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Bata India Ltd.

BSE: 500043 Sector: Others
NSE: BATAINDIA ISIN Code: INE176A01028
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VOLUME 11569
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Mkt Cap.(Rs cr) 20,472
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OPEN 1581.45
CLOSE 1582.35
VOLUME 11569
52-Week high 1705.00
52-Week low 1215.00
P/E
Mkt Cap.(Rs cr) 20,472
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Bata India Ltd. (BATAINDIA) - Director Report

Company director report

Your Directors are pleased to present the 87th Annual Report covering theoperational and financial performance of your Company along with the Audited FinancialStatements for the financial year ended March 31 2020.

FINANCIAL HIGHLIGHTS & PERFORMANCE

(Rs. in Million)

Particulars Financial Year ended on March 31 2020 Financial Year ended on March 31 2019
(Audited) (Audited)
Revenue from operations 30534.51 29284.44
Other Income 688.41 685.43
Total 31222.92 29969.87
Profit / (Loss) before Taxation 4850.77 4782.65
Provision for Taxation 1581.62 1486.05
Net Profit 3269.15 3296.60
Other Comprehensive Income / (Loss) (net of tax) (20.27) 1.38
Total Comprehensive Income 3248.88 3297.98

Your Company has prepared the Financial Statements for the financial year ended March31 2020 in terms of Sections 129 133 and Schedule II to the Companies Act 2013 (asamended) (the “Act”) read with the Companies (Indian Accounting Standards)Rules 2015 as amended.

During the financial year ended March 31 2020 your Company achieved a turnover of Rs.30534.51 Million as compared to the turnover of Rs. 29284.44 Million recorded during theprevious financial year ended March 31 2019. Revenue from operations for the financialyear ended March 312020 has increased by 4% over the corresponding period last year. TheNet Profit of your Company for the financial year ended March 31 2020 stood at Rs.3269.15 Million as against the Net Profit of Rs. 3296.60 Million for the financial yearended March 31 2019. The Profit before Tax for the financial year ended March 31 2020reflects a growth of 1% over the corresponding Profit for the financial year ended March31 2019.

On a consolidated basis your Company recorded a turnover of Rs. 30561.14 Millionduring the financial year ended March 31 2020 and achieved a consolidated Net Profit ofRs. 3289.53 Million for the said financial year.

Your Company continued to be India's leading footwear brand during the year underreview by maintaining its focus on strengthening and diversifying its product portfolioinnovation in comfort design and materials new store openings and renovation enhancingcustomer experience as well as by launching new marketing campaigns like “PowerFitness Challenge” “Stay Camera Ready” “New Arrivals EveryFriday” and by continuing to implement “Sweeping Angela off her Feet”strategy. Despite the challenging economic environment and market headwinds your Companymaintained stable growth rate during the year under review and sustained its leadershipposition. The Company also focused on making itself agile by investing in I.T.modernization and upgradation of its operations and warehouse management systems.

Your Company also bolstered its omni-channel home delivery offerings in 900+ storesthereby increasing its Pan-India footprint. To offer category-leading experiencesmultiple “Experience Centers” were opened offering services like 360footscanning customized insoles medicated pedicure and shoe laundry. The Company alsocontinued to rollout the “Red” Store design.

Triggered by increasing internet and smartphone penetration the ongoing digitaltransformation in India has significantly helped the growth of e-commerce business inIndia. Your Company is accordingly ramping up its online marketplaces presence. It has arobust e-commerce network that delivers to over 1300 cities and towns across India. Inaddition your Company also sells its products through partners like Amazon Myntra TataCliq and Ajio amongst others. Your Company has also introduced purchases via WhatsAppchat with the neighbourhood stores for our customers. Further developments on oure-commerce business have been covered subsequently in this Report.

The Distribution Business and B2B Business of your Company also showed promising growthwith repeat orders and new customers.

“Bata Closed” and “Comfit” showed healthy growth last year and“Power” grew in double digit on the back of new products and “Power FitnessChallenge”.

With the Covid-19 pandemic impacting people across the globe socially andeconomically your Company also witnessed severe disruption in its operations whichtapered the annual performance of your Company. Given the “New Normal” of workfrom home your Company is focusing on increasing online sales through Bata.in and otheronline marketplaces. Your Company has adopted “Survive Revive Revitalise andThrive” strategy to drive footfalls stay engaged with customers and continue tobuild the Brand Equity. With the health and hygiene of our customers and employees as thefocus areas for the current year the Company is striving to gain share and is alsoworking on various cost optimisation measures.

As a responsible corporate citizen and a trusted Brand your Company is committedthrough various initiatives including donation of 2 lakh pairs of shoes to assist thehealth care workers volunteers and their families and the frontline fighters who havebeen helping the Country in recovering from the Covid-19 pandemic.

SHARE CAPITAL

The Authorized Share Capital of your Company as on March 312020 stood at Rs. 700Million divided into 140000000 equity shares of Rs. 5/- each. The Issued Share Capitalof your Company is Rs. 642.85 Million divided into 128570000 equity shares of Rs. 5/-each and the Subscribed and Paid-up Share Capital is Rs. 642.64 Million divided into128527540 equity shares of Rs. 5/- each fully paid-up.

DIVIDEND

In line with the Dividend Distribution Policy of the Company your Board recommends adividend of Rs. 4/- per Equity Share of Rs. 5/- each (i.e. 80%) for the financial yearended March 31 2020. The dividend if declared by the Members at the forthcoming AnnualGeneral Meeting (AGM) shall be paid to the eligible Members of the Company from WednesdayAugust 19 2020 onwards. The total payout of aforesaid dividend amount would beapproximately Rs. 514.11 Million. The said Dividend Distribution Policy has been annexedto this Board's Report as Annexure - I and has also been uploaded on the website ofthe Company at www.bata.in and is available at the linkhttps://www.bata.in/0/pdf/DividendDistributionPolicy-BIL.pdf

GENERAL RESERVE

The Company has not transferred any amount to the General Reserve during the financialyear ended March 31 2020. CREDIT RATING

ICRA Limited (ICRA) has reaffirmed the Credit Rating of '[ICRA] AA+' (pronounced asICRA double A plus) for the Non-Fund Based Facilities of your Company. The outlook on theLong Term Rating is 'Stable'.

DEPOSITS

Your Company has no unclaimed or unpaid matured deposit or interest due thereon sinceDecember 312013. Your Company has not accepted any deposits covered under 'Chapter V -Acceptance of Deposits by Companies' under the Act during the financial year ended March31 2020.

PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

In terms of Section 186 of the Act and Rules framed thereunder details of the Loansgiven and Investments made by your Company have been disclosed in Note No. 5 of the Notesto Financial Statements for the year ended March 312020 which forms part of this AnnualReport. Your Company has not given any guarantee or provided any security during the yearunder review.

RELATED PARTY TRANSACTIONS

During the financial year ended March 31 2020 all transactions with the RelatedParties as defined under the Act read with Rules framed thereunder were in the ordinarycourse of business and at arm's length basis. Your Company does not have a 'MaterialSubsidiary' as defined under Regulation 16(1)(c) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 (as amended) (the “ListingRegulations”).

During the year under review your Company did not enter into any Related PartyTransaction which requires prior approval of the Members. All Related Party Transactionsentered into by your Company had prior approval of the Audit Committee and the Board ofDirectors as required under the Listing Regulations. Subsequently the Audit Committeeand the Board have also reviewed the Related Party Transactions on a quarterly basis.During the year under review there have been no materially significant Related PartyTransactions having potential conflict with the interest of the Company.

Since all Related Party Transactions entered into by your Company were in the ordinarycourse of business and also on an arm's length basis therefore details required to beprovided in the prescribed Form AOC - 2 are not applicable to the Company. Necessarydisclosures required under the Ind AS 24 have been made in Note No. 35 of the Notes to theFinancial Statements for the year ended March 31 2020.

