of Small and Micro Enterprises
|
1,487.51
|
2,068.51
|
|
Total Outstanding dues of Creditors other than Small and Micro Enterprises
|
7,929.72
|
12,317.92
|
|
Total
|
9,417.23
|
14,386.43
|
During the year 2018-19, the Nomination and Remuneration Committee ("NRC") of the Company had granted 4,66,500 options under the Praxis SVAR Plan - 2018 to director and employees of the Company. The options granted are convertible into equal number of equity shares of face value Rs.5/- each. The exercise price of each option is Rs.176/- (including Rs. 171/- as share premium). The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity- settled.
Thereafter, during the financial year 2019-20,2020-21,2021-22,2022-23,2023-24 & 2024-25, no stock options were granted under Praxis SVAR Plan - 2018.
Praxis EmployeeStockOption Plan-2021
The ESOP Plan titled as Praxis Home Retail Limited, Employee StockOption Plan - 2021 ("ESOP- 2021") was approved by the Board of Directors at its meeting held on October 27,2021 and the same was also passed by way of a special resolution by the Shareholders of the Company in terms of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 by way of postal ballot approved on December 12, 2021. In aggregate, 20,00,000 stock options were covered under the ESOP - 2021.
During the year 2021-22, the Nomination and Remuneration Committee ("NRC") of the Company had granted 12,05,000 options under the ESOP Plan - 2021 to director and employees of the Company. The options granted are convertible into equal number of equity shares of face value ^ 5/- each. The exercise price of each option is ^ 5/-. The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity-settled.
During the year 2022-23, the Nomination and Remuneration Committee ("NRC") of the Company has granted
1.00. 000 options under the ESOP Plan - 2021 to employee of the Company. The options granted are convertible into equal number of equity shares of face value ^ 5/- each. The exercise price of each option is ^ 5/-. The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity-settled.
Praxis Employee StockOption Plan-2024
The ESOP Plan titled as Praxis Home Retail Limited Employee Stock Option Plan - 2024 ("ESOP - 2024") was approved by the Board of Directors at its meeting held on November 11, 2024 and the shareholders at the Extra Ordinary General Meeting held on April 27, 2024. In aggregate, 30,00,000 stock options were covered under the ESOP - 2024.
During the year 2024-25, the Nomination and Remuneration Committee ("NRC") of the Company had granted
5.00. 000 options under the ESOP Plan - 2024 to director and employees of the Company. The options granted are convertible into equal number of equity shares of face value ^ 5/- each. The exercise price of each option is ^ 5/-. The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity-settled.
* As the effect of the weighted average number of potential equity share on account of ESOP and equity warrants are anti-dilutive in nature for year ended March 31, 2025 and March 31, 2024, the same is not considered in the calculation of weighted average number of equity shares for the Diluted EPS.
32. Leases:-
The Company has lease contracts for office, store premises and warehouses used in its operations, which has lease terms between 3 and 30 years. The Company's obligations under its leases are secured by the lessor's title to the leased assets. The Company also has certain leases of offices , store premises and warehouses with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the 'short-term lease' and 'lease of low-value assets' recognition exemptions for these leases.
The company has entered into variable lease agreements as it offers the opportunity to optimize the costs in the inception stage of store operations. All variable lease agreements are calculated as a pre¬ defined percentage on the net sales.
(e) The Company has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company's business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised.
36. Unclaimed Fractional Share Money
Pursuant to the Composite Scheme of Arrangement, the Company had appointed a Trustee M/s Anant Gude& Associates, to deal with the fractional shares of the Company. The total number of fractional shares worked out to 17,061 equity shares. Accordingly, on April 4,2018 the Trustee sold 17,061 equity shares for a total value of ^ 35.47 Lakhs. As per the certificate received from the Trustee, out of the total warrants issued towards disbursement of amount pertaining to fractional shares, ^ 3.31 Lakhs of the value is still pending to be claimed by the shareholders. The balance amount has been shown as current financial liability in the financial statements. This balance has been kept in a separate bank account.
2. Significant Related Party Transactions
A. Purchases includes purchase from Future Retail Limited W Nil (2024: W 3.86 lakhs), Smartsters Private Limited W 151.93 lakhs (2024: W 320.43 lakhs) & Transportation and Warehousing services includes to Future SupplyChain Solutions Limited W Nil (2024: W 690.48 lakhs).
