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Trent Ltd.

BSE: 500251 Sector: Others
NSE: TRENT ISIN Code: INE849A01020
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NSE 09:54 | 28 Jun 1039.95 -9.15
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OPEN 1055.00
PREVIOUS CLOSE 1048.25
VOLUME 5461
52-Week high 1347.10
52-Week low 838.15
P/E 148.59
Mkt Cap.(Rs cr) 36,976
Buy Price 1038.40
Buy Qty 35.00
Sell Price 1039.80
Sell Qty 4.00
OPEN 1055.00
CLOSE 1048.25
VOLUME 5461
52-Week high 1347.10
52-Week low 838.15
P/E 148.59
Mkt Cap.(Rs cr) 36,976
Buy Price 1038.40
Buy Qty 35.00
Sell Price 1039.80
Sell Qty 4.00

Trent Ltd. (TRENT) - Director Report

Company director report

TO THE MEMBERS OF TRENT LIMITED

The Directors present their Seventieth Annual Report together with the auditedfinancial statements for the financial year ended 31st March 2022. The consolidatedperformance of the Company and its subsidiaries has been referred to wherever required.

1. Financial Results

( Rs in Crores)
Standalone Consolidated
2021-2022 2020-2021 2021-2022 2020-2021
Revenue from operations 3880.73 2047.53 4498.02 2592.96
Other Income 278.97 204.24 175.21 201.60
Total Income 4159.70 2251.77 4673.23 2794.56
Total Expenses 3823.54 2317.57 4539.71 2927.01
Profit/(Loss) before exceptional items and tax 336.16 (65.80) 133.52 (132.45)
Exceptional Items - income/(expense) (13.16) (6.34) (27.44) (1.01)
Share in profit and loss of Associates/Joint venture as per Equity method - - 5.14 (71.36)
Profit/(Loss) before tax 323.00 (72.14) 111.22 (204.82)
Total Tax expenses 73.37 (21.12) 76.62 (23.69)
Profit/(Loss) for the period from continuing operations 249.63 (51.02) 34.60 (181.13)
Profit/(Loss) from discontinued operations (after tax) - - - -
Profit/(Loss) for the period 249.63 (51.02) 34.60 (181.13)
Other Comprehensive Income
Items that will not be reclassified to Profit and Loss (3.50) 116.94 6.78 120.59
Income tax relating to items that will not be reclassified to Profit or Loss 0.71 (13.50) (0.67) (13.49)
Items that will be reclassified to Profit and Loss - - (0.00)* (0.00)**
*[full figure (Rs 7520)]
**[full figure (Rs 42123)]
Income tax relating to items that will be reclassified to - - - -
Profit or Loss
Other Comprehensive Income for the period net of tax (2.79) 103.44 6.11 107.10
Total Comprehensive Income for the period 246.84 52.42 40.71 (74.03)
Profit/(Loss) attributable to Equity holders of Company - - 105.83 (146.17)
Profit/(Loss) attributable to Non-Controlling interest - - (71.23) (34.96)
Total Comprehensive Income attributable to Equity - - 112.00 (38.93)
holders of Company
Total Comprehensive Income attributable to Non- - - (71.29) (35.10)
Controlling interest
Retained earnings - Opening Balance 219.20 305.77 (228.96) (47.24)
Appropriations
Dividend on equity shares 42.66 35.55 42.66 35.55
Closing balance of retained earnings 426.17 219.20 (165.79) (228.96)

During the period under review both revenues and operating profitability stronglyrecovered as compared to the last year despite the 2nd and 3rd waves of the pandemic.

2. Dividend

On 10th February 2022 the Board of Directors declared an interim dividend of 60% i.e.Rs 0.60/- per Equity Share on 355487461 Equity Shares of Rs 1/- each for the year ended31st March 2022 which was paid on 7th March 2022. The interim dividend payment involved acash outflow of Rs 21.33 Crores.