Investor Education and Protection Fund (IEPF)

In compliance with the provisions of Sections 124 and 125 of the Act read with theInvestor Education and Protection Fund Authority (Accounting Audit Transfer and Refund)Rules 2016 (“IEPF Rules”) as amended from time to time the Company hasdeposited a sum of Rs. 1945878/- into the specified bank account of the IEPF Governmentof India towards unclaimed or unpaid dividend amount for the financial year endedDecember 31 2011.

As per the said Rules the corresponding equity shares in respect of which Dividendremains unclaimed or unpaid for seven consecutive years or more are required to betransferred to the Demat Account of the IEPF Authority. During the year under review theCompany has transferred 22527 underlying Equity Shares to the Demat Account of the IEPFAuthority in compliance with the aforesaid Rules.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN END OF THEFINANCIAL YEAR AND THE DATE OF THIS REPORT

Except those disclosed in this Annual Report there are no material changes andcommitments affecting the financial position of the Company between the end of thefinancial year i.e. March 31 2020 and the date of this Report.

SUBSIDIARIES

The Company has three wholly owned subsidiaries viz. Bata Properties LimitedCoastal Commercial & Exim Limited and Way Finders Brands Limited. During the yearunder review no company became or ceased to be a subsidiary joint venture or associateof the Company.

The Annual Reports of these Subsidiaries will be made available for inspection by anyMember of the Company at the Registered Office of your Company at 27B Camac Street 1stFloor Kolkata - 700016 West Bengal between 11:00 A.M. and 1:00 PM. on any working dayupto the date of ensuing AGM. The Annual Reports of the aforesaid Subsidiaries for thefinancial year ended March 31 2020 shall be provided to any Member of the Company uponreceipt of written request. In view of the continuing statutory restrictions on themovement of persons at several places in the Country Members may also send an advancerequest at the e-mail id - share.dept@bata.com for an electronic inspection of theaforesaid documents.

The Annual Reports along with the Audited Financial Statements of each of theSubsidiaries of your Company are also available on the website of the Company at www.bata.in

Pursuant to the provisions of Section 129(3) of the Act read with Rule 5 of theCompanies (Accounts) Rules 2014 (as amended) a statement containing the salient featuresof Financial Statements of the aforesaid Subsidiaries (including highlights of theirperformance and contribution to the overall performance of the Company) has been providedin Form AOC-1 which forms part of this Annual Report.

The Audited Consolidated Financial Statements (CFS) of your Company for the financialyear ended March 312020 prepared in compliance with the provisions of Ind AS 27 issuedby the Institute of Chartered Accountants of India (ICAI) and notified by the Ministry ofCorporate Affairs (MCA) Government of India also form part of this Annual Report.

Details of the Subsidiaries are given in the Extract of Annual Return in Form No. MGT -9 as on March 31 2020 and the same is annexed as Annexure - II to this Board'sReport. The Annual Return referred to in Section 92(3) of the Act has been uploaded on thewebsite of the Company at www.bata.in and is available at the linkhttps://www.bata.in/bataindia/a-29_s- 181_c-42/investor-relations.html

AUDIT AND AUDITORS

Statutory Auditors

In terms of the provisions of Section 139 of the Act read with provisions of theCompanies (Audit and Auditors) Rules 2014 (as amended) M/s. B S R & Co. LLPChartered Accountants (ICAI Firm Registration No. 101248W/W-100022) was appointed as theAuditors of the Company for a consecutive period of 5 (five) years from conclusion of the84th AGM held in the year 2017 until conclusion of the 89th AGM ofthe Company scheduled to be held in the year 2022.

Your Company has received a certificate from M/s. B S R & Co. LLP CharteredAccountants confirming their eligibility to continue as the Auditors of the Company interms of the provisions of the Act and the Rules framed thereunder and also a copy of thecertificate issued by the Peer Review Board (ICAI) as required under Regulation 33 of theListing Regulations.

The reports given by the Auditors on the Standalone and Consolidated FinancialStatements of the Company for the financial year ended March 31 2020 form part of thisAnnual Report and there is no qualification reservation adverse remark or disclaimergiven by the Auditors in their Reports. The Auditors of the Company have not reported anyfraud in terms of the second proviso to Section 143(12) of the Act.

Secretarial Auditors

In terms of Section 204 of the Act read with Rule 9 of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 (as amended) your Board at its meetingheld on February 6 2020 appointed Mr. Pawan Kumar Sarawagi (ICSI Membership No. FCS 3381and C. P. No. 4882) of M/s. P. Sarawagi & Associates Company Secretaries 27Brabourne Road Kolkata - 700001 as the Secretarial Auditors of the Company to conductthe Secretarial Audit for the financial year ended March 312020 and to submit SecretarialAudit Report.

The Secretarial Audit Report as received from M/s. P. Sarawagi & Associates in theprescribed Form No. MR - 3 is annexed to this Board's Report and marked as Annexure -III. The Secretarial Audit Report does not contain any qualification reservationadverse remark or disclaimer.

CORPORATE GOVERNANCE

In compliance with Regulation 34 of the Listing Regulations read with Schedule Vthereto the Corporate Governance Report of your Company for the financial year endedMarch 312020 is annexed as Annexure - IV and forms part of this Annual Report.

SIGNIFICANT AND MATERIAL LITIGATIONS / ORDERS

During the year under review there were no significant material orders passed by theRegulators / Courts and no litigation was outstanding as on March 312020 which wouldimpact the going concern status and future operations of your Company. The details oflitigation on tax matters are disclosed in the Auditor's Report and Financial Statementswhich form part of this Annual Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

In compliance with the provisions of Section 134(3)(m) of the Act read with Rule 8 ofthe Companies (Accounts) Rules 2014 (as amended) a statement containing information onconservation of energy technology absorption foreign exchange earnings and outgo of theCompany in the prescribed format is annexed to this Board's Report and marked as Annexure- V.

MANUFACTURING AND SOURCING

Your Company has an elaborate system-driven compliance programme in place starting withstrict and detailed pre-review for on-boarding procedure in case of a new manufacturingpartner in-sourcing and also for an associate manufacturer for our own factories. Thisincludes clearance of documents and a thorough compliance audit prior to approval. All ourfactories have been audited by SGS and have been certified as fully compliant by them. Ourvendors have also been audited by various competent organizations in order to check theirlevel of compliance. The Company has engaged “Lexplosion” for providing supportand also ensuring all statutory compliances across the organization including all themanufacturing units of the Company. The software provides real-time data visibility and acompliance dashboard. Multiple other initiatives are in progress across OccupationalHealth Safety & Environment related aspects of the Company's operations at any givenpoint of time.

To upgrade our associates and our own factories we have also embarked upon“Manufacturing Excellence” programme driven by CII (Confederation of IndianIndustry) & ICME (Indian Centre for Research and Manufacturing Excellence) to build uptheir capability which comprehensively covers continuous improvement programs such as 5STEI Integrated Quality & Sustenance Management etc. In regard to this your Companywas recognized in the category of “Zero defect manufacturing” & “BestKaizen in environment” in Large Sector at the 12th CII Confederation on NationalCompetitiveness & Cluster Summit held in National Capital and was also recognized inNational Kaizen Circle Competition summit held in National Capital.

To remain competitive your Company has also focused very strongly on innovation andhas successfully launched products with anti-microbial properties &“ortholite” for our “Power” shoes to increase comfort & fittingexperience. Your Company has been working continuously with TBU (Tomas Bata University)based out of Zlin Czech Republic to improve properties of our rubber compound with betterabrasion properties. Apart from such initiatives your Company has also been usingupcycled rubber for rubber soles for sports shoes through its association with“Austin Rubber” based out of U.S.A. which makes the product not only performancedriven but also eco-friendly.

RESEARCH AND DEVELOPMENT ACTIVITIES AND ENERGY CONSERVATION

Research and Development activities during the year under review continued toemphasize on creating a pollution-free and a safe work environment. Technologicalimprovement in product development material development introduction of new footwearmoulds process improvement etc. were the key focus areas to improve quality of footwearand productivity in manufacturing. During the year under review your Company developedvulcanizable shoe with Microfiber synthetic Upper material & Rubber Sole.

