Provisions are recognised when the Company hasa present legal or constructive obligation as a resultof past events, it is probable that an outflow ofresources embodying economic benefits will berequired to settle the obligation and the amountcan be reliably estimated. Provisions are notrecognised for future operating losses.
Provisions are measured at the present value ofmanagement's best estimate of the expenditurerequired to settle the present obligation at the endof the reporting period. The discount rate used todetermine the present value is a current pre-taxrate that reflects current market assessment of thevalue of moneyand the risks specific to the liability.
A contingent liability is a possible obligation thatarises from past events whose existence will beconfirmed by the occurrence or non-occurrence ofone or more uncertain future events beyond thecontrol of the Companyor a present obligation that
is not recognized because it is probable that anoutflow of resources will not be required to settle theobligation. However, if the possibility of outflow ofresources, arising out of present obligation, isremote, it is not even disclosed as contingentliability.
A contingent liability also arises in extremely rarecases where there is a liability that cannot berecognized because it cannot be measuredreliably. The Company does not recognize acontingent liability but discloses its existence in thenotes to financial statements. A Contingent asset isnot recognized in financial statements, however,the same are disclosed where an inflow ofeconomic benefit is probable.
a) Functional and presentation currency
Items included in the financial statements ofthe Company are measured using the currencyof the primary economic environment in whichthe entity operates. The functional currency ofthe Company is the Indian Rupee. The financialStatementsare presented in Indian Rupees.
Foreign currency transactions are translatedinto the functional currency using the exchangerates at the dates of the transactions. Foreignexchange gains and losses resulting from thesettlement of such transactions and from thetranslation of monetary assets and liabilitiesdenominated in foreign currencies at year endexchange rates are recognised in theStatement of Profit and Loss.
All foreign exchange gains and losses arepresented in the Statement of Profit and Loss ona net basis.
Basic earnings per equity share are computed bydividing the net profit attributable to the Equityshareholders of the Company by the weightedaverage number of equity shares outstandingduring the period.
For calculating diluted earnings per share, the netprofit or loss for the period attributable to equity
shareholders is adjusted for after income tax effectof interest and other financing costs associatedwith dilutive potential equity shares and theweighted average number of shares outstandingduring the period are adjusted for the effects of alldilutive potential equityshares.
Income tax expense for the year comprises ofcurrent tax and deferred tax.
CurrentTax
Current Income Tax for the current and prior periodis recognised at the amount expected to be paid toor recovered from the tax authorities, using the taxrate and tax laws that have been enacted orsubstantivelyenacted by the Balance Sheet date.
Current tax is recognised in statement of profit orloss, except when they relate to items that arerecognised in other comprehensive income ordirectly in equity, in which case, the current tax isalso recognised in other comprehensive income ordirectly in equity respectively. Where current taxarises from the initial accounting for a businesscombination, the tax effect is included in theaccounting for the business combination.
Current tax assets and tax liabilities are offset wherethe entity has a legally enforceable right to offsetand intends either to settle on a net basis, or torealise the asset and settle the liabilitysimultaneously.
Deferredtax
Deferred tax is provided using the balance sheetapproach on temporary differences at thereporting date between the tax bases of assets andliabilities and their carrying amounts for financialreporting purposes at the reporting date.
Deferred tax assets are recognised for alldeductible temporary differences, the carryforward of unused tax credits and any unused taxlosses. Deferred tax assets are recognised to theextent that it is probable that taxable profit will beavailable against which the deductible temporarydifferences, and the carry forward of unused taxcreditsand unused taxlossescan be utilized.
Deferred tax assets and liabilities are measured atthe tax rates that are expected to apply in the yearwhen the asset is realized or the liability is settled,based on tax rates (and tax laws) that have beenenacted or substantively enacted at the reportingdate.
Deferred tax relating to items recognised outsidethe statement of profit and loss is recognisedoutside the statement of profit and loss. Deferredtax items are recognised in correlation to theunderlying transaction either in other compre¬hensive income or directly in equity.
Deferred tax assets and deferred tax liabilities areoffset if a legally enforceable right exists to set offcurrent tax assets against current income taxliabilities and the deferred taxes relate to the sametaxable entity and the sametaxation authority.
(i) ShortTermEmployeeBenefits
Liabilities for wages and salaries,including non¬monetary benefits that are expected to besettled wholly within 12 months after the end ofthe period in which the employees render therelated service are recognised in respect ofemployees' services up to the end of thereporting period and are measured at theamounts expected to be paid when theliabilities are settled. The liabilities arepresented as short term employee benefitobligations inthebalancesheet
(ii) Post-EmploymentBenefits
The following are the post-employmentschemes:
(a) defined benefit plans such as gratuityand
(b) defined contribution plans such asprovident fund, ESIC, LWF.