B. Other Income includes income from U2L Learning Solutions Limited (Rental Income) W 1.95 lakhs (2024: W 9.20 lakhs).
C. Rent expenses from Future Market Networks Limited W 100.32 lakhs (2024: W 119.07 lakhs) and Ojas Tradelease and Mall Management Private Limited W 25.03 lakhs (2024: W 37.92 lakhs).
D. Other Expenses from U2L Learning Solutions Limited (Training & Development Expenses) W 13.85 lakhs (2024: W 65.23 lakhs), Future Market Network Limited W 1.16 lakhs (Advertisement Expenses) (2024: W 3.83 lakhs), Future Ideas Company Limited (Employee welfare expenses) W 0.14 lakhs (2024: W 0.28 lakhs).
E. Insurance Premium paid to Future Generali India Insurance Company Limited W Nil (2024: W 10.62 lakhs).
F. Interest expenses include interest paid/payable to Future Capital Investment Private Limited W Nil (2024: W 128.68 lakhs), FDRT Consultancy Services Limited W Nil (2024: W 98.89 lakhs), Future Hospitality Private Limited W Nil (2024: W 55.63 lakhs), Future Market Networks Limited W 41.42 lakhs (2024: W 0.39 lakhs), Nubusiness Ventures Private Limited W Nil (2024: W 104.75 lakhs) ,Surplus Finvest Private Limited W Nil (2024: W 78.82 lakhs) and Suhani Mall Management Company Pvt Ltd W 28.70 (2024: W Nil). During the year related parties of the Company, have agreed to waive the interest accrued on the loan from April 1, 2024 till December 31,2024 aggregating to W 466.33 lakhs.
G. Inter-Corporate Deposit Taken from Future Capital Investment Private Limited W Nil (2024: W 1300.00), FDRT Consultancy Services Limited W 525.00 lakhs (2024: W 1,440.00 lakhs), Future Hospitality Private Limited W Nil (2024: W 900.00 lakhs), Future Market Networks Limited W 168.00 lakhs (2024: W 250.00 lakhs), Nubusiness Ventures Private Limited W 79.61 lakhs (2024: W 400.00 lakhs), Surplus Finvest Private Limited W 800.00 lakhs (2024: W 150.00 lakhs), Suhani Mall Management Company Pvt Limited W 380.00 (2024: W Nil), Cutcost Consumers Private ltd W 350.00 (2024: W Nil) and Niyman Mall Management Company W
983.00 (2024: W Nil).
H. Inter-Corporate Deposit Repaid to FDRT Consultancy Services Limited S Nil (2024: S 880.00 lakhs), Surplus Finvest Private Limited S 403.00 lakhs (2024 : S 1485.00 lakhs) and Future Hospitality Private Limited S 70.00 (2024: S Nil)
I. Liabilities no longer required written back includes amount against Ojas Tradelease and Mall Management Private Limited S Nil (2024: S 96.06 lakhs) ,Future Lifestyle Fashions Limited S 907.15 lakhs (2024: S Nil), Future Retail Limited S 240.57 lakhs (2024: S Nil), Future Supply Chain Solutions Limited S 1519.71 lakhs (2024: S Nil), Nufuture Digital (India) Limited S 24.52 lakhs (2024: S Nil) and Future Brands Limited S1.76lakhs (2024: S Nil).
J. Expenses incurred in behalf of related parties includes amount paid on behalf of Future Lifestyle Fashions Limited S Nil (2024: S 448.34 lakhs).
K. Managerial Remuneration includes Mr. Ashish Bhutda S 24.90 lakhs (2024: S Nil) Mr. Mahesh Shah S Nil (2024: S 139.33 lakhs), Mr. Swetank Jain S 69.05 lakhs (2024: S 110.19 lakhs), Mr. Samir Kedia S 112.56 lakhs (2024: S 106.30 lakhs), Mr. Vimal Dhurve S 26.72 lakhs (2024: S Nil) and Ms. Sanu Kapoor S 11.25 lakhs (2024: S 34.13 lakhs).