An expenditure of Rs. 70.66 Million was incurred on Research and Development (includingproduct development initiatives) during the year under review as against Rs. 66.31Million during the financial year 2018-19. Research and Development Centres at BatanagarBataganj & Batashatak manufacturing units of the Company are approved by theDepartment of Science & Technology Government of India.

Further information on conservation of energy and technology absorption are annexed tothis Report and marked as Annexure- V.

CORPORATE SOCIAL RESPONSIBILITY

Your Company works on the belief that organizations should exist to serve a socialpurpose and enhance the lives of people connected through its business. The Company has aCSR Policy in place which aims to ensure that the Company continues to operate itsbusiness in an economically socially and environmentally sustainable manner whilerecognizing the interests of all its stakeholders. It takes up CSR programmes whichbenefit the communities in and around the vicinity of its operational presence resultingin enhancing the quality of lives of the people in those areas.

Your Company has spent an amount of Rs. 75.93 Million during the financial year 2019-20as against its 2% obligation amounting to Rs. 71.84 Million thereby exceeding its entireCSR obligation. Your Company made significant strides to harness all its resources towardssuccessful execution of the CSR projects across all locations.

Details of composition of CSR Committee and other relevant details have been providedin the Corporate Governance Report. The Annual Report on CSR activities is appended as Annexure- VI to this Report.

Model Schools under Bata Children's Programme (BCP)

Bata Children's Programme (BCP) is a Global programme which aims to work for thechildren from the underprivileged background and is operational in more than 30 countrieswherever Bata has operations. Under BCP your Company worked with around 4000 childrenacross the 7 schools adopted under BCP near our factories and Corporate Office. A newschool was adopted near the Batashatak factory in Hosur.

A need-based analysis is done to map the essential requirements of the schools oninfrastructure upgradation and basic sanitation requirements. Thereafter largerprogrammes are implemented which focus on holistic approach such as promotion of STEMlearning through setting up of science and computer labs a comprehensive improvement onreading/writing skills through setting up of libraries monitoring and improving overallhealth of children through regular health check-up camps and awareness sessions lifeskills workshops on good touch bad touch substance abuse promotion of sports andwell-being workshops.

During the year under review your Company collaborated with a team from PiramalFoundation and Enable Health Society (EHS) to set up Water Filtration Plants at 2 schoolsin Gurgaon providing clean drinking water to more than 1300 kids & staff. During theassessment of the drinking water quality it was found out that the TDS levels in thewater were very high as compared to the WHO standards which lead to serious diseases andillness. The filtration plant comes with a real time monitoring mechanism to monitor waterquality production consumption and overall health of the machine.

In association with NIIT Foundation (NF) a new computer lab with 10 computers was setup at a Patna school with online learning modules. Teachers were trained by NF lessonplans and syllabus were customized and structured as per the learning levels of thechildren children were provided books and assessment was conducted with NF certification.

A significant level of improvement in the knowledge levels of the children was observedduring the year under review through various programmes. Through the creative scienceworkshops where children learn by using simple science kits we could see almost 30%improvement in the knowledge levels of the children in their science topics. This yeardigital sessions were introduced to make the learning more impactful and enjoyable.

Through our library program overall 68% children reached the grade level in alllanguage skills (listening speaking storytelling reading & writing). Going forwarddifferentiated learning plan with the 'most reading challenged' children would be workedupon.

New workshops on personality development classes and career counselling sessions forthe elder children were introduced during the year under review which helped them preparebetter for future. In order to make the children environment conscious and adoptsustainable practices various sessions on 'Say no to Plastic' 'Paper bag making''Healthy Sanitation' 'Hygiene Practices' 'Water Conservation' 'Tree Plantation Drive'were held during the year under review.

Girl Child Empowerment through Project Nanhi Kali

Nanhi Kali - Bata Ballerina project in association with K. C. Mahindra EducationTrust has been a successful programme to support education of the underprivileged girlchildren. During the year under review we could support the remedial education of 721girls in the primary classes in addition to the 92 girls supported last year.

Happy Steps Programme

Through the Happy Steps - Footcare Awareness programme we reached out to 24000children during the year under review across 65 schools at Kolkata Chennai Bengaluru& Hyderabad. Through these footcare workshops we educate children on the importanceof healthy feet how to take care of foot hygiene dealing with foot injuries diabeticfeet foot exercises etc. A customized Bata school kit comprising of school socks polishlaces brush along with the tips to keep the feet healthy and clean were also distributedamongst the children during the sessions.

Stride with Pride

The vision of this campaign is that 'No Child Should Go Bare Feet'. This has also beena big consumer connect programme wherein customers were given an opportunity toparticipate and contribute to the social cause in collaboration with the Company. Shoedonation boxes were set up to collect the old shoes from the customers supported with onground as well as online communication campaign with extensive involvement of ouremployees. Children at schools were also reached out for participation. For every old shoereceived Bata donated a new pair to a child in need.

Further during the year under review through this campaign we were able to reach outto 108 stores and 475 schools across 29 cities. There was a visible enthusiasm and prideamongst the consumers while donating their old shoes and contributing to make anotherone's life better.

We received a tremendous response from the consumers; over 148000 old pairscollected. The old footwear collected were segregated into various categories. They wereeither refurbished repaired or destroyed in environment friendly manner through variousagencies. Some customers were so overwhelmed by the initiative that they even donatedtheir new pairs or pairs which were in good condition which we could donate directly tothe needy communities without any repair.

Bata donated over 156600 footwear to the underprivileged children including newfootwear and old footwear repaired (which were in fairly good condition). During theprocess the cobbler community at various regions was also mobilized and built associationwith.

Disaster Relief & Rehabilitation

The year under review saw completion of repair and restoration of the 4 schools inKerala which got affected during the floods. BCP Foundation supported the project whichhelped more than 500 students and school staff to come back to the schools after floodsand resume their education and other activities. Also there were initiatives to makeschool campuses environmentally more sustainable via features like rainwater harvestingsolar energy and plantation drives. Children were also given school kits comprising ofschool bag and stationary items.

Treatment of children with Clubfoot disease

During the year under review the Company partnered with Miracle Feet Foundation forEliminating Clubfoot to support treatment of 66 children with the disease in UP region.Clubfoot is a congenital birth defect wherein one or both the feet are turned inwardsmaking it a leading cause of disability in children in the developing world. Clubfoot hasan incidence rate of 1 in 800 births making it one of the most common birth defects in theworld. Around 175000 children are born with clubfoot globally every year. In Indiaapproximately 35000 children are born with clubfoot every year i.e. almost 20% of thetotal global clubfoot births.

Details of our CSR Partners have been adequately covered in the Annual Report on CSRActivities.

SUPPORT FROM BATA SHOE ORGANIZATION

Your Company continues to receive support from the Holding Company - Bata (BN) B.V.Amsterdam The Netherlands and also from Bata Shoe Organization (BSO). Your Company alsoenjoys the benefits of technical research through Global Footwear Services Pte. Ltd.Singapore (GFS). Your Company has renewed the Technical Collaboration Agreement with GFSwith effect from January 1 2011 for a period of ten years. In terms of the said TechnicalCollaboration Agreement your Company receives guidance training of personnel andservices from GFS in connection with research & development marketing branddevelopment footwear technology testing & quality control store location layout& design environment health & safety risk & insurance management etc. YourCompany continues to obtain expertise and experience from the personnel of GFS and otherBSO Group Companies to improve its product range and operational processes throughout theyear. In terms of the said renewed Agreement your Company has paid technical services feeof Rs. 322.62 Million to GFS during the financial year ended March 31 2020 which isaround 1% of the Turnover of your Company.

BOARD OF DIRECTORS BOARD MEETINGS AND KEY MANAGERIAL PERSONNEL

Composition

Your Company's Board is duly constituted and is in compliance with the requirements ofthe Act the Listing Regulations and provisions of the Articles of Association of theCompany. Your Board has been constituted with requisite diversity wisdom expertise andexperience commensurate to the scale of operations of your Company.

Meetings

During the year under review a total of 4 (four) Meetings of the Board of Directors ofthe Company were held i.e. on May 24 2019 August 2 2019 November 13 2019 andFebruary 6 2020. Details of Board composition and Board Meetings held during thefinancial year 2019-20 have been provided in the Corporate Governance Report which formspart of this Annual Report.