The liability or asset recognised in the balancesheet in respect of defined benefit gratuity plans isthe present value of the defined benefit obligationat the end of the reporting period .The definedbenefit obligation is calculated annually by
actuaries using the projected unit credit method.The present value of the defined benefit obligationis determined by discounting the estimated futurecash outflows by reference to market yields at theend of the reporting period on government bondsthat have terms approximating to the terms of therelated obligation. The net interest cost iscalculated by applying the discount rate to the netbalance of the defined benefit obligation This costis included in employee benefit expense in theStatement of Profit and Loss. Re-measurement ofgains and losses arising from experienceadjustments and changes in actuarialassumptions are recognised in the period in whichthey occur, directly in other comprehensiveincome. They are included in retained earnings inthe statement of changes in equity and in thebalance sheet. Changes in the present value of thedefined benefit obligation resulting from planamendments or curtailments are recognisedimmediately in profit or lossas past service cost.
The Company pays provident fund contributions topublicly administered provident funds as per localregulations. The Company has no further paymentobligations once the contributions have been paid.
The contributions are accounted for as definedcontribution plans and the contributions arerecognized as employee benefit expense whenthey are due. Prepaid contributions are recognizedas an asset to the extent that a cash refund or areduction inthe future payments is available.
The liabilities for earned leave and sick leaveare not expected to be settled wholly within 12months after the end of the reporting period inwhich the employees render the relatedservice. They are therefore measured as thepresent value of expected future payments tobe made in respect of services provided byemployees up to the end of the reporting periodusing the projected unit credit method. Thebenefits are discounted using the market yieldsat the end of the reporting period that havetermsapproximating to the terms ofthe related
obligation. Re-measurements as a result ofexperience adjustments and changes in actuarialassumptions are recognised in the Statement ofProfit and Loss.
The obligations are presented as current liabilitiesin the balance sheet if the entity does not have anunconditional right to defer settlement for at leasttwelve months after the reporting period,regardless of when the actual settlement isexpected to occur.
Equity-settled share based payments toemployees and others providing similar servicesare measured at the fair value of the equityinstruments at the grant date. Details regarding thedetermination of the fair value of equity-settledshare based payments transactions are set out innote30.
The fair value determined at the grant date of theequity-settled share based payments is expensedon a straight line basis over the vesting period,based on the Company's estimate of equityinstruments that will eventually vest, with acorresponding increase in equity. At the end ofeach reporting period, the Company revises itsestimate of the number of equity instrumentsexpected to vest. The impact of the revision of theoriginal estimates, if any, is recognised inStatement of Profit and Loss such that thecumulative expenses reflects the revised estimate,with a corresponding adjustment to the ShareBased Payments Reserve.
The dilutive effect of outstanding options isreflected as additional share dilution in thecomputation ofdiluted earnings per share.
Statement of Cash flows are reported using theindirect method, whereby profit for the period isadjusted for the effects of transactions of a non¬cash nature, any deferrals or accruals of past orfuture operating cash receipts or payments anditem of income or expenses associated withinvesting or financing cash flows. The cash flowsfrom operating, investing and financing activities of
the Company are segregated based on availableinformation.
For the purpose of presentation in the Statement ofCash Flows, cash and cash equivalents includescash on hand, deposits held at call with financialinstitutions, other short-term highly liquidinvestments with original maturities of threemonths or less that are readily convertible to knownamounts of cash and which are subject to aninsignificant riskofchangesinvalue.
Ind AS 116 sets out the principles for the recognition,measurement, presentation and disclosure ofleases and requires lessees to account for all leasesunder a single on-balance sheet model similar tothe accounting for finance leases under Ind AS 17.The standard includes two recognition exemptionsfor 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 inceptionwhether a contract is or contains a lease. That is, ofthe contract conveys the right to control the use ofan identified asset for a period of time in exchangefor consideration.
Where the Companyis the lessee:
The Company's lease asset classes primarilyconsists of leases for stores, warehouses andoffices taken on lease. The Company assesseswhether a contract contains a lease, at inception ofa contract and period to be considered forrecognition of lease liability and right-of-useassets. At the date of commencement of lease, theCompany recognise a right-of-use asset ("ROU")and a corresponding lease liability for all leasearrangement in which it is a lessee except for leaseswith a non-cancellable term of twelve months orless (short-term leases) and low value leases. Forthese short-term leases which have term less than12 months and low value leases, the Companyrecognizes the lease payments as an operatingexpense on a straight-line basis over the term ofthelease.