Considering the Company's financial performance the Board of Directors have alsorecommended a final dividend @ 110% i.e. Rs 1.10/- per Equity Share on 355487461 EquityShares of Rs 1/- each (previous year

@ 60% i.e. Rs 0.60/- per Equity Share on 355487461 Equity Shares of Rs 1/- each) forthe Financial Year ended 31st March 2022 subject to approval of the shareholders.The final dividend if approved by the Shareholders would involve an additional cashoutflow of Rs 39.10 Crores.

In view of the changes made under the Income-Tax Act 1961 by the Finance Act 2020dividends paid or distributed by the Company shall be taxable in the hands of theshareholders. The Company shall accordingly make the payment of Dividend after deductionof tax at source as may be applicable.

The total dividend @ 170% (interim & final) on Equity Shares for FY 2021-22 wouldinvolve a total cash outflow of Rs 60.43 Crores.

3. Dividend Distribution Policy

In terms of Regulation 43A of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 ("ListingRegulations") the Board of the Company has adopted a Dividend Distribution Policywhich can be accessed on the website of the Company www.trentlimited.com.

4. Transfer to Reserves

As permitted under the provisions of the Companies Act 2013 the Board does notpropose to transfer any amount to general reserve.

5. Share Capital

The paid up Equity Share Capital as on 31st March 2022 is Rs 355487461/- comprisingof 355487461 Equity Shares of Rs 1/- each. During the year under review the Companyhas not issued any shares. The Company has not issued shares with differential votingrights. The Company has neither issued employee stock options nor sweat equity shares anddoes not have any scheme to fund its employees to purchase the shares of the Company.

6. Debentures

During the year under review the Company redeemed Rated Listed Unsecured RedeemableNon-Convertible Debentures aggregating to Rs 300 Crores on the due date. The Company hasissued and allotted on a private placement basis Listed Rated Unsecured Redeemable

Non-Convertible Debentures aggregating to Rs 500 Crores redeemable on 29th May 2026.

7. Management Discussion and Analysis Report

A separate section on Management Discussion and Analysis Report ("MD&A")is included in the Annual Report as required under Regulation 34(2)(e) of the ListingRegulations.

8. Business Excellence Initiative

The Company participates in the Tata Business Excellence Model ("TBEM")business maturity review and evaluation mechanism. TBEM emphasizes quality leadershipstrategic planning customer orientation & services process orientation humanrelations shareholder value and commitment to community development.

9. Board and Committee meetings

A total of 38 Board/Committee meetings were held during the year under reviewcomprising 7 Board meetings 7 meetings of the Audit Committee 8 meetings of theNomination and Remuneration Committee 1 meeting of the Stakeholders RelationshipCommittee 3 meetings of the Corporate Social Responsibility and Sustainability Committee1 meeting of the Borrowing and Investment Committee 8 meetings of the Property Committee2 meetings of the Risk Management Committee and 1 Independent Directors' Meeting.

The Audit Committee consists of Mr. J. Merchant as the Chairman Mr. N. N. Tata Mr. B.N. Vakil and Mr. R. S. Gill (Member w.e.f. 29th December 2021) as Members. Therehave not been any instances during the year when recommendations of the Audit Committeewere not accepted by the Board.

10. Directors

At the sixty sixth Annual General Meeting ("AGM") of the Company held on 9thAugust 2018 the shareholders had approved the re-appointment of Mr. P. Venkatesaluas Executive Director (Finance) and Chief Financial Officer of the Company on fresh termsand conditions of appointment and remuneration w.e.f. 1st June 2018 to 31st May2023. Based on the recommendation of the Nomination and Remuneration Committee the Boardof Directors have approved the re-appointment of Mr. P. Venkatesalu with the designationExecutive Director and Chief Executive Officer of the Company on fresh terms andconditions of re-appointment and remuneration w.e.f. 6th October 2021 to 5thOctober 2024 subject to approval of the shareholders of the Company at the forthcomingAGM. Pursuant to the above Mr. P. Venkatesalu tendered his resignation as ChiefFinancial Officer of the Company w.e.f. 10th August 2021. He is liable to retire byrotation. He continues to be a Key Managerial Personnel of the Company under Section 203of the Act during this period.