Changes in Board Composition

Details of changes in the Board composition during the year under review are as under:

Name of the Directors Designation & Category Reasons and date of appointment / re-appointment / resignation / retirement
1. Mr. Ram Kumar Gupta (DIN: 01125065) Director Finance and Chief Financial Officer (Executive) Retired by rotation and re-appointed pursuant to Section 152(6) of the Act at the 86th AGM held on August 2 2019.
2. Mr. Ashok Kumar Barat (DIN: 00492930) Independent Director Mr. Barat was appointed as an Additional Director w.e.f. December 17 2018 and was appointed as an Independent Director at the 86th AGM held on August 2 2019 to hold office for a term of 5 (five) consecutive years commencing from December 17 2018.
3. Mr. Alberto Michele Maria Toni (DIN: 08358691) Non-Executive Director Mr. Toni was appointed as an Additional Director w.e.f. February 12 2019 and was appointed as a Director liable to retire by rotation at the 86th AGM held on August 2 2019.
4. Mr. Akshaykumar Narendrasinhji Chudasama (DIN: 00010630) Independent Director Mr. Chudasama who was appointed as an Independent Director at an Extraordinary General Meeting held on August 4 2014 for a term of 5 (five) consecutive years was re-appointed at the 86th AGM held on August 2 2019 as an Independent Director to hold office for a second term of 5 (five) consecutive years commencing w.e.f. August 4 2019.
5. Ms. Anjali Bansal (DIN: 00207746) Independent Director Ms. Bansal who was appointed as an Independent Director at an Extraordinary General Meeting held on August 4 2014 for a term of 5 (five) consecutive years was re-appointed at the 86th AGM held on August 2 2019 as an Independent Director to hold office for a second term of 5 (five) consecutive years commencing w.e.f. August 4 2019.
6. Mr. Ashwani Windlass (DIN: 00042686) Chairman & Independent Director Mr. Windlass was appointed as an Additional Director on November 13 2019 by the Board of Directors to hold office as an Independent Director and was subsequently appointed for a term of 5 (five) consecutive years commencing from November 13 2019 as approved by the Members of the Company through Postal Ballot Process results of which were declared on March 19 2020.
7. Mr. Ravindra Dhariwal (DIN: 00003922) Independent Director Mr. Dhariwal who was appointed as an Independent Director at the 82nd AGM held on August 5 2015 for a term of 5 (five) consecutive years with effect from May 27 2015 was re-appointed to hold office for a second term of 3 (three) consecutive years commencing from May 27 2020 as approved by the Members of the Company through Postal Ballot Process results of which were declared on March 19 2020.
8. Mr. Shaibal Sinha (DIN: 00082504) Non-Executive Director Mr. Sinha tendered his resignation as a Director w.e.f. August 3 2019 as he was entrusted with an additional responsibility of a special assignment by Bata Shoe Organization (BSO) globally.
9. Mr. Uday Khanna (DIN: 00079129) Chairman & Independent Director Mr. Khanna ceased to be the Chairman & Independent Director w.e.f. August 4 2019 after serving 13 years as an Independent Director including the last 8 years as the Chairman upon completion of his term as an Independent Director.

The Board expressed its deepest appreciation for the valuable contribution made by Mr.Uday Khanna and Mr. Shaibal Sinha during their respective tenures and noted thesignificant contributions made by them to the Company.

Directors seeking appointment / re-appointment

Mr. Sandeep Kataria (DIN: 05183714) Whole-time Director and Chief Executive Officer ofthe Company is liable to retire by rotation at the ensuing AGM and being eligible hasoffered himself for re-appointment. Your Board recommends the reappointment of Mr. Katariaas a Director of the Company liable to retire by rotation.

Mr. Ram Kumar Gupta (DIN:01125065) who was appointed as a Whole-time Director of theCompany [designated as the Director Finance (Chief Financial Officer and Key ManagerialPerson)] for a period of 5 (five) consecutive years with effect from August 19 2015 wasre-appointed by the Board of Directors and the Audit Committee based on therecommendation of Nomination and Remuneration Committee as a Whole-time Director of theCompany designated as the Director Finance (Chief Financial Officer and Key ManagerialPerson) for a period of 3 years (i.e. from August 19 2020) or till the date of expiry ofthe tenure of his services with the Company whichever is earlier subject to approval ofthe Members at the ensuing AGM. He will also be designated as a Key Managerial Person ofthe Company in terms of Section 203 of the Act.

Necessary Resolution(s) alongwith disclosure(s) / information(s) in respect of thedirectors seeking appointment / re-appointment at the ensuing AGM are being given in theNotice convening the ensuing AGM.

Other Information

Other details pertaining to the Directors their appointment / cessation during theyear under review and their remuneration are given in the Extract of Annual Return and theCorporate Governance Report annexed hereto and forming part of this Report.

Key Managerial Personnel

As on the date of this Report Mr. Rajeev Gopalakrishnan (DIN: 03438046) ManagingDirector Mr. Sandeep Kataria (DIN: 05183714) Whole-time Director and Chief ExecutiveOfficer Mr. Ram Kumar Gupta (DIN: 01125065) Director Finance and Chief Financial Officerand Mr. Nitin Bagaria (ACS-20228) Company Secretary & Compliance Officer are the KeyManagerial Personnel (KMP) of your Company.

Mr. Arunito Ganguly Assistant Vice President Company Secretary & ComplianceOfficer has resigned with effect from close of business hours on March 31 2020.Accordingly he also ceased to be a KMP of the Company.

Based on the recommendation of the Nomination and Remuneration Committee of the BoardMr. Nitin Bagaria (ACS - 20228) a qualified Company Secretary has been appointed by theBoard of Directors at its meeting held on May 25 2020 as the Company Secretary &Compliance Officer and KMP of the Company w.e.f. May 25 2020.

Details pertaining to their remuneration have been provided in the Extract of AnnualReturn annexed hereto and forming part of this Report.

Declaration by Independent Directors

Mr. Ashwani Windlass Mr. Ravindra Dhariwal Mr. Akshay Chudasama Ms. Anjali Bansaland Mr. Ashok Kumar Barat Independent Directors of your Company have declared to theBoard of Directors that they meet the criteria of Independence as laid down in Section149(6) of the Act and Regulations 16(1)(b) and 25(8) of the Listing Regulations and thereis no change in the status of their Independence and have confirmed that they are notaware of any circumstance or situation which exists or may be reasonably anticipated thatcould impair or impact their ability to discharge their duties.

The Board of Directors further confirms that the Independent Directors also meet thecriteria of expertise experience integrity and proficiency in terms of Rule 8 of theCompanies (Accounts) Rules 2014 (as amended).

Committees of the Board

The details of composition terms of reference etc. pertaining to the Committees ofthe Board are mentioned in the Corporate Governance Report.

COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review the Company has duly complied with the applicableprovisions of the Revised Secretarial Standards on Meetings of the Board of Directors(SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India(ICSI).

AUDIT COMMITTEE

The Board of Directors of your Company has duly constituted an Audit Committee incompliance with the provisions of Section 177 of the Act the Rules framed thereunder readwith Regulation 18 of the Listing Regulations. The recommendations made by the AuditCommittee are accepted by your Board.

NOMINATION AND REMUNERATION POLICY

Your Board has adopted a Remuneration Policy for identification selection andappointment of Directors Key Managerial Personnel (KMPs) and Senior Management Personnel(SMPs) of your Company. The Policy provides criteria for fixing remuneration of theDirectors KMPs SMPs as well as other employees of the Company. The Policy enumerates thepowers roles and responsibilities of the Nomination and Remuneration Committee.

