Annual Report 2017
Annual Report 2017
I am delighted to share the progress made in the last year on the FY17: THE YEAR IN A NUTSHELL
occasion of our second year as a public listed company. With strong business fundamentals and a slew of innovative
Since the inception of our brand Café Coffee Day in 1996, we Food & Beverage launches, our coffee retail business reported a
have continued in our pursuit of turning coffee into a social idea. robust gross operational revenue growth of 14% and retail EBIDTA
In a fast-changing world, our drive to promote a coffee drinking growth of 8% over the last year. While the Food & Beverage retail
culture and offer a space for people to connect over a cup has market landscape continues to look challenging, I am pleased
remained constant. Today, with over 2500 cafés, express outlets, to share that Café Coffee Day recorded another year of positive
coffee points and over 41,500 vending machines in a vast majority same-store-sales growth of 5.02% in FY17. The performance is a
of corporates, we are touching the hearts of millions of Indians testimony of our strongly focused consumer engagement model
each day across more than 1000 cities and towns. built over the years.
Today, India is going through an important phase of transition, FY17 was another interesting year with a healthy mix of new
with GST and Digitisation revolutionising the way business is initiatives and expansion based on strong fundamentals.
conducted, and we are gearing up to deliver in this New Age.
Increasing per capita consumption over the years: Our GDP Our investment advisory and financial intermediation enterprise
has been growing at over 7%, and this augurs well for the focuses on qualitative financial products and long-term wealth
economy. Consistent growth will ensure increase in disposable creation. Following regulatory initiatives by the government, our
incomes and aspirations beyond metros, and a new Indian financial markets have seen greater participation and economic
consumption story will emerge. activity. We expect a continuation of these trends going forward.
Exciting Innovations: In response to an increase in consumer Lets keep brewing new possibilities!
preferences for a healthier lifestyle, we are continuously evolving
our menu.
Best regards,
Going Digital: Technology has disrupted our way of life like never
before, and we will keep investing in it to engage with young
consumers through apps, thus getting nuanced insights into
Mr. V.G. Siddhartha
customer behaviour.
Chairman and Managing Director
Great Consumer Connect: Incomparable reach across the country
with good value has ensured that we become an inseparable part
CONTENTS | 007
coffee day enterprises, the parent company of
the coffee day group, has diversified business
interests in the areas of coffee retailing
and trading, technology parks, logistics,
investments, hospitality and financial services.
2008 - Café Coffee Day won the Burrper’s Choice Award for being
voted as the “Coolest Café” by users of burrp.com
2009 - CDGL won the award for “Retailer of the Year” under the
category of Food & Beverages (catering services) by Asia Retail
Congress 2009
2012 - Café Coffee Day was ranked as 26th Most Trusted Service
Brand in India and as 2nd Most Exciting Brand under the category
of “Food Services” in India under a survey done by Brand Equity
(Economic Times)
2013 - Café Coffee Day was ranked as 26th Most Trusted Service 2015 - Café Coffee Day was awarded ‘Champion Employer’ by
Brand in India under a survey done by Brand Equity (Economic MORD (Ministry of Rural Development) to set up a skill training
Times) academy to train youth of India. This is part of the Government’s
‘Deen Dayal Upadhyaya Grameen Kaushalya Yojana (DDUGKY)
2013 - Café Coffee Day was awarded ‘The NCPEDP – Shell
initiative to impart skills to rural and urban underprivileged youth
Helen Keller Award 2013’ by National Centre for Promotion of
and generate employability.
Employment for Disabled People for being a role model company
in helping to generate employment opportunities for person 2015 - Café Coffee Day was ranked as 4th Most Trusted Brand in
with disabilities India in the Foods Services and as 4th Most Exciting Brand under
the QSR category in India, under a survey done by Brand Equity
2013 - CDGL was awarded as the Best Retailer under the category
(Economic Times)
of “Best Customer Service in Café Restaurant” by Star Retailer
Awards 2013 2016 - Café Coffee Day received the award in the best ‘Café
Restaurant’ category at the 5th Annual Indian Retail & e-Retail
2013 - Café Coffee Day won the Brand Excellence Award in retail
Awards 2016
sector from ABP news
2017 – Won Bronze at the prestigious Goafest Creative ABBY 2017
2014 - CDGL was awarded bronze prize by the Coffee Board of
Awards in the Retail Advertising category for ‘Magical Brews’ PR
India for being the third best exporter of green coffee during
Campaign
2012-13
2017 – Café Coffee Day profiled in The Economic Times ‘Iconic
2014 - CDGL was awarded ‘Retailer of the Year’ (Organisation Food
Brands of India’ feature
and Grocery) for retail excellence by ABP News
2017 - Café Coffee Day declared the ‘Best Player in Coffee Chain’
2014 - CDGL was awarded ‘Retailer of the Year’ for brand
category in the country in The Week survey done in partnership
excellence by ABP News
with IMRB - India’s Best Restaurants-2017
2014 - Café Coffee Day was ranked as 22nd Most Trusted Service
Brand in India, as 27th Most Exciting Brand in India and as 2nd OUR LISTING
Most Exciting Brand under the category of ‘Food Services’ in India, Raising Rs.1,150 crore through a recent IPO (November 2015), the
under a survey done by Brand Equity (Economic Times) Company commands a market capitalization of Rs.4,791.60 crore
as on 31st March 2017. 52.62% of the Company’s equity is owned
by the promoter group.
DR. ALBERT HIERONIMUS MR. SANJAY OMPRAKASH NAYAR MRS. MALAVIKA HEGDE
Independent Director Non-Executive, Non-Executive,
Nominee Director Non-Independent Director
2014-15
2015-16
2016-17
2013-14
2014-15
2015-16
2016-17
Our same store SSSG (%) At our Company, we DEBT-EQUITY RATIO
sales (SSSG) at 9.13 3.06 5.39 5.02 reported a debt- 3.76 4.00 1.35 1.56
5.02 % in FY2016- equity ratio of 1.56x,
2017 as against which is reasonable
5.39% during the considering the
previous fiscal year business requiring
due to a decrease constant capital
in discretionary for investment and
spending. growth.
2013-14
2014-15
2015-16
2016-17
2013-14
2014-15
2015-16
2016-17
We foster a socially-responsible corporate culture by following Ensuring environmental sustainability through ecological
a balanced approach to business, addressing social and conservation and regeneration and promoting bio-diversity
environmental challenges through required investments,
ACTIVITIES
technological upgradation, necessary resource allocation and
stakeholder engagement. Finding potential in coffee is a vital part of our success. That’s why
our diversified businesses find potential in everything we do.
CSR VISION Likewise, our CSR activities also revolve around finding potential
Ensuring healthy and sustainable environmental practices with in the people, society and the environment. Bringing people
a vision of socio-economic development of the community together and making a difference in people’s lives by inspiring
in which we operate through various initiatives so as to build a change is an integral part of our social activity.
better tomorrow.
Our multi-disciplinary team involves personnel from various
CSR MISSION sectors such as the EHSS (environment, health, safety and social),
development sector, sustainability, R&D, food safety management
To be a responsible organisation
and external consultants. The team proactively engages in finding
To empower the marginalised by generating sustainable efficient methodologies for our CSR initiatives with a vision, which
livelihood effectively translates into a robust and sustainable CSR strategy.
management discussion
and analysis
GLOBAL ECONOMIC OVERVIEW
Global growth was projected to slow to 3.1% in 2016 before recovering to 3.5% in 2017. The forecast was
revised down by 0.1 percentage points for 2017, compared with April 2016 projections. This reflected a
subdued outlook following the Brexit referendum, increasing global protectionism and weaker-than-
expected growth in the US.
However, long-term prospects of emerging market economies improved following a visible lowering of
interest rates in advanced economies and firming commodity prices. Asia in general and India in particular
demonstrated robust growth while sub-Saharan Africa experienced a sharp slowdown. Among advanced
economies, activity rebounded strongly in the US with the economy approaching full employment. Long-
term nominal and real interest rates rose in the UK and US since November 2016. Aggregate growth for
emerging markets and developing economies was estimated at 4.1% for 2016, just above the post-crisis low
in 2015.
However, the overall forecast marks a marked difference between countries with strong commodity import-
export ratios. After stagnating in 2015, growth in commodity-exporting nations for 2016 was pegged at
0.4% – substantially below the forecasted 1.6% (January 2016). This reflects a significant downward revision
in terms of commodity prices spurred by weak global trade, capital flow volatilities and inherent domestic
challenges. (Source: IMF & World Bank)
The Union Budget for 2016-17 came in the context of a weak economic situation. It was not just the stress
in the rural economy, which caused a steady decline in real wages as well as lowered farm incomes. There
was also a slowdown in the manufacturing segment with the rising incidence of NPAs. The Union Budget
for 2017-18 set aside Rs.48,700 crore for the MNREGA scheme to strengthen skill development. (Source: Crisil
and IMF)
The proposed implementation of the historic tax reform of Goods and Services Tax as well as the government’s
remonetisation are expected to act as strong structural economic resets, enabling the country to realize its
economic potential.
PROFIT AND LOSS ACCOUNT ANALYSIS Non current liabilities (excluding borrowings) stood at Rs.1,803
million, comprising of other financial liabilities Rs.1,209 million,
Gross revenues
deferred tax liabilities Rs.256 million, other non current liabilities
Gross revenues increased by 15% to Rs.35,519 million in 2016-17, Rs.217 million and provisions amounting to Rs.121 million.
compared with Rs.30,943 million reported in 2015-16.
Current liabilities (excluding borrowings of Rs.5,417 million and
Operating profit current maturities of long-term borrowings amounting to Rs.7,041
Operating profit (EBITDA) increased by 5.4% to Rs.6,811 million in million) stood at Rs.5,499 million, comprising of other financial
during 2016-17 from Rs.6,462 million in 2015-16, largely because liabilities (excluding current maturities of long-term borrowings
of improvement in financial performance of café business and amounting to Rs.7,041 million) Rs.3,008 million, trade payables of
integrated multimodal logistics business. Rs.1,012 million, other current liabilities Rs.1,168 million, current
tax liabilities Rs.268 million and provisions amounting to Rs.43
Depreciation million.
Depreciation for the year under review stood at Rs.2,268 Million,
Total assets
compared with Rs.2,517 million recorded in the previous year,
down 9.9% on a y-o-y basis. The Company’s total assets increased to Rs.80,285 million in 2016-
17 from Rs.70,314 million in 2015-16, representing an increase of
Finance costs 14.2%. Capital work-in-progress (WIP) for the year increased by
Finance cost for the year under review decreased by 11.8% 16.6% to Rs.11,363 million in 2016-17, compared with Rs.9,747
from Rs.3,595 million to Rs.3,172 million because of significant million in 2015-16 on account of ongoing construction in our
repayment of debt in the previous year and interest cost subsidiary engaged in the business of leasing of commercial
optimization carried out during the year 2016-17. office space and further additions by integrated multimodal
logistics business.
Total tax expenses
Total tax expenses for the year stood at Rs.555 Million, compared Investments
to Rs.446 Million for Financial year 2016. The Company’s investments (current and non-current portion)
during the year under review increased to Rs.6,641 million from
Net profit
Rs.6,265 million in the previous year, an increase of 6.0% over the
Consolidated net profit for the year under review stood at Rs.462 previous year.
Million over loss of Rs.425 Million in the previous financial year.
Current and Non-current assets
BALANCE SHEET ANALYSIS
Trade receivables of the Company stood at Rs.4,089 million in
Net worth FY17, an increase of 30.8% over the previous year.
The Company’s net worth stood at Rs.28,491 million as on 31st The Company had on its books cash and bank balances worth
March 2017, increasing by 4.0%, compared with Rs.27,406 million Rs.14,766 million as on 31st March 2017 as compared to Rs.13,216
as on 31st March 2016. The net worth comprised paid-up equity million in 31st March 2016.
share capital amounting to Rs.2,060 million as on 31st March
2017 (206,001,709 equity shares of Rs.10 each fully paid up) and OPERATIONAL OVERVIEW
minority interest of Rs.6,214 million. The Company’s reserves and Coffee Day Enterprises is present across the following sectors:
surplus stood at Rs.20,217 million as at 31st March 2017. Coffee, logistics, financial services, leasing, commercial space and
hospitality. However, 51% of the consolidated net revenue of the
Loan profile
Company was contributed by the coffee business during the year
The total loan funds stood at Rs.44,492 million while long-term under review, followed by 29% from the logistics business and
borrowings stood at Rs.39,075 million. The Company’s net debt 13% from financial services.
as on 31st March 2017 stood at Rs.29,726 million (including short-
term borrowings amounting to Rs.5,417 million).
This division is dependent on regulatory policies & its continuance. Financial risk
Any change in SEBI policies or direction can impact performance If the Company’s cash flow proves inadequate to meet its financial
and also any increase in cost of transactions due to new levies by obligations,its status as a going concern might be invoked.
the government could impact volumes and business
Competition risk
Technology parks business
With growing westernization and increase in the penetration of
Our wholly-owned subsidiary, Tanglin Developers Limited, was global players and growing popularity of individual themed cafés,
set up for the development of technology parks and Special it might be a challenge for the Company to maintain its existing
Economic Zones, offering bespoke facilities for information consumer base.
technology and IT-enabled services. The Company is developing
and operating a Special Economic Zone/technology park in Regulatory risks
Global Village situated in Bengaluru, Karnataka and Tech Bay Operating in the food industry space is subject to various
situated in Mangaluru, Karnataka. regulatory risks with respect to failure of compliance to quality
standards and various regulations imposed by the government
Our technology parks division contributed 3.9% to the Company’s
policies. Failure to meet with the standards might result in legal
top line. Revenues from this division increased by 5.5% from
implications and loss of business.
Rs.1,319 million in 2015-16 to Rs.1,392 million in 2016-17.
Occupancy levels stood at 3.3 million square feet as at 31st March Climatic risks
2017. Currently, 7.5L sq. ft of office space is completed and will
Bad monsoon might result in lower production of coffee leading
be occupied in phases. An additional 7.5L sq. ft is currently under
to soaring high coffee prices. Passing it to the customers would
construction.
incur menu costs and loss in price sensitive segment of consumer
Outlook base. Thus, inadequate monsoon might result in falling revenues
and profit.
There are several infrastructural projects developed in this area
including the connectivity of metro to this property, which will Economic risk
likely to improve the connectivity to this area from the center of
Sluggish growth of the economy impacts the spending power
Bangalore. The rent in this area are likely to be grown at 5-7% in
reducing consumption. Overall macroeconomic instability
the coming years.
results in a lower demand. Thus fluctuations in the economic
The growth of the commercial real estates technology parks scenario possess a major risk to the business of the Company.
largely depend upon the growth of service and industrial sector Performance of the backward and forward linked industries is of
especially IT , ITES and telecom. India as and is continuing to see vital importance for the logistics sector to perform.
major international player in this sector.
Social and political risk
HOSPITALITY BUSINESS Government policies play a major role in determining the fate of
The Company owns and operates luxury boutique resorts, one an industry. Relaxation of various regulations and simplification of
directly through our Company, and two through our wholly- tax regime give the much needed push to the concerned sectors.
owned subsidiary, Coffee Day Hotels & Resorts Private Limited Change in orientation with change in government possesses a
(CDHRPL), under the brand ‘The Serai’. These resorts are located at threat to the business.
Chikmagalur, Bandipur and Kabini, all in Karnataka. The Company
Good governance responsibilities encompasses the activities of the Board of Directors, who execute their
corporate governance responsibilities by focusing on the Company’s strategic and operational excellence
in the best interests of all stakeholders of the Company, in particular shareholders, employees and our
customers in a balanced fashion with long term benefits to all.
Good corporate governance provides an appropriate framework for the Board, its committees and
the executive Management to carry out the objectives that are in the interest of the Company and the
Stakeholders.
The core values of the Company’s governance process include independence, integrity, accountability,
transparency, responsibility and fairness. The business policies are based on ethical conduct, health, safety
and a commitment to building long term sustainable relationships with relevant stakeholders.
Coffee Day is committed to continually evolving and adopting appropriate Corporate Governance best
practices.
BOARD OF DIRECTORS
During the financial year ended 31st March 2017, Board of Directors met 6 times during the year on 20th May 2016, 11th August 2016,
14th November 2016, 8th February 2017, 11th March 2017 & 30th March 2017. The details of directors’ attendance at the Board meetings
during the year and at the last Annual General Meeting are given below:
Name of the Director No of Board Meeting held No of Board meeting attended Attendance at the last AGM
Mr. V.G.Siddhartha 6 6 Yes
Mr. S.V.Ranganath 6 6 Yes
Mr. M.D.Mallya 6 3 No
Dr. Albert Hieronimus 6 6 No
Mr. Sanjay Nayar 6 4 No
Mrs. Malavika Hegde 6 5 Yes
V.G. SIDDHARTHA
Name of Company Nature of Interest
Coffee Day Global Limited Managing Director
Sivan Securities Private Limited Director
Mindtree Limited Nominee Director
Ittiam Systems Private Limited Director
Coffee Day Resorts (MSM) Private Limited Director
Coffee Day Natural Resources Private Limited Director
SHAREHOLDING OF DIRECTORS
Name of the Director Nature of Directorship Details of shareholding as at 31st March 2017
Mr. V.G.Siddhartha Promoter, Chairman & Managing Director 69,174,700
Mrs. Malavika Hegde Promoter Group, Non-Executive Director 3,038,104
Mr. Sanjay Nayar Nominee Director -
Mr. S.V.Ranganath Independent and Non-Executive Director -
Mr. M.D.Mallya Independent and Non-Executive Director -
Dr. Albert Hieronimus Independent and Non-Executive Director -
4) Approving payments to statutory auditors for any other 12) Establishing a vigil mechanism for directors and employees
services rendered by the statutory auditors; to report their genuine concerns or grievances
5) Reviewing, with the management, the annual financial 13) Reviewing, with the management, the performance of
statements and auditor’s report thereon before submission statutory and internal auditors, and adequacy of the internal
to the Board for approval, with particular reference to: control systems;
a) Matters required to be included in the Director’s 14) Reviewing the adequacy of internal audit function if any,
Responsibility Statement to be included in the Board’s including the structure of the internal audit department,
report in terms of clause (c) of sub-section 3 of Section staffing and seniority of the official heading the department,
134 of the Companies Act, 2013, as amended; reporting structure coverage and frequency of internal audit;
b) Changes, if any, in accounting policies and practices and 15) Discussing with internal auditors on any significant findings
reasons for the same; and follow up there on;
c) Major accounting entries involving estimates based on 16) Reviewing the findings of any internal investigations by the
the exercise of judgment by management; internal auditors into matters where there is suspected fraud
or irregularity or a failure of internal control systems of a
d) Significant adjustments made in the financial statements
material nature and reporting the matter to the Board;
arising out of audit findings;
17) Discussing with statutory auditors before the audit
e) Compliance with listing and other legal requirements
commences, about the nature and scope of audit as well as
relating to financial statements;
post-audit discussion to ascertain any area of concern;
f ) Disclosure of any transactions; and
18) Looking into the reasons for substantial defaults in the
g) Qualifications in the draft audit report. payment to the depositors, debenture holders, shareholders
(in case of non payment of declared dividends) and creditors;
6) Reviewing, with the management, the quarterly, half-yearly
and annual financial statements before submission to the 19) Reviewing the functioning of the whistle blower mechanism;
Board for approval;
The following directors are the current members of the 2. Formulating of criteria for evaluation of the independent
Committee: directors and the Board;
The internal auditors, who are appointed to review and report 3. Mrs. Malavika Hegde
that the internal control processes & systems are in place and
they report quarterly to the Audit Committee. The committee MEETING AND ATTENDANCE DURING THE YEAR
meets regularly in private sessions with the external auditors, the Name No. of meeting No. of meeting
internal auditors and the chief financial officer. held attended
Mr. S.V. Ranganath 1 1
CEO/CFO CERTIFICATION
Dr. Albert Hieronimus 1 1
The CEO and CFO have certified, in terms of regulation 17(8) of Mrs. Malavika Hegde 1 1
the SEBI (LODR) 2015 to the Board that the financial statements
present a true and fair view of the Company’s affairs and are in
compliance with existing accounting standards.