Director Sitting fees paid to Mr. Mahesh Shah S 0.60 lakhs (2024: S 1.50 lakhs), Mr. Jacob Mathew S 3.00 lakhs (2024: S 4.10 lakhs), Mr. Harminder Sahni S Nil (2024: S 3.90 lakhs), Ms. Anou Singhvi S 1.70 lakhs (2024: S 3.20 lakhs), Ms. Lynette Monteiro S 1.20 lakhs (2024: S 1.80 lakhs), Mr. Samson Samuel S 2.00 lakhs (2024:S2.40 lakhs) and Mr. Vijay Singh Dugar S1.90 lakhs (2024:S Nil)
Outstanding Balance as on 31st March,2025:
A. Equity shares held in the Company - Surplus Finvest Private Limited S 1,226.19 lakhs (2024:S 1,479.85 lakhs), Future Corporate Resources Private Limited S 20.78 lakhs (2024: S 20.78 lakhs), Future Hospitality Private Limited S Nil lakhs (2024: S 225.67 lakhs), Kishore Biyani S 0.01 lakhs (2024: S 0.01 lakhs)
B. Security Deposit receivable from Future Enterprises Limited, amounting to S 10,100.00 lakhs (2024: S
10.100.00 lakhs) and Future Market Network Limited, amounting to S 49.74 lakhs (2024: S 49.74 lakhs).
C. Trade Payables includes payable to Future Supply Chains Solutions Limited of S Nil (2024: S 1,519.71 lakhs), Future Lifestyle Fashions Limited S Nil (2024: S 610.59 lakhs) and Provisions S Nil (2024: S 729.05 lakhs), Future Retail Limited S Nil (2024: S 240.47 lakhs), Smartsters Private Limited S 52.81 lakhs (2024: S 133.90 lakhs), Ojas Tradelease and Mall Management Private Limited S Nil (2024: S Nil) and Provisions of S 39.54 lakhs (2024: S 17.01 lakhs), Future Market Networks Limited S 58.91 lakhs (2024: S 80.86 lakhs) and Provisions S 6.74 lakhs (2024: S 5.21 lakhs), Nufuture Digital (India) Limited of S Nil (2024: S 24.52 lakhs), U2L Learning Solutions Limited S Nil (2024: S 15.28 lakhs) and Future Brands Limited S Nil (2024: S 1.76 lakhs).
D. Advances given includes lease rental advances to Future Enterprises Limited S 331.97 lakhs (2024: S 331.97 lakhs) and Ojas Tradelease and Mall Management Private Limited S 36.40 lakhs (2024: S 11.95 lakhs).
E. Provision for Doubtful Advances against lease rental advances given to Future Enterprises Limited S
300.00 lakhs (2024: S 300.00 lakhs).
F. Inter-Corporate Deposit Taken (including Interest accrued) Outstanding from Future Capital Investment Private Limited S 1,370.39 lakhs (2024: S 1,370.39 lakhs), FDRT Consultancy Services Limited S 1,112.32 lakhs (2024: S 590.32 lakhs), Future Hospitality Private Limited S 878.73 lakhs (2024: S 948.73 lakhs), Future Market Networks Limited S 459.71 lakhs (2024: S 250.35 lakhs), Nubusiness Ventures Private Limited S 1,017.42 lakhs (2024: S 948.73 lakhs), Surplus Finvest Private Limited S 779.54 lakhs (2024: S 402.54 lakhs), Cutcost Consumer Pvt Limited S 3,444.71 lakhs (2024: S Nil), Niyman Mall Management Co. S 983.00 lakhs (2024: S Nil) and Suhani Mall Management Company Pvt Ltd S 405.83 lakhs (2024: S Nil).
39. Commitmentsand Contingent Liabilities (l) Commitments
a. Leases - Operating Lease commitments - Company as lessee
The Company has entered into lease agreement and its undiscounted present value of the lease rental for the non-cancellable term is 5 1,220.45 Lakhs (2024: 5 444.00 Lakhs).
b. Capital Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for as on March 31,2025:
Capital Commitments - 5 9.81 lakhs (2024:5 356.43 lakhs)
(ii) ContingentLiability:
(a) The Company has not provided for Income Tax demand demand excluding contingent interest of 5 113.80 lakhs (2024:5113.80 lakhs) which is pending before CIT Appeals & for GST Tax demand of 5 670.62 lakhs (2024:5 Nil) which is pending before GST Appellate Authorities.