Your Board on the recommendations of the Nomination and Remuneration Committeeappoints Director(s) of the Company based on his / her eligibility experience andqualifications and such appointment is approved by the Members of the Company at GeneralMeetings. Generally the Managing Director and Whole-time Directors (Executive Directors)are appointed for a period of five years. Independent Directors of the Company areappointed to hold their office for a term of upto five consecutive years on the Board ofyour Company. Based on their eligibility for re-appointment the outcome of theirperformance evaluation and the recommendation of the Nomination and RemunerationCommittee the Independent Directors may be re-appointed by the Board for another term ofupto five consecutive years subject to approval of the Members of the Company. TheDirectors KMPs and SMPs shall retire as per the applicable provisions of the Act and thepolicy of the Company. While determining remuneration of the Directors KMPs SMPs andother employees the Nomination and Remuneration Committee ensures that the level andcomposition of remuneration are reasonable and sufficient to attract retain and motivatethem and ensure the quality required to run the Company successfully. The relationship ofremuneration to performance is clear and meets appropriate performance benchmarks and suchremuneration comprises a balance between fixed and incentive pay reflecting short and longterm performance objectives appropriate to the working of the Company and its goals. TheCompany follows a compensation mix of fixed pay benefits allowances perquisitesperformance linked incentives and retirement benefits for its Executive Directors KMPsSMPs and other employees. Performance Linked Incentive is determined by overall businessperformance of your Company. Annual increments are decided by the Nomination andRemuneration Committee within the salary scale approved by the Board of Directors andMembers of the Company. The Company pays remuneration to Independent Directors by way ofsitting fees and commission on the net profits of the Company. Non-ExecutiveNon-Independent Directors of your Company do not accept any sitting fees / commission.Remuneration to Directors is paid within the limits as prescribed under the Act and thelimits as approved by the Members of the Company from time to time.

During the year under review the said Policy was amended with respect to thecomposition of the Nomination and Remuneration Committee in order to align the same withthe requirements of the Act and the Listing Regulations. The amended Policy is uploaded onthe website of the Company at www.bata.in and is available at the linkhttps://www.bata.in/0/pdf/Remuneration- Policy_2015-160120.pdf

Your Company conducts a Board Evaluation process for the Board of Directors as a wholeBoard Committees and also for the Directors individually through self-assessment and peerassessment. The details of Board Evaluation process for the financial year 2019-20 havebeen provided in the Corporate Governance Report which forms part of this Annual Report.

DISCLOSURES ON REMUNERATION OF DIRECTORS AND EMPLOYEES OF THE COMPANY

Details as required under Section 197(12) of the Act read with Rules 5(1) 5(2) and5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014(as amended) are annexed to this Board's Report and marked as Annexures - VII and VIII.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to provisions of Section 134 of the Act the Directors to the best of theirknowledge and belief hereby confirm that:

(a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed;

(b) they have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the Company as at March 312020 and of the profit of theCompany for that period;

(c) they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

(d) they have prepared the annual accounts on a going concern basis;

(e) they have laid down internal financial controls to be followed by the Company andthat such internal financial controls are adequate and are operating effectively; and

(f) they have devised proper systems to ensure compliance with the provisions of allapplicable laws and such systems are adequate and operating effectively.

WHISTLE BLOWER POLICY / VIGIL MECHANISM

In terms of provisions of Section 177 of the Act and Rules framed thereunder read withRegulation 22 of the Listing Regulations your Company has a vigil mechanism in place forthe Directors and Employees of the Company through which genuine concerns regardingvarious issues relating to inappropriate functioning of the organization can be raised. AVigil Mechanism Committee under the Chairmanship of the Audit Committee Chairman is alsoin place. The Whistle Blower Policy has been uploaded on the website of the Company at www.bata.inand is available at the link https://www.bata.in/0/pdf/Whistle-Blower- Policy.pdf

The Policy provides access to the Legal Head of the Company and to the Chairman of theAudit Committee. No person has been denied an opportunity to have access to the VigilMechanism Committee and the Audit Committee Chairman.

CONFIRMATION OF COMPLIANCE ON PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

Your Company is committed to provide a safe and secure environment to its womenemployees across its functions and other women stakeholders as they are considered asintegral and important part of the organization.

In terms of provisions of Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013 (as amended) and Rules framed thereunder yourCompany has duly adopted a Policy and has also complied with the provisions relating tothe constitution of Internal Complaints Committee (ICC). A summary of the complaints dealtduring the financial year ended March 31 2020 in terms of the said Act and Rules framedthereunder has been provided in the Corporate Governance Report which forms part of thisAnnual Report.

Your Company has been conducting awareness campaign across all its manufacturing unitswarehouses retail stores and office premises to encourage its employees to be moreresponsible and alert while discharging their duties.

RISK MANAGEMENT AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS

Your Company's internal financial control ensures that all assets of the Company areproperly safeguarded and protected proper prevention and detection of frauds and errorsand all transactions are authorized recorded and reported appropriately. Your Companyoperates through definitive Chart of Authorities (COAs) and Standard Operating Procedures(SOPs) in respect of its operations including financial transactions. Such COAs and SOPsare regularly monitored and if required modified from time to time depending on businessrequirements.

Your Company has an adequate system of internal financial controls commensurate withits size and scale of operations procedures and policies ensuring orderly and efficientconduct of its business including adherence to the Company's policies safeguarding ofits assets prevention and detection of frauds and errors accuracy and completeness ofaccounting records and timely preparation of reliable financial information.

Such practice provides reasonable assurance that transactions are recorded as necessaryto permit preparation of Financial Statements in accordance with the applicablelegislations and that the same are well within the COAs and SOPs without exception. YourCompany also monitors through its Internal Audit Team the requirements of processes inorder to prevent or timely detect unauthorized acquisition use or disposition of theCompany's Assets which could have a material effect on the Financial Statements of theCompany. The Internal Audit function is responsible to assist the Audit Committee and RiskManagement Committee (renamed as 'Risk & Compliance Management Committee' w.e.f. May6 2020) [RCM Committee] on an independent basis with a complete review of the riskassessments and associated management action plans.

Risk Management is embedded in the Company's operating framework. Your Company believesthat risk resilience is key to achieving higher growth. To this effect there is a robustprocess in place to identify key risks across the Company and prioritize relevant actionplans to mitigate these risks. Risk Management framework is reviewed periodically by theBoard the Audit Committee and the RCM Committee which includes discussing the managementsubmissions on risks prioritising key risks and approving action plans to mitigate suchrisks. An assessment of cyber security has also been carried out in compliance with therequirement of the Listing Regulations and a mitigation plan has been made to counter suchrisks.

The Internal Audit Report and Risk Inventory Report are reviewed periodically by theAudit Committee of the Board of Directors. The Chief Internal Auditor is a permanentinvitee to the Audit Committee Meetings. The Audit Committee advises on various riskmitigation exercises on a regular basis. Your Company has been maintaining a separateInternal Audit Team headed by the Chief Internal Auditor appointed by the Audit Committeeof your Board.

Further details pertaining to the RCM Committee and Meetings held during the year underreview are given in the Corporate Governance Report. Your Board is of the opinion that theInternal Financial Controls affecting the Financial Statements of your Company areadequate and are operating effectively.

NON-APPLICABILITY OF MAINTENANCE OF COST RECORDS

The Central Government has not prescribed the maintenance of cost records under Section148(1) of the Act and Rules framed thereunder with respect to the Company's nature ofbusiness.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Industry structure and developments

India is the second-largest producer of footwear and third-largest footwear consumerglobally. The footwear market in India was seeing an upsurge since past many years and waspoised to continue its momentum in coming years on the back of growing demand for trendyfancy and comfortable footwear among the youth of the Country.

Rapid urbanization higher disposable income and growing influence of social media ledto change in fashion trends. With increasing trend for active and exercise regimes demandfor athletic shoes grew rapidly as well.

Global economy has plunged into a severe contraction and is expected to shrink by over5 percent this year due to the massive shock of the coronavirus pandemic and the shutdownmeasures to contain it. Except stores selling essential commodities all other stores wereshut down across the Country for nearly two months. Even today not all retail stores haveresumed operations. Even with the ease of lockdown norms the consumer sentiment wouldtake some time to revive. Though there is a shift of focus to e-commerce it currentlyaccounts for less than 10% of the total footwear sales in the Country.