REMUNERATION OF DIRECTORS
DETAILS OF REMUNERATION
The details of remuneration and sitting fees paid or provided to each of the Directors during the year ended 31st March 2017 are given
below:
Rs.in million
Salary and Perquisites Others
Name of the Director Fixed pay & Bonus Perquisites Retiral Benefits Commission Sitting fees Total
Mr. S.V. Ranganath - - - - 1.0 1.0
Mr. Albert Hieronimus - - - - 1.0 1.0
Mr. M.D. Mallya - - - - 0.3 0.3
No options under the ESOP plan were granted to the Executive / PECUNIARY RELATIONS OR TRANSACTIONS OF THE NON-
Non-Executive Directors during the year. EXECUTIVE DIRECTORS
There were no pecuniary relationship or transactions of non-
SERVICES CONTRACTS, NOTICE AND SEVERANCE FEES
executive directors vis-a-vis the Company which has potential
As at 31st March 2017, the Board comprised Six members
conflict with the interests of the Company at large.
including One Chairman and Managing Director, two non-
executive Directors and three are independent directors. COMPENSATION/FEES PAID TO NON-EXECUTIVE
However, Independent Directors are not subject to any notice DIRECTORS
period and severance fees. There were no payments made to the non-executive directors of
the Company.
There have been no material grievances and all the grievance received were attended and resolved.
(b) Co-ordination with and reporting to the Board, recognized (d) Monitoring email address of grievance redressal division as
stock exchange(s) and depositories with respect to compliance designated by the listed entity for the purpose of registering
with rules, regulations and other directives of these authorities complaints by investors.
During the year, as per NSE observation letter for approval of scheme of Amalgamation, the Company along with the NCLT Convened
Meeting, approached the shareholders for Approval of the scheme of Amalgamation of Coffee day Enterprises Limited with Coffee Day
Overseas Private Limited through postal ballot in February, 2017.
Name of the resolution Type of No of votes Votes cast in Votes cast % of votes in
Resolution polled favour against favour
Approval of the scheme of Amalgamation of Special 16,89,18,169 16,89,12,160 6009 99.99%
Coffee day Enterprises Limited with Coffee Day
Overseas Private Limited
MEANS OF COMMUNICATION along with presentations made by the Company to Analysts are
The quarterly, half-yearly and yearly financial results are sent to also posted on the website of the Company viz. www.coffeeday.
the Stock Exchanges immediately after the Board approves the com. The Company’s website also displays all official news
same. These results were published in English newspapers, usually releases. The Company organizes investor conference calls to
in Business Line and Kannada newspaper, Vijayvani. The results discuss its financial results every quarter where investor queries
are answered by the Executive Management of the Company.
250.00 29,000.00
28,000.00
200.00
27,000.00
150.00
26,000.00
100.00
25,000.00
50.00 24,000.00
- 23,000.00
r- 16 -16 16 16 16 16 16 16 16 17 17 17
ay n- Ju
l- g- p- t- v- c- n- b - ar-
Ap M Ju Au Se Oc No De Ja Fe M
300.00 9,500.00
250.00 9,000.00
200.00
8,500.00
150.00
8,000.00
100.00
50.00 7,500.00
- 7,000.00
6 6 6 6 6 6 6 6 6 7 7 7
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a
CDEL Nifty 50
There have been no material related party transactions undertaken CODE OF CONDUCT
by the Company under Section 188 of the Companies Act, 2013
The Board has laid down a code of conduct for all Board members
and hence, no details have been enclosed pursuant to clause (h)
and Senior Management of the Company and it is posted on the
of subsection (3) of Section 134 of Companies Act, 2013 read with
website of the Company (www.coffeeday.com). The declaration
Rule 8(2) of the Companies (Accounts) Rules 2014.
from Chairman & Managing Director with regard to compliance
MATERIAL SUBSIDIARY of code of conduct by the Board of Directors and Senior
Management is enclosed and forms part of this report.
The Company has formulated a policy for determining ‘material’
subsidiaries pursuant to the provisions of the Listing Agreement.
The said policy is available at the Company’s website www.
coffeeday.com.
DECLARATION BY THE MANAGING DIRECTOR UNDER LISTING REGULATIONS REGARDING COMPLIANCE WITH BUSINESS
CONDUCT GUIDELINES (CODE OF CONDUCT)
In accordance with the Listing Regulations, I hereby confirm that all the Directors and the Senior Management Personnel of the Company
have affirmed compliance with the Code of Conduct as applicable to them, for the Financial Year ended 31st March 2017.
To,
The Members of
Coffee Day Enterprises Limited.,
Coffee Day Square, 23/2,
Vittal Mallya Road,
Bengaluru-560001
We have examined the compliance of conditions of Corporate Governance by Coffee Day Enterprises Limited (‘the Company’) for the
year ended 31st March 2017, as per Regulations 17-27, clauses (b) to (i) of Regulation 46(2) and paragraphs C, D and E of Schedule V of
the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’).
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited
to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the
management has conducted the affairs of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance as specified in Regulations 17 to 27, clauses (b) to (i) of sub‑regulation (2) of
Regulation 46 and paragraphs C, D and E of Schedule V of the Listing Regulations, as applicable.
Sd/-
CS Harshavardhan R Boratti
Proprietor
C. P. No. : 11444
Membership No. 31152
Place: Bangalore
Date: 18th May 2017
nomination
and remuneration policy
This Nomination and Remuneration Policy is being formulated in compliance with Section 178 of the
Companies Act, 2013 read along with the applicable rules thereto and Regulation 19 of the Listing obligation
and Disclosure Requirements Regulation, 2015 as amended from time to time. This policy on nomination
and remuneration of Directors, Key Managerial Personnel and Senior Management has been formulated
by the Nomination and Remuneration Committee (NRC or the Committee) and has been approved by the
Board of Directors.
DEFINITIONS
“Remuneration” means any money or its equivalent given or passed to any person for services rendered by
him and includes perquisites as defined under the Income-tax Act, 1961;
“Key Managerial Personnel” means: i) Managing Director, or Chief Executive Officer or Manager and in their
absence, a Whole time Director; ii) Chief Financial Officer; iii) Company Secretary; and iv) such other officer
as may be prescribed.
“Senior Managerial Personnel” mean the personnel of the Company who are members of its core
management team excluding Board of Directors. Normally, this would comprise all members of management,
of rank equivalent to General Manager and above, including all functional heads.
OBJECTIVE
The objective of the policy is to ensure that
The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate
directors of the quality required to run the Company successfully;
Remuneration to directors, key managerial personnel and senior management involves a balance pay
reflecting short and long-term performance objectives appropriate to the working of the Company and
its goals.
To identify persons who are qualified to become Directors and b) Independent Director:
who may be appointed in Senior Management in accordance An Independent Director shall hold office for a term up to five
with the criteria laid down in this policy. consecutive years on the Board of the Company and will be
eligible for re-appointment on passing of a special resolution by
To carry out evaluation of Director’s performance.
the Company and disclosure of such appointment in the Board’s
To recommend to the Board the appointment and removal of report.
Directors and Senior Management.
No Independent Director shall hold office for more than two
To recommend to the Board policy relating to remuneration for consecutive terms of upto maximum of 5 years each, but such
Directors, Key Managerial Personnel and Senior Management. Independent Director shall be eligible for appointment after
To devise a policy on Board diversity, composition, size. expiry of three years of ceasing to become an Independent
Director.
Succession planning for replacing Key Executives and
overseeing. Provided that an Independent Director shall not, during the said
period of three years, be appointed in or be associated with the
To carry out any other function as is mandated by the Board
Company in any other capacity, either directly or indirectly.
from time to time and / or enforced by any statutory notification,
amendment or modification, as may be applicable. At the time of appointment of Independent Director it should
be ensured that number of Boards on which such Independent
To perform such other functions as may be necessary or
Director serves is restricted to seven listed companies as
appropriate for the performance of its duties.
an Independent Director and three listed companies as an
APPOINTMENT AND REMOVAL OF DIRECTOR, KEY Independent Director in case such person is serving as a Whole
MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT time Director of a listed company or such other number as may
be prescribed under the Act.
a) The Committee shall identify and ascertain the integrity,
qualification, expertise and experience of the person for EVALUATION
appointment as Director, KMP or at Senior Management level
The Committee shall carry out evaluation of performance of
and recommend his / her appointment, as per Company’s
Director, KMP and Senior Management Personnel yearly or at
Policy.
such intervals as may be considered necessary.
b) A person should possess adequate qualification, expertise
REMOVAL
and experience for the position he / she is considered for
appointment. The Committee has authority to decide whether The Committee may recommend with reasons recorded in
qualification, expertise and experience possessed by a person writing, removal of a Director, KMP or Senior Management
is sufficient / satisfactory for the position. Personnel subject to the provisions and compliance of the
Companies Act, 2013, rules and regulations and the policy of the
c) The Company shall not appoint or continue the employment
Company.
of any person as Whole time Director who has attained the
age of seventy years. Provided that the term of the person RETIREMENT
holding this position may be extended beyond the age of The Director, KMP and Senior Management Personnel shall retire
seventy years with the approval of shareholders by passing a as per the applicable provisions of the Act and the prevailing
special resolution. policy of the Company. The Board will have the discretion to
retain the Director, KMP, Senior Management Personnel in the
Installing advanced energy saving gadgets like capacitor banks, indigenized components like thermo
controllers for the ovens and usage of LED lighting etc.
Energy Management by conducting energy audits and introducing innovative ways of saving power –
This includes introducing of high end online energy monitoring system in majority of CCD outlets, With
Internet of Things (IoT) it is possible to remotely monitor and manage energy usage and take timely
actions to stop inefficiencies.
The above mentioned initiatives have reduced the energy consumption by 8-9% compared to the previous
fiscal.
To,
The Members
M/s. Coffee Day Enterprises Limited
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the
adherence to good corporate practices by M/s. Coffee Day Enterprises Limited (herein after called ‘the
Company’). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating
the corporate conducts / statutory compliances and expressing my opinion thereon.
Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other
records maintained by the Company and also the information provided by the Company, its officers, agents
and authorized representatives during the conduct of secretarial audit, I hereby report that in my opinion,
the Company has, during the audit period covering the financial year ended on 31st March 2017 (‘Audit
Period’) complied with the statutory provisions listed here under and also that the Company has proper
Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the
reporting made herein after;
I have examined the books, papers, minute books, forms and returns filed and other records maintained by
the Company for the financial year ended on 31st March 2017 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent
of Foreign Direct Investment. There were no Overseas Direct Investment and External Commercial
Borrowings during the period under review;
(vi) Other law specifically applicable to the Company I further report that there are adequate systems and processes
in the Company commensurate with the size and operations of
a. Water (Prevention and control of Pollution) Act, 1974
the Company to monitor and ensure compliance with applicable
b. Air (Prevention and control of Pollution) Act, 1981 laws, rules, regulations and guidelines.
c. Hazardous Waste (Management, Handling and Trans
WE FURTHER REPORT THAT DURING THE AUDIT PERIOD
boundary Movement) Rules, 2008
(i) The Shareholders of the Company, at the NCLT Convened
d. Karnataka Excise Act, 1965 Meeting held on 10th March 2017, has approved the Scheme
e. Food Safety and Standards Authority of India Act, 2006 of Amalgamation of the Company with Coffee Day Overseas
Private Limited (Transferor Company).
f. The Prevention of Food Adulteration Act, 1954
(ii) The Company has allotted 800 Freely transferable, Rated,
g. Employees State Insurance Act, 1948
Unlisted Redeemable, Non-Convertible Series I Debentures
h. The Employees provident fund and miscellaneous of the Face Value of Rs.10,00,000/- each, aggregating up to
provisions act, 1952 Rs.80,00,00,000/- to ICICI Prudential Savings Fund.
i. The contract Labour (Regulation and Abolition) Act, 1970 (iii) The Company has allotted 950 Freely transferable, Rated,
Unlisted Redeemable, Non-Convertible Series I Debentures
To,
The Members
M/s. Coffee Day Enterprises Limited
23/2, Coffee Day Square, Vittal Mallya Road,
Bengaluru – 560001.
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion
on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of
the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial
records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company and relied
upon the Reports given by statutory auditors or other designated professionals.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with
which the management has conducted the affairs of the Company.
CS Harshavardhan R Boratti
Proprietor
Place: Bangalore C. P. No. : 11444
Date:18th May 2017 Membership No. 31152
[Pursuant to Section 92(3) of the Companies Act, 2013, and Rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
i) CIN L55101KA2008PLC046866
ii) Registration Date 20th June 2008
iii) Name of the Company Coffee Day Enterprises Limited (Formerly Coffee Day Resorts Private
Limited and Coffee Day Enterprises Private Limited)
iv) Category/Sub-Category of the Company Public Company / Limited by shares
v) Address of the Registered office and contact details 23/2, Coffee Day Square, Vittal Mallya Road, Bangalore-560 001
vi) Whether listed company Yes / No Yes
vii) Name, Address and contact details of Registrar and Link Intime India Pvt. Ltd
Transfer Agent, if any C 101, 247 Park, L.B.S.Marg, Vikhroli (West), Mumbai - 400083.
iv) Shareholding Pattern of Top Ten Shareholders (Other than directors, Promoters and Holders of GDRs and ADRs)
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
1. NLS Mauritius LLC
At the beginning of the year 22,412,992 10.88
Date wise Increase / Decrease in Promoters Shareholding
during the year specifying the reasons for increase /
decrease (e.g. allotment / transfer / bonus/ sweat equity
etc):
At the end of the year 22,412,992 10.88
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
2. KKR Mauritius PE Investments II Ltd
At the beginning of the year 21,826,912 10.59
Date wise Increase / Decrease in Promoters Shareholding
during the year specifying the reasons for increase /
decrease (e.g. allotment / transfer / bonus/ sweat equity
etc):
At the end of the year 21,826,912 10.59
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
3. Marina West (Singapore) Pte. Ltd
At the beginning of the year 0 0
Date wise Increase / Decrease in Promoters Shareholding Off market 5.53 11,402,901 5.53
during the year specifying the reasons for increase / purchase
decrease (e.g. allotment / transfer / bonus/ sweat equity 11,402,901
etc):
At the end of the year 11,402,901 5.53
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
5. Government Pension Fund Global
At the beginning of the year 3,344,938 1.62 3,344,938 1.62
Date wise Increase / Decrease in Promoters Shareholding Open 3,750,072 1.82
during the year specifying the reasons for increase / Market
decrease (e.g. allotment / transfer / bonus/ sweat equity Purchase
etc):
At the end of the year 3,750,072 1.82
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
6. Marina III (Singapore) Pte. Ltd.
At the beginning of the year 258,620 1.77 258,620 1.77
Date wise Increase / Decrease in Promoters Shareholding Open 1.24 2,566,331 1.24
during the year specifying the reasons for increase / Market
decrease (e.g. allotment / transfer / bonus/ sweat equity Purchase
etc): 2,566,331
At the end of the year 2,566,331 1.24
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
7. Platinum Asia Fund
At the beginning of the year 2,331,643 1.13 2,331,643 1.13
Date wise Increase / Decrease in Promoters Shareholding
during the year specifying the reasons for increase /
decrease (e.g. allotment / transfer / bonus/ sweat equity
etc):
At the end of the year 2,331,643 1.13 2,331,643 1.13
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
9. National Westminister Bank PLC
At the beginning of the year 1,397,388 0.68 1,397,388 0.68
Date wise Increase / Decrease in Promoters Shareholding Open 0.15 1,729,204 0.83
during the year specifying the reasons for increase / Market
decrease (e.g. allotment / transfer / bonus/ sweat equity Purchase
etc): 331,816
At the end of the year 1,729,204 0.83
Sl. For Each of the Top 10 Shareholders Shareholding at the Cumulative Shareholding
No. beginning of the year during the Year
No. of % of total shares No. of % of total shares
shares of the Company shares of the Company
10. Bennett, Coleman & Co. Ltd
At the beginning of the year 1,397,388 0.68 1,397,388 0.68
Date wise Increase / Decrease in Promoters Shareholding Open 0.02 1,368,304 0.68
during the year specifying the reasons for increase / Market
decrease (e.g. allotment / transfer / bonus/ sweat equity Purchase
etc): 29,084
At the end of the year 1,368,304 0.66
V. INDEBTEDNESS:
Indebtedness of the Company including interest outstanding/accrued but not due for payment: Amt in Crores
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 635.00 - - 635.00
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 42.34 - - 42.34
Total (i+ii+iii) 677.34 - - 677.34
Change in Indebtedness during the financial year
* Addition 480.00 - - 480.00
* *Reduction 189.78 - - 189.78
Net Change 290.22 - - 290.22
Indebtedness at the end of the financial year
i) Principal Amount 925.22 - - 925.22
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 45.51 - - 45.51
Total (i+ii+iii) 970.73 - - 970.73
2. Non-Executive Directors:
business responsibility
report 2016-17
The Directors present the “Business Responsibility Report” (BRR) of the Company for the financial
year ended on 31st March 2017, Pursuant to Regulation 34(2)(f ) of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, forming
part of the annual report.
The reporting framework is based on the ‘National Voluntary Guidelines on Social, Environmental
and Economic Responsibilities of Business (NVGs)’ released by the Ministry of Corporate Affairs,
Government of India, in July 2011 which contains 9 principles and Core Elements for each of
the nine Principles.
Our CSR activities were are out through the subsidiaries & its group companies (Way2Wealth & Coffee Day Global Limited).
Contributions were made towards CSR activities to the below mentioned Foundations /Organizations:
Contribution made to: Activities
SVGHE Education trust Through SVGH Vocational Training College (VTC) Foundation at
Chikmagalur, the Foundation’s charter is to promote education to
economically underprivileged rural youth and supporting them to
be independent, responsible and adaptable to urban environment.
Parivaar Education Society Parivaar is West Bengal’s largest free residential institution
supporting children from destitute.
Parikrma Humanity Foundation Parikrma Humanity Foundation offers high quality education, hope
and support to thousands of children from four orphanages and
over 70 slums in Bangalore city.
Society for Nutrition,Education and Health Action (SNEHA) A secular, Mumbai - based non - profit organisation, SNEHA targets
four large public health areas - Maternal and Newborn Health,
Child Health and Nutrition, Sexual and Reproductive Health and
Prevention of Violence against Women and Children.
Organization for Autistic Individuals(OAI),MCGM Welfare OAI is a registered Charitable Trust under Bombay Public Trusts, Act
Centre 1950, established with primary objective of setting up best in class
schooling facilities for Individuals who are on the Autism Spectrum
Disorder.
Foundation for Spastic and Mentally Handicapped Persons UDAAN, Delhi’s foremost research based NPO engaged in Training,
(UDAAN) Rehabilitation and Early Medical Intervention for children with
moderate to severe Autism.
Dignity Foundation Helps senior citizens lead active lives through various productive
ageing and social support services.
Centre for Environmental Research and Education, (CERE) CERE has successfully completed projects pertaining to
sustainability and carbon management in both urban and rural
India.
Urvi Ashok piramal foundation Is a not for profit organisation, undertakes CSR initiatives in the
areas of Education, Health, Livelihood, Village Development and
environment.
Army wives welfare association (AWWA) AWWA aims at the holistic development and well-being of Army
Wives including their children and rehabilitation of war widows
and differently-abled children.
2. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent company? If yes, then indicate the number of
such subsidiary company(ies)
Yes, most of the BR initiatives of the Company happens through the subsidiary companies and its group, operating in different
geographies.
3. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with; participate in the BR initiatives of
the Company? If yes, then indicate percentage of such entity/entities? [ Less than 30%, 30-60%, More than 60%]
Yes. Most of the BR initiatives happen through the subsidiaries, 60% of the associated entities participate in the BR initiatives of the
Company.
2. PRINCIPLE-WISE (AS PER NATIONAL VOLUNTARY GUIDELINES (NVGS)) BUSINESS RESPONSIBILITY POLICY/POLICIES
P1: Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.
P2: Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle.
P4: Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are disadvantaged,
vulnerable and marginalized.
P6: Businesses should respect, protect, and make efforts to restore the environment.