Mr. Ravneet Singh Gill and Ms. Hema Ravichandar have been appointed as AdditionalDirectors (Independent Directors) of the Company w.e.f. 29th December 2021 to hold officefor a period of five years from their date of appointment subject to approval of theshareholders of the Company at the forthcoming AGM.

Mr. Johannes Holtzhausen has also been appointed as Additional Director (IndependentDirector) of the Company w.e.f. 27th April 2022 to hold office for a term upto 9th August2024 being the date of retirement subject to approval of the shareholders of the Companyat the forthcoming AGM. They are not liable to retire by rotation. As additionaldirectors they hold office as Director up to the date of the forthcoming AGM andare eligible to be appointed as Directors. Notices have been received from a memberpursuant to Section 160 of the Companies Act 2013 ("Act") signifying theintention to propose Mr. Ravneet Singh Gill Ms. Hema Ravichandar and Mr.Johannes Holtzhausen for appointment as Directors of the Company.

All the Independent Directors have submitted declarations that each of them meet thecriteria of independence as laid down under Section 149(6) of the Act and Regulation16(1)(b) of the Listing Regulations and there has been no change in the circumstanceswhich may affect their status as independent directors during the year. In the opinion ofthe Board the Independent Directors appointed during the year have the integrity andrequisite expertise and experience to be appointed as Independent Directors.

Ms. S. Singh ceased to be a Director of the Company w.e.f. 3rd March 2022 pursuant tocompletion of her second term as an Independent Director. The Board places on record itssincere appreciation for the service rendered by her as a Director of the Company and alsoas a member of the Corporate Social Responsibility and Sustainability Committee.

In accordance with the provisions of the Act and in terms of the Articles ofAssociation of the Company Mr. H. Bhat is liable to retire by rotation at the ensuing AGMand is eligible for re-appointment.

11. Key Managerial Personnel

Mr. Auld retired from his position as an Executive Director from the Board of Directorsof the Company w.e.f. 1st May 2021.

Based on the recommendation of the Nomination and Remuneration Committee the Board ofDirectors have approved the re-appointment of Mr. P. Venkatesalu with the designationExecutive Director and Chief Executive Officer of the Company on fresh terms andconditions of re-appointment and remuneration w.e.f.

6th October 2021 to 5th October 2024 subject to approval of the shareholders of theCompany at the forthcoming AGM. Pursuant to the above Mr. P. Venkatesalu tendered hisresignation as Chief Financial Officer of the Company w.e.f. 10th August 2021.

Based on the recommendation of the Nomination and Remuneration Committee and the AuditCommittee the Board of Directors had approved the appointment of:

Mr. Dharmendar Jain as an interim Chief Financial

Officer of the Company w.e.f. 1st February 2022 to 31st May 2022 and

Mr. Neeraj Basur as Chief Financial Officer of the

Company w.e.f. 1st June 2022.

The Key Managerial Personnel of the Company are Mr. P. Venkatesalu – ExecutiveDirector and Chief Executive Officer (w.e.f. 6th October 2021) Mr. D. Jain – InterimChief Financial Officer (w.e.f. 1st February 2022 to 31st May 2022) Mr. N.Basur - Chief Financial Officer (w.e.f. 1st June 2022) and Mr. M. M. Surti - CompanySecretary.

12. Particulars of loans guarantees or investments

The Particulars of loans given investments made guarantees given and securitiesprovided as per Section 186 of the Act by the Company are disclosed in the standalonefinancial statements.