The lease liability is initially measured at the presentvalue of the lease payments (including Common
Area Maintenance) that are not paid at thecommencement date, discounted by using the rateimplicit in the lease. If this rate cannot be readilydetermined, the Company uses its incrementalborrowing rate. The lease liability is subsequentlymeasured by increasing the carrying amount toreflect interest on the lease liability (using theeffective interest method) and by reducing thecarrying amount to reflect the lease paymentsmade.
The Company remeasures the lease liability (andmakes a corresponding adjustment to the relatedright-of-use asset) whenever:
• The lease term has changed or there is asignificant event or change in circumstancesthat is within the control of the Company affectswhether the lessee is reasonably certain toexercise an option not previously included in itsdetermination of the lease term, or not toexercise an option previously included in itsdetermination of the lease term., in which casethe lease liability is remeasured by discountingthe revised lease payments using a reviseddiscount rate.
• A lease contract is modified and the leasemodification is not accounted for as a separatelease, in which case the lease liability isremeasured based on the lease term of themodified lease by discounting the revised leasepayments using a revised discount rate at theeffective date of the modification. The effectivedate of the modification is the date when boththe parties agree to the lease modification andisaccounted for inthat point in time.
The right-of-use assets comprise the initialmeasurement of the corresponding lease liability,lease payments (including Common AreaMaintenance) made at or before the commen¬cement day, less any lease incentives received andany initial direct costs. They are subsequentlymeasured at cost less accumulated depreciationand impairment losses. Right-of-use assets aredepreciated over the non-cancellable period orleaseterm as per the managementassessment.
The Company applies Ind AS 36 to determinewhether a right-of-use asset is impaired and
accounts for any identified impairment loss asdescribed in the 'Impairment of Non-FinancialAssets'policy.
Variable rentals that do not depend on an index orrate, are recognised as expenses in the periods inwhich they are incurred
Leases in which the Company does not transfersubstantially all the risks and rewards incidental toownership of an assets are classified the asset areclassified as operating leases. Rental incomearising is accounted for on a straight line basis overthe lease terms. Initial direct costs incurred innegotiating and arranging on operating lease areadded to the carrying amount of the leased assetand recognized over the lease term on the samebasis as rental income. Contingent rents arerecognized as revenue in the period in which theyare earned.
The Ministry of Corporate Affairs vide notificationdated July 24, 2020 and June 18, 2021, issued anamendment to Ind AS 116-Leases, by inserting aPractical Expedient w.r.t "Covid-19-Related RentConcessions" effective from the period beginningon or after April 01, 2020. Pursuant to the aboveamendment, the Company has elected to applythe Practical Expedient of not assessing the rentconcessions as a lease modification for all the rentconcession which are granted due to Covid-19Pandemic and has recognized the impact of suchrent concession as other income in the Statementof Profitand Loss.
Business combinations have been accounted forusing the acquisition method under the provisionsof Ind AS 103, Business Combinations. The cost of anacquisition is measured at the fair value of theassets transferred, equity instruments issued andliabilities incurred or assumed at the date ofacquisition, which is the date on which control istransferred to the Company. The cost of acquisitionalso includes the fair value of any contingentconsideration. Identifiable assets acquired,liabilities and contingent liabilities assumed in abusinesscombination are measured initially attheir fair value on the date of acquisition.Transaction costs that the Company incurs inconnection with a business combination such asfinder's fees, legal fees, due diligence fees, andother professional and consulting fees areexpensed asincurred.
Business combination between entities undercommon control is accounted for using the poolingof interest method, the assets and liabilities of thecombining entities are reflected at their carryingamounts. The only adjustments that are made areto harmonise accounting policies.
Borrowing cost includes interest, amortisation ofancillary cost incurred in connection with thearrangement of borrowings and the exchangedifferences arising from foreign currencyborrowings to the extent they are regarded as anadjustment to the interest cost. General andspecific borrowing costs that are directlyattributable to the acquisition, construction orproduction of a qualifying asset are capitalizedduring the period of time that is required tocompleteand preparethe asset for its intended useor sale. Qualifying assets are assets thatnecessarily take a substantial period of time to getreadyfortheirintended useorsale.