P7: Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
P9: Businesses should engage with and provide value to their customers and consumers in a responsible manner.
b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options)
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 The Company has not understood the Principles
2 The Company is not at a stage where it finds itself in a
position to formulate and implement the policies on
specified principles
3 The Company does not have financial or manpower Not Applicable
resources available for the task
4 It is planned to be done within next 6 months
5 It is planned to be done within the next 1 year
6 Any other reason (please specify)
The welfare of the coffee farming community is high on • Lamination paper/stickers used in packing materials –
our agenda, our coffees are sourced from thousands of distributed to Government School Children for book
small coffee planters, who made us who we are today and binding.
we’re glad to be a part of their lives. We facilitate UTZ and
PRINCIPLE 3: BUSINESSES SHOULD PROMOTE THE
Rainforest certification for our major coffee supplier’s estates.
WELLBEING OF ALL EMPLOYEES
The UTZ Code of Conduct is a recognized global ‘decency’
standard for coffee and production criteria for socially and Coffee Day acknowledges that the employees are its greatest
environmentally appropriate growing practices and efficient assets and is consistently taking various initiatives, adopting
farm management techniques. The Rainforest Alliance various policies, conducting training programmes etc., to enable
works to conserve biodiversity and improve livelihoods by the employees to feel good, live healthy and work safely.
promoting and evaluating the implementation of the most For the Company, learning and development is a business critical
globally respected sustainability standards in a variety of priority for enhancing capability, strengthening the leadership
fields which are designed to generate ecological, social and pipeline and fostering employee engagement.
economic benefits.
Coffee Day provides a work environment that is free from any
While Coffee Day’s core competence lies in the Coffee discrimination or harassment, promotes health and safety and
growing/brewing/serving, increased demand for serving a prohibits using, selling or distributing controlled substances.
variety of food items and beverages under the same brand
PRINCIPLE 6: BUSINESS SHOULD RESPECT, PROTECT, AND Climate change, global warming and environmental
MAKE EFFORTS TO RESTORE THE ENVIRONMENT degradation pose unique challenges as well as opportunities
Coffee Day understands its responsibility towards environment for Coffee Day. The Company is continually investing in new
and has taken various initiatives to reduce its environmental technologies, implementing process improvements and
impact. Energy conservation continues to be a priority area of the innovation to address the global environmental challenges.
Company. 3. Does the Company identify and assess potential
Focused energy programs have been established with a view to environmental risks? Y/N
carry out specific initiatives in the field of Energy Efficiency and Sustainable development is at the core of the Company’s
Conservation. operations which is also outlined in the CSR Policy framework.
During the financial year 2016-17, the Company has taken The Company follows sound environmental management
various initiatives for conservation of energy and reducing its practices across all its business units to assess and address
environmental impact, few of them are listed below: potential environmental risks.
Energy Management by conducting energy audits and 4. Does the Company have any project related to Clean
introducing innovative ways of saving power – This includes Development Mechanism? If so, provide details thereof, in
introducing of high end online energy monitoring system in about 50 words or so. Also, if yes, whether any environmental
majority of outlets, With Internet of Things (IoT) it is possible to compliance report is filed?
1. Is your Company a member of any trade and chamber or Our CSR activities were are out through the subsidiaries & its
association? group companies, (Way2Wealth & Coffee Day Global Limited).
Contributions made towards community development
Yes one subsidiary company (Coffee Day Global Limited)
projects are detained in “Section B” of this report.
is member of the Federation of Karnataka Chambers of
Commerce and Industry (FKCCI) 5. Have you taken steps to ensure that this community
development initiative is successfully adopted by the
2. Have you advocated/lobbied through above associations
community? Please explain in 50 words, or so.
for the advancement or improvement of public good?
Yes/No; if yes specify the broad areas (Governance and At Coffee Day, the CSR projects and programs are undertaken
Administration, Economic Reforms, Inclusive Development after identifying the communities that require development.
Policies, Energy Security, Water, Food Security, Sustainable The Company also interacts with the stakeholders to ensure
Business Principles, Others) that its projects are being implemented effectively.
No
The ratio of remuneration of each director to the median employee’s remuneration and other
details in terms of sub-section 12 of section 197 of the Companies Act, 2013 read with Rule 5[1]
of the Companies [Appointment and Remuneration of Managerial Personnel] Rules, 2014.
Rs.in Million
Sl. No. Requirements Disclosure
1. The ratio of the remuneration of each director to Designation Ratio
the median remuneration of the employees for the
financial year 2016-17
Mr. V.G. Siddhartha Chairman & Managing Director NA
Mrs. Malavika Hegde Non-Executive Director NA
Mr. Sanjay Nayar Non-Executive Director NA
2. The remuneration paid to independent directors were Designation Rs.in Lacs
as below:
Mr. S.V. Ranganath Independent Director Independent directors were
Dr. Albert Hieronimus Independent Director in receipt of sitting Fee for
attending the Board and
Mr. M.D. Mallya Independent Director
Committee meetings and are
not paid any remuneration.
Current sitting fee for
attending Board Meeting is
Rs.1,00,000 per meeting
The percentage increase in remuneration of each CFO 2.7
director, CFO, CEO, CS in the financial year. CS 0.95
Represents the allocated portion of salary based on time spent.
Ratio of Remuneration to MRE including & excluding WTD of CS
and CFO are 7.37 & 20.95 of the allocated remuneration.
3. The percentage increase in the median remuneration 9.56%
of employees in the financial year
4. The number of permanent employees on the rolls of 182
the Company
Employees drawing a Remuneration of Rs.1.02 Crores or above per annum and posted in India
Employee Name Designation in the Qualification Age Previous Total Date of Designation Amount
Company Employer Experience Joining at Previous (In Rs.)
( In Yrs) Employer
Balachandar Group Head-Human M.S.(Industrial 53 Strides 28 Jan 21, Chief 12,007,165
Natarajan Resource Management) Acrolabs 2012 Human
Ltd Resource
officer
Report on the Standalone Ind AS Financial Statements An audit involves performing procedures to obtain audit
We have audited the accompanying financial statements of evidence about the amounts and disclosures in the Standalone
Coffee Day Enterprises Limited (‘the Company’), which comprise Ind AS financial statements. The procedures selected depend
the balance sheet as at 31st March 2017, the statement of profit on the auditor’s judgment, including the assessment of the risks
and loss (including other comprehensive income), the statement of material misstatement of the Standalone Ind AS financial
of cash flows and the statement of changes in equity for the year statements, whether due to fraud or error. In making those risk
then ended, and a summary of significant accounting policies assessments, the auditor considers internal financial control
and other explanatory information (herein after referred to as relevant to the Company’s preparation of the Standalone
“Standalone Ind AS financial statements”). Ind AS financial statements that give a true and fair view in
order to design audit procedures that are appropriate in the
Management’s Responsibility for the Standalone Ind AS
circumstances, but not for the purpose of expressing an opinion
financial statements
on whether the Company has in place an adequate internal
The Company’s Board of Directors is responsible for the
financial controls system over financial reporting and the
preparation of these Standalone Ind AS financial statements
operating effectiveness of such controls. An audit also includes
that give a true and fair view of the financial position, financial
evaluating the appropriateness of accounting policies used and
performance including other comprehensive income, cash flows
the reasonableness of the accounting estimates made by the
and changes in equity of the Company in accordance with the
Company’s Directors, as well as evaluating the overall presentation
accounting principles generally accepted in India as specified
of the Standalone Ind AS financial statements.
under section 133 of the Companies Act, 2013 (‘the Act’) read
with relevant rules issued thereunder. We believe that the audit evidence we have obtained is sufficient
This responsibility also includes maintenance of adequate and appropriate to provide a basis for our audit opinion on the
accounting records in accordance with the provisions of the Act financial statements.
for safeguarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and Opinion
application of appropriate accounting policies; making In our opinion and to the best of our information and according
judgments and estimates that are reasonable and prudent; and to the explanations given to us, the aforesaid Standalone Ind
design, implementation and maintenance of adequate internal AS financial statements give a true and fair view in conformity
financial control, that were operating effectively for ensuring the with the accounting principles generally accepted in India of
accuracy and completeness of the accounting records, relevant the financial position of the Company as at 31st March 2017, its
to the preparation and presentation of the Standalone Ind AS financial performance including other comprehensive income for
financial statements that give a true and fair view and are free the year then ended, and its cash flows and the changes in equity
from material misstatement, whether due to fraud or error. for the year then ended.
As referred to in our Independent Auditor’s Report to the (c) There are no overdue amounts in respect of the loan
members of the Company on the Standalone Ind AS financial granted to companies listed in the register maintained
statements for the year ended 31st March 2017, we report that: under section 189 of the Act.
(i) (a) The Company has maintained proper records showing (iv) In our opinion and according to the information and explanation
full particulars, including quantitative details and given to us, the Company has complied with the provisions
situation of fixed assets. of Section 185 and 186 of the Act with respect to loans and
(b) The Company has a regular programme of physical investments made and security and guarantee given.
verification of its fixed assets by which fixed assets are (v) The Company has not accepted any deposits from the
verified every year. In our opinion, the periodicity of public.
physical verification is reasonable having regard to
the size of the Company and the nature of its assets. In (vi) According to the information and explanation given to us,
accordance with the programme, physical verification the Central Government of India has not prescribed the
of fixed assets was carried out during the year and no maintenance of cost records under Section 148(1) of the
material discrepancies were noted. Act, for any of the services rendered and goods sold by the
Company.
(c) According to the information and explanations given to
us and on the basis of our examination of the records, (vii) (a) According to the information and explanations given to
we have verified the lease agreement which is in the us and on the basis of our examination of the records
name of the Company for the land taken on lease of the Company, amounts deducted/ accrued in the
(for construction of building) duly registered with the books of account in respect of undisputed statutory
appropriate authority. dues including Provident Fund, Service tax, Sales-tax,
Value added tax and other material statutory dues have
(ii) According to the information and explanations given to
generally been regularly deposited during the year by
us and on the basis of our examination of the records, the
the Company with the appropriate authorities except
inventories of coffee beans have been physically verified
for undisputed Income tax dues which have not been
by the Management during the year. In our opinion, the
regularly deposited with the appropriate authorities
frequency of verification is reasonable. The discrepancies
and there have been delays in a number of cases. As
identified on physical verification of inventories between
explained to us, the Company did not have any dues
physical stocks and book records were not material. However,
on account of Employees’ State Insurance, Duty of
there is no physical inventory as at the year end.
Customs, Duty of Excise and Cess during the year.
(iii) According to the information and explanations given to
According to the information and explanations given
us and on the basis of our examination of the records, the
to us, no undisputed amounts payable in respect of
Company has granted unsecured loans to the two wholly
Provident Fund, Sales-tax, Value added tax, Income tax,
owned subsidiary Companies covered in the register
Service tax and other material statutory dues were in
maintained under Section 189 of the Act and;
arrears, as at 31st March 2017, for a period of more than
(a) In our opinion, the rate of interest and other terms six months from the date they became payable.
and conditions on which loans had been granted to
the companies listed in the register maintained under (b) According to the information and explanations given to
Section 189 of the Act were not, prima facie, prejudicial us, there are no dues of Provident Fund, Sales-tax, Value
to the interest of the Company. added tax, Income tax, Service tax and other material
statutory dues which have not been deposited with the
(b) In case of loans granted to the subsidiaries listed in the appropriate authorities on account of any dispute.
register maintained under Section 189 of the Act, the
loans and interest are repayable on demand. As per the (viii) In our opinion and according to the information and
information and explanation given to us, the borrowers explanations given to us, the Company has not defaulted in
have been regular in the repayment of the principal repayment of dues to its bankers, financial institutions and
amount. However, no demand for interest is made by debenture holders. The Company does not have any dues to
the Company during the year. the government.
We have audited the internal financial controls over financial Meaning of Internal Financial Controls over Financial Reporting
reporting of Coffee Day Enterptises Limited (‘the Company’) as of A company's internal financial control over financial reporting is a
31st March 2017 in conjunction with our audit of the standalone process designed to provide reasonable assurance regarding the
Ind AS financial statements of the Company for the year ended reliability of financial reporting and the preparation of financial
on that date. statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial
Management’s Responsibility for Internal Financial Controls
control over financial reporting includes those policies and
The Company’s management is responsible for establishing and
procedures that (1) pertain to the maintenance of records that,
maintaining internal financial controls based on the internal
in reasonable detail, accurately and fairly reflect the transactions
control over financial reporting criteria established by the
and dispositions of the assets of the Company; (2) provide
Company considering the essential components of internal
reasonable assurance that transactions are recorded as necessary
control stated in the Guidance Note on Audit of Internal Financial
to permit preparation of financial statements in accordance
Controls over Financial Reporting issued by the Institute of
with generally accepted accounting principles, and that receipts
Chartered Accountants of India (‘ICAI’). These responsibilities
and expenditures of the Company are being made only in
include the design, implementation and maintenance of
accordance with authorisations of management and directors of
adequate internal financial controls that were operating effectively
the Company; and (3) provide reasonable assurance regarding
for ensuring the orderly and efficient conduct of its business,
prevention or timely detection of unauthorised acquisition, use,
including adherence to company’s policies, the safeguarding of
or disposition of the Company's assets that could have a material
its assets, the prevention and detection of frauds and errors, the
effect on the financial statements.
accuracy and completeness of the accounting records, and the
timely preparation of reliable financial information, as required Inherent Limitations of Internal Financial Controls Over
under the Companies Act, 2013. Financial Reporting
Because of the inherent limitations of internal financial controls
Auditor’s Responsibility
over financial reporting, including the possibility of collusion
Our responsibility is to express an opinion on the Company's
or improper management override of controls, material
internal financial controls over financial reporting based on our
misstatements due to error or fraud may occur and not be
audit. We conducted our audit in accordance with the Guidance
detected. Also, projections of any evaluation of the internal
Note on Audit of Internal Financial Controls over Financial
financial controls over financial reporting to future periods are
Reporting (‘the Guidance Note’) and the Standards on Auditing,
subject to the risk that the internal financial control over financial
issued by ICAI and deemed to be prescribed under section
reporting may become inadequate because of changes in
143(10) of the Companies Act, 2013, to the extent applicable to
conditions, or that the degree of compliance with the policies or
an audit of internal financial controls, both applicable to an audit
procedures may deteriorate.
of Internal Financial Controls and, both issued by the Institute
of Chartered Accountants of India. Those Standards and the Opinion
Guidance Note require that we comply with ethical requirements In our opinion, the Company has, in all material respects, an
and plan and perform the audit to obtain reasonable assurance adequate internal financial controls system over financial
about whether adequate internal financial controls over financial reporting and such internal financial controls over financial
reporting was established and maintained and if such controls reporting were operating effectively as at 31st March 2017, based
operated effectively in all material respects. on the internal control over financial reporting criteria established
by the Company considering the essential components of
Our audit involves performing procedures to obtain audit
internal control stated in the Guidance Note on Audit of Internal
evidence about the adequacy of the internal financial controls
Financial Controls Over Financial Reporting issued by the Institute
system over financial reporting and their operating effectiveness.
of Chartered Accountants of India.
Our audit of internal financial controls over financial reporting
included obtaining an understanding of internal financial
controls over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed
risk. The procedures selected depend on the auditor’s judgment, for B S R & Co. LLP
including the assessment of the risks of material misstatement of Chartered Accountants
the financial statements, whether due to fraud or error. Firm’s registration number: 101248W/W-100022
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Enterprises Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
R. Ram Mohan Sadananda Poojary
Chief Financial Officer Company Secretary
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Enterprises Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
R. Ram Mohan Sadananda Poojary
Chief Financial Officer Company Secretary
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
b Other Equity
For the year ended 31st March 2017
(Rs. in million)
Particulars Reserves and Surplus OCI - Total
Securities Retained Remeasuremets
Premium Earnings of Acturial gain
and losses
Balance as at 1 April 2016 21,664.51 (4,841.25) (0.04) 16,823.22
Total comprehensive income for the year ended 31st March 2017
Loss during the year - (796.14) - (796.14)
Other comprehensive income (Refer note 38) - - 0.38 0.38
Total comprehensive income 21,664.51 (5,637.39) 0.34 16,027.46
Balance as at 31st March 2017 21,664.51 (5,637.39) 0.34 16,027.46
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Enterprises Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
R. Ram Mohan Sadananda Poojary
Chief Financial Officer Company Secretary
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
Financial assets at FVTPL These assets are subsequently measured at fair value. Net gains and losses, including any interest
or dividend income, are recognised in profit or loss.
Financial assets at These assets are subsequently measured at amortised cost using the effective interest method.
amortised cost The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains
and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is
recognised in profit or loss.
Equity investments at These assets are subsequently measured at fair value. Dividends are recognised as income in
FVOCI profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment.
Other net gains and losses are recognised in OCI and are not reclassified to profit or loss.
Financial liabilities: Classification, subsequent measurement and gains and losses
Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is
classified as held‑ for‑ trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL
are measured at fair value and net gains and losses, including any interest expense, are recognised in profit or loss. Other
financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and
foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit
or loss. See Note 3(c)(v) for financial liabilities designated as hedging instruments.
c) Derecognition of financial assets
Financial assets
The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or
it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of
ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the
risks and rewards of ownership and does not retain control of the financial asset.
If the Company enters into transactions whereby it transfers assets recognised on its balance sheet, but retains either all or
substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognised.
Financial liabilities
The Company derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire.
The Company also derecognises a financial liability when its terms are modified and the cash flows under the modified terms
are substantially different. In this case, a new financial liability based on the modified terms is recognised at fair value. The
difference between the carrying amount of the financial liability extinguished and the new financial liability with modified
terms is recognised in profit or loss.
3.7 Employee benefits
Defined benefit plans
The Company's gratuity plan is a defined benefit plan. The present value of gratuity obligation under such defined benefit plans is
determined based on actuarial valuations carried out by an independent actuary using the Projected Unit Credit Method, which
recognises each period of service as giving rise to additional unit of employee benefit entitlement and measure each unit separately
to build up the final obligation. The obligation is measured at the present value of estimated future cash flows. The discount rates
used for determining the present value of obligation under defined benefit plans, is based on the market yields on Government
securities as at the balance sheet date, having maturity periods approximating to the terms of related obligations. Actuarial gains
and losses are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI
in the period in which they occur.
3.8 Foreign currency transactions
a) Functional and presentation currency
Items included in the financial statements are measured using the currency of the primary economic environment in which
the entity operates (‘the functional currency’). The financial statements are presented in Indian rupee (Rs.)