13. Related Party Transactions

All related party transactions that were entered into during the financial year were inthe ordinary course of the business and on an arm's length basis. The Company has notentered into material contracts or arrangements or transactions with related parties inaccordance with Section 188 of the Act read with the Companies (Meetings of Board and itsPowers) Rules 2014. There were no materially significant Related Party Transactions madeby the Company during the year that would have required shareholders' approval under theListing Regulations. The Company has nothing to report in Form AOC-2 hence the same isnot annexed.

The Related Party Transactions are placed before the Audit Committee for priorapproval as required under applicable law. Only those members of the Audit Committee whowereand material orders passed byIndependent Directors approved the same w.e.f. 1stJanuary 2022.

Prior omnibus approval of the Audit Committee is also obtained for the transactionswhich are repetitive in nature. A statement of all Related Party Transactions is placedbefore the Audit Committee for its review on a quarterly basis specifying thenature and value of the transactions.

The Company has adopted a policy on Related Party Transactions. The policy as approvedby the Audit Committee and the Board of Directors is uploaded on the website of theCompany www.trentlimited.com.

14. Business Responsibility and Sustainability Report

Pursuant to Regulation 34(2)(f) of the Listing RegulationstheinitiativestakenbytheCompanyfromanenvironmental social and governance perspective areprovided in the Business Responsibility and Sustainability Report which is included as aseparate section in the Annual Report.

15. Risk Management Policy

The Company has a Risk Management Policy consistent with the provisions of the Act andthe Listing Regulations. The Internal Audit Department facilitates the execution of RiskManagement Practices in the Company in the areas of risk identification assessmentmonitoring mitigation and reporting. The Company has laid down procedures to inform theAudit Committee as well as the Board of Directors about risk assessment and relatedprocedures & status.

The Company has a Risk Management Committee of the Board of Directors of the Companyunder the Chairmanship of Mr. H. Bhat Non-Executive Director of the Company to assistthe Audit Committee and the Board of Directors in overseeing the Company's risk managementprocesses and controls.

The major risks forming part of the Enterprise Risk Management process are also alignedwith the audit universe to the extent seen appropriate/relevant.

16. Deposits

During the year under review the Company has not accepted any deposits from thePublic. As on 31st March 2022 there were no deposits which were unclaimed and duefor repayment.

17. Significant or courts

No significant or material orders were passed during the period under review by theregulators or courts or tribunals impacting the going concern status and Company'soperations in future.

18. Material changes and commitments if any affecting the financial position of theCompany

Except as disclosed elsewhere in the Report no material changes and commitments whichcould affect the financial position of the Company have occurred between the end of thefinancial year of the Company to which the financial statements relate and the date ofthis Report.

19. Internal Financial Controls

Your Company has laid down standards and processes which enable internal financialcontrol across the Company and ensure that the same are adequate and are operatingeffectively.

Details of the internal controls system are given in the MD&A.

20. Particulars of Employees

The information required under Section 197(12) of the Act read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is annexedas Annexure A.

The information required under Rule 5(2) and (3) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 including amendment thereto isprovided in the Annexure forming part of the Report. In terms of the second proviso toSection 136(1) of the Act the Report and Accounts are being sent to the shareholdersexcluding the aforesaid Annexure. Any shareholder interested in obtaining the same maywrite to the Company Secretary at investor.relations@trent-tata.com.

21. Annual evaluation made by the Board of its own performance and that of itscommittees and individual directors

The Board of Directors has carried out an annual evaluation of its own performanceBoard Committees and individual Directors pursuant to the provisions of the Act thecorporate governance requirements as prescribed by the Listing Regulations and theguidance note on Board evaluation issued by Securities and Exchange Board of India dated5th January 2017.

The Nomination & Remuneration Committee (NRC) has defined the evaluation criteriafor the performance evaluation of individual Directors the Board and its Committees.