(b) On November 27,2020, The Company has received demand notice from the Directorate General of Anti Profiteering department wherein the department has stated that the Company has contravened the provisions of Section 171(1) of the Central Goods and Service Tax Act, 2017 and the benefit of the rate reduction in GST from 28% to 18% was not passed on to the recipients by increasing the base price of the products. As per the report the total amount of profiteering covered for the period 15.11.2017 to 30.09.2019 has been worked out to 5 368 Lakhs. The Company has submitted its reply on January 18, 2021 to National Anti-Profiteering Authority (GST). The Company was granted personal hearing in the matter by National Anti-Profiteering Authority (GST) on April 7,2022. Pursuant to the said hearing, the Company has argued and submitted its reply vide letter date April 12,2022 to emphasize the fact that the benefit of GST rate change was duly passed on to the customers. Further clarification was required by the Directorate General of Anti Profiteering department on November 3, 2022, for which Company has submitted its reply vide letter date November 17,2022. Final order is awaited in this regard.
(c) Based on consultation with the legal advisors of the Company, the management believes that the tax authorities are not likely to be able to substantiate their tax assessments / demands & accordingly it has not provided for these tax demands at the Balance sheet date.
(d) In FY 2021-22, an operational creditor filed an application under IBC with NCLT, Mumbai bench for alleged non-payment of its dues (including interest) amounting to ? 100.65 lakhs. However, the total outstanding as per the Company's books is only ? 0.83 lakhs. As at March 31,2025, the said matter was pending before the NCLT.
(e) The Company is a party to various legal proceedings in normal course of business and does not expect the outcome ofthese proceedings to have any adverse effect on its financial conditions, results of the operations or cash flow. Amounts of such disputesare unascertainable.
40. During the Financial Year 2022-23, tenure of a lease rental agreement entered by the Company with a related party - Future Enterprises Limited (Lessor) pursuant to the demerger of business and assignment of the original lease arrangement expired on November 30, 2022. The Company has security deposits of ? 10,100 lakhs receivable from the Lessor. The Company continues to hold the possession of the Stores leased assets (PPE) from the Lessor. The Company has made follow up with the Lessor for transfer of Stores leased assets and recovery of security deposit amount. In the year 2023, the Company obtained a valuation report from an independent professional firm under which the value of these assets were more than the amount of security deposit. The Company has considered the security deposits amount is good and adequately receivable against realizable value of these assets. Further, no lease rental charges are liable to be paid in view of expiration of the agreement with the Lessor. Accordingly, no provision towards lease rental has been provided in the books of accounts. Further it may also be mentioned that post expiry of lease term the Lessor has been referred under Corporate Insolvency Resolution Process with effect from February 27, 2023. The Resolution Professional ("RP") of the said Lessor has filed an Interlocutory Application (IA) in Company Petition (IB) No.513/NCLT/MB/2022 on January 9, 2025, before the National Company Law Tribunal, Mumbai bench (NCLT) under the IBC, 2016 against, amongst others, the Promoter of the Company and the Company. In the said IA, the RP has, inter alia, claimed the lease rental amounting to ? 4577.35 lakhs from the Company for the in-store retail infra assets leased by the Lessor to the Company. The said IA is challenged on the grounds that the RP has relied upon the unauthenticated, unsiged and incomplete Transaction Audit report. The Company is in the process of filing its reply disputing all the claims.
41. IndAS115: Revenue from contracts with customers
The application of Ind AS 115 did not have any significant impact on recognition and measurement of revenue and related items in the standalonefinancial statements.
" 1. Disintegrated revenue information
Set out below is the disaggregation of the Company's revenue from contracts with customers:
Note - During year ended March 31,2025, revenue recognized is ^ 1,047.00 lakhs and advances collected is ^ 507.11 lakhs. During year ended March 31,2024, revenue recognized is ^ 1,144.10 lakhs and advances collected is ^1,047.00 lakhs.
42. Costs of warranty include the cost of labour, material and related overhead necessary to repair a product during the warranty period. The Company has deployed an in-house staff for to repair the products under warranty period. The Company being a trader have back to back warranty agreements with the parties for all the products it sales. Further the Company's cost on stores and spares based on the actual expenses incurred itself is not material and is further insignificant related to products which are under warranty period of more than one year. Hence the Company does not make any provision for warranties in accordance with in accordance with Ind AS 37 and expense out the cost on an actual basis.
43. The Company has incurred a cash loss of ^ 4542.46 lakhs during the year ended March 31, 2025. Further, its current liabilities exceed its current assets which indicate a material uncertainty exists that may cast a significant doubt on the Company's ability to continue as a going concern. In the current year, the Company has raised funds through issue of share warrants amounting to ^ 487.50 lakhs, issue of equity shares amounting to Rs 1200 lakh and also announced raising further funds under Rights Issue to improve its liquidity position. Further, the Company is committed to improve its operational efficiency to boost sales, reduce cost and to explore various possible options to raise the funds. These together are expected to bring finanical stability and improve the networth enabling the Company to meet all obligations. Accordingly, the financial results of the Company have been prepared on a going concern basis.