5 INTANGIBLE ASSETS
(Rs. in million)
Software Total
Cost
Balance as at 1st April 2015 0.20 0.20
Additions 0.13 0.13
Disposals - -
Balance as at 31st March 2016 0.33 0.33
Balance as at 1st April 2016 0.33 0.33
Additions 0.03 0.03
Disposals - -
Balance as at 31st March 2017 0.36 0.36
Accumulated amortisation
Balance as at 1st April 2015 0.20 0.20
Amortisation for the year (Refer note 25) 0.04 0.04
Disposals - -
Balance as at 31st March 2016 0.24 0.24
Balance as at 1st April 2016 0.24 0.24
Amortisation for the year (Refer note 25) 0.05 0.05
Disposals - -
Balance as at 31st March 2017 0.29 0.29
Carrying amount:
As at 1st April 2015 - -
As at 31st March 2016 0.09 0.09
As at 31st March 2017 0.07 0.07
6 NON-CURRENT INVESTMENTS
(Rs. in million)
As at As at As at
31st March 2017 31st March 2016 1st April 2015
Investments accounted at cost
Trade investment - unquoted
Investment in debentures
- in subsidiaries
41,000,000 (31st March 2016: 41,000,000; 1st April 2015: Nil) debentures 4,100.00 4,100.00 -
of Coffee Day Global Limited [Refer note 6(a)]
Investment in equity instruments
- in subsidiaries
11,223,980 (31st March 2016: 11,223,980; 1st April 2015: 11,223,980) 706.68 706.50 706.50
equity shares of Coffee Day Hotels and Resorts Private Limited
5,131,651 (31st March 2016: 5,131,651; 1st April 2015: 5,131,651) equity 809.21 804.04 779.23
shares of Tanglin Developments Limited
147,192,442 (31st March 2016: 147,192,442; 1st April 2015: 147,192,442) 10,370.25 10,370.25 10,370.25
equity shares of Coffee Day Global Limited
30,922,186 (31st March 2016: 30,922,186; 1st April 2015: 30,922,186) 1,353.72 1,353.72 1,353.72
equity shares of Coffee Day Trading Limited
(a) 0.01% Unsecured compulsorily convertible debentures issued by Coffee Day Global Limited -
• As at the year end, the paid up value of these debentures is Rs.4,100 million [i.e., 41,000,000 unsecured rated compulsorily
convertible debentures of Rs.100 each (31st March 2016: 41,000,000; 1st April 2015: Nil)]
• These debentures carry an interest rate of 0.01% payable annually
• These debentures shall be converted into 18,755822 equity shares having a par value of Re 1 each after 4 years and 9 months
from the date of issue
B Current loans
(Rs. in million)
Particulars As at As at As at
31st March 2017 31st March 2016 1st April 2015
Unsecured, considered good
Loans to employees 0.05 1.28 0.13
Loans to related parties
Loans to wholly owned subsidiary companies (Refer note 33) 7,143.89 5,187.68 4,464.18
7,143.94 5,188.96 4,464.31
(Rs. in million)
Particulars As at As at As at
31st March 2017 31st March 2016 1st April 2015
Advance tax including tax deducted at source, net of provision for tax 25.40 25.91 32.97
Balance with government authorities 2.94 2.31 2.62
28.34 28.22 35.59
10 OTHER ASSETS
A Other non-current assets
(Rs. in million)
Particulars As at As at As at
31st March 2017 31st March 2016 1st April 2015
Prepaid expenses 2.24 1.19 -
2.24 1.19 -
11 TRADE RECEIVABLES
(Rs. in million)
Particulars As at As at As at
31st March 2017 31st March 2016 1st April 2015
Unsecured, considered good
Trade receivables 286.79 4.53 2.94
286.79 4.53 2.94
Non-current - - -
Current 286.79 4.53 2.94
286.79 4.53 2.94
Of the above trade receivables from related parties are as below:
(Rs. in million)
Particulars As at As at As at
31st March 2017 31st March 2016 1st April 2015
Unsecured, considered good
Trade receivables from related parties 286.06 2.18 1.71
286.06 2.18 1.71
The Company's exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 36
(a) Reconciliation of equity shares outstanding at the beginning and at the end of the reporting year is as given below:
(Rs. in million)
Particulars As at 31st March 2017 As at 31st March 2016
No of shares Amount No of shares Amount
Number of shares outstanding at the beginning of the year 206,001,719 2,060.02 14,591,551 145.92
Add:
- Issue of bonus shares [Refer Note 14 (d)] - - 102,140,857 1,021.41
- Conversion of compulsorily convertible preference shares - - 13,969,232 139.69
held by Standard Chartered Private Equity (Mauritius) II
Limited [Refer note 19(xi)]
- Conversion of compulsorily convertible debentures held - - 17,826,912 178.27
by KKR Mauritius PE Investments II Limited [Refer note 16
(xi)]
- Conversion of compulsorily convertible debentures held - - 22,412,192 224.12
by NLS Mauritius LLC [Refer note 16 (xii)]
- Issue of shares pursuant to initial public offer - - 35,060,975 350.61
[Refer Note 14 (b)]
Number of shares outstanding at the end of the year 206,001,719 2,060.02 206,001,719 2,060.02
15 OTHER EQUITY
(Rs. in million)
Particulars As at As at
31st March 2017 31st March 2016
Securities premium
At the commencement of the year 21,664.51 4,124.26
Add: Premium received on issue of equity shares* - 19,323.03
Less: Issue of bonus shares [Refer Note 15(d)] - (1,021.41)
Less: Share issue expenses ** - (761.37)
At the close of the year 21,664.51 21,664.51
Retained earnings/ (losses)
At the commencement of the year (4,841.25) (3,333.75)
Add: Net loss for the year (796.14) (1,507.50)
At the end of the year (5,637.39) (4,841.25)
Remeasurement of defined benefit (liability)/ asset:
At the commencement of the year (0.04) (0.36)
Add: acturial gain for the year 0.38 0.32
0.34 (0.04)
16,027.46 16,823.22
* During 2015-16, the Company has made an Initial Public Offer (IPO) and issued 35,060,975 equity shares at a premium of Rs.318
per share. Further the Company has credited Rs.5,786.70 million to securities premium account on conversion of Compulsorily
Convertible Debentures held by KKR Mauritius PE Investments II Limited, Arduino Holdings Limited and Standard Chartered Private
Equity (Mauritius) II Limited to equity shares during the year [Refer Note 16(xi), 16(xii), 19(xi)]
B Current provision
(Rs. in million)
Particulars As at As at As at
31st March 2017 31st March 2016 1st April 2015
Provision for employee benefits
- Gratuity [Refer Note 34] - 0.24 0.27
- 0.24 0.27
(i) Zero coupon secured rated redeemable non-convertible debentures issued to Aditya Birla Private Equity - Fund I -
§ As at the year end, the paid up value of these debentures is Rs.Nil (31 March 2016 Rs.Nil; 1 April 2015: 600 million)]
§ Security
- Pledge of a proportion of the shares of Mindtree Limited and Coffee Day Global Limited held by the Company;
- Pledge of a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited;
- Personal guarantee of Mr. V. G. Siddhartha.
§ Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.
22 OTHER INCOME
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Interest income
- Bank deposits 10.82 98.85
- Income tax refund 5.97 1.23
- Miscellaneous income 1.79 1.37
18.58 101.45
24 FINANCE COSTS
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Interest expense 1,225.16 1,677.71
1,225.16 1,677.71
26 OTHER EXPENSES
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Advertisement expenses 12.16 96.31
Legal and professional fees (Refer note 29) 20.93 17.05
Rates and taxes 14.20 10.62
Food, beverages and other consumables 12.61 9.64
Power and fuel 6.23 7.19
Rent (Refer note 31) 5.06 4.71
Director sitting fee 2.28 5.29
27 TAX EXPENSES
Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items, because it is not probable that future taxable profit will
be available against which the Company can use the benefits therefrom:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Carry forward of business losses 3,712.10 1,902.09
Potential tax benefit @ 33% * 1,224.99 627.69
*The deductible temporary differences do not expire under current tax legislation.
Reconciliation of guarantees given as at the beginning and as at the end of the year:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Given to:
Way2Wealth Securities Private Limited
At the commencement of the year - 300.00 300.00
Given during the year - - -
Reduced during the year - (300.00) -
At the end of the year - - 300.00
Coffee Day Global Limited
At the commencement of the year - - 268.30
Given during the year - - -
Reduced during the year - - (268.30)
At the end of the year - - -
Reconciliation of investments pledged as at the beginning and as at the end of the year:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Given to:
Tanglin Retail Reality Developments Private Limited
At the commencement of the year 1,776.30 1,000.00 1,000.00
Given during the year 500.00 1,026.30 -
Reduced during the year (907.40) (250.00) -
At the end of the year 1,368.90 1,776.30 1,000.00
Tanglin Development Limited
At the commencement of the year 1,750.10 126.45 126.45
Given during the year 2,332.46 1,750.10 -
Reduced during the year (1,127.72) (126.45) -
At the end of the year 2,954.84 1,750.10 126.45
SICAL Logistics Limited
At the commencement of the year 1,167.30 - -
Given during the year - 1,167.30 -
Reduced during the year (697.30) - -
At the end of the year 470.00 1,167.30 -
Coffee Day Hotels and Resorts Private Limited
At the commencement of the year - - -
Given during the year 366.37 - -
Reduced during the year - - -
At the end of the year 366.37 - -
Way2Wealth Securities Private Limited
At the commencement of the year 500.00 - -
Given during the year - 500.00 -
Reduced during the year - - -
At the end of the year 500.00 500.00 -
29 AUDITOR'S REMUNERATION (INCLUDED IN LEGAL AND PROFESSIONAL FEES AND EXCLUDES SERVICE TAX)
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
As auditor
- for statutory audit 1.20 1.20 0.70
- limited reviews 1.50 1.50 -
- for other services* - 24.55 -
Reimbursement of expenses 0.02 0.02 0.02
2.72 27.27 0.72
* The amount pertains to IPO fees paid which is debited to the securities premium account during the previous year ended 31 March
2016.
31 LEASES
The Company leases land for operating resort under non-cancellable operating lease agreement. The Company intends to renew
such lease in the normal course of its business. Total rental expense under non-cancellable operating lease was Rs.4.90 million
(Previous year: Rs.4.55 million).
The future minimum lease payments under non-cancellable operating leases inaggregate are as follows:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Not later than 1 year 5.01 4.77 4.54
Later than 1 year and not later than 5 years 22.67 21.59 18.12
More than 5 years 85.49 91.57 99.82
The Company leases office premises and staff quarters under cancellable operating lease agreements. The Company intends to
renew such leases in the normal course of its business. Total rental expense under cancellable operating leases was Rs.0.16 million
(Previous year: Rs.0.16 million).
32 SEGMENT INFORMATION
A Basis for segmentation
Based on the ""management approach"" as defined in Ind AS 108 - Operating Segments, Managing Director of the Company
has been identified as the Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker evaluates the
Company's performance and allocates resources based on an analysis of various performance indicators by business segments.
Accordingly, information has been presented along these business segments viz. Coffee trading, Hospitality and Investment
operations as its operating segments.
The accounting principles used in the preparation of the financial statements are consistently applied to record revenue and
expenditure in individual segments, and are as set out in the significant policies.
Certain items are not specifically allocable to individual segments as the underlying services are used interchangeably. The
Company, therefore, believes that it is not practicable to provide segment disclosures relating to such items, and accordingly
such items are separately disclosed as unallocated. Unallocable expenses comprises of certain other corporate costs.
The following summary describes the operations in each of the Company's reportable segments:
(ii)
Segment Results:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Coffee trading 1.41 0.41
Hospitality 29.02 17.80
Investment operations 403.35 154.41
Total segment results 433.78 172.62
Reconciling items:
- finance cost (1,225.16) (1,677.71)
- depreciation (5.05) (4.68)
- other unallocable expenses (18.29) (99.18)
- other income 18.58 101.45
Loss before tax as per statement of profit and loss (796.14) (1,507.50)
Income tax expense - -
Loss after tax as per statement of profit and loss (796.14) (1,507.50)
Revenue from major products and services
The Company's revenue from continuing operations from its major products or services are as follows:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Sale of coffee beans 414.12 217.17
Sale of food, beverages and other items 27.05 22.48
Income from hospitality services 102.19 92.52
C Geographical information
The Company's operations are based only in India. Hence all of the revenues and the non current assets of the Company are
located in India.
D Major Customer
Revenue from two parties of the Company's Investment operations segment is Rs.444.37 million (Previous year: 199.24 million)
which is more than 10% of the Company's total revenue.
Revenue from one Customer of the Company's coffee trading segment is Rs.283.33 million (Previous year: Nil) which is more
than 10%of the Company's total revenue.
D. The following is a summary of balances receivable from and payable to related parties:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Long-term loans and advances recoverable:*
-Tanglin Developments Limited 6,073.60 3,742.28 2,990.01
- Coffee Day Hotels and Resorts Private Limited 1,070.29 1,434.09 1,465.97
Trade payables:
- Mysore Amalgamated Coffee Estates Limited - - 0.18
- Coffee Day Global Limited - 0.26 -
- Amalgamated Holdings Limited 0.01 0.07 -
Trade receivables:
- Karnataka Wildlife Resorts Private Limited 1.53 1.14 1.05
- Tanglin Developments Limited 266.03 0.38 -
- Mysore Amalgamated Coffee Estates Limited - 0.66 0.66
- Magnasoft Consulting India Pvt Ltd 18.00 - -
- SICAL Logistics Ltd 0.13 - -
- Coffee Day Global Ltd 0.37 - -
Advances recoverable in cash or in kind- short term
- Coffee Day Hotels and Resorts Private Limited - 11.31 8.20
* Details of inter- corporate loans given
B Expense recognised in the statement of profit and loss and other comprehensive income:
(Rs. in million)
Particulars As at As at
31 March 2017 31 March 2016
Gratuity cost for the year
Included in profit and loss:
- Service cost 0.91 0.85
- Interest cost 0.37 0.33
Included in other comprehensive income:
- Remeasurement (gains)/ losses in other comprehensive income:
- Actuarial (gains)/ losses arising from changes in demographic assumptions - -
- Actuarial losses/ (gains) arising from changes in financial assumptions 0.45 (0.03)
- Actuarial gains arising from experience adjustments (0.82) (0.29)
Net gratuity cost 0.91 0.86
C Defined benefit obligation
Particulars As at As at
31 March 2017 31 March 2016
(i) Assumptions
Interest rate 7.20% 7.95%
Expected rate of return on plan assets 8.00% 8.00%
Salary increase 8.00% 8.00%
Retirement age 60 years 60 years
Attrition rate 2-10% based on the age group 2-10% based on the age group
Mortality table IALM (2006-08) IALM (2006-08)
(Rs. in million)
As at 1 April 2015 Carrying Total 6 months 6–12 1–2 years 2–5 years More than
amount or less months 5 years
Secured bank loans 3,269.93 3,620.33 891.23 1,902.70 826.40 - -
Redeemable preference shares 712.34 712.34 712.34 - - - -
Non-convertible redeemable 6,816.01 9,026.08 818.69 204.14 4,770.37 3,232.88 -
debentures
Trade payables 7.33 7.33 7.33 - - - -
10,805.61 13,366.08 2,429.59 2,106.84 5,596.77 3,232.88 -
In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets
financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in
meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in
the financial covenants of any interest-bearing loans and borrowing in the current year.
38 FIRST TIME ADOPTION
As stated in Note 2.1, these financial statements of the Company for the year ended 31 March 2017 is the first prepared in accordance
with Indian Accounting Standards (Ind AS). For the year ended 31 March 2016, the Company had prepared its financial statements
in accordance with Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant
provisions of the Act ('Previous GAAP').
The accounting policies set out in Note 2 have been applied in preparing these financial statements for the year ended 31 March
2017 including the comparative information for the year ended 31 March 2016 and the opening standalone Ind AS balance sheet
on the date of transition i.e. 1 April 2015.
In preparing its Ind AS balance sheet as at 1 April 2015 and in presenting the comparative information for the year ended 31 March
2016, the Company has adjusted amounts reported previously in standalone financial statements prepared in accordance with
previous GAAP. This note explains the principal adjustments made by the Company in restating its financial statements prepared in
accordance with previous GAAP, and how the transition from previous GAAP to Ind AS has affected the Company financial position,
financial performance.
Optional exemptions availed and mandatory exceptions
In preparing these financial statements, the Company has applied the below mentioned optional exemptions and mandatory
exceptions.
(a) Optional exemptions availed:
(i) Property plant and equipment, intangible assets
As per Ind AS 101 an entity may elect to:
(i) measure an item of property, plant and equipment at the date of transition at its fair value and use that fair value as
its deemed cost at that date
(ii) use a previous GAAP revaluation of an item of property, plant and equipment at or before the date of transition as
deemed cost at the date of the revaluation, provided the revaluation was, at the date of the revaluation, broadly
comparable to:
- fair value;
- or cost or depreciated cost under Ind AS adjusted to reflect, for example, changes in a general or specific price index.
The elections under (i) and (ii) above are also available for intangible assets that meets the recognition criteria in Ind
AS 38, Intangible Assets, (including reliable measurement of original cost); and criteria in Ind AS 38 for revaluation
(including the existence of an active market).
(Rs. in million)
Note No. Previous GAAP* Adjustments Ind AS
ASSETS
Non-current assets
Property, plant and equipment 1 91.04 (31.24) 59.80
Intangible assets - - -
Financial Assets
(i) Investments 2 15,865.32 12.13 15,877.45
(ii) Loans 3 4,461.79 (4,455.98) 5.81
(iii) Other non-current financial assets 186.02 - 186.02
Other tax assets 4,5 - 35.59 35.59
Other non-current assets 62.56 (62.56) -
Total non-current assets 20,666.73 (4,502.06) 16,164.67
Current assets
Financial assets
(i) Trade receivables 2.94 - 2.94
(ii) Cash and cash equivalents 6.60 - 6.60
(iii) Loans 3 8.33 4,455.98 4,464.31
(iv) Other financial assets 0.48 - 0.48
Other current assets 5 250.82 (39.86) 210.96
Total current assets 269.17 4,416.12 4,685.29
Total assets 20,935.90 (85.94) 20,849.96
EQUITY AND LIABILITIES
EQUITY
Equity share capital 6 162.31 (16.39) 145.92
Other equity 1,2,5,8 3,745.05 (2,954.90) 790.15
Total equity 3,907.36 (2,971.29) 936.07
Non-current liabilities
Financial liabilities
(i) Borrowings 5 12,115.82 464.10 12,579.92
(ii) Other financial liabilities (other than those specified above) 5 199.03 (199.03) -
Provisions 5 279.94 (275.96) 3.98
Other non-current liabilities 8 11.69 (11.69) -
Total non-current liabilities 12,606.48 (22.58) 12,583.90
Current liabilities
Financial liabilities
(i) Borrowings 300.00 - 300.00
(ii) Trade payables
Total outstanding dues to micro enterprises and small enterprises
Total outstanding dues other than to micro enterprises and small 7.33 7.33
enterprises
(iii) Other financial liabilities 5 3,883.62 3,120.27 7,003.89
Provisions 5 212.61 (212.34) 0.27
Other current liabilities 18.50 - 18.50
Total current liabilities 4,422.06 2,907.93 7,329.99
TOTAL EQUITY AND LIABILITIES 20,935.90 (85.94) 20,849.96
* The previous GAAP figures have been reclassified to conform to Ind AS presentation requirements for the purposes of this note.
(Rs. in million)
Balance sheet As at 31 March 2016 As at 1 April 2015
Borrowings at amortised cost 50.68 (2,944.12)
Adjustment to retained earnings 50.68 (2,944.12)
Report on the Consolidated Ind AS Financial Statements We have taken into account the provisions of the Act, the
We have audited the accompanying consolidated Ind AS accounting and auditing standards and matters which are
financial statements of Coffee Day Enterprises Limited (“the required to be included in the audit report under the provisions
Holding Company”), its subsidiaries, associates and joint of the Act and the Rules made thereunder.
ventures (collectively referred to as “the Group”), which
comprise the consolidated balance sheet as at 31 March 2017, We conducted our audit in accordance with the Standards
the consolidated statement of profit and loss (including other on Auditing specified under Section 143(10) of the Act. Those
comprehensive income), the consolidated cash flow statement Standards require that we comply with ethical requirements and
and the consolidated statement of changes in equity for the year plan and perform the audit to obtain reasonable assurance about
then ended, and a summary of significant accounting policies whether the consolidated Ind AS financial statements are free
and other explanatory information (hereinafter referred to as from material misstatement.
