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Direc<strong>to</strong>rs' Report<br />
Shoppers S<strong>to</strong>p Ltd.<br />
Timezone: Timezone Entertainment Private Ltd.; is engaged in the business of operating Family Entertainment Centers (FEC) under<br />
the “Timezone” brand. There are 26 FECs which are set up and operated at leading shopping malls by Timezone. The revenue during<br />
the year under review was ` 59.07 crores (Previous year ` 55.54 crores), registering a growth of 6% y-o-y basis. Timezone has<br />
incurred the loss of ` (1.85) crores against previous year’s profit of ` 1.23 crores.<br />
Nuance Group: The Nuance Group AG and the Company have formed a Joint Venture called Nuance Group (India) Pvt. Ltd., <strong>to</strong><br />
operate the Duty Free s<strong>to</strong>res at International Airports in India. During the year under review, sales growth on Like <strong>to</strong> Like basis is 16%,<br />
mainly resulting from growth in passengers vs last year. It has delivered profit after tax of ` 7.2 crore. It is a part of the Company’s<br />
policy and practice <strong>to</strong> constantly moni<strong>to</strong>r its investments. Pursuant <strong>to</strong> this policy, during the year under review, the Company made a<br />
provision for impairment <strong>to</strong> an extent of ` 23.81 crores, <strong>to</strong>wards diminution in value of investment, in Nuance Group (India) Pvt. Ltd;<br />
a Joint Venture Company.<br />
The other subsidiaries of the Company viz; Upasna Trading Ltd; Shopper’s S<strong>to</strong>p Services (India) Ltd.; Shopper’s S<strong>to</strong>p.com (India) Ltd.;<br />
and Gateway Multichannel Retail (India) Ltd.; either have insignificant or no operations during the year under review.<br />
During the year under review, no company has become or ceased <strong>to</strong> be a subsidiaries, joint venture entity or associate company.<br />
The financial statements along with the report of Direc<strong>to</strong>rs and Audi<strong>to</strong>rs thereon of the above mentioned subsidiary companies<br />
are kept open for inspection by the members at the Registered Office of the Company. These statements are also available on the<br />
website of the Company www.shopperss<strong>to</strong>p.com.<br />
7. Consolidated Financial Statements<br />
The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards<br />
issued by the Institute of Chartered Accountants of India. These Statements, <strong>to</strong>gether with Audi<strong>to</strong>rs’ Report thereon form part of the<br />
Annual Report.<br />
The statement containing the salient features of a company’s subsidiaries and joint venture companies under Section 129 of the<br />
Companies Act, 2013, in the prescribed form is attached <strong>to</strong> the Financial Statements.<br />
8. Employees S<strong>to</strong>ck Option Plan<br />
The Company has granted 3,275 Employee S<strong>to</strong>ck Options at a grant price of ` 404/- per option under ESOP Scheme 2008 <strong>to</strong> an<br />
employee of the Subsidiary Company. The Nomination and Remuneration & Corporate Governance Committee of the Company,<br />
inter-alia, administers and moni<strong>to</strong>rs the Employees S<strong>to</strong>p Option Scheme in accordance with the SEBI Guidelines.<br />
During the year under review, the Company has allotted 94,141 equity shares of ` 5/- each on exercise of vested options by certain<br />
employees of the Company and its subsidiary Companies under the ESOP Scheme 2008.<br />
The particulars as required <strong>to</strong> be disclosed pursuant <strong>to</strong> the Securities and Exchange Board of India (Share Based Employee Benefits)<br />
Regulations, 2014 and its disclosure requirements is annexed herewith as Annexure I. The same is also uploaded on the website of<br />
the Company at www.shopperss<strong>to</strong>p.com.<br />
The Company has received a certificate from its Audi<strong>to</strong>rs, that the scheme has been implemented in accordance with SEBI Guidelines<br />
and resolution passed by the Shareholders of the Company. The said Certificate would be placed at the ensuing Annual General<br />
Meeting of the Company.<br />
9. Human Resources<br />
The Company continues <strong>to</strong> introspect and strengthen its core competencies by redefining its Values and Vision. People<br />
development continues <strong>to</strong> be a key focus area and <strong>to</strong> have a sustained learning environment, the employees are being coached and<br />
empowered <strong>to</strong> coach others. Reaffirming a strong belief in inclusion and equality and a zero <strong>to</strong>lerance on harassment, cus<strong>to</strong>mised<br />
workshops and focused discussions are being conducted. To create a leadership pipeline across the system, assessments are<br />
being conducted <strong>to</strong> have fair and transparent performance evaluation. Taking new initiatives <strong>to</strong> further align its Human Resource<br />
policies <strong>to</strong> meet the growing needs of its business continues <strong>to</strong> be a constant endeavour. Special designed training modules for<br />
the frontline employees are being delivered from time <strong>to</strong> time <strong>to</strong> meet the training needs of the employees. Infusion of technology<br />
Annual Report 2015-16 | 34