Under the “New Normal” as India Inc. shifts to “work from home” andwith socialising becoming a rare occasion shoppers are purchasing casual and comfortableopen footwear.

The silver lining however is the increasing awareness about health thereby drivingthe demand for sports footwear. The retail footwear business is expected to improvegradually as the festive season is still ahead of us.

Opportunities and Threats

Recent changes in the consumer spending behaviour along with fall in disposable incomehas posed serious challenges for sustained future growth. To maintain such growth yourCompany is taking necessary steps such as expanding its e-commerce footprint allowingdeliveries in over 1300 cities rolling out its omni-channel home delivery across 900+stores and giving customers the option to shop from homes via WhatsApp chat with ourneighbourhood stores. Your Company is also working on various cost-optimisation measuresincluding rental renegotiation closure of unviable stores and digitalisation drive acrossthe organization etc. to eliminate redundancies. Your Company continues to focus onstylish comfortable and durable quality products so as to be ahead of competition.

“Bata Ladies” and “Comfit” categories maintained good momentum.With changing lifestyle and focus on personal health your Company is optimistic about itsbrand “Power” which has seen good demand uptick in the last year. Anotheropportunity in the current scenario is the preference of consumers towards more“comfortable” rather high fashion footwear. Your Company is uniquely placed totake advantage of this trend with its aspirational brand image especially in theComfortable and Trusted footwear arena wide range of recognized brands upgraded onlineexperience and unparalleled retail footprint.

Key Focus Areas

Marketing and Campaigns

Bata's agile marketing strategy continued to evolve from traditional channels todigital and moment marketing with its continued focus on making the Brand moreaspirational making our retail stores inviting leveraging deeper consumer insights andevolving the brand based on consumers' post-purchase experience. We identified thatworking women kids and youth are fast growing segments while the men's segment continuesto be the largest one. We launched industry-first '9-to-9' campaign promising workingwomen non-stop comfort from morning till evening and promoting Bata Comfit Naturalizerand Hush Puppies brands. For men looking to expand their collection for differentoccasions we created a campaign promoting 'Unlimited' casual collection promising 500+styles ranging from sneakers loafers boots & athleisure across Hush Puppies NorthStar and Bata Red Label brands.

Our digital marketing content has always tried to touch a chord with the customers withfocus on relevant content along their digital journey. For the youth segment we promotednew Power fitness range North Star chunky sole sneakers & Bata Red Label colorfulhigh-heels in social media channels via influencers and at fashion events like 'LakmeFashion Week' where the designers talked about their love for the Bata Brand and howsurprised they were to see Bata's new avatar. Youth could discover the products in socialchannels and had the 'Buy Now' option there itself. The Women's day digital film wasBata's signature way of acknowledging all women who have contributed to making us what weare today by showcasing our 10 exclusive women-run stores across India.

With our continued focus on attracting the younger audience last year's 'Festive'campaign featured Kriti Sanon's younger sister Nupur Sanon and highlighted our 'NewArrivals Every Friday' proposition and showcased camera-ready diverse collections. Whilewe upped our ante with Surprisingly Bata campaigns in areas of fashion casual andcomfort we also launched our new 'Back to school' collection campaign with'Anti-Bacterial protection' that kills 99.99% of odour-causing bacteria and receivedendorsement from 8 out of 10 Doctors for this range which helped reinforce trust enjoyedamongst the moms.

With all these multiple campaigns throughout the year and with moment marketing we sawimprovement in Brand affinity scores footfalls and sales. Bata's overall shopper's agedropped by 3 years over the last 2 years and we are firmly placed to reap the benefits ofyouth demographic dividend that India enjoys.

Innovation

We understand the importance of innovation in designing and creating our Collections.The successful implementation of new ideas and technologies is crucial to our business andgives Bata a competitive advantage over other brands in the marketplace.

Consumers preference has moved from normal everyday products to the ones which havemore to offer and fulfill their needs. All our new ideas & technologies are takenthrough an Innovation Funnel which determines their lifecycle from Idea stage to Roll outstage. Less than 50% make it to the marketplace but those which do have proventechnologies strong designs appealing names and exciting claims. Their success rate arealso determined by consumers focus groups done prior to launch.

The big stories which drove these results can be streamlined in 4 major areas whichdefine Bata and its portfolio brands as the most trusted in India: Comfort PerformanceProtection & Hygiene Sustainability.

The technologies which best performed were Memory Comfort Memory Foam and Ortholite inthe comfort area; Life Natural/ Bata Shield antimicrobial on schools' shoes collection;various Power technologies and GripLight in the performance area; APX rubber made ofrecycled tires as a big sustainable story.

Our Innovation agenda continues relentlessly as our Funnel delivers solid projectswhich will help drive the business growth. In coming years 2020 and 2021 your Companywill launch more sustainable stories (Bloom & Power Eco) Comfort blockbusters(Comfort Foam Comfi Flex & Air vent technology) and Performance (Hydro Lite Etpu& Floatz).

Customer Care Initiatives

Customer Service and Experience has been a big focus area for your Company. There is adedicated customer service team to ensure that customers don't face any inconvenience andtheir concerns are addressed in a time-bound and effective way.

Over the year under review your Company focused on improving its Customer Experiencearea with key initiatives like - automation of claim & exchange via a new point ofsale utility to fast track the process addition of a guided IVR with an option to requestcall back during high traffic hours and ensuring call abandonment was always less than 3%.Bata India continued to collect & measure consumer feedback actively about theirshopping experience as well as claim/exchange experience. We also continued to drivedetractor close-looping actively by calling back detractors and resolving their concerns.As a result our Net Promoter Score improved by 12 percentage points annually.

Bata Club

Our flagship loyalty program “Bata Club” members has increased over the years& currently has over 13 Million active members (last 1 year active). We relaunchedBata Club during 2019 with the objective of increasing its awareness rewarding our loyalshoppers making it more consumer-centric and bringing in digital interventions. Thesemeasures included - launch of an exciting welcome kit to encourage first-time shoppers tocome back use of advanced analytics to drive more relevant and personalized campaignsintroducing technology driven in-store tools like customer single view at point of sale(POS) to drive conversion upsell & cross-sell launch of new communication channelslike WhatsApp for Business and a digital microsite to see reward benefits. All these hastranslated to increased engagement with Bata Club members: average monthly repeat rate hasgone up by 5% percentage points and campaigns walk-ins rate has also doubled vs last year.

Segment wise or product wise performance

Your Company operates in Footwear & Accessories Segment only and performances ofmajor business categories and key brands of your Company during the financial year endedMarch 31 2020 are highlighted below:

Retail Business

Your Company has followed a strategy of “maximizing presence” which is builton Bata's core value strategy of “Win everywhere”. Top end of the retail &consumer space is being served through opening Shop in Shops of Bata in large formatDepartmental stores having National presence. We are aiming to achieve higher brand equitythrough our presence in such counters. The core set of market is covered with the Companyoperated retail stores on highstreets & in Malls of Metro cities & tier 1-2 towns.While keeping the focus on growing existing stores your Company also adopted amulti-prong strategy to continue presence in new malls open stores in un-representedretail trade areas on high-street enhance presence in legacy location & grow in thesame market through bigger & better stores and also upgrade store experience throughpartial / complete renovations. Your Company kept a higher focus on opening franchiseestores in tier 3-4 towns and opened 52 stores thereby adding more than 40 new towns. YourCompany is working towards a vision of 500 Stores through franchise network in the Countryby increasing reach in towns with population of less than 2 lac. These spacious new storesare built in new Global Red Design which are true to our “Surprisingly Bata”campaign & with its clean design thinking & focus on Red & White color givesa delightful shopping experience to our consumers. We also upgraded over 300 currentstores to the proven Red Design.

Your Company started the concept of Bata Experience Centers under the name “HappyFeet Center” which gives consumers unique experiences and services like getting theirfeet scanned for a customized 3D insole medicated pedicure and a shoe laundry whichbrings back shoes to life. These centers would be opened in select stores in key citiesand would mark our market leadership which is not limited to selling footwear.