“consolidated Ind AS financial statements”). An audit involves performing procedures to obtain audit
Management’s Responsibility for the Consolidated Ind AS evidence about the amounts and disclosures in the consolidated
financial statements Ind AS financial statements. The procedures selected depend
The Holding Company’s Board of Directors is responsible on the Auditor’s judgment, including the assessment of the
for the preparation of these consolidated Ind AS financial risks of material misstatement of the consolidated Ind AS
statements in terms of the requirement of the Companies Act, financial statements, whether due to fraud or error. In making
2013 (hereinafter referred to as “the Act”) that give a true and those risk assessments, the auditor considers internal financial
fair view of the consolidated financial position, consolidated control relevant to the Holding Company’s preparation of the
financial performance including other comprehensive income, consolidated Ind AS financial statements that give a true and fair
consolidated cash flows and consolidated changes in equity of view in order to design audit procedures that are appropriate
the Group in accordance with the accounting principles generally in the circumstances. An audit also includes evaluating
accepted in India, including the Accounting Standards (Ind AS) the appropriateness of accounting policies used and the
prescribed under Section 133 of the Act read with relevant reasonableness of the accounting estimates made by the Holding
rules issued thereunder. The respective Board of Directors Company’s Board of Directors, as well as evaluating the overall
of the companies included in the Group are responsible for presentation of the consolidated Ind AS financial statements.
maintenance of adequate accounting records in accordance with
We believe that the audit evidence obtained by us and the audit
the provisions of the Act for safeguarding the assets of the Group
evidence obtained by the other auditors in terms of their reports
and for preventing and detecting frauds and other irregularities;
referred to in the other matters paragraph below, is sufficient
the selection and application of appropriate accounting policies;
and appropriate to provide a basis for our audit opinion on the
making judgments and estimates that are reasonable and
consolidated Ind AS financial statement.
prudent; and the design, implementation and maintenance
of adequate internal financial controls, that were operating
Opinion
effectively for ensuring the accuracy and completeness of the
In our opinion and to the best of our information and according
accounting records, relevant to the preparation and presentation
to the explanations given to us, the aforesaid consolidated Ind AS
of the consolidated Ind AS financial statements that give a true
financial statements give the information required by the Act in
and fair view and are free from material misstatement, whether
the manner so required and give a true and fair view in conformity
due to fraud or error, which have been used for the purpose of
with the accounting principles generally accepted in India
preparation of the consolidated Ind AS financial statements by
including Ind AS, of the consolidated state of affairs of the Group
the Directors of the Holding Company, as aforesaid.
as at 31 March 2017, and its consolidated financial performance
Auditor’s Responsibility including other comprehensive income, its consolidated cash
Our responsibility is to express an opinion on these consolidated flows and the consolidated changes in equity for the year then
Ind AS financial statements based on our audit. ended.
In conjunction with our audit of the consolidated Ind AS financial controls over financial reporting, assessing the risk that a material
statements of the Company as of and for the year ended 31 weakness exists, and testing and evaluating the design and
March 2017, we have audited the internal financial controls over operating effectiveness of internal control based on the assessed
financial reporting of Coffee Day Enterprises Limited (‘the Holding risk. The procedures selected depend on the auditor’s judgment,
Company’), its subsidiaries, associates and joint ventures, which including the assessment of the risks of material misstatement of
are companies incorporated in India, as of that date. the Ind AS financial statements, whether due to fraud or error.
Management’s Responsibility for Internal Financial Controls We believe that the audit evidence we have obtained and the
The respective Board of Directors of the Holding Company, its audit evidence obtained by the other auditor’s in terms of their
subsidiaries, associates and joint venture companies incorporated reports referred to in other matters paragraph below, is sufficient
in India, are responsible for establishing and maintaining internal and appropriate to provide a basis for our audit opinion on the
financial controls based on the internal control over financial Company’s internal financial controls system over financial
reporting criteria established by the Company considering the reporting.
essential components of internal control stated in the Guidance
Meaning of Internal Financial Controls over Financial Reporting
Note on Audit of Internal Financial Controls over Financial
A company's internal financial control over financial reporting is
Reporting issued by the Institute of Chartered Accountants
a process designed to provide reasonable assurance regarding
of India (‘ICAI’). These responsibilities include the design,
the reliability of financial reporting and the preparation of Ind
implementation and maintenance of adequate internal financial
AS financial statements for external purposes in accordance
controls that were operating effectively for ensuring the orderly
with generally accepted accounting principles. A company's
and efficient conduct of its business, including adherence to
internal financial control over financial reporting includes those
company’s policies, the safeguarding of its assets, the prevention
policies and procedures that (1) pertain to the maintenance of
and detection of frauds and errors, the accuracy and completeness
records that, in reasonable detail, accurately and fairly reflect the
of the accounting records, and the timely preparation of reliable
transactions and dispositions of the assets of the Company; (2)
financial information, as required under the Companies Act, 2013.
provide reasonable assurance that transactions are recorded as
Auditor’s Responsibility necessary to permit preparation of Ind AS financial statements in
Our responsibility is to express an opinion on the Company's accordance with generally accepted accounting principles, and
internal financial controls over financial reporting based on our that receipts and expenditures of the Company are being made
audit. We conducted our audit in accordance with the Guidance only in accordance with authorisations of management and
Note on Audit of Internal Financial Controls over Financial directors of the Company; and (3) provide reasonable assurance
Reporting (‘the Guidance Note’) and the Standards on Auditing, regarding prevention or timely detection of unauthorised
issued by ICAI and deemed to be prescribed under section acquisition, use, or disposition of the Company's assets that could
143(10) of the Act to the extent applicable to an audit of internal have a material effect on the Ind AS financial statements.
financial controls, both applicable to an audit of Internal Financial
Inherent Limitations of Internal Financial Controls Over
Controls and, both issued by the ICAI. Those Standards and the
Financial Reporting
Guidance Note require that we comply with ethical requirements
Because of the inherent limitations of internal financial controls
and plan and perform the audit to obtain reasonable assurance
over financial reporting, including the possibility of collusion
about whether adequate internal financial controls over financial
or improper management override of controls, material
reporting was established and maintained and if such controls
misstatements due to error or fraud may occur and not be
operated effectively in all material respects.
detected. Also, projections of any evaluation of the internal
Our audit involves performing procedures to obtain audit financial controls over financial reporting to future periods are
evidence about the adequacy of the internal financial controls subject to the risk that the internal financial control over financial
system over financial reporting and their operating effectiveness. reporting may become inadequate because of changes in
Our audit of internal financial controls over financial reporting conditions, or that the degree of compliance with the policies or
included obtaining an understanding of internal financial procedures may deteriorate
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Enterprises Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
R. Ram Mohan Sadananda Poojary
Chief Financial Officer Company Secretary
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
(Rs. in million)
Other equity
Particulars Equity Reserves and Surplus Other comprehensive income Equity Non Total
share Debenture General Shares Reserve fund Capital Securities Retained Foreign Equity instruments Cash flow Remeasurements Other items attributable to controlling equity
capital redemption reserve options (As per 45IC of reserve premium earnings currency through other hedges of actuarial gain of other owners of the interests
reserve outstanding Reserve Bank of translation comprehensive and losses comprehensive Company
account India, 1934) reserve income income
Balance as at 1 April 2016 2,060.02 275.10 0.01 51.63 0.92 31.92 21,577.05 (2,254.14) (23.28) (7.48) (11.38) (6.26) (37.75) 21,656.36 5,749.38 27,405.74
Changes in total comprehensive income:
Profit or (loss) during the year - - - - - - - 461.95 - - - - - 461.95 353.68 815.63
Other comprehensive income (net of taxes) - - - - - - - - 11.96 118.03 4.13 1.35 (104.78) 30.69 17.78 48.47
Contributions and distributions:
Conversion of compulsorily convertible - - - - - - 168.37 - - - - - - 168.37 - 168.37
preference shares / debentures
Transfer to debenture redemption reserve - 12.31 - - - - - (12.31) - - - - - - - -
Transfer to reserve fund - - - - 0.94 - - (0.94) - - - - - - - -
Share options exercised - - - 13.04 - - - - - - - - - 13.04 - 13.04
Changes in ownership interest that do
not result in loss of control:
Dilution in ownership without change in control - - - - - (45.69) - - - - - - - (45.69) 42.41 (3.28)
Increase in non-controlling interest in - - - - - - - - - - - - - - 32.56 32.56
subsidiary pursuant to increase in share
capital by subsidiary
Loss of joint venture derecognized on sale - - - - - - - 0.11 - - - - - 0.11 - 0.11
Transfer of wholly owned subsidiary within - - - - - - - (16.89) 8.63 - - - - (8.26) 18.66 10.40
group with reduction of control
Balance as at 31 March 2017 2,060.02 287.41 0.01 64.67 1.86 (13.77) 21,745.42 (1,822.22) (2.69) 110.55 (7.25) (4.91) (142.53) 22,276.57 6,214.47 28,491.04
The notes referred to above form an integral part of the standalone financial statements
As per our report of even date attached for and on behalf of the Board of Directors of Coffee Day Enterprises Limited
for B S R & Co. LLP
Supreet Sachdev Chartered Accountants V. G. Siddhartha Malavika Hegde R Ram Mohan Sadananda Poojary
Partner Firm registration number: Managing Director Director Chief Financial Officer Company Secretary
Membership no.: 205385 101248W/W-100022 DIN: 00063987 DIN: 00136524
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
Consolidated statement of cash flow
for the year ended 31st March, 2017
(Rs. in million)
For the year ended For the year ended
31 March 2017 31 March 2016
Cash flows from operating activities
Profit/(loss) before investments accounted for using equity method and tax 634.45 (588.97)
Adjustments:
- Interest income (464.51) (479.34)
- Loss on sale of fixed assets 3.00 36.70
- Provision for impairment of goodwill 7.07 -
- Rental expense/(income) on fair valuation of rental deposits 1.42 (5.51)
- Impact of rent straightlining 27.23 71.52
- Dividend income (12.99) (4.62)
- Interest expense 3,172.09 3,594.89
- Provision for doubtful debts 40.33 87.54
- (Gain)/ loss from forex hedging, net (1.05) (6.16)
- Stock compensation expense 13.04 27.25
- Depreciation and amortization 2,268.40 2,516.99
Operating cash flow before working capital changes 5,688.48 5,250.29
Changes in
- Current and non current trade receivables (1,002.99) (474.27)
- Current and non current loans (232.14) (732.71)
- Other current and non-current financial assets 891.29 (561.06)
- Other current and non-current assets (971.93) (128.07)
- Inventories (75.22) (75.09)
- Trade payables 20.03 (242.57)
- Current and non current provisions 13.86 35.71
- Other current and non current liabilities 255.49 (226.40)
- Other current and non current financial liabilities 628.76 583.92
Cash generated from operations 5,215.63 3,429.75
Income taxes paid (348.66) (245.07)
Cash generated from operations [A] 4,866.97 3,184.68
Cash flows from investing activities
Purchase of fixed assets (7,087.46) (4,997.01)
Proceeds from sale of fixed assets 29.74 25.98
Acquisition of investment property (790.96) (628.46)
(Investment in) / sale of associates and joint ventures 57.48 10.36
(Investment in) / sale of other investments 89.61 (115.45)
Withdrawal/ (Investment in) of fixed deposits 196.94 (1,054.45)
Interest received 451.50 429.27
Dividends received 296.22 295.34
Net cash used in investing activities [B] (6,756.93) (6,034.42)
Cash flows from financing activities
Proceeds from issue of share capital including premium - 11,500.00
Share issue expenses incurred - (761.37)
Proceeds from / (repayment of ) long term and short term borrowings 7,824.34 (768.49)
Interest paid (2,896.54) (3,258.11)
Net cash generated from financing activities [C] 4,927.80 6,712.03
Increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the year 9,496.82 5,634.53
Movement in cash and cash equivalents [A +B +C] 3,037.84 3,862.29
Cash and cash equivalents at the end of the year 12,534.66 9,496.82
Components of cash and cash equivalents (refer note 16, 28 and 30)
Cash in hand 61.78 56.02
Balances with banks
- in current accounts 6,635.15 4,066.36
- in fixed deposits 5,970.97 5,634.37
- in escrow account 19.05 34.94
Less: Book overdraft (151.78) (152.64)
Less: Bank overdraft (0.51) (142.23)
Total cash and cash equivalents 12,534.66 9,496.82
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Enterprises Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
R. Ram Mohan Sadananda Poojary
Chief Financial Officer Company Secretary
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
Hospitality business
The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as
follows:
Asset Management estimate of useful lives Method of depreciation
Leasehold improvements 20 years SLM
Plant and machinery 8 years SLM
Office equipment 6 years SLM
Computers (including software) 2 years SLM
Furniture and fixtures 8 years SLM
Vehicles 6 years SLM
Depreciation method, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.
Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given
above best represent the period over which management expects to use these assets.
Depreciation on additions (disposals) is provided on a pro-rata basis i.e. from (up to) the date on which asset is ready for
use (disposed of ).
5. Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible
assets are carried at cost less any accumulated amortization and accumulated impairment losses. Internally generated
intangibles, excluding capitalized development costs, are not capitalized and the related expenditure is reflected in profit
or loss in the period in which the expenditure is incurred.
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there
is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an
intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected
useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered
to modify the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The
amortization expense on intangible assets with finite lives is recognized in the statement of profit and loss unless such
expenditure forms part of carrying value of another asset.
Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually, either individually
or at the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the
indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective
basis.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognized in the consolidated statement of profit or loss when
the asset is derecognized.
c Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first-in first-
out formula, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs
incurred in bringing them to their present location and condition.
Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and
selling expenses.
The net realisable value of work-in-progress is determined with reference to the selling prices of related finished products.
Raw materials, components and other supplies held for use in the production of finished products are not written down below
cost except in cases where material prices have declined and it is estimated that the cost of the finished products will exceed
their net realisable value.
The comparison of cost and net realisable value is made on an item-by-item basis.
d Employee benefits
Defined contribution plan
A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate
entity and will have no legal or constructive obligation to pay further amounts. The Group makes specified monthly contributions
towards Government administered provident fund scheme. Obligations for contributions to defined contribution plans are
recognised as an employee benefit expense in profit or loss in the periods during which the related services are rendered by
employees. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments
is available.
Defined benefit plans
A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Group’s net obligation
in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that
employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan
assets.
The calculation of defined benefit obligation is performed annually by a qualified actuary using the projected unit credit
method. When the calculation results in a potential asset for the Group, the recognised asset is limited to the present value
5 INVESTMENT PROPERTY
(Rs. in million)
Particulars Owned Total
Freehold Buildings Plant and Furniture Office
land equipment and fixtures equipment
Cost or deemed cost:
Balance as at 1 April 2015 481.84 4,995.69 804.14 179.77 9.38 6,470.82
Additions - 809.39 152.14 17.98 1.18 980.69
Balance as at 31 March 2016 481.84 5805.08 956.28 197.75 10.56 7451.51
Balance as at 1 April 2016 481.84 5805.08 956.28 197.75 10.56 7451.51
Additions 225.03 156.31 0.88 - - 382.22
Deletions - - - (3.53) - (3.53)
Balance as at 31 March 2017 706.87 5961.39 957.16 194.22 10.56 7830.20
Accumulated depreciation
Balance as at 1 April 2015 - 1528.37 410.47 153.77 9.29 2101.90
Depreciation for the year (refer note 41) - 392.31 153.37 16.62 0.06 562.36
Balance as at 31 March 2016 - 1920.68 563.84 170.39 9.35 2664.26
Balance as at 1 April 2016 - 1920.68 563.84 170.39 9.35 2664.26
Depreciation for the year (refer note 41) - 68.24 30.45 11.20 0.25 110.14
Balance as at 31 March 2017 - 1988.92 594.29 181.59 9.60 2774.40
Carrying amount:
As at 1 April 2015 481.84 3467.32 393.67 26.00 0.09 4368.92
As at 31 March 2016 481.84 388.40 392.44 27.36 1.21 4787.25
As at 31 March 2017 706.87 3972.47 362.87 12.63 0.96 5055.80
The values assigned to the key assumptions represent management's assessment of future trends in the relevant industries and have
been based on historical data from both external and internal sources. Discount rate reflects the current market assessment of the risks
specific to a CGU or group of CGUs. The discount rate is estimated based on the capital asset pricing method for respective CGU or group
of CGUs. The cash flow projections included specific estimates for seven years developed using internal forecasts. The planning horizon
reflects the assumptions for short-to-midterm market developments. The Group believes that any reasonably possible change in the
key assumptions on which a recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate
recoverable amount of the cash generating unit.
Information about the Company's exposure to credit and market risks, and fair value measurement is included in Note 55.
The Company's exposure to credit and currency risks, and loss allowances related to trade receivables is disclosed in Note 55.
10 NON-CURRENT LOANS
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Secured, considered good
- Loans and advances to clients 41.09 - 0.37
Unsecured, considered good
Security deposit
- Deposits with others 1,001.07 923.92 812.17
- Deposits with Stock Exchange/ Clearing Member 57.90 47.81 47.02
Other loans
- Loans and advance to employees 4.00 4.00 3.00
1,104.06 975.73 862.56
* Notes
- includes Rs.106.20 million (31 March 2016: Rs.1,262.91 million, 1 April 2015: Rs.811.52 million) given as security to banks for loans and
various credit facilities availed by the subsidiaries.
- includes Rs.2 million (31 March 2016: Nil, 1 April 2015: Rs.2 million) marked as lien in favour of Insurance Regulatory Development
Authority by the subsidiary.
Carrying amount of inventories pledged as securities for borrowings 633.02 397.92 245.23
(refer note 23)
15 CURRENT INVESTMENTS
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Quoted
(i) Investments carried at fair value through profit and loss*
- Investments in equity instruments (fully paid-up) 7.26 6.08 5.09
- Investments in mutual funds 10.48 120.00 0.06
17.74 126.08 5.15
Aggregate amount of quoted investments and market value thereof 17.74 126.08 5.15
* Notes
a) Since the amount of individual investments are insignificant, further breakup is not provided.
b) Information about the Company's exposure to credit and market risks, and fair value measurement is included in Note55.
* Notes
- includes Rs.1,230.61 million (31 March 2016: Rs.126.05 million, 1 April 2015: Rs.474.00 million) given as security to banks for loans and
various credit facilities availed by the Group.
18 CURRENT LOANS
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Secured, considered good
- Loan to clients 121.78 127.36 83.41
Unsecured, considered good
- Loan to clients 3.64 1.78 14.26
Security deposit
- Security Margin money with Stock exchange/ Clearing house 987.61 835.30 278.86
- Other deposits 126.51 100.68 78.10
Loans to related parties (refer note 51)
- Coffee Day Barefoot Resorts Private Limited 153.39 149.78 151.57
- Coffee Day Resorts MSM Private Limited - 63.39 63.36
Other loans (refer note 51)
- Alphagrep Technologies Pvt. Ltd. 63.71 61.92 63.48
- Alphagrep HK Ltd. - 1.12 1.05
- Ess & Ess HRM Services Private limited 6.12 5.81 0.96
- Illuminati Software Private Limited 32.51 - -
- Loans and advance to employees 39.04 17.73 11.80
1,534.31 1,364.87 746.85
(b) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and
the repayment of capital:
Equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the
Company’s residual assets on winding up. The equity shares are entitled to receive dividend as declared from time to time, subject
to preferential right of preference shareholders to payment of dividend. The voting rights of an equity shareholder on a poll (not
on show of hands) are in proportion to his/its share of the paid-up equity share capital of the Company. Voting rights cannot be
exercised in respect of shares on which any call or other sums presently payable has not been paid.
(d) Pursuant to the approval of the shareholders granted at its extraordinary general meeting held on 8 May 2015, 102,140,857 equity
shares were allotted as fully paid-up to the existing shareholders of the Company in the ratio of seven equity shares for every one
equity share held on 7 May 2015. As on 7 May 2015, 14,591,551 equity shares were outstanding. The bonus equity shares were
issued by capitalisation of the reserves lying to the credit of the securities premium account of the Company.
(e) During the five year period ended 31 March 2017:
102,140,857 equity shares were allotted as fully paid-up bonus shares to the existing shareholders of the Company in the ratio of
seven equity shares for every one equity share held on 7 May 2015. The bonus equity shares were issued by capitalisation of the
reserves lying to the credit of the securities premium account of the Company. The Company has not bought back any class of
equity shares during the period of five years immediately preceding the balance sheet date nor has issued shares for consideration
other than cash.
22 OTHER EQUITY
Summary of other equity balances*
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Reserves and Surplus
- Debenture redemption reserve 287.41 275.10 183.40
- General reserve 0.01 0.01 0.01
- Share options outstanding account 64.67 51.63 24.38
- Reserve fund (As per 45IC of Reserve Bank of India, 1934) 1.86 0.92 -
- Capital reserve (13.77) 31.92 395.60
- Securities premium 21,745.42 21,577.05 3,722.36
- Retained earnings (1,822.22) (2,254.14) (1,736.89)
Other comprehensive income
- Foreign currency translation reserve (2.69) (23.28) (22.58)
- Equity instruments through other comprehensive income 110.55 (7.48) 19.76
- Cash flow hedges reserve (7.25) (11.38) (19.61)
- Remeasurements of actuarial gain and losses (4.91) (6.26) (4.84)
- Other items of other comprehensive income (142.53) (37.75) 1.05
20,216.55 19,596.34 2,562.64
*Refer consolidated statement of changes in equity for detailed movement in other equity balances.