The performance of the Board was evaluated by the Board after seeking inputs from allthe Directors on the basis of the criteria such as structure of the Board meetings andfunctions of the Board degree of fulfillment of key responsibilities establishment anddelineation of responsibilities to Committees effectiveness of Board processesinformation and functioning and quality of relationship between the Board and theManagement etc.

The performance of the Committees was evaluated by the Board after seeking inputs fromthe committee members on the basis of the criteria such as mandate and compositioneffectiveness of the Committee structure of the Committee and meetings independence ofthe Committee from the Board contribution to decisions of the Board effectiveness of themeetings and quality of relationship of the Committee with the Board and the Managementetc.

The Board and the NRC reviewed the performance of the individual Directors on the basisof the criteria such as knowledge and competency fulfillment of functions ability tofunction as a team initiatives taken availability and attendance at the meetingintegrity independence contribution at Board/Committee Meetings and guidance/support tothe management outside Board/Committee Meetings etc. In addition the Chairman was alsoevaluated on key aspects of his role including effectiveness of leadership and ability tosteer the meetings impartiality ability to keep shareholders' interests in mind andmotivating and providing guidance to the Executive Directors etc.

In a separate meeting of Independent Directors performance of Non-IndependentDirectors performance of the Board as a whole and performance of the Chairman wasevaluated taking into account the views of Executive Directors and Non-ExecutiveDirectors. The same was discussed in the Board meeting that followed the meeting of theIndependent Directors at which the performance of the Board its Committees andindividual Directors was also discussed. Performance evaluation of Independent Directorswas done by the entire Board excluding the Independent Director being evaluated.

22. Company's Policy on Directors' appointment and remuneration etc.

Procedure for Nomination and Appointment of Directors

The NRC is responsible for developing competency requirements for the Board based onthe industry and strategy of the Company. Board composition analysis reflects in-depthunderstanding of the Company including its strategies environment operations financialcondition and compliance requirements.

The NRC conducts a gap analysis to refresh the Board on a periodic basis includingeach time a Director's appointment or re-appointment is required. The Committee is alsoresponsible for reviewing and vetting the CVs of potential candidates' vis-?-vis therequired competencies and meeting potential candidates prior to making recommendations oftheir nomination to the Board. At the time of appointment specific requirements for theposition including expert knowledge expected is communicated to the appointee.

Criteria for determining Qualifications Positive

Attributes and Independence of a Director

The NRC has formulated the criteria for determining qualifications positive attributesand independence of Directors in terms of provisions of Section 178(3) of the Act and theListing Regulations.

Independence

In accordance with the above criteria a Director will be considered as an‘Independent Director' if he/she meets with the criteria for ‘IndependentDirector' as laid down in the Act and Regulation 16(1)(b) of the Listing Regulations.

Qualifications

A transparent Board nomination process is in place that encourages diversity ofthought experience knowledge perspective age and gender. It is also ensured that theBoard has an appropriate blend of functional and industry expertise. While recommendingthe appointment of a Director the NRC considers the manner in which the function anddomain expertise of the individual will contribute to the overall skill-domain mix of theBoard.

Positive Attributes

In addition to the duties as prescribed under the Act the Directors on the Board ofthe Company are also expected to demonstrate high standards of ethical behavior stronginterpersonal and communication skills and soundness of judgment. Independent Directorsare also expected to abide by the ‘Code for Independent Directors' as outlined inSchedule IV to the Act.

Remuneration Policy

The Company has adopted a Remuneration Policy for the Directors Key ManagerialPersonnel and other employees pursuant to the provisions of the Act and the ListingRegulations.

The philosophy for remuneration of Directors Key Managerial Personnel and all otheremployees of the Company is based on the commitment of fostering a culture of leadershipwith trust. The Remuneration Policy of the Company is aligned to this philosophy.