During the financial year ended March 31 2020 your Company opened 66 new retailstores in addition to 19 relocations 52 Franchisee stores and renovated 49 stores acrossIndia. Your Company closed 37 stores during the year under review. Your Company has plansto aggressively continue Revival of our Old Concept Stores into Red Concept to give ourcustomers an aspirational experience.

Digital Multi-Channel Business

E-commerce business maintained steady growth during the year under review. We sold morethan 1.8 Million pairs of footwear through online channels and achieved a turnover of Rs.1250 Million. Launch of Endless Aisle that connected retail store inventory to onlinewebsite with technical integration has multiplied the business potential by manifold.Bata India now ships more than 95% of orders received from Bata.in through its stores.Tools like WMS & Marketplace integration were put in place to scale up our marketplace operations. Advancing to Auto Replenishment lets the online stocks replenished fore-commerce the way retail stores are replenished with inventory on a regular basis.

In addition Launch of Bata Home Delivery Services in over 900 stores allows storestaff to place orders on customer's behalf if the article of their choice is not availablein the store. This has helped retaining 100K+ customers in 2019 who otherwise would havewalked out of our stores due to non-availability of size and color.

In 2019 Bata.in focused on Women centric campaigns to bring a paradigm shift in ourwomen segment sale and it resulted in minimizing the gender ratio gap to 9%. In additionAmazon observed a slight shift in audience group to a younger section as 42% of Batacustomers shopped under the age band of 15-24 years vs last year when it was 25-34 years.

B2B business has been steady on Amazon and Flipkart. Focus has been on improvingsecondary sales on these platforms which in turn improves primary business. Rigorousmarketing campaigns including Cost per Click (CPC) and Cost per Million Impressions (CPM)were launched while diligently participating in brand specific and category specificevents for increased Brand visibility.

Tech integrations like Return and Exchange Functionality improved customer experienceon Bata.in thus reducing customer complaints. Thus your Company has also focused onTechnology upgradation to make internal processes robust and strengthen theserviceability.

Hush Puppies

In Hush Puppies marketing there was a shift in communication from lifestyle totechnology with introduction of new product technologies like Bounce Max Bounce andBounce Plus. Throughout the year there has been consistent communication around bouncetechnology with focus on reactivating brand social media assets. Campaigns were promotedthrough various touch points covering Retail in-mall branding activations printdigital and PR.

Hush Puppies has been the go-to brand for formal wear but with this new bouncetechnology collection it introduced a large variety in causal styles and a vibrant rangeof colors. The collection is a perfect addition to your wardrobe with a variety of stylesthat can be paired up for modern work attires to on-the-go ensembles to trendy weekendlooks.

The new range for men and women comes with smart sneakers pumps and ballerinas insmooth-grain leather knitted fabrics and soft colorful suede for men and women. Thecollection boasts of athletic-inspired comfort combined with elevated tailored stylingthat allows for more wearing occasions than an average shoe choice.

Comfort has been Hush Puppies' DNA and with Bounce Plus the brand is taking thecomfort quotient up a notch. Where consumers are looking for footwear to have theperformance features of today Bounce Plus collection brings casual styles infused withtechnology to keep up with consumers' hustling lifestyle.

Naturalizer

American shoe brand Naturalizer has been a pioneer in designing shoes specificallysuited to the contours of women's feet since 1927. After successfully launching itsexclusive stores in multiple international cities like New York Chicago Toronto &Dubai Naturalizer has launched its first flagship store in India at DLF Promenade mallNew Delhi followed by second store at DLF Avenue Saket. Designed in New York and adornedby working women 'the shoe with the beautiful fit' has been retailing exclusively inIndia at 50 Bata stores across 4 cities for almost a decade.

Concept stores in India have been launched basis the New York 5th Avenue store of thebrand carefully cultivated to reflect brand's heritage while incorporating modernelements to offer the ultimate brand experience designed specifically with their customerin mind. Objective with the launch of this store is to reach the loyal customer base whilecreating the ultimate destination for discovery through a strong retail showcase andexperiential marketing.

The Naturalizer collection serves well to the modern-day women for all day comfort asthe patented N5 comfort technology takes you anywhere and everywhere with unmatched ease.The collection flaunts countless styles ranging from pumps mules chunky soles and heels.Whether it's a family outing or a night out movie night or client meetings thecollection has it all. The brand's design philosophy resonates with modern aestheticscombined with textures from their own archives and finds ways to incorporate them in thenew collections.

Non-Retail Business

Your Company's non-retail business division comprises of urban wholesale industrialand institutional business divisions and exports. Across all the divisions actions aretaken to improve customer service enhancing quality of Product / Packaging and Upgradingthe capability of employees. In the MBO business products have been included which areinnovative in terms of comfort and durability. In 2019 we changed the look feel andquality of our lead brand Remo in Mens Dress which received very good response. Therevenue of this brand also grew handsomely in second half of the year. Bata availabilityin MBO have grown to more towns. We added about 175 new towns in 2019 and focus is to growit further in 2020.

Outlook

The current economic state fears of recession and challenging retail environment posenew threats to businesses across all sectors. The Country wide lockdowns and the “NewNormal” may lead to fundamental shift in customer behaviour and retail businesses inparticular. Your Company is focused on “Survive Revive Revitalise and Thrive”strategy and is constantly monitoring the store level performance driving sales throughonline channels and cost optimisation across all functions. Your Company is strategicallypositioned to harness the present challenges given the strength of its Brand innovationcapabilities retail foothold and growing online presence in footwear and accessoriescategory.

Risks and Concerns and Contingent Liabilities

Your Company acknowledges the fact that competition from both domestic andinternational players is increasing by every passing day. In addition to increasingcompetition the changing customer's behaviour and impact of online marketing initiativeshave an effect on your Company's performance since your Company has a huge network ofretail stores Pan India. With the opportunity for employment gradually increasing people/ talent retention is considered as a challenge. Your Company also realizes thatmodernization of I.T. systems along with having suitable protection from risk of loss /theft of data is one of the major areas of concern globally. Your Company monitors itsmajor risks and concerns at regular intervals. Appropriate steps are taken in consultationwith all concerned including the RCM Committee and the Audit Committee of the Board toidentify and mitigate such risks.

During the normal course of its business operations your Company has been subjected tolitigations in connection with or incidental thereto. These litigations include civilcases excise and customs related cases etc. filed by and against the Company. Thesecases are being pursued with due importance and in consultation with legal experts inrespective areas.

Your Board believes that the outcome of these cases is unlikely to cause a materiallyadverse effect on the Company's profitability or business performance. Your Company has aContingent Liability of Rs. 412.36 Million as on March 31 2020 as compared to Rs. 435.89Million as on March 31 2019. Attention is drawn to the explanations mentioned in Note No.30 of the Notes to Financial Statements for the financial year ended March 31 2020. Inview of the present status and based on legal advice obtained from time to time yourBoard is of the opinion that no provision is required to be made against these ContingentLiabilities.

Internal control systems and their adequacy

A separate paragraph on internal control systems and their adequacy has been providedelsewhere in the Board's Report. Discussion on financial performance

Your Company has been able to achieve profitable growth and believes that this issustainable barring unforeseen circumstances.

The Earnings per Share (EPS-Basic and Diluted) of your Company for the financial yearended March 31 2020 was at Rs. 25.44 as compared to the (EPS-Basic and Diluted) for theprevious financial year ended March 31 2019 was at Rs. 25.65. Your Company recordedEBITDA margin of 27.17% during the financial year under review as compared to 16.30%during the financial year 2018-19. However as your Company has implemented Ind AS 116 onAccounting for lease effective April 1 2019 accordingly these numbers are not comparableas against those of previous year.

Your Company does not have any Bank Borrowings and the entire capital expenditure hasbeen funded through internal sources.

The Capital Expenditure incurred during the year under review amounted to Rs. 899.23Million as compared to Rs. 911.96 Million in the previous year.