25 NON-CURRENT PROVISIONS
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Provision for employee benefits
- Gratuity 108.81 97.31 72.62
- Compensated absence 11.21 7.55 6.07
Others
- Contingent provisions against standard assets 0.50 0.47 0.46
120.52 105.33 79.15
Information about the Group's exposure to interest rate, foreign currency and liquidity risks is included in note 55.
* For detailed terms and conditions refer note 23.
29 TRADE PAYABLES
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Outstanding dues to micro enterprises and small enterprises - - -
Outstanding dues to other than micro enterprises and small enterprises 1,011.68 991.65 1,234.22
(refer note 51)
1,011.68 991.65 1,234.22
All trade payables are 'current'.
Information about the Group's exposure to interest rate, foreign currency and liquidity risks is included in note 55.
35 OTHER INCOME
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Interest income 464.51 479.34
Interest on Income tax refund 54.21 11.57
Rental income 49.92 22.76
Excess provision written back 49.47 11.20
Dividend income
- Investments carried at fair value through profit and loss 12.99 4.62
Bad debts recovered 1.43 0.22
Gain from forex hedging 1.05 6.16
Profit on sale of asset 0.03 3.20
Foreign exchange gain, net - 63.33
Non-redemption of gift vouchers - 1.95
Miscellaneous income 4.26 39.36
637.87 643.71
40 FINANCE COSTS
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Interest expense 3,074.67 3,422.77
Other borrowing costs 97.42 172.12
3,172.09 3,594.89
42 OTHER EXPENSES
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Rent 2,033.81 1,715.18
Securities transaction tax 1,277.00 1,168.79
Exchange charges 1,210.79 1,051.97
Brokerage and commission 359.76 326.01
Power and fuel 320.60 344.36
Legal, professional and consultancy 295.54 220.53
Transportation, traveling and conveyance 263.43 233.26
Communication expenses 234.52 155.59
Rates and taxes 152.71 148.73
Café housekeeping and maintenance 150.95 173.22
Subcontracting charges 136.41 127.34
43 INCOME TAX
A Amounts recognised in statement of profit and loss
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Current income tax:
Income tax charge 617.35 469.10
Adjustments in respect of income tax of previous year (81.11) (38.06)
536.24 431.04
Deferred tax:
Relating to origination and reversal of temporary differences 76.72 68.55
Increase/ reduction of tax rate (7.50) (0.61)
Recognition of previously unrecognised/ (derecognition of previously - (3.58)
recognised) deductible temporary differences
Minimum alternative tax credit entitlement (44.02) (49.01)
Minimum alternative tax credit entitlement of earlier years (6.56) -
18.64 15.35
Income tax expense reported in the statement of profit or loss 554.88 446.39
C Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Profit/ (loss) before investment, accounted for using equity method and tax 634.45 (588.97)
Loss from entities in the Group before taxes 1,146.46 1,868.64
Adjusted profit before tax 1,780.91 1,279.67
Tax at the Indian tax rate of 34.61% (31 March 2016: 34.61%) 616.37 442.89
Effect of:
Recognition of previously unrecognised tax loses (117.43) (64.05)
Changes in unrecognised temporary differences 89.87 85.38
Adjustments in respect of current income tax of previous years (19.98) 0.94
Income taxed at special rates (10.15) (13.05)
Others (3.80) (5.72)
554.88 446.39
D. Amount for which no deferred tax asset is recognised in the balance sheet:
Deferred tax assets have not been recognised in respect of the following losses arisen in the Group that have been loss-making
and it is not likely to generate taxable income in the foreseeable future.
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Unused tax losses 3,719.88 1,915.60
Deductible temporary differences 24.59 15.72
Provision for bad and doubtful debts - 0.28
The unused tax losses of the previous year are set off against current year income. 8.25
The subsidiary company has earned sufficient profits to set off major portion of the opening unused tax losses. 0.41*
*Accordingly deffered tax asset is recognised as at the year end in respect of carry forward of unutilised tax losses and deductible
temporary differences.
Other deductible temporary differences do not expire under current tax legislation.
Notes:
a) Pending resolution of the respective proceedings, it is not practicable for the Group to estimate the timings of cash outflows, if any,
in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
b) The Group has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required
and disclosed as contingent liabilities where applicable, in its financial statements. Based on the advice from the Group's legal
counsel, management does not expect the outcome of these proceedings to have a materially adverse effect on its financial
position. The Group does not expect any reimbursements in respect of the above contingent liabilities.
(ii) Reconciliation of number of equity shares for computation of basic earnings per share is set out below:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Number of equity shares at the beginning of the year (Refer note 21) 206,001,719 14,591,551
Add: Weighted average number of equity shares issued during the year - 42,492,521
Number of weighted average equity shares outstanding during the year 206,001,719 57,084,072
Add: Bonus shares issued during the year* - 102,140,857
Weighted average number of equity shares for calculation of earnings per share 206,001,719 159,224,929
* In accordance with Ind AS 33 on 'Earnings Per Share', basic and diluted earnings per share is adjusted for 1:7 bonus issue for previous
period presented.
Plan B:
Particulars
Employees entitled All Employees in permanent employment except the Promoters and Directors
Number of options 6.2 million shares have been reserved for issue under employee stock option scheme (Plan A and
Plan B).
Vesting conditions 100% of the Grants vests at the end of 18 months from Grant date.
Contractual life of years The contractual life of the options are 21 months.
In addition to above scheme, certain employees of the Magnasoft Consulting India Private Limited (MCIPL) have also
received employee stock options (‘ESOP’) on the shares granted by a trust sponsored by the promoters of the MCIPL. The
Employee Option Plan is designed to reward the employees.
The group have reserved 1.34 million equity shares of the group with Magnasoft Employees’ Welfare Trust (‘the Trust’) for
issuance to eligible employees, under ESOP plans.
The Plans are administered by the Board of the group.
Under the plans, the options will be issued to employees at an exercise price, which may be decided by the Board from time
to time. The equity shares covered under these options vest over a period of 12 to 36 months from the date of grant.
The trust has granted 822,000 shares during the previous year at an exercise price of Rs.150. The weighted average fair value of the
above mentioned options estimated on the grant dates using the Black-Scholes-Merton model is Rs.86.94. The options outstanding
as at 31 March 2017 had a weighted average remaining contractual life of Nil years (Previous year: 1 year).
The trust has granted 1,219,500 shares during the previous year at an exercise price of Re. 1. The weighted average fair value of the
above mentioned options estimated on the grant dates using the Black-Scholes-Merton model is Rs.5.86. The options outstanding
as at 31 March 2017 had a weighted average remaining contractual life of 1 year (Previous year: 1 year).
Share options outstanding at the end of the year have the following expiry date and exercise price:
(Rs. in million)
(except share data)
Type of arrangement Grant Exercise Number of Fair value as Expense Outstanding
Date price options granted at 31 March recognized liability as at
(outstanding as 2017 during the the year end
at the year end) year
CDGL:
Plan A 1-Aug-12 30.00 - - 2.42 7.07
Plan B 1-Oct-15 150.00 - - 10.40 56.97
MCIPL Various dates 1.00 180,400 - 0.22 0.63
Total 13.04 64.67
48 GOVERNMENT GRANT
The Group is entitled to receive grant from various State Governments under Deen Dayal Upadhyaya Grameen Kaushalya Yojana
(erstwhile Aajeevika Skills Development Programme) launched by the Ministry of Rural Development (MoRD), Government of India,
towards providing training facilities. As at 31 March 2017, the Company has received cumulatively, total grant of Rs.77.05 million (31
March 2016 Rs.68.62 million, 1 April 2015: Rs.31.95 million).
The Group has incurred a cost of Rs.49.52 million (Previous year: Rs.23.34 million) under various heads. The said expenses has been
reduced from the proceeds of this grant.
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Staff welfare expenses 23.04 9.87
Rent 18.32 7.44
Legal and professional 2.05 3.45
Transportation, travelling and conveyance 3.54 1.11
Repairs and maintenance - buildings 1.28 1.04
Power and fuel 0.72 0.39
Printing and stationery 0.57 0.04
49.52 23.34
D. Plan Assets comprise of the funds amounting to Rs.135.25 million (March 2016: 120.01 million).
50 LEASES
(i) Operating lease
Assets given on operating lease:
The Group earns its facility rental income from investment property leased under operating lease which is recognized in the
statement of profit and loss on a straight-line basis over the term of the lease. Total lease rental income recognised in the
statement of profit and loss for the year is:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Cancellable 249.69 355.75
Non-cancellable 997.09 797.25
1,246.78 1,153.00
The future minimum lease receivables under non-cancellable operating leases in aggregate are as follows:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Not later than 1 year 236.02 367.44 212.85
Later than 1 year and not later than 5 years 229.53 444.49 328.21
More than 5 years 135.82 155.94 176.07
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Sale of food, beverages and coffee beans 18,273.14 15,872.37
Income from integrated logistics services 9,850.80 8,297.20
Securities trading, brokerage and consultancy services 4,758.11 4,482.09
License fee and maintenance income from SEZ and IT parks 1,375.74 1,298.31
Income from software development and related services 410.30 397.15
Income from operations of resort 335.28 299.76
# Further adjusted for inter company transactions and balances arising on account of acquisition.
* Balances extracted from consolidated financial statements of the entity and includes step down subsidiaries along with associates
and joint ventures accounted for using equity method at respective entity level.
(b) Summarised financial information of the material subsidiaries that have non-controlling interest before inter company
eliminations:
(Rs. in million)
Summarised balance Coffee Day Global Limited Sical Logistics Limited Way2Wealth Securities Private Limited
sheet 31 March 31 March 1 April 31 March 31 March 1 April 31 March 31 March 1 April
2017 2016 2015 2017 2016 2015 2017 2016 2015
Current assets 5,937.58 7,356.00 4,456.36 5,587.40 4,030.40 3,179.10 3,839.90 2,532.90 2,070.50
Non-current assets 11,944.54 11,562.95 10,693.86 17,533.40 15,694.10 14,262.80 701.50 1,059.00 498.20
Current liabilities 3,422.59 4,347.63 4,283.64 7,478.80 5,267.00 4,674.90 2,102.50 1,654.70 1,179.80
Non-current liabilities 1,653.01 2,220.19 3,191.46 8,822.10 8,030.60 6,526.60 541.20 532.40 368.50
Accumulated balance 1,215.37 1,137.84 734.93 2,287.66 2,106.75 2,019.85 192.57 131.95 92.76
of NCI
(Rs. in million)
Summarised statement of Coffee Day Sical Way2Wealth
profit and loss Global Limited Logistics Limited Securities Private Limited
For the year For the year For the year For the year For the year For the year
ended ended ended ended ended ended
31 March 2017 31 March 2016 31 March 2017 31 March 2016 31 March 2017 31 March 2016
Revenue 15,354.66 13,699.72 9,219.50 7,774.30 4,554.60 4,336.20
Profit for the year 263.54 241.27 393.10 184.00 306.60 417.60
Other comprehensive income 13.59 5.18 - - 153.80 (33.20)
Total comprehensive income 277.13 246.45 393.10 184.00 460.40 384.40
Total comprehensive income 35.12 28.86 180.91 86.89 60.62 39.19
allocated to NCI
Dividend allocated to NCI - - - - - -
(Rs. in million)
Name of the entity Country of % of Relationship Accounting Carrying amount
incorporation ownership method 31 March 31 March 1 April
interest 2017 2016 2015
Other immaterial associates India - Associate Equity 527.68 495.71 475.54
method
Other immaterial joint ventures India - Joint ventures Equity 170.72 169.35 171.00
method
(Rs. in million)
Summarised statement of profit and loss Mindtree Limited
As at As at
31 March 2017 31 March 2016
Revenue 52,364.00 46,730.00
Depreciation and amortization 1,858.00 1,658.00
Finance costs 191.00 160.00
Tax expense 1,363.00 1,706.00
Profit/ (loss) for the year 4,186.00 5,525.00
Other comprehensive income (621.00) (242.00)
Total comprehensive income 3,565.00 5,283.00
- Non-current loans
Security deposits - - 971.73 971.73 - - - -
Others - - 4.00 4.00 - - - -
- Other non-current financial - - 1,420.12 1,420.12 - - - -
assets
- Current investments 126.08 - - 126.08 126.08 - - 126.08
- Trade receivables - - 3,126.38 3,126.38 - - - -
- Cash and cash equivalents - - 9,791.69 9,791.69 - - - -
- Bank balances other than - - 2,003.81 2,003.81 - - - -
cash and cash equivalents
- Current loans
Security deposits - - 935.98 935.98 - - - -
Others - - 428.89 428.89 - - - -
The Group has not disclosed the fair values for financial instruments such as other non current financial assets, trade receivables,
cash and cash equivalents, bank balances other than cash and cash equivalents, other current financial assets, loans, non current
borrowings with fluctuating interest rate, current borrowings, other non current financial liabilities, trade payables and other current
financial liabilities because their carrying amounts are a reasonable approximation of fair value.
B. Measurement of fair values
The section explains the judgement and estimates made in determining the fair values of the financial instruments that are:
a) recognised and measured at fair value
b) measured at amortised cost and for which fair values are disclosed in the financial statements.
To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its financial
instruments into the three levels prescribed under the accounting standard. An explanation of each level is mentioned below:
Cash and cash equivalents (including bank balances, fixed deposits and margin money with banks):
Credit risk on cash and cash equivalent is limited as the Group generally transacts with banks and financial institutions with
high credit ratings assigned by international and domestic credit rating agencies.
Reconciliation of loss allowance:
(Rs. in million)
Particulars As at As at
31 March 2017 31 March 2016
Loss allowance in the beginning of the year 459.33 383.17
Excess provision written back (49.47) (11.20)
Provision for doubtful debts 40.33 87.54
Exchange differences on translation of foreign operations 6.85 (0.18)
Loss allowance at the end of the year 457.04 459.33
(iii) Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as
far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed
conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.
Management monitors rolling forecasts of the Group’s liquidity position and cash and cash equivalents on the basis of expected
cash flows. This is generally carried out by the Management of the Group in accordance with practice and limits set by the
Group. In addition, the Group’s liquidity management policy involves projecting cash flows and considering the level of liquid
assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements
and maintaining debt financing plans.
Exposure to liquidity risk
The table below provides details regarding the undiscounted contractual maturities of significant financial liabilities. The
amounts are gross and undiscounted contractual cash flow.
(Rs. in million)
As at 31 March 2017 Carrying Total Less than 1–2 years 3–5 years More than
amount 1 year 5 years
Non-derivative financial liabilities
- Non-current borrowings (including current 39,075.12 47,081.62 13,770.57 16,823.82 15,239.83 1,247.40
maturities)
- Current borrowings 5,416.74 5,416.74 5,416.74 - - -
- Trade payables 1,011.68 1,011.68 1,011.68 - - -
- Other financial liabilities (current and non- 4,798.58 4,798.58 3,604.51 1,194.07 - -
current excluding current maturities)
50,302.12 58,308.62 23,803.50 18,017.89 15,239.83 1,247.40
(Rs. in million)
As at 1 April 2015 Carrying Total Less than 1–2 years 3–5 years More than
amount 1 year 5 years
Non-derivative financial liabilities
- Non-current borrowings (including current 41,575.75 43,821.46 11,543.89 14,984.72 12,861.20 4,431.65
maturities)
- Current borrowings 4,616.18 4,616.18 4,616.18 - - -
- Trade payables 1,234.22 1,234.22 1,234.22 - - -
- Other financial liabilities (current and non- 3,806.87 3,806.87 2,615.89 1,190.98 - -
current excluding current maturities)
51,233.02 53,478.73 20,010.18 16,175.70 12,861.20 4,431.65
The outflows disclosed in the above table represent the contractual undiscounted cash flows relating to derivative financial
liabilities held for risk management purposes and which are not usually closed out before contractual maturity.
(iv) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which will
affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
The Group uses derivatives to manage market risks. All such transactions are carried out within the guidelines set by the risk
management committee. Generally, the Group seeks to apply hedge accounting to manage volatility in profit or loss.
Currency risk
The Group is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases
and borrowings are denominated and the respective functional currencies of Group. The functional currencies of the Group is
primarily Rs.. The currencies in which these transactions are primarily denominated are Euro and US dollars, etc.
Exposure to currency risk
The summary quantitative data about the Group’s exposure to currency risk as reported to the management of the Group is as
follows:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Foreign Currency Amount
Financial assets
Trade receivables
AED - 0.01 -
AUD 0.18 0.14 0.04
BRL 0.08 0.12 0.20
CAD 0.17 0.10 0.09
EURO 0.56 0.40 0.27
GBP 0.31 0.14 0.09
SGD 0.03 0.03 0.06
USD 9.47 8.50 11.64
Sensitivity analysis
A reasonably possible strengthening (weakening) of foreign currencies at 31 March would have affected the measurement of
financial instruments denominated in a foreign currency by the amounts shown below. This analysis assumes that all other
variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
(Rs. in million)
Particulars Percentage Profit or loss Equity, net of tax
movement Strengthening Weakening Strengthening Weakening
31 March 2017
AED 2% - - - -
AUD 2% 0.18 (0.18) - -
BRL 14% 0.23 (0.23) - -
CAD 4% 0.33 (0.33) - -
SGD 7% (7.10) 7.10 - -
USD 15% 4.35 (4.35) - -
ZAR 5% 0.07 (0.07) - -
NZD 2% (156.90) 156.90 (160.71) 160.71
31 March 2016
AED 3% 0.01 (0.01) - -
AUD 5% 0.35 (0.35) - -
BRL 5% 0.11 (0.11) - -
CAD 3% 0.15 (0.15) - -
CHF 7% - - - -
EURO 10% 2.99 (2.99) - -
GBP 3% 0.54 (0.54) - -
SGD 7% 0.10 (0.10) - -
USD 6% (535.97) 535.97 (570.97) 570.97
Sensitivity analysis
A reasonably possible strengthening (weakening) of the coffee prices as at 31 March would have affected the measurement of
financial instruments denominated in a foreign currency and affected equity and profit or loss by the amounts shown below.
This analysis assumes that all other variables remain constant and ignores any impact of forecast sales and purchases.
(Rs. in million)
Commodity price sensitivity Profit or loss Equity, net of tax
Strengthening Weakening Strengthening Weakening
31 March 2017
Coffee (11% movement) (1.47) 1.47 (1.47) 1.47
31 March 2016
Coffee (6% movement) (2.21) 2.21 (2.21) 2.21
Interest rate risk
The Group’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Group to cash flow
interest rate risk. The Group has entered into interest rate swap to hedge the interest rate risk.
Exposure to interest rate risk
The exposure of the Group's borrowing to interest rate changes at the end of the reporting period are as follows:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Fixed rate instruments:
Financial assets 8,049.85 9,058.30 6,771.53
Financial borrowings (20,434.35) (14,978.98) (15,617.31)
Effect of interest rate swaps 1,808.94 (1,017.25) (1,798.41)
Fixed rate instruments exposed to interest rate risks (10,575.56) (6,937.93) (10,644.19)
Variable rate instruments:
Financial borrowings (24,057.51) (21,899.24) (24,746.27)
Effect of interest rate swaps (1,808.94) 1,017.25 1,798.41
Variable rate instruments exposed to interest rate risks (25,866.45) (20,881.99) (22,947.86)
Sensitivity analysis
Fair value sensitivity analysis for fixed-rate instruments
The Group does not account for any fixed‑rate financial assets or financial liabilities at fair value through profit or loss.
Cash flow sensitivity analysis for variable-rate instruments
A reasonably possible change of 1% in interest rates at the reporting date would have increased (decreased) equity and profit
and loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange
rates, remain constant.
Sensitivity analysis
The table below summarises the impact of increase/decrease of the market price of the listed instruments on the Company’s
equity and profit for the period. The analysis is based on the assumption that the market price had increased by 2% or
decreasedby 2%.