44. RightsIssue
a) The Board of Directors of the Company approved Rights Issue for an aggregate amount of ^ 4,958.00 Lakh. The Company has received necessary in-principle approvals of the Stock Exchanges. Subsequent to such approvals, the Company has fixed issue price of Rs.10/- per equity share under the Rights Issue. However, as at March 31,2025, the issue was pending to open for subscription.
b) The Company in its Letter of Offer dated May 26,2023 offered 4,91,85,572 Equity shares byway of rights issue at a face value of ^ 5 each and a price of ^ 10 per equity share (including a premium of ^ 5 per equity share). The issue opened on June 6,2023 and closed on June 14,2023. The Company allotted 4,91,85,572 equity shares of face value of ^ 5 each on the basis of allotment approved by Committee of Directors of the Board of Directors of the Company on June 22, 2023, aggregating to ^ 4,918.55 Lakhs including Securities Premium of ^ 2,459.28 Lakhs. As on March 31,2024, the net proceeds has been fully utilised towards the stated objectives of repayment of outstanding trade payables and general corporate purposes.
45. PreferentialAllotment
a) Pursuant to the Shareholders' approval at the Extra Ordinary General Meeting held on April 27,2024, the Company on May 9,2024 issued and allotted 45,07,629 Share Warrants at an issue price of ^ 43.26 per Share Warrant to the Specified Investor - Bennett, Coleman and Company Limited on preferential allotment basis, on receipt of 25% (^ 487.50 lakhs) of the total consideration price (^ 1950 lakhs) for the Share Warrants. The Warrants shall be converted into equivalent number of equity shares at a conversion price of ^ 43.26 per equity share on receipt of the remaining consideration of 75% within a period of 18 months from the date of allotment of Share Warrants.
b) Pursuant to the terms of 4,00,00,000 Share Warrants issued and allotted in 2023-24, a holder of the said Share Warrants exercised the option to convert 1,00,00,000 Share Warrants into equity shares by paying remaining 75% amount thereon and accordingly, the Company allotted 1,00,00,000 equity shares on October 15,2024 at an issue price of Rs.16 per equityshare.
46. SubsequentEvents
i. After close of the Finanical Year 2024-25, the Chief Financial Officer of the Company resigned w.e.f. April 30,2024.
ii. Pursuant to approval of the Board of Directors, the Shareholders at the Extra Ordinary General Meeting held on March 13, 2025 had approved to issue 52,88,900 equity shares at an issue price of Rs.23.19 per equity share to various trade creditors of the Company on a preferential basis ("Preferential Issue"). The said Preferential Issue was subject to, inter alia, receipt of 'in-principle approvals' of the Stock Exchanges under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations") and achieving requisite compliances with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (the "ICDR Regulations"). Subsequent to the passing of special resolution by the shareholders, the Company was in receipt of a specific query from BSE Limited with respect to compliance with regulation 163(3) of the ICDR Regulations regarding issuance of equity shares for 'consideration other than cash'. The Company responded stating that issue of new shares against settlement of trade liabilities is to be considered for 'cash' and therefore, do not attract provisions of regulation 163(3) of ICDR Regulations. However, BSE Limited did not agree with the interpretation and accordingly, has closed the application of the Company on 22nd April 2025, upon expiry of given timeframe, without according "in-principle approval" for the Preferential Issue as required under regulation 28 of Listing Regulations. In view of closure of application for'in-principle approval' by BSE Limited, the special resolution passed by the shareholders for allotment under Preferential Issue was not acted upon.
47. As on the balance sheet date (current year and previous year), the Company has reversed the inventories which were purchased on Sale or Return basis (SOR) basis of ^ 1,183.60 lakhs and ^ 2,277.83 lakhs respectively along with the simultaneous reversal of such amounts from purchases / trade payables.