Investment income earned on the temporaryinvestment of specific borrowings pending theirexpenditure on qualifying assets is deducted fromthe borrowing costs eligible for capitalization.
Other borrowing costs are expensed in the period inwhich they areincurred.
Costs of warranty include the cost of labour,material and related overhead necessary to repaira product during the warranty period. The warrantyperiod is usually one to three years. Costs related towarranty are expensed in the period in which theyareincurred.
Financial assets and liabilities are offset and the netamount is reported in the balance sheet wherethere is a legally enforceable right to offset the
recognised amounts and there is an intention tosettle on a net basis or realise the asset and settlethe liability simultaneously. The legally enforceableright must not be contingent on future events andmust be enforceable in the normal course ofbusiness and in the event of default, insolvency orbankruptcy of theCompanyorthecounterparty.
The areas involving critical estimates orjudgements are:
Deferred tax assets are recognised for unusedtax losses to the extent that it is probable thattaxable profit will be available against whichthe same can be utilised. Significantmanagement judgement is required todetermine the amount of deferred tax assetsthat can be recognised, based upon the likelytiming and the level of future taxable profitstogetherwithfuturetaxplanning strategies.
The Company has not recognized deferred taxasset which is primarily on account of unusedbrought forward losses, in the absence of thereasonable certainty that taxable income willbe generated in the near future to offset thelosses if any, incurred by the Company. Refernote 36 for amounts of such temporarydifferences on which deferred tax assets arenotrecognised.
The cost of the defined benefit gratuity plan andother post-employment employee benefitsand the present value of the gratuity obligationare determined using actuarial valuations. Anactuarial valuation involves making variousassumptions that may differ from actualdevelopments in the future. These include thedetermination of the discount rate, futuresalary increases and mortality rates. Due to thecomplexities involved in the valuation and itslong-term nature, a defined benefit obligationis highly sensitive to changes in theseassumptions. All assumptions are reviewed ateach reporting date.
Theparameter most subject tochangeis the
discount rate. In determining the appropriatediscount rate for plans operated in India, themanagement considers the interest rates ofgovernment bonds in currencies consistent withthe currencies of the post-employment benefitobligation.
The mortality rate is based on publicly availableIndian Assured Lives Mortality (2006-08) Ultimate.Those mortality tables tend to change only atinterval in response to demographic changes.Future salary increases and gratuity increases arebased on expected future inflation rates for therespective countries. Refer note 29 for key actuarialassumptions.
The impairment provisions for financial assetsare based on assumptions about risk of defaultand expected loss rates. The Company usesjudgement in making these assumptions andselecting the inputs to the impairmentcalculation, based on the Company's history,existing market conditions as well as forward
looking estimates at the end of each reportingperiod.
Refer note 27 on financial risk managementwhere credit risk and related impairmentdisclosures are made.
The Company initially measures the cost ofequity settled transactions with employeesusing a Black Scholes Pricing Model todetermine the fair value of the liability incurred.Estimating fair value for share-based paymenttransactions requires determination of themost appropriate valuation model, which isdependent on the terms and conditions of thegrant. This estimate also requires determi¬nation of the most appropriate inputs to thevaluation model including the expected life ofthe share option, volatility and dividend yieldand making assumptionsaboutthem.
The assumptions and models used forestimating fair value for share-based paymenttransactions 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 holderis entitled to one vote per share in case of voting by show of hands and one vote per Shares held in case of voting bypoll/ballot. Each holder of Equity Share is also entitled to normal dividend (including interim dividend, if any) as may bedeclared by the company.
In the event of liquidation of company, the holders of equity shares will be entitled to receive remaining assets of thecompany, after distribution of all preferential amounts. The distributions will be in proportion to the number of equityshares held by shareholder.
(iii) : to the provisions of the Companies Act, 2013, the issue of 5,218 Equity Shares are kept in abeyance correspondingto 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
March 31, 2025
March 31, 2024
14. Other Equity
Capital Reserve
Opening Balance
7,968.34
Addition/(Appropriation) During The Year
1200.00
-
Closing Balance (A)
9,168.34
Security Premium
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
Capital Redemption Reserve
5.00
Closing Balance (C)
Share- Based Payment Reserve (Refer Note No. 30)
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
Retained Earnings
(32,377.51)
(23,808.08)
Profit/(Loss) For The Year
(3,497.85)
(8,571.25)
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)
Money received against share warrants
1,600.00
1,687.50
Share Warrant converted to Equity
(1,600.00)
Money received against share warrants written back
(1,200.00)
Closing Balance (F)
(487.50)
Total (A B C D E F)
(12,909.56)
(10,578.44)
«ANNUALREPORT»
a) Capital Reserve
During the financial year ended March 31, 2018, the capital reserve of W 7,968.34 Lakhs recognised due todemerger of retail hometown division, pursuant to the composite scheme of arrangement with Future RetailLimited. During the year ended March 31,2025, the respective warrant holder did not exercise the option toconvert three crore equity share warrants within the conversion period ending on February 2, 2025. Theseequity share warrants were cancelled by the Company and application money amount of W1,200 lakhsreceived 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 recogniseddue to demerger of retail hometown division, pursuant to the composite scheme of arrangement withFuture Retail Limited.