(Rs. in million)
Particulars Impact on profit or loss Impact on equity
31 March 2017 31 March 2016 1 April 2015 31 March 2017 31 March 2016 1 April 2015
Market price increases by 2% 0.38 2.56 0.13 5.41 2.67 3.26
Market price decreases by 2% (0.38) (2.56) (0.13) (5.41) (2.67) (3.26)
Hedge accounting
The Group holds the following instruments to hedge exposures to changes in interest rates:
(Rs. in million)
Particulars As at 31 March 2017 As at 31 March 2016 As at1 April 2015
Maturity in Maturity in Maturity in Maturity in Maturity in Maturity in
less than 1 more than 1 less than 1 more than 1 less than 1 more than 1
year year year year year year
Interest rate risk
Interest rate swaps:
Net exposure 191.06 - 586.60 430.65 - 1,798.43
Average fixed interest rate (LIBOR) 0.02 - 0.02 0.02 - 0.02
The amounts relating to items designated as hedging instruments and hedge ineffectiveness are as follows:
As at 31 March 2017: (Rs. in million)
Type of hedge Nominal Carrying Line item in Changes in Change in the Hedge Amount Line item in
and risks value amount of the statement the value of value of hedged ineffectiveness reclassified profit or loss
hedging of financial the hedging item used as recognised in from equity affected by the
instrument position where instrument the basis for profit or loss head ‘effective reclassification
the hedging recognised recognising portion of cash
instrument is in OCI hedge flow hedges’ to
Asset included effectiveness profit or loss
Interest rate risk
- Interest rate swap 191.06 6.55 Other financial 7.31 (7.31) Nil Nil Nil
assets
The following table provides a reconciliation by risk category of components of equity and analysis of OCI items, net of tax,
resulting from cash flow hedge accounting:
(Rs. in million)
Particulars As at 31 March 2017 As at 31 March 2016
Equity head ‘Effective Equity head ‘Effective
portion of cash flow hedges’ portion of cash flow hedges’
Opening balance for the period (11.38) (19.61)
Cash flow hedges : Interest rate risk
Changes in fair value 7.31 15.27
Tax on movements in relevant items of OCI during the year (2.53) (5.29)
Non-controlling interest (0.65) (1.75)
Closing balance for the period (7.25) (11.38)
56 CAPITAL MANAGEMENT
For the purpose of the Group’s capital management, capital includes issued equity capital, share premium and all other equity
reserves attributable to the equity holders of the parent. The primary objective of the Company’s capital management is to maximise
the shareholder value.
The Group's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain
future development of the business. Management monitors the return on capital, as well as the level of dividends to equity
shareholders. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher
levels of borrowing and the advantages and security afforded by a sound capital position.
The Group monitors capital using a ratio of 'adjusted net debt' to 'equity'. For this purpose, adjusted net debt is defined as total
interest-bearing loans and borrowings less cash and cash equivalents including deposits. Equity comprises all components of
equity including non-controlling interest. The Company's adjusted net debt to equity ratio at 31 March 2017 was as follows.
(Rs. in million)
Particulars As at 31 March As at 31 March Share in
2017 2016 profit or loss
Total borrowings 44,491.86 36,878.22 46,191.93
Less: cash and cash equivalents 14,765.83 13,215.62 8,118.56
Adjusted net debt 29,726.03 23,662.60 38,073.37
Equity 28,491.04 27,405.74 7,759.36
Adjusted net debt to equity ratio 1.04 0.86 4.91
In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets
financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in
meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in
the financial covenants of any interest-bearing loans and borrowing in the current period.
4 Business combinations
Under Previous GAAP, changes in parent's ownership interest without loss of control was accounted by adjusting the
carrying amount of non-controlling interest to reflect the change in ownership interest in the subsidiary. Further, any
difference between the amount by which the non-controlling interest is adjusted and the fair value of the consideration
paid or received was recognised in goodwill; arising as a result of past acquisitions.
Under Ind AS, these transactions are treated as equity transactions whereby any difference between the amount by which
the non controlling interest is adjusted and the fair value of the consideration paid or received is recognised in equity
and attributed to the parent's equity holders. This impact has been recognised in 'Capital reserve' in the equity with the
corresponding increase or decrease in non-controlling interest.
5 Expected credit loss model
Under previous GAAP, the Group had created provision for impairment of receivables based on actual incurred losses.
Under Ind AS, impairment allowance has been determined based on Expected Loss model (ECL) under which the group
impaired its trade receivable as on 1 April 2015 which has been eliminated against retained earnings. The impact for year
ended on 31 March 2016 has been recognized in the statement of profit and loss.
6 Share based payments
Under Previous GAAP, the intrinsic value of the employee stock option plan is recognised as an expense over the vesting
period. Under Ind AS, the compensation cost of employee stock option plan is recognised based on the fair value of the
options determined using an appropriate pricing model at the date of grant. The reduction in employee compensation
cost for the unvested options as on the date of transition based on fair value method has been adjusted against retained
earnings. The impact for the year ended 31 March, 2016 has been recognised in 'Employee benefits expenses' in the
Statement of Profit and Loss.
7 Fair valuation of financial assets and liabilities
a) Under Previous GAAP, the security deposits for leases are accounted at an undiscounted value. Under Ind AS, the
security deposits for leases have been recognised at discounted value and the difference between undiscounted and
discounted value has been recognised as ‘Deferred lease rent’ which has been amortised over respective lease term
as rent expense under ‘other expenses’ or rental income under 'revenue from operations'. The discounted value of the
security deposits is increased over the period of lease term by recognising the notional interest income / expenses
under ‘other income’ or 'finance cost'.
b) Under Previous GAAP, long term liabilities and retention dues are recognised on undiscounted basis. Under Ind
AS, these are recognised at present value (discounted value) where the effect of time value of money is material.
This led to a change in carrying value on the date of transition which was adjusted against retained earnings. Also,
where discounting is used, the carrying value in each period is adjusted to reflect the passage of time. The impact of
unwinding of discount and change in discount rate are recognised in the Statement of Profit and Loss under 'Finance
costs' and 'Interest income' for the year ended 31st March, 2016.
Discounting of long-term liabilities resulted in reversal of liabilities to be recognised as 'Finance cost' over the tenure
of the liability.
Discounting of retention money resulted in reduction of trade receivables to be recognised as interest income over
the retention period.
16
Bank overdrafts
Under Ind AS, bank overdrafts repayable on demand and which form an integral part of the cash management process
are included in cash and cash equivalents for the purpose of presentation of statement of cash flows. Under previous
GAAP, bank overdrafts were considered as part of borrowings and movements in bank overdrafts were shown as part of
financing activities.
17
Book overdrafts
Under Ind AS, book overdrafts are included in cash and cash equivalent for the purpose of presentation of statement of
cash flows. Under previous GAAP, book overdrafts were considered as part of other current liabilities and movement in
book overdraft were shown as part of operating activities.
58 During the year ended 31 March 2017, the Company vide its Board meeting dated 11 August 2016 has approved for the scheme of
merger between itself and Coffee Day Overseas Private Limited (CDOPL), to be filed with the National Company Law Tribunal (NCLT)
after obtaining requisite regulatory approvals. CDOPL is a private limited company and holds 3.21% of shares in Coffee Day Global
Limited, a subsidiary of the Company, on a fully diluted basis. The appointed date of the scheme is 1 August 2016 and currently, the
Company has obtained approvals from Competition Commission of India, Stock exchanges and SEBI post which the scheme was
filed with the NCLT for final approval. Pending approvals, no accounting adjustments are presently recorded in the consolidated
financial results of the Company.
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Enterprises Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
R. Ram Mohan Sadananda Poojary
Chief Financial Officer Company Secretary
Place: Bangalore Place: Bangalore Place: Bangalore
Date: 18 May 2017 Date: 18 May 2017 Date: 18 May 2017
the Company is presenting summarised financial information about individual subsidiaries as at March 31, 2017/
December 31, 2016.
(Rs. in million)
S. Name of the Subsidiary Reporting Reporting Exchange Share Reserves Total Total Invest- % of Turn- Profit Provision Profit Proposed
No. Period Currency rate as on Capital & Surplus Assets Liabilities ments Holding over Before for after Dividend
March 31 excluding Taxation Taxation Taxation
2017 / (6) & (7)
Dec 31
2016
1 3 4 5 6 7 8 9 10 11 12 13 14 15 16
1 Coffee Day Global Limited Apr-March Rs. 1 169.91 9184.73 18409.93 9055.29 970.36 86.63 14603.34 538.46 216.36 322.1 -
2 Way2Wealth Securities Private Apr-March Rs. 1 475.02 822.40 2,016.90 719.48 993.40 85.53 851.30 167.70 58.70 109.00
Limited
3 Tanglin Developments Limited Apr-March Rs. 1 51.31 513.32 24001.6 23437 1098.4 100 1229.5 314.1 -35.6 349.7
4 Coffee Day Hotels and Resorts Apr-March Rs. 1 112.24 -244.54 2187.88 2320.18 352.27 100 112.74 -95.56 0 -95.56
Private Limited
5 Coffee Day Trading Limited Apr-March Rs. 348.32 1744.13 2095.76 3.31 265.67 88.77 232.25 97.7 0.04 97.65
6 Ganga Coffee Curing Works Apr-March Rs. 1 11.82 6.74 36.82 18.26 0 100 28.47 -2.56 0 -2.56 0
Limited
7 Classic Coffee Curing Works Apr-March Rs. 1 31.01 -11.65 20.07 0.71 0 100 0 -0.32 0 -0.32 0
8 Coffee Day Properties (India) Apr-March Rs. 1 11.33 -8.89 4.98 2.53 0 100 0 -0.31 0 -0.31 0
Private Limited
9 Amalgamated Holdings Limited Apr-March Rs. 1 11.04 223.96 290.77 55.77 0 100 949.81 20.59 14.14 6.45
10 Coffeelab Limited Apr-March Rs. 1 0.59 -6.17 4.24 1.33 0 100 14.04 -4.26 -0.09 -4.35
11 A N Coffeeday International Apr-March USD 64.8 53.42 541.66 737.98 142.9 596.03 100 0 -1.33 0 -1.33 0
Limited
12 Coffee Day Gastronomie Und Apr-March EURO 69.15 1.05 11.21 23.16 10.89 0 100 58.35 -19.03 0 -19.03 0
Kaffeehandles GmbH
13 Coffee Day CZ a.s. Apr-March CZK 2.56 91.67 -209.82 42 160.14 0 100 148.67 -36.89 0 -36.89 0
14 Way2Wealth Distributors Private Apr-March Rs. 1 2.50 (2.32) 42.05 41.87 7.11 99.99 89.91 (3.20) (0.90) (2.30)
Limited
15 Way2Wealth Capital Private Apr-March Rs. 1 80.00 67.99 207.40 59.41 0.63 99.9 28.91 6.84 2.12 4.72
Limited
16 Way2Wealth Realty Advisors Apr-March Rs. 1 0.10 1.69 5.70 3.91 95 125.24 10.00 1.09 8.91
Private Limited
17 Way2Wealth Insurance Brokers Apr-March Rs. 1 10.00 2.02 19.87 7.85 100 31.18 2.00 0.69 1.31
Private Limited
18 Mandi2Market Traders Private Apr-March Rs. 1 6.00 (1.45) 24.82 20.27 99.99 145.13 1.79 0.84 0.95
Limited
19 Way2Wealth Brokers Private Apr-March Rs. 1 183.50 703.10 2,621.50 1,734.90 267.60 99.99 1,393.90 103.00 6.40 96.60
Limited
20 Way2Wealth Commodities Private Apr-March Rs. 1 15.00 8.01 245.60 222.59 - 99.99 337.74 (0.00) 0.19 (0.19)
Limited
21 Alphagrep Securities Private Apr-March Rs. 1 14.50 472.63 622.40 135.27 161.36 51 1,451.50 125.00 42.00 83.00
Limited
22 Way2Wealth Illuminati Pte Limited USD 64.84 129.47 36.50 786.57 620.59 0.08 100 355.21 29.68 - 29.68
23 AlphaGrep Holding HK Limited USD 64.84 0.08 (2.26) 97.30 99.48 0.01 100 73.83 13.72 - 13.72 -
24 AlphaGrep UK Limited USD 64.84 0.00 0.44 3.93 3.49 - 100 8.93 0.48 0.03 0.44 -
25 Shanghai Dao Ge International - - - - - - - 100 - - - - -
Trading Limited
26 Girividhyuth India Limited Apr-March Rs. - 8.75 -6.55 3.57 1.37 - 100 - 0 - - -
27 Tanglin Retail Realty Apr-March Rs. - 1 -436.68 7473.89 7909.57 2407.84 100 - -137.28 - -137.28 -
Developments Private Limited
28 Sical Logistics Limited Apr-March Rs. 1 556.2 4935.4 17949.8 12458.2 2893.5 52.83 7396 739.7 284.3 455.4 -
29 Sical Mining Limited Apr-March Rs. 1 0.1 - 0.1 - - 100 - - - - -
30 Sical Iron Ore Terminal Limited Apr-March Rs. 1 1300 18 7561.8 6243.8 - 63 - - - - -
31 Sical Iron Ore Terminal (Mangalore) Apr-March Rs. 1 365 0 391.96 26.96 0 100 0 0 0 0
Limited
32 Sical Adams Offshore Limited Apr-March Rs. 1 0.5 - 0.6 0.1 - 99.99 - - - - -
33 Sical Saumya Mining Limited Apr-March Rs. 1 0.1 14.65 1021.25 1006.5 0 65 1268.47 12.56 4.21 8.35
34 Norsea Offshore India Limited Apr-March Rs. 1 0.5 -536.71 1274.67 1810.89 0 99.99 0 -165.98 60.23 -105.75
35 Sical Infra Assets Limited Apr-March Rs. 1 532.97 1992.36 2616.44 91.1 910.95 53.6 99.58 12.73 -2.86 15.59
36 Sical Bangalore Logistics Park Apr-March Rs. 1 0.1 0 12.63 12.43 0 100 0 0 0 0
Limited
37 Sical Multimodal and Rail Apr-March Rs. 1 726.9 875.8 5772.3 4169.6 34.5 99.99 1778.3 29.4 20.9 8.5 0
Transport Limited
38 Bergen Offshore Logistics Pte Apr-March USD 64.84 466.8 -461.4 1350.1 1344.7 - 100 - - - - -
Limited*
39 Wilderness Resorts Private Limited Apr-March Rs. 1 12.83 34.75 602.9 555.32 1.3 100 0 -62.65 0 -62.65 0
40 Karnataka Wildlife Resorts Private Apr-March Rs. 1 13 -220.91 573.68 781.59 0 100 74.43 10.48 0 10.48 0
Limited
41 Magnasoft Consulting India Apr-March Rs. 1 33.62 273.42 512.03 204.99 0.09 77.88 413.55 57.88 1.91 55.97 0
Private Limited
42 Magnasoft Europe Limited Apr-March GBP 0 -0.08 0 0.09 0 100 0 0 0 0 0
43 Magnasoft Spatial Services Inc. Apr-March USD 64.84 0 -0.29 0.52 0.81 0 100 1.45 0 0 0 0
Report on the Consolidated Ind AS Financial Statements We conducted our audit in accordance with the Standards
We have audited the accompanying consolidated Ind AS on Auditing specified under Section 143(10) of the Act. Those
financial statements of Coffee Day Global Limited (“the Standards require that we comply with ethical requirements and
Holding Company”), its subsidiary companies and a joint plan and perform the audit to obtain reasonable assurance about
venture company (collectively referred to as “the Group”), which whether the consolidated Ind AS financial statements are free
comprise the consolidated balance sheet as at 31 March 2017, from material misstatement.
the consolidated statement of profit and loss (including other
comprehensive income), the consolidated cash flow statement An audit involves performing procedures to obtain audit
and the consolidated statement of changes in equity for the year evidence about the amounts and disclosures in the consolidated
then ended, and a summary of significant accounting policies Ind AS financial statements. The procedures selected depend on
and other explanatory information (hereinafter referred to as the Auditor’s judgment, including the assessment of the risks of
“consolidated Ind AS financial statements”). material misstatement of the consolidated financial statements,
whether due to fraud or error. In making those risk assessments,
Management’s Responsibility for the Consolidated Ind AS the auditor considers internal financial control relevant to the
Financial Statements Holding Company’s preparation of the consolidated Ind AS
The Holding Company’s Board of Directors is responsible financial statements that give a true and fair view in order to design
for the preparation of these consolidated Ind AS financial audit procedures that are appropriate in the circumstances. An
statements in terms of the requirement of the Companies Act, audit also includes evaluating the appropriateness of accounting
2013 (hereinafter referred to as “the Act”) that give a true and policies used and the reasonableness of the accounting estimates
fair view of the consolidated financial position, consolidated made by the Holding Company’s Board of Directors, as well as
financial performance including other comprehensive income, evaluating the overall presentation of the consolidated Ind AS
consolidated cash flows and consolidated changes in equity of financial statements.
the Group in accordance with the accounting principles generally
accepted in India, including the Accounting Standards (Ind AS) We believe that the audit evidence obtained by us and the audit
prescribed under Section 133 of the Act read with relevant evidence obtained by the other auditors in terms of their reports
rules issued thereunder. The respective Board of Directors of referred to in the other matters paragraph below, is sufficient
the companies included in the Group and its joint venture are and appropriate to provide a basis for our audit opinion on the
responsible for maintenance of adequate accounting records in consolidated Ind AS financial statement.
accordance with the provisions of the Act for safeguarding the
assets of the Group and for preventing and detecting frauds and Opinion
other irregularities; the selection and application of appropriate In our opinion and to the best of our information and according
accounting policies; making judgments and estimates that are to the explanations given to us, the aforesaid consolidated Ind AS
reasonable and prudent; and the design, implementation and financial statements give the information required by the Act in
maintenance of adequate internal financial controls, that were the manner so required and give a true and fair view in conformity
operating effectively for ensuring the accuracy and completeness with the accounting principles generally accepted in India
of the accounting records, relevant to the preparation and including Ind AS, of the consolidated state of affairs of the Group
presentation of the consolidated Ind AS financial statements that as at 31 March 2017, and its consolidated financial performance
give a true and fair view and are free from material misstatement, including other comprehensive income, its consolidated cash
whether due to fraud or error, which have been used for the flows and the consolidated changes in equity for the year then
purpose of preparation of the consolidated Ind AS consolidated ended.
financial statements by the Directors of the Holding Company, as Other matter
aforesaid. We did not audit the financial statements of five subsidiaries
Auditor’s Responsibility included in the consolidated Ind AS financial statements. Of the
Our responsibility is to express an opinion on these consolidated above:
Ind AS financial statements based on our audit.