Details of significant changes in key financial ratios alongwith explanation

In compliance with the requirement of the Listing Regulations the key financial ratiosof the Company alongwith explanation for significant changes (i.e. for change of 25% ormore as compared to the immediately previous financial year will be termed as 'significantchanges') has been provided hereunder:

Particulars 2019-20 2018-19
(i) Debtors to Sales (in days) 7 8
(ii) Inventory to Turnover Ratio (in months) 3.43 3.44
(iii) Interest Coverage Ratio 4.54 116.53
(iv) Current Ratio 2.50 2.92
(v) Debt Equity Ratio* - -
(vi) Operating Profit Margin (%) 17.49 14.11
(vii) Net Profit Margin (%) 10.64 11.26
(viii) Return on Net worth (%) 17.13 18.88

* There is no borrowing in the Company. However Finance cost includes interestexpenses accounted for various deposits in accordance with Ind AS 109 FinancialInstruments and interest expense accounted on various lease contracts in accordance withInd AS 116 Leases.

The significant changes in Interest Coverage Ratio has been recorded due tosignificant increase in finance cost of the Company due to Ind AS 116.

The significant changes in Operating Profit Margin (%) is due to costefficiencies / productivity improvement and premiumisation of our product range leading toincreased profits while Net Profit Margin (%) and the Net worth Ratio (%) has decreasedprimarily due to suspension of operations in all units in compliance with lockdowninstructions issued by Central and State Governments due to Covid-19.

The other financial ratios of the Company relating to previous 10 years has beenprovided in other part of Annual Report 2019-20.

Material developments in human resource / industrial relations front including numberof people employed

Your Company has been continuously working to improve human resources skillscompetencies and capabilities in the Company which is critical to achieve desired resultsin line with our strategic business ambitions. Some key initiatives that have been takenduring the financial year 2019-20 in this direction are summarized below:

Employee Engagement

Celebration of Founder's Day - On 8th February 2020 wecelebrated our first Founder's Day held in the Gurgaon office. This day was celebratedalong with all our employees and their families. The celebrations included employeecontests wherein our employees showcased their talent as part of “Bata's GotTalent” many gaming stalls and snacks on the go. This event core centered aroundcelebrating employees who have completed long service years with the Company covering 1520 and 25 years' service tenures with us.

Internal Customer Satisfaction Survey - In order to align on ourstrategic focus areas as one team we launched an internal CSAT survey. Theobjective of this survey was to know “how well we understand our internal customers& their expectations” “our responsiveness” and “challenges andbottlenecks”. This exercise has helped us in identifying opportunities to manage anddeliver better on expectations of our internal stakeholders and end consumer. Post thesurvey each department has worked out an Action Plan and is working towards ensuring thatour internal customers are just as happy as external customers.

Diversity & Inclusion

• The Company is keen to promote diverse workforce across the organization. On theoccasion of International Women's Day this year we launched our Balanced WorkforceStrategy (BWS) under the branding of “Wforce”. The WForce initiative offers aplatform to promote and connect with our women employees across the Company. In additionto this launch we have also tied up with TRRAIN (Trust for Retailers & RetailAssociates of India) to focus on our diversity hiring program at our store level.

Training & Development Initiatives

Functional and Behavioral Training

We launched online learning for our employees catering to their individualizeddevelopment needs. Employees can now take charge of their own learning and complete thesetrainings online as per their own convenience and time availability basis their specificdevelopment goals through the course of the year. In addition to this we also offered aseries of classroom training programs including Leadership & Coaching for LeadersPersonal Effectiveness Negotiation skills and building up B2B Sales capability. Crossfunctional trainings were facilitated by internal experts across Retail Merchandising& Collection teams.

Retail Curated Program Offerings

For our store staffs an online learning platform i-GROW covers all ouremployees across our retail operations. This 24/7 learning platform is accessed by all ouremployees to complete their product training & certification as well as gain usefulknowledge on new launches MAP agenda and other seasonal retail programs.

This year we also launched the Retail Reboot program covering all our storeemployees. This program was developed with a goal to impact the conversion rates bytraining store teams on improvements in the core processes. In the first phase of theprogram Retail Managers and District Managers successfully completed“Train-The-Trainer” workshops conducted to become internal process coaches tocascade down the program to Store Managers.

Career Management

‘Stepping Stones' our career program was launched in 2019 to enablean employee to make a choice of role across functions and understand the differentiatingcompetencies and work out a well-defined learning plan in collaboration with theirrespective functional heads. Another integral part of this initiative is the introductionof a transparent Internal Job Postings (IJP) program which helps facilitate crossfunctional internal movements of our employees.

• With an aim to enhance the learning opportunities for our employees and toencourage knowledge sharing amongst BATA India and APAC regions we created the TalentXpress program. This is a meritorious program wherein high potential/ high performingemployees in middle level roles are provided with exposure to different businesschallenges and get an opportunity to work with internal SMEs across the Asia PacificRegion.

Industrial Relations

Your Company believes in developing long term relationships with all our employees onan ongoing basis. Industrial relations at all the manufacturing units of your Company havebeen harmonious and peaceful with active involvement of the employees in the collectivebargaining process. Your Company has also encouraged wholehearted participation of theemployees and union in improving productivity as well as quality of its products.

As on March 31 2020 there were 4913 permanent employees on the rolls of yourCompany.

CAUTIONARY STATEMENT

There are certain Statements which have been made in the Management Discussion andAnalysis Report describing the estimates expectations or predictions may be read as'forward-looking statements' within the meaning of applicable laws and regulations. Theactual results may differ materially from those expressed or implied. The importantfactors that would make a difference to the Company's operations include demand-supplyconditions raw material prices changes in Government Policies Governing Laws Taxregimes global economic developments and other factors such as litigation and labournegotiations.

BUSINESS RESPONSIBILITY REPORT (BRR)

In compliance with Regulation 34(2)(f) of the Listing Regulations read with the SEBICircular No. CIR/CFD/CMD/10/2015 dated November 4 2015 your Company has prepared a BRRin the prescribed format for the financial year ended March 312020 describing initiativesundertaken by it from an environmental social and governance perspective which isannexed to the Board's Report and marked as Annexure - IX. The BRR has beenuploaded on the website of the Company at www.bata.in and is available at the https://www.bata.in/bataindia/a-29_s-181_c-42/investor-relations.html

ANNEXURES TO THIS REPORT

The Annexures referred to in this Report and other information which are required to bedisclosed are annexed herewith and form part of this Report:

Annexure Particulars
I Dividend Distribution Policy
II Extract of the Annual Return as per Form No. MGT-9
III Secretarial Audit Report
IV Corporate Governance Report
V Particulars of Conservation of Energy Technology Absorption and Foreign Exchange Earnings and Outgo
VI Annual Report on CSR activities and CSR Policy
VII & VIII Disclosures on remuneration of directors and employees of the Company
IX Business Responsibility Report

ACKNOWLEDGEMENTS

Your Board is grateful for the continuous patronage of our valued customers and remainscommitted to serving them by delivering more style and comfort at every step. Your Boardalso acknowledges and appreciates the support rendered by all its business partnerssuppliers vendors associates and dealers as well as the regulatory authorities of theCentral and State Governments in India. Your Board is indebted to the unwavering supportand trust reposed by you our investors & shareholders and are also thankful to theBata Shoe Organization (BSO) for their continuous support and guidance.

Your Board acknowledges appreciates and values the year on year efforts by employeesworkmen and staff including the Management headed by the Executive Directors who have allworked together as a team in achieving a commendable business performance despite achallenging business environment. Your Board wishes to place on record its deepappreciation of the Independent Directors and the Non-Executive Directors of the Companyfor their great contribution by way of strategic guidance sharing of knowledgeexperience and wisdom which helps your Company to take the right decisions in achievingits business goals.

Your Board also wishes to place on record their deep appreciation to the Company'semployees suppliers customers and Government authorities for their selfless efforts inhelping your Company to gradually reach normalcy in operations within few weeks of liftingof lock down. The ownership and responsiveness shown by all the stakeholders isunparalleled and is a testimony of the spirit of this great organization.

For and on behalf of the Board of Directors

Rajeev Gopalakrishnan Sandeep Kataria
Place : Gurugram Managing Director Whole-time Director and CEO
Date : May 25 2020 DIN:03438046 DIN:05183714

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