c) SecurityPremium
Security premium is created to record a sum equal to the aggregate amount of its premium received onshares 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 distributedby the Company as dividend to its equity shareholders is determined based on the separate FinancialStatements 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 onpreferential allotment basis. (Refer note no. 45)
/
Notes annexed to and forming part of the financial statements for The Year Ended March 31, 202516 FINANCIAL LIABILITY-BORROWINGS (f in Lakhs)
As at March 31, 2025
As at March 31, 2024
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)
As atMarch 31, 2025
As atMarch 31, 2024
Total Outstanding dues of Small and Micro Enterprises
1,487.51
2,068.51
Total Outstanding dues of Creditors other than Small andMicro Enterprises
7,929.72
12,317.92
9,417.23
14,386.43
During the year 2018-19, the Nomination and Remuneration Committee ("NRC") of the Company had granted4,66,500 options under the Praxis SVAR Plan - 2018 to director and employees of the Company. The options grantedare convertible into equal number of equity shares of face value Rs.5/- each. The exercise price of each option isRs.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 weregranted 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 approvedby the Board of Directors at its meeting held on October 27,2021 and the same was also passed by way of a specialresolution 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 optionswere covered under the ESOP - 2021.
During the year 2021-22, the Nomination and Remuneration Committee ("NRC") of the Company had granted12,05,000 options under the ESOP Plan - 2021 to director and employees of the Company. The options granted areconvertible 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 accountingis 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 intoequal number of equity shares of face value ^ 5/- each. The exercise price of each option is ^ 5/-. The options weresubject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Valuebased 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") wasapproved by the Board of Directors at its meeting held on November 11, 2024 and the shareholders at the ExtraOrdinary General Meeting held on April 27, 2024. In aggregate, 30,00,000 stock options were covered under theESOP - 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 areconvertible 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 accountingis 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 equitywarrants are anti-dilutive in nature for year ended March 31, 2025 and March 31, 2024, the same is notconsidered in the calculation of weighted average number of equity shares for the Diluted EPS.
The Company has lease contracts for office, store premises and warehouses used in its operations, whichhas lease terms between 3 and 30 years. The Company's obligations under its leases are secured by thelessor's title to the leased assets. The Company also has certain leases of offices , store premises andwarehouses with lease terms of 12 months or less and leases of office equipment with low value. TheCompany applies the 'short-term lease' and 'lease of low-value assets' recognition exemptions for theseleases.
The company has entered into variable lease agreements as it offers the opportunity to optimize thecosts 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. Theseoptions are negotiated by management to provide flexibility in managing the leased-asset portfolioand align with the Company's business needs. Management exercises significant judgement indetermining whether these extension and termination options are reasonably certain to be exercised.
Pursuant to the Composite Scheme of Arrangement, the Company had appointed a Trustee M/s AnantGude& Associates, to deal with the fractional shares of the Company. The total number of fractional sharesworked out to 17,061 equity shares. Accordingly, on April 4,2018 the Trustee sold 17,061 equity shares for a totalvalue of ^ 35.47 Lakhs. As per the certificate received from the Trustee, out of the total warrants issuedtowards disbursement of amount pertaining to fractional shares, ^ 3.31 Lakhs of the value is still pending tobe claimed by the shareholders. The balance amount has been shown as current financial liability in thefinancial statements. This balance has been kept in a separate bank account.
A. Purchases includes purchase from Future Retail Limited W Nil (2024: W 3.86 lakhs), Smartsters PrivateLimited W 151.93 lakhs (2024: W 320.43 lakhs) & Transportation and Warehousing services includes toFuture 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 OjasTradelease 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 3.83lakhs), 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 10.62lakhs).