The NRC has considered the following factors while formulating the Policy: i. The leveland composition of remuneration is reasonable and sufficient to attract retain andmotivate Directors of the quality required to run the Company successfully; ii.Relationship of remuneration to performance is clear and meets appropriate performancebenchmarks; and iii. Remuneration to Directors Key Managerial Personnel and SeniorManagement involves a balance between fixed and incentive pay reflecting short andlong-term performance objectives appropriate to the working of the Company and its goals.

It is affirmed that the remuneration paid to Directors Key Managerial Personnel andall other employees is as per the Remuneration Policy of the Company.

The policy on Directors appointment which also lays down the criteria for determiningqualifications positive attributes and independence of a Director and the RemunerationPolicy as approved by the NRC and the Board of Directors is available on the website ofthe Company www.trentlimited.com.

23. Details of establishment of Vigil Mechanism/Whistle

Blower Policy

The Board of Directors on the recommendations of the Audit Committee has approved andadopted a Whistle Blower Policy that provides a formal mechanism to the Directorsemployees and other stakeholders of the Company to approach the Chairman of the AuditCommittee/Chief Ethics Counselor of the Company and make protective disclosure about theunethical behavior actual or suspected fraud or violation of the Company's Code ofConduct. The Whistle Blower Policy is available on the website of the Companywww.trentlimited.com.

24. Corporate Social Responsibility

Corporate Social Responsibility (CSR) is an integral part of our culture. The Companystrongly believes in the Tata ethos of "what comes from the community should go backmany times". One of the key features of our CSR projects is focus on participatoryand collaborative approach with the community. The Company continues to emphasize onimplementation of key areas denoted and chosen in its sustainability. The Company hasadopted a CSR Policy in compliance with the provisions of the Act. The Company has spentRs121.76 Lakhs which is marginally higher than the statutory amount required to be spenttowards the CSR projects for the Financial Year 2021-22.

The Annual Report on CSR activities is attached as

Annexure B.

25. Secretarial Auditor's Report

Pursuant to the provisions of Section 204 of the Act and the Rules made thereunder theBoard of Directors of the Company had appointed M/s. Parikh & Associates PracticingCompany Secretaries to undertake the Secretarial Audit of the Company for the year ended31st March 2022. The Secretarial Audit Report is given as

Annexure C.

Pursuant to the provisions of Section 204 of the Act and the Rules made thereunder theBoard of Directors of Booker India Limited (BIL) material subsidiary of the Company hadappointed M/s. Mitesh J. Shah & Associates Practicing Company Secretaries toundertake the Secretarial Audit of BIL for the year ended 31st March 2022. The SecretarialAudit Report of BIL is given as Annexure D.

There has been no qualification reservation adverse remark or disclaimer given by theSecretarial Auditors in their Reports.

26. Annual Return

Pursuant to Section 92(3) of the Act the Annual Return as on 31st March 2022 isavailable on the website of the Company www.trentlimited.com.

27. Corporate Governance

A separate section on Corporate Governance is included in the Annual Report along withthe certificate from the Practicing Company Secretary confirming compliance withconditions on Corporate Governance as stipulated in the Listing Regulations as on 31stMarch 2022.

28. Directors' Responsibility Statement

Based on the framework of internal financial controls and compliance systemsestablished and maintained by the Company work performed by the internal statutory andsecretarial auditors including audit of internal financial controls over financialreporting by the statutory auditors and the reviews performed by Management and therelevant Board Committees including the Audit Committee the Board is of the opinion thatthe Company's internal financial controls were adequate and effective during the financialyear ended 31st March 2022.

Accordingly pursuant to Section 134(3)(c) and 134(5) of the Act the Board ofDirectors to the best of their information and knowledge confirm that: a. in thepreparation of the annual accounts the applicable accounting standards have been followedand that there are no material departures; b. they have selected such accounting policiesand applied them consistently and made judgments and estimates that are reasonable andprudent so as to give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period; c. they havetaken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of this Act for safeguarding the assets of the Company andfor preventing and detecting fraud and other irregularities; d. they have prepared theannual accounts on a going concern basis; e. they have laid down internal financialcontrols to be followed by the Company and that such internal financial controls areadequate and were operating effectively; f. they have devised proper systems to ensurecompliance with the provisions of all applicable laws and that such systems are adequateand operating effectively.