48. Exceptional items for the year ended March 31,2024 includes ^ 838.51 lakhs reversal of overheads. The Company had a practice to load the overheads, under standard cost method, in the inventories by increasing the costs of purchases of stock in trade, including costs which were yet to be incurred by it. Subsequently, as and when the actual costs were incurred towards supply chain for such purchases, they were getting added at that point in time with the cost of purchases of stock in trade, rather than being charged in the respective line items of statement of profit & loss. From year ended March 31,2024 onwards, to comply with the requirements of Ind AS, the Company has stopped such practice and has identified and reversed all such overheads aggregating to ^ 838.51 lakhs which were lying in its opening inventories of ? 6,633.64 lakhs.
49. Balances of Trade Payables and Other Receivables are subject to confirmations and reconciliation, if any. Such reconciliation, in the opinion of the management, are not likely to be material and will be carried out as and when ascertained.
50. The Company does not have any transactions with the companies struck off under section 248 of Companies Act, 2013 during the year ended March 31,2025. However, it had a transaction of ^ 4.76 Lakhs with Veteran Facility Management Pvt. Ltd. (a company struckoff under section 248 of Companies Act, 2013) during year ended March 31,2023.
51. During the year, the performance of the Company was abnormal due to shortage of inventory and liquidity. Pursuant to which there is an increase in losses in the current year as compared to the preceding periods. Most of the stores of the Company were running into losses during this period, which may trigger up the requirement for providing impairment on Right of Use (ROU) Assets of ^ 12,581.29 lakhs. However, The Company has received necessary in-principle approvals of the Stock Exchanges for the Right issue amounting to ^ 4,918.55 lakhs. Subsequent to such approvals, the Company has fixed issue price of Rs.10/- per equity share under the Rights Issue. However, as at March 31,2025, the issue was pending to open for subscription.The Company is confident that the liquidity and profitability position of the Company will improve in the next financial year. And hence, it envisages that there may not be a need arising to provide any impairment on ROU in the current financial year.
52. Resolution Professional (rp) of Future Lifestyle Fashions Limited ("FLFL") has filed an Interlocutory Application against the Promoter, Mr. Kishore Biyani and Praxis Home Retail Limited ("Respondents") before Hon'ble National Company Law Tribunal, Mumbai Bench ("NCLT"), in the matter relating to Corporate Insolvency Resolution Process initiated against FLFL,
which is received by the Company on 4 January 2024. In the said Interlocutory Application filed against the Respondents, the RP has prayed to NCLT to treat the transactions carried out by the erstwhile directors of the Corporate Debtor as fraudulent transactions, in accordance with Section 66 of the Code and has sought directions from NCLT directing the Respondents to pay the amount due to FLFL to the tune of ? 23.21 Crore along with interest. The Company is in the process of seeking legal advice and is taking appropriate steps to contest this matter. Till the time the claim is not substantiated, it is considered as contingent liability.
53. OtherStatutoryinformations
i. The Company does not have any transaction which are not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income-tax Act, 1961.
ii. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
iii. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party company (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
iv. During the year the company is not declared wilful defaulter by any bank or financial institution or other lender.
v. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
vi. The Company has not traded or invested in crypto currency or virtual currency during the financial year.
vii. The Company has not defaulted in repayment of loans or other borrowings or payment of interest thereon to any lender.
viii. The Company does not have any Benami property, where any proceeding has been initiated or pending againstthecompanyfor holding anyBenami property.
ix. Corporate Social Responsibility (CSR) - As per the section 135 of the Companies Act 2013, the Company is required to spend ? Nil (2024: ? Nil) towards CSR based on profitability of the Company, against thesame? Nil has been spent bytheCompany.
55. Recent accounting pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. During the year ended March 31, 2025, MCA has notified Ind AS 117 - Insurance Contracts and amendments to Ind As 116 - Leases, relating to sale and lease back transactions, applicable from April 1,2024. The Company has assessed that there is no significant impactonitsfinancialstatements.
56. Previousyearfigures
Previous years figures have been regrouped or reclassified wherever necessary to conform to current year's presentation which are not considered to be material to the Financial Statements.
As per our report of even date attached For and on behalf of Board of Directors
Praxis Home Retail Limited
CIN: L52100MH2011PLC212866
For Singhi & Co. Ashish Bhutda Samson Samuel
Chartered Accountants Chief Executive Officer and Chairman &
Firm Registration No. 302049E Whole Time Director Non- Executive Director
DIN: 10810844 DIN: 07523995
Ravi Kapoor
Partner Vimal Dhruve
Membership No.: 040404 Company Secretory
Place:Mumbai Date: May 12, 2025
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