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 HospitalityPrivate Limited W Nil (2024: W 55.63 lakhs), Future Market Networks Limited W 41.42 lakhs (2024: W 0.39lakhs), Nubusiness Ventures Private Limited W Nil (2024: W 104.75 lakhs) ,Surplus Finvest Private Limited WNil (2024: W 78.82 lakhs) and Suhani Mall Management Company Pvt Ltd W 28.70 (2024: W Nil). During theyear 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 PrivateLimited 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 LimitedW 800.00 lakhs (2024: W 150.00 lakhs), Suhani Mall Management Company Pvt Limited W 380.00 (2024: WNil), 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 PrivateLimited S 70.00 (2024: S Nil)
I. Liabilities no longer required written back includes amount against Ojas Tradelease and MallManagement 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 S1519.71 lakhs (2024: S Nil), Nufuture Digital (India) Limited S 24.52 lakhs (2024: S Nil) and Future BrandsLimited S1.76lakhs (2024: S Nil).
J. Expenses incurred in behalf of related parties includes amount paid on behalf of Future LifestyleFashions 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 SNil (2024: S 139.33 lakhs), Mr. Swetank Jain S 69.05 lakhs (2024: S 110.19 lakhs), Mr. Samir Kedia S 112.56lakhs (2024: S 106.30 lakhs), Mr. Vimal Dhurve S 26.72 lakhs (2024: S Nil) and Ms. Sanu Kapoor S 11.25lakhs (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 3.00lakhs (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 2.00lakhs (2024:S2.40 lakhs) and Mr. Vijay Singh Dugar S1.90 lakhs (2024:S Nil)
A. Equity shares held in the Company - Surplus Finvest Private Limited S 1,226.19 lakhs (2024:S 1,479.85lakhs), Future Corporate Resources Private Limited S 20.78 lakhs (2024: S 20.78 lakhs), FutureHospitality Private Limited S Nil lakhs (2024: S 225.67 lakhs), Kishore Biyani S 0.01 lakhs (2024: S 0.01lakhs)
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 1,519.71lakhs), Future Lifestyle Fashions Limited S Nil (2024: S 610.59 lakhs) and Provisions S Nil (2024: S 729.05lakhs), Future Retail Limited S Nil (2024: S 240.47 lakhs), Smartsters Private Limited S 52.81 lakhs (2024: S133.90 lakhs), Ojas Tradelease and Mall Management Private Limited S Nil (2024: S Nil) and Provisionsof 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 24.52lakhs), U2L Learning Solutions Limited S Nil (2024: S 15.28 lakhs) and Future Brands Limited S Nil (2024: S1.76 lakhs).
D. Advances given includes lease rental advances to Future Enterprises Limited S 331.97 lakhs (2024: S331.97 lakhs) and Ojas Tradelease and Mall Management Private Limited S 36.40 lakhs (2024: S 11.95lakhs).
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 CapitalInvestment Private Limited S 1,370.39 lakhs (2024: S 1,370.39 lakhs), FDRT Consultancy Services LimitedS 1,112.32 lakhs (2024: S 590.32 lakhs), Future Hospitality Private Limited S 878.73 lakhs (2024: S 948.73lakhs), Future Market Networks Limited S 459.71 lakhs (2024: S 250.35 lakhs), Nubusiness VenturesPrivate 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 MallManagement Co. S 983.00 lakhs (2024: S Nil) and Suhani Mall Management Company Pvt Ltd S405.83 lakhs (2024: S Nil).
a. Leases - Operating Lease commitments - Company as lessee
The Company has entered into lease agreement and its undiscounted present value of the leaserental 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 providedfor 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 interestof 5 113.80 lakhs (2024:5113.80 lakhs) which is pending before CIT Appeals & for GST Tax demandof 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 Generalof Anti Profiteering department wherein the department has stated that the Company hascontravened the provisions of Section 171(1) of the Central Goods and Service Tax Act, 2017 andthe benefit of the rate reduction in GST from 28% to 18% was not passed on to the recipients byincreasing the base price of the products. As per the report the total amount of profiteeringcovered for the period 15.11.2017 to 30.09.2019 has been worked out to 5 368 Lakhs. The Companyhas submitted its reply on January 18, 2021 to National Anti-Profiteering Authority (GST). TheCompany 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 itsreply vide letter date April 12,2022 to emphasize the fact that the benefit of GST rate change wasduly passed on to the customers. Further clarification was required by the Directorate General ofAnti Profiteering department on November 3, 2022, for which Company has submitted its replyvide 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 thatthe 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 foralleged non-payment of its dues (including interest) amounting to ? 100.65 lakhs. However, the totaloutstanding as per the Company's books is only ? 0.83 lakhs. As at March 31,2025, the said matter waspending before the NCLT.