29. Auditors

The shareholders of the Company at the Sixty Fifth AGM held on 1st August 2017 hadapproved the appointment of Deloitte Haskins & Sells LLP Chartered Accountants (FirmRegistration No. 117366W/W-100018) as the Statutory Auditors of the Company to holdoffice till the conclusion of Seventieth AGM of the Company to be held in the year 2022.The Auditor's reports for FY 2021-22 do not contain any qualifications reservations oradverse remarks. As per Section 139(2) of the Act no listed company can appoint orre-appoint an audit firm as auditor for more than two terms of five consecutive years. Inview of the same Deloitte Haskins & Sells LLP Chartered Accountants are eligible tobe re-appointed as statutory auditors of the Company. Accordingly it is proposed tore-appoint Deloitte Haskins & Sells LLP Chartered Accountants as the StatutoryAuditors of the Company for the second term of five consecutive years to hold the officefrom the conclusion of the ensuing AGM of the Company till the conclusion of Seventy FifthAGM to be held in the year 2027.

30. Policy on Prevention Prohibition and Redressal of Sexual Harassment at workplace

The Company has adopted a Policy on Prevention Prohibition and Redressal of SexualHarassment at the Workplace to provide protection to employees at the workplace and forprevention and redressal of complaints of sexual harassment and for matters connected orincidental thereto with the objective of providing a safe working environment whereemployees feel secure. The Company has also constituted an Internal Complaints Committeeto consider and to redress complaints of sexual harassment. During FY 2021-22 theCommittee has received 12 complaints pertaining to sexual harassment all of which wereresolved with appropriate action.

31. Conservation of Energy Technology Absorption and Foreign Exchange Earnings andOutgo a. Conservation of Energy: The Company consciously makes all efforts to conserveenergy across all its operations. Further details on the efforts are available in theMD&A. b. Technology Absorption : Nil c. Foreign Exchange Earnings and Outgo: TheCompany incurred Rs187.02 Crores in foreign currency for purchase of goods receipt ofservices and reimbursement of expenses. The Company earned Rs17.18 Crores in foreigncurrency from retail sales through International credit cards.

32. Compliance with Secretarial Standards

The Company has complied with the Secretarial Standards issued by the Institute ofCompany Secretaries of India on Meetings of the Board of Directors and General Meetings.

33. Maintenance of Cost Records

The Company is not engaged in the business of production of goods or providing ofservices as specified in Rule 3 of the Companies (Cost Records and Audit) Rules 2014("Rules"). Accordingly the requirement of maintaining cost records inaccordance with Section 148(1) of the Act read with the Rules is not applicable to theCompany for the period under review.

34. Subsidiaries joint venture and associates of the Company Key subsidiaries jointventure and associates of the Company:

a) Trent Hypermarket Private Limited ("THPL") a joint ventureof the Company operates the retail business (under the Star Banner). THPL reported atotal revenue of Rs 1338.28 Crores ( Rs 1206.47 Crores in FY 2020-21) for the periodunder review and total comprehensive loss of Rs 135.37 Crores ( Rs 96.61Crores inFY 2020-21).

b) Booker India Limited ("BIL") [formerly known as Booker IndiaPrivate Limited] a material subsidiary of the Company is engaged in wholesale cash andcarry business. BIL reported a total revenue of Rs 325.13 Crores (Rs 320.68 Croresin FY 2020-21) for the period under review.