(e) The Company is a party to various legal proceedings in normal course of business and does notexpect the outcome ofthese proceedings to have any adverse effect on its financial conditions, resultsof 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 relatedparty - Future Enterprises Limited (Lessor) pursuant to the demerger of business and assignment of the originallease arrangement expired on November 30, 2022. The Company has security deposits of ? 10,100 lakhsreceivable from the Lessor. The Company continues to hold the possession of the Stores leased assets (PPE) fromthe Lessor. The Company has made follow up with the Lessor for transfer of Stores leased assets and recovery ofsecurity deposit amount. In the year 2023, the Company obtained a valuation report from an independentprofessional firm under which the value of these assets were more than the amount of security deposit. TheCompany has considered the security deposits amount is good and adequately receivable against realizablevalue of these assets. Further, no lease rental charges are liable to be paid in view of expiration of the agreementwith 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 CorporateInsolvency Resolution Process with effect from February 27, 2023. The Resolution Professional ("RP") of the saidLessor 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, amongstothers, the Promoter of the Company and the Company. In the said IA, the RP has, inter alia, claimed the leaserental amounting to ? 4577.35 lakhs from the Company for the in-store retail infra assets leased by the Lessor tothe Company. The said IA is challenged on the grounds that the RP has relied upon the unauthenticated, unsigedand incomplete Transaction Audit report. The Company is in the process of filing its reply disputing all the claims.
The application of Ind AS 115 did not have any significant impact on recognition and measurement of revenue andrelated 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 thewarranty period. The Company has deployed an in-house staff for to repair the products under warranty period. TheCompany being a trader have back to back warranty agreements with the parties for all the products it sales. Further theCompany's cost on stores and spares based on the actual expenses incurred itself is not material and is furtherinsignificant related to products which are under warranty period of more than one year. Hence the Company does notmake any provision for warranties in accordance with in accordance with Ind AS 37 and expense out the cost on anactual basis.
43. The Company has incurred a cash loss of ^ 4542.46 lakhs during the year ended March 31, 2025. Further, its currentliabilities exceed its current assets which indicate a material uncertainty exists that may cast a significant doubt on theCompany's ability to continue as a going concern. In the current year, the Company has raised funds through issue ofshare warrants amounting to ^ 487.50 lakhs, issue of equity shares amounting to Rs 1200 lakh and also announcedraising further funds under Rights Issue to improve its liquidity position. Further, the Company is committed to improve itsoperational efficiency to boost sales, reduce cost and to explore various possible options to raise the funds. Thesetogether are expected to bring finanical stability and improve the networth enabling the Company to meet allobligations. 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. TheCompany has received necessary in-principle approvals of the Stock Exchanges. Subsequent to such approvals, theCompany has fixed issue price of Rs.10/- per equity share under the Rights Issue. However, as at March 31,2025, the issuewas 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 facevalue of ^ 5 each and a price of ^ 10 per equity share (including a premium of ^ 5 per equity share). The issue opened onJune 6,2023 and closed on June 14,2023. The Company allotted 4,91,85,572 equity shares of face value of ^ 5 each on thebasis 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 proceedshas been fully utilised towards the stated objectives of repayment of outstanding trade payables and general corporatepurposes.
45. PreferentialAllotment
a) Pursuant to the Shareholders' approval at the Extra Ordinary General Meeting held on April 27,2024, the Company onMay 9,2024 issued and allotted 45,07,629 Share Warrants at an issue price of ^ 43.26 per Share Warrant to the SpecifiedInvestor - Bennett, Coleman and Company Limited on preferential allotment basis, on receipt of 25% (^ 487.50 lakhs) ofthe total consideration price (^ 1950 lakhs) for the Share Warrants. The Warrants shall be converted into equivalentnumber of equity shares at a conversion price of ^ 43.26 per equity share on receipt of the remaining consideration of75% 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 ShareWarrants exercised the option to convert 1,00,00,000 Share Warrants into equity shares by paying remaining 75% amountthereon and accordingly, the Company allotted 1,00,00,000 equity shares on October 15,2024 at an issue price of Rs.16 perequityshare.
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 tradecreditors of the Company on a preferential basis ("Preferential Issue"). The said Preferential Issue was subject to, interalia, receipt of 'in-principle approvals' of the Stock Exchanges under the SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 (the "Listing Regulations") and achieving requisite compliances with SEBI (Issue ofCapital and Disclosure Requirements) Regulations, 2018 (the "ICDR Regulations"). Subsequent to the passing of specialresolution by the shareholders, the Company was in receipt of a specific query from BSE Limited with respect tocompliance with regulation 163(3) of the ICDR Regulations regarding issuance of equity shares for 'consideration otherthan cash'. The Company responded stating that issue of new shares against settlement of trade liabilities is to beconsidered for 'cash' and therefore, do not attract provisions of regulation 163(3) of ICDR Regulations. However, BSELimited did not agree with the interpretation and accordingly, has closed the application of the Company on 22nd April2025, upon expiry of given timeframe, without according "in-principle approval" for the Preferential Issue as requiredunder regulation 28 of Listing Regulations. In view of closure of application for'in-principle approval' by BSE Limited, thespecial 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 werepurchased on Sale or Return basis (SOR) basis of ^ 1,183.60 lakhs and ^ 2,277.83 lakhs respectively along with thesimultaneous 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 apractice to load the overheads, under standard cost method, in the inventories by increasing the costs of purchases ofstock in trade, including costs which were yet to be incurred by it. Subsequently, as and when the actual costs wereincurred towards supply chain for such purchases, they were getting added at that point in time with the cost ofpurchases of stock in trade, rather than being charged in the respective line items of statement of profit & loss. From yearended March 31,2024 onwards, to comply with the requirements of Ind AS, the Company has stopped such practice andhas identified and reversed all such overheads aggregating to ^ 838.51 lakhs which were lying in its opening inventoriesof ? 6,633.64 lakhs.
49. Balances of Trade Payables and Other Receivables are subject to confirmations and reconciliation, if any. Suchreconciliation, in the opinion of the management, are not likely to be material and will be carried out as and whenascertained.
50. The Company does not have any transactions with the companies struck off under section 248 of Companies Act, 2013during 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 towhich there is an increase in losses in the current year as compared to the preceding periods. Most of the stores of theCompany were running into losses during this period, which may trigger up the requirement for providing impairment onRight of Use (ROU) Assets of ^ 12,581.29 lakhs. However, The Company has received necessary in-principle approvals ofthe Stock Exchanges for the Right issue amounting to ^ 4,918.55 lakhs. Subsequent to such approvals, the Company hasfixed issue price of Rs.10/- per equity share under the Rights Issue. However, as at March 31,2025, the issue was pending toopen for subscription.The Company is confident that the liquidity and profitability position of the Company will improvein the next financial year. And hence, it envisages that there may not be a need arising to provide any impairment on ROUin the current financial year.
52. Resolution Professional (rp) of Future Lifestyle Fashions Limited ("FLFL") has filed an Interlocutory Application against thePromoter, Mr. Kishore Biyani and Praxis Home Retail Limited ("Respondents") before Hon'ble National Company LawTribunal, 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, theRP has prayed to NCLT to treat the transactions carried out by the erstwhile directors of the Corporate Debtor as fraudulenttransactions, in accordance with Section 66 of the Code and has sought directions from NCLT directing the Respondents topay the amount due to FLFL to the tune of ? 23.21 Crore along with interest. The Company is in the process of seeking legaladvice and is taking appropriate steps to contest this matter. Till the time the claim is not substantiated, it is considered ascontingent liability.
i. The Company does not have any transaction which are not recorded in the books of accounts thathas been surrendered or disclosed as income during the year in the tax assessments under theIncome-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 whatsoeverby 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 Companyshall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the funding party company (Ultimate Beneficiaries) or
iv. During the year the company is not declared wilful defaulter by any bank or financial institution orother lender.
v. The Company does not have any charges or satisfaction which is yet to be registered with ROCbeyond the statutory period.
vi. The Company has not traded or invested in crypto currency or virtual currency during the financialyear.
vii. The Company has not defaulted in repayment of loans or other borrowings or payment of interestthereon to any lender.
viii. The Company does not have any Benami property, where any proceeding has been initiated orpending againstthecompanyfor holding anyBenami property.
ix. Corporate Social Responsibility (CSR) - As per the section 135 of the Companies Act 2013, theCompany is required to spend ? Nil (2024: ? Nil) towards CSR based on profitability of the Company,against thesame? Nil has been spent bytheCompany.
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards underCompanies (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 saleand lease back transactions, applicable from April 1,2024. The Company has assessed that there is no significantimpactonitsfinancialstatements.
Previous years figures have been regrouped or reclassified wherever necessary to conform to current year'spresentation 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
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:MumbaiDate: May 12, 2025