During the year BIL and Booker Satnam Wholesale Limited (BSWL) wholly ownedsubsidiary of BIL have filed a joint application with the Hon'ble National Company LawTribunal for the approval of the Scheme of Arrangement and Merger of BSWL with BIL andtheir respective shareholders w.e.f. the Appointed Date i.e. 1st April 2021 subject torequisite approvals. The merger will lead to greater efficiency as a combinedbusiness including economies of scale efficiency of operations cash flow managementincrease asset base for the purpose of development of businesses of the combined entityand enhance their growth opportunities. The merger shall also result in simplification ofthe group structure. c) Fiora Business Support Services Limited ("FBSSL")a subsidiary of the Company is engaged in the business of providing business support andconsultancy services relating to accounting merchandising human resources payroll etc.FBSSL reported a total revenue of Rs 62.02 Crores (Rs 42.58 Crores in FY 2020-21) for theperiod under review and total comprehensive income of Rs 11.15 Crores (Rs 8.74Crores in FY 2020-21). d) Fiora Hypermarket Limited ("FHL") a subsidiaryof BIL is engaged in the retailing business (under the Star banner). FHL reported a totalrevenue of Rs 154.60 Crores (Rs 121.45 Crores in FY 2020-21) for the period under reviewand total comprehensive loss of Rs19.29 Crores ( Rs 13.04 Crores in FY 2020-21). e) FioraOnline Limited ("FOL") a subsidiary of BIL is engaged in online groceryretailing business with its brand name - StarQuik. FOL reported total revenue of Rs 148.76Crores (Rs 74.00 Crores in FY 2020-21) for the period under review and total comprehensiveloss of Rs 36.70 Crores ( Rs 22.66 Crores in FY 2020-21). f) Nahar Retail TradingServices Limited ("Nahar") a subsidiary of the Company operates asa franchisee for Trent. Nahar reported a total revenue of Rs 7.17 Crores (Rs 4.09Crores in FY 2020-21) for the period under review and total comprehensive income of Rs1.18 Crores (total comprehensive loss of Rs 0.17 Crores in FY 2020-21).

During the year the Board of Directors of Nahar have approved the Scheme ofarrangement and merger of Trent Brands Limited (TBL) and Common Wealth Developers Limited(CWDL) with Nahar and their respective shareholders w.e.f. the Appointed Date i.e. 1stApril 2022 subject to requisite approvals. TBL a subsidiary of the Company is engagedin retail related services through property owned by it. CWDL a subsidiary of Nahar isengaged in the business of developing and managing properties. The merger will lead togreater efficiency as a combined business including economies of scale efficiencyof operations cash flow management increase asset base for the purpose of development ofbusinesses of the combined entity and enhance their growth opportunities. The merger shallalso result in simplification of the structure.

g) InditexTrentRetailIndiaPrivateLimited("ITRIPL") an associate ofthe Company is engaged in operation of Zara stores in India. ITRIPL reported a totalrevenue of Rs 1824.82 Crores ( Rs 1136.70 Crores in FY 2020-21) for the periodunder review.

The Company has nine subsidiaries a joint venture with Tesco PLC and two associationswith Inditex of Spain as on 31st March 2022. Pursuant to provisions of Section 129(3) ofthe Act a statement containing salient features of the financial statements of theCompany's subsidiaries joint venture and associations in Form AOC-1 is attached to thefinancial statements of the Company.

Pursuant to the provisions of Section 136 of the Act the financial statements of theCompany consolidated financial statements along with relevant documents and separateaudited financial statements in respect of subsidiaries are available on the website ofthe Company www.trentlimited.com. Any Member who is interested in obtaining a copy of theaudited financial statements in respect of subsidiaries may write to the CompanySecretary at investor.relations@trent-tata.com.

35. Acknowledgements

The Board wishes to place on record their sincere appreciation for the continuedsupport which the Company has received from its customers suppliers debenture holdersshareholders promoters bankers group companies and above all its employees.

On behalf of the Board of Directors
Noel N. Tata
Chairman
Mumbai 27th April 2022

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