(a) We did not audit the financial statements of three
We have taken into account the provisions of the Act, the subsidiary companies incorporated outside India,
accounting and auditing standards and matters which are whose financial statements reflect total assets of Rs.60.21
required to be included in the audit report under the provisions million as at 31 March 2017, total revenues of Rs.209.67
of the Act and the Rules made thereunder. million and net cash outflows amounting to Rs.0.39
In conjunction with our audit of the consolidated Ind AS financial Meaning of Internal Financial Controls over Financial Reporting
statements of the Company as of and for the year ended 31 A company's internal financial control over financial reporting is a
March 2017, we have audited the internal financial controls over process designed to provide reasonable assurance regarding the
financial reporting of Coffee Day Global Limited (‘the Holding reliability of financial reporting and the preparation of financial
Company’) and its subsidiary companies which are companies statements for external purposes in accordance with generally
incorporated in India, as of that date. accepted accounting principles. A company's internal financial
control over financial reporting includes those policies and
Management’s Responsibility for Internal Financial Controls
procedures that (1) pertain to the maintenance of records that,
The respective Board of Directors of the Holding Company and its
in reasonable detail, accurately and fairly reflect the transactions
subsidiary companies and joint venture company incorporated
and dispositions of the assets of the Company; (2) provide
in India, are responsible for establishing and maintaining internal
reasonable assurance that transactions are recorded as necessary
financial controls based on the internal control over financial
to permit preparation of financial statements in accordance
reporting criteria established by the Company considering the
with generally accepted accounting principles, and that receipts
essential components of internal control stated in the Guidance
and expenditures of the Company are being made only in
Note on Audit of Internal Financial Controls over Financial
accordance with authorisations of management and directors of
Reporting issued by the Institute of Chartered Accountants
the Company; and (3) provide reasonable assurance regarding
of India (‘ICAI’). These responsibilities include the design,
prevention or timely detection of unauthorised acquisition, use,
implementation and maintenance of adequate internal financial
or disposition of the Company's assets that could have a material
controls that were operating effectively for ensuring the orderly
effect on the financial statements.
and efficient conduct of its business, including adherence to
company’s policies, the safeguarding of its assets, the prevention Inherent Limitations of Internal Financial Controls Over
and detection of frauds and errors, the accuracy and completeness Financial Reporting
of the accounting records, and the timely preparation of reliable Because of the inherent limitations of internal financial controls
financial information, as required under the Companies Act, 2013. over financial reporting, including the possibility of collusion
or improper management override of controls, material
Auditor’s Responsibility misstatements due to error or fraud may occur and not be
Our responsibility is to express an opinion on the Company's detected. Also, projections of any evaluation of the internal
internal financial controls over financial reporting based on our financial controls over financial reporting to future periods are
audit. We conducted our audit in accordance with the Guidance subject to the risk that the internal financial control over financial
Note on Audit of Internal Financial Controls over Financial reporting may become inadequate because of changes in
Reporting (‘the Guidance Note’) and the Standards on Auditing, conditions, or that the degree of compliance with the policies or
issued by ICAI and deemed to be prescribed under section procedures may deteriorate.
143(10) of the Act to the extent applicable to an audit of internal
Opinion
financial controls, both applicable to an audit of Internal Financial
In our opinion, the Holding Company, its subsidiary companies
Controls and, both issued by the ICAI. Those Standards and the
and joint venture company, which are companies incorporated in
Guidance Note require that we comply with ethical requirements
India, have, in all material respects, an adequate internal financial
and plan and perform the audit to obtain reasonable assurance
controls system over financial reporting and such internal financial
about whether adequate internal financial controls over financial
controls over financial reporting were operating effectively as
reporting was established and maintained and if such controls
at 31 March 2017, based on the internal control over financial
operated effectively in all material respects.
reporting criteria established by the Company considering the
Our audit involves performing procedures to obtain audit essential components of internal control stated in the Guidance
evidence about the adequacy of the internal financial controls Note ICAI.
system over financial reporting and their operating effectiveness.
Other matters
Our audit of internal financial controls over financial reporting
Our aforesaid reports under Section 143(3)(i) of the Act on the
included obtaining an understanding of internal financial
adequacy and operating effectiveness of the internal financial
controls over financial reporting, assessing the risk that a material
controls over financial reporting in so far as it relates to one
weakness exists, and testing and evaluating the design and
subsidiary companies, which is a company incorporated in India,
operating effectiveness of internal control based on the assessed
is based on the corresponding reports of the auditors of such
risk. The procedures selected depend on the auditor’s judgment,
companies.
including the assessment of the risks of material misstatement of
the Ind AS financial statements, whether due to fraud or error. for B S R & Co. LLP
We believe that the audit evidence we have obtained and the Chartered Accountants
audit evidence obtained by the other auditor’s in terms of their Firm’s registration number: 101248W/W-100022
reports referred to in other matters paragraph below, is sufficient
and appropriate to provide a basis for our audit opinion on the Supreet Sachdev
Company’s internal financial controls system over financial Bangalore Partner
reporting. 18 May 2017 Membership number: 205385
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Global Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
Place: Bangalore Jayaraj C Hubli Sadananda Poojary
Date: 18 May 2017 CFO/ Director (DIN: 00073670) Company Secretary
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Global Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
Place: Bangalore Jayaraj C Hubli Sadananda Poojary
Date: 18 May 2017 CFO/ Director (DIN: 00073670) Company Secretary
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Global Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
Place: Bangalore Jayaraj C Hubli Sadananda Poojary
Date: 18 May 2017 CFO/ Director (DIN: 00073670) Company Secretary
c Other Equity
(Rs. in million)
Particulars Reserves and Surplus Other comprehensive income Equity
Capital Shares Securities Debenture General Retained Foreign Effective Remeasurements attributable
reserve options premium redemption reserve earnings currency portion of of actuarial gain to owners
outstanding reserve translation cash flow and losses of the
account reserve hedge Company
Balance as at 1 April 2015 0.04 24.34 7,165.87 83.40 106.50 128.89 18.95 (15.01) (0.45) 7,512.53
Total comprehensive income for the
year ended 31 March 2016:
Profit during the year - - - - - 242.32 - - - 242.32
Effective portion of gains and losses - - - - - - - 9.99 - 9.99
on hedging
Actuarial gain/ (losses) - - - - - - - - (4.60) (4.60)
Exchange difference arising on - - - - - - (1.22) - - (1.22)
translating the foreign operations,
net of tax
Total comprehensive income 0.04 24.34 7,165.87 83.40 106.50 371.21 17.73 (5.02) (5.05) 7,759.02
Contributions and distributions:
Dividends - - - - - (6.25) - - - (6.25)
Transferred from statement of profit - - - 41.70 - (41.70) - - - -
and loss for the year
Conversion of preference shares and - - 302.72 - - - - - - 302.72
compulsorily convertible debentures
to equity shares
Share-based payment - 26.99 - - - - - - - 26.99
Balance as at 31 March 2016 0.04 51.33 7,468.59 125.10 106.50 323.26 17.73 (5.02) (5.05) 8,082.48
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Global Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
Place: Bangalore Jayaraj C Hubli Sadananda Poojary
Date: 18 May 2017 CFO/ Director (DIN: 00073670) Company Secretary
Depreciation method, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.
Based on technical evaluation and consequent advice, the Management believes that its estimates of useful lives as given
above best represent the period over which Management expects to use these assets.
Depreciation on additions (disposals) is provided on a pro-rata basis i.e. from (up to) the date on which asset is ready for use
(disposed of ).
5. Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets
are carried at cost less any accumulated amortisation and accumulated impairment losses. Internally generated intangibles,
excluding capitalised development costs, are not capitalised and the related expenditure is reflected in profit or loss in the
period in which the expenditure is incurred.
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an
indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible
asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life
or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the
amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense
on intangible assets with finite lives is recognised in the statement of profit and loss unless such expenditure forms part of
carrying value of another asset.
Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either individually or at
the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life
continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.
The Group only has software as an intangible asset having a useful life of 3 years.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the asset is
derecognised.
5 INTANGIBLE ASSETS
(Rs. in million)
Software Total
Cost or deemed cost:
Balance as at 1 April 2015 3.27 3.27
Additions 5.97 5.97
Exchange differences on translation of foreign operations 0.32 0.32
Disposals - -
Balance as at 31 March 2016 9.56 9.56
Balance as at 1 April 2016 9.56 9.56
Additions 81.00 81.00
Exchange differences on translation of foreign operations - -
Disposals - -
Balance as at 31 March 2017 90.56 90.56
Accumulated amortisation:
Balance as at 1 April 2015 1.95 1.95
Amortisation for the year 0.99 0.99
Exchange differences on translation of foreign operations 0.36 0.36
Disposals - -
Balance as at 31 March 2016 3.30 3.30
6 GOODWILL
(Rs. in million)
Particulars As at As at
31 March 2017 31 March 2016
Carrying amount at the beginning of the year 175.59 167.60
Exchange differences on translation of foreign operations (9.12) 7.99
Provision for impairment of goodwill (7.07) -
Carrying amount at the end of the year 159.40 175.59
For the purpose of impairment testing, goodwill is allocated to the Group’s operating divisions which represent the lowest level within
the Group at which goodwill is monitored for internal management purposes, which is not higher than the Group’s operating segments.
The aggregate carrying amounts of goodwill allocated to each unit are as follows :-
(Rs. in million)
Particulars As at As at
31 March 2017 31 March 2016
Production, procurement and export division - -
Retail operation:
- Café retail 149.01 158.13
- Coffee curing 10.39 10.39
- Coffee testing 7.07 7.07
Less: impairment of goodwill in coffee testing (7.07) -
159.40 175.59
Café retail:
The recoverable amount of this CGU is based on value in use calculations which require the use of assumptions. The calculations use
cash flow projections based on financial budgets approved by management covering a five-year period. Cash flows beyond the five-
year period are extrapolated using the estimated growth rates stated below. These growth rates are consistent with forecasts included
in industry reports specific to the industry in which each CGU operates.
The key assumptions used in the estimation of the recoverable amount are set out below. The values assigned to the key assumptions
represent management’s assessment of future trends in the relevant industries and have been based on historical data from both
external and internal sources.
Particulars As at
31 March 2017
Terminal value growth rate of revenue 2.00%
Terminal EBITDA as a % of revenue 26.40%
Discount rate 17.00%
Management has determined the values assigned to each of the above key assumptions as follows:
Assumption Approach used to determining values
Terminal value growth rate of This is the weighted average growth rate used to extrapolate revenue beyond the budget period.
revenue The rates are consistent with forecasts included in industry reports.
Pre-tax discount rate Reflect specific risks relating to the relevant segments and the countries in which they operate.
Terminal EBITDA as a % of revenue Operating EBITDA has been estimated based on expectations of future outcomes taking into
account past experience, adjusted for anticipated revenue growth.
7 NON-CURRENT INVESTMENTS
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Unquoted equity shares
Investment in Equity instruments:
(i) Investment in Joint venture company measured under equity
method (fully paid):
0.69 million (31 March 2016: 0.19, 1 April 2015: Nil) equity shares of 1.72 0.35 -
Coffee Day Schaerer Technologies Private Limited of Rs.10 each
1.72 0.35 -
Aggregate value of unquoted investments 1.72 0.35 -
Information about the Group's exposure to credit and market risks, and fair value measurement, is included in note 44.
8 LOANS
A Non-current loans
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Unsecured, considered good
Security deposit 780.54 698.12 626.12
780.54 698.12 626.12
B Current loans
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Unsecured, considered good
Security deposit 11.18 22.31 -
Staff advances 39.00 16.45 11.69
50.18 38.76 11.69
10 OTHER ASSETS
A Other non-current assets
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Capital advances 438.84 468.19 197.38
Advances other than capital advances:
- deposit with government authorities 10.37 1.57 1.30
- advance tax including tax deducted at source, net of provision for tax 71.28 74.28 41.34
- taxes paid under protest 69.18 46.68 38.10
- supplier advance 28.23 40.24 37.30
- deferred rent expense 206.89 224.81 220.30
- others 0.61 - -
825.40 855.77 535.72
12 TRADE RECEIVABLES
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Trade receivables
Unsecured, considered good 1,545.83 1,279.85 1,204.17
Doubtful 40.00 20.00 -
1,585.83 1,299.85 1,204.17
Loss allowance
Unsecured, considered good
Doubtful (40.00) (20.00) -
1,545.83 1,279.85 1,204.17
*includes Rs.49.31 million (31 March 2016: Nil, 1 April 2015: Nil) given as security for loan and overdraft facility availed by the Group.
(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is as given below:
(Rs. in million)
Particulars As at 31 March 2017 As at 31 March 2016
No of shares Amount No of shares Amount
Number of shares at the beginning of the year 168,675,747 168.68 162,598,207 162.60
Add: Shares issued against preference shares - - 5,462,085 5.46
Add: Shares issued against convertible debentures 1,230,910 1.23 615,455 0.62
Number of shares outstanding at the end of the year 169,906,657 169.91 168,675,747 168.68
(b) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends
and the repayment of capital:
The Company has one class of equity shares having a par value of Re 1 per share. Each shareholder is eligible for one vote per share
held. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General
Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining
assets of the Company after distribution of all preferential amounts if any, in proportion to their shareholding.
(c) Equity shareholders holding more than 5% of equity shares along with the number of equity shares held at the beginning and
at the end of the year isas given below:
Particulars As at 31 March 2017 As at 31 March 2016 As at 1 April 2015
% of No of % of No of % of No of
holding shares holding shares holding shares
Coffee Day Enterprises Limited, holding company 86.63% 147,192,442 87.26% 147,192,442 90.53% 147,192,442
Devardarshini Info Technologies Private Limited 4.83% 8,205,742 4.86% 8,205,742 5.05% 8,205,742
(d) The Company has not allotted any fully paid up equity shares by way of bonus shares nor has bought back any class of equity
shares during the period of five years immediately preceding the balance sheet date nor has issued shares for consideration
other than cash.
(e) Particulars of each class of shares held by holding, ultimate holding, subsidiaries or associates of the holding company or the
ultimate holding company:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Coffee Day Enterprises Limited, holding company 147.20 147.20 147.20
(f ) Shares reserved for issue under options and contracts/ commitments for sale of shares:
(Rs. in million)
Particulars As at 31 March 2017 As at 31 March 2016
No of shares Amount No of shares Amount
For compulsorily convertible debentures of Rs.100 each* 19,755,822 19.76 19,755,822 19.76
* Refer Note 16(b)
(Rs. in million)
(except share data)
Particulars As at 31 March 2017 As at 31 March 2016
No of Amount No of Amount
debentures debentures
Number of compulsorily convertible debentures at the 41,000,000 4,100.00 - -
beginning of the year
Add: Debentures issued during the year - - 41,000,000 4,100.00
Number of compulsorily convertible debentures 41,000,000 4,100.00 41,000,000 4,100.00
outstanding at the end of the year
(b) The rights, preferences and restrictions attaching to compulsorily convertible debentures issued to Coffee Day Enterprises
Limited, holding company including restrictions if any:
The Company has one class of compulsorily convertible debentures of Rs.100 per debenture. These debentures are unsecured and
carry interest rate of 0.01% p.a. payable annually. The debentures shall be compulsorily converted into 19,755,822 equity shares
having a par value of Re 1 each after 4 years 9 months of issue date.
(c) Particulars of convertible debentures held by holding , ultimate holding, subsidiaries or associates of the holding company or
the ultimate holding company:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Coffee Day Enterprises Limited, holding company 4,100.00 4,100.00 -
(d) Debenture holders holding more than 5% of convertible debentures along with the number of debentures held at the
beginning and at the end of the year is as given below:
Particulars As at 31 March 2017 As at 31 March 2016
% of No of % of No of
holding debentures holding debentures
Coffee Day Enterprises Limited, holding company 100.00% 41,000,000 100.00% 41,000,000
17 OTHER EQUITY
(Rs. in million)
Particulars As at As at
31 March 2017 31 March 2016
Capital reserve
At the commencement of the year 0.04 0.04
Add: Movement during the year (0.39) -
At the end of the year (0.35) 0.04
Shares options outstanding account
At the commencement of the year 51.33 24.34
Add: Additions during the year on account of stock option 12.71 26.99
At the end of the year 64.04 51.33
Securities premium
At the commencement of the year 7,468.59 7,165.87
Add: Additions during the year on conversion of preference shares and compulsorily 168.45 302.72
convertible debentures to equity shares
At the end of the year 7,637.04 7,468.59
(Rs. in million)
Particulars Convertible into Conversion/ Earliest date
maturity of conversion/
redemption
IFC Subscribed "A" preference shares Equity shares Conversion Refer (viii) above.
IFC Subscribed "B" preference shares Equity shares Conversion Refer (ix) above.
Non convertible redeemable debentures issued to ING Vysya Bank None Redemption Redeemed on 20
November 2016
Compulsorily convertible debentures issued to FMO Equity shares Conversion Refer (vii) above.
(xi) The aggregate amount of long-term borrowings secured by personal guarantee of Managing Director and relatives of
Managing Director amounts to Rs.1,170.00 million (31 March 2016: 2,264.48, 1 April 2015: 2,283.93).
(xii) From Karnataka Bank Limited (includes bank overdraft, bills discounting and packing credit loan account) –
Secured by
§ Hypothecation of stocks of coffee beans located at Chikmagalur;
§ Hypothecation of goods covered under export bills;
§ Further, the loan is collaterally secured by -
- Deposit of title deeds of a property belonging to a relative of Promoter;
- Personal guarantee of Promoter and relatives of Promoter; and
- Promissory note provided by the Company and the Promoter.
(xiii) From Oriental Bank of Commerce (includes bank overdraft, bills discounting and packing credit loan account) –
Secured by
§ Foreign documentary demand/ usance bill having maximum usance of 270 days accompanied by Airways bills/ Bill of Lading
and drawn under irrevocable letter of credit/ confirmed orders only towards bills purchased;
§ Hypothecation of stock of coffee at Hassan earmarked for export and advance paid to planters;
§ Equitable/ Registered mortgage of non agricultural industrial land in the name of Classic Coffee Curing Works at Chikmagalur; and
§ Personal guarantee of the Managing Director and relatives of the Managing Director.
(xiv) From HSBC (bank overdraft)–
Secured by
§ Exclusive charge over movable fixed assets, both present and future of the Company's outlets (café's) with asset cover of 1.75x.
§ Personal Guarantee of Managing Director.
21 OTHER LIABILITIES
A Other non-current liabilities
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Rent equalisation reserve 69.17 44.97 36.51
Financial guarantee obligation 3.80 6.63 2.92
72.97 51.60 39.43
B Other current liabilities
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Statutory dues 115.66 85.74 91.39
Rent equalisation reserve 10.83 8.15 6.53
Others
- advance payments towards unexpired gift vouchers 6.13 3.86 12.80
- advance from customers 282.73 0.07 0.05
- subsidy advance (refer note 38) 2.86 38.34 25.00
418.21 136.16 135.77
22 TRADE PAYABLES
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Trade payables to related parties 145.66 133.09 40.88
Other trade payables 140.56 275.73 495.88
286.22 408.82 536.76
All trade payables are 'current'.
The Group's exposure to currency and liquidity risks related to trade payables is disclosed in Note 44.
Particulars As at As at
31 March 2017 31 March 2016
Opening balance 148.78 14.15
Add: Current tax payable for the year 274.57 178.22
Less: Tax paid during the year (168.66) (43.59)
Closing balance 254.69 148.78
29 FINANCE COSTS
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Interest expense 447.56 445.11
Other borrowing costs 31.39 47.95
478.95 493.06
32 INCOME TAX
A Major components of income tax expense for the years ended 31 March 2017 and 31 March 2016:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Current income tax:
Current income tax charge 250.14 178.22
Adjustments in respect of current income tax of previous years 24.43 -
274.57 178.22
Deferred tax:
Relating to origination and reversal of temporary differences (44.08) (28.22)
(44.08) (28.22)
Income tax expense reported in the statement of profit or loss 230.49 150.00
D Deferred tax
Deferred tax relates to the following:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
Deferred tax assets/ (liabilities)
Short/ (excess) of depreciation allowed under Income Tax Act, 1961 14.14 (26.01) (38.14)
over depreciation as per books
Borrowings 9.99 20.38 21.26
Security deposit 15.92 14.91 13.27
Employee benefits 14.00 12.42 9.60
Rent straight lining 23.23 18.39 10.65
Provision for doubtful debts 13.84 6.92 -
Effective portion of gains on hedging instruments in cash flow 0.15 2.68 7.96
hedges
Minimum Alternate Tax Credit entitlement - - 43.50
91.27 49.69 68.10
iii) As at 31 March 2017, the Group is committed to spend Rs.23.23 million (31 March 2016:Rs.132.74 million; 1 April 2015: Rs.203.18
million) under a contract to purchase property, plant and equipment.
34 SHARE-BASED PAYMENTS
A. Description of share-based payment arrangements:
Certain employees of the Group have received employee stock options (‘ESOP’) on the shares granted by a trust sponsored by
the promoters of the Group. The Employee Option Plan is designed to reward the employees.
The promoters of the Group have reserved 6.2 million equity shares of the Group with ABC Employees’ Welfare Trust (‘the Trust’)
for issuance to eligible employees, under ESOP plans (‘Plan A and Plan B’).
The Plans are administered by an ESOP Advisory Committee (‘the Committee’) constituted by the Board of the Company.
Under the plans, the options will be issued to employees at an exercise price, which may be decided by the committee from
time to time. The equity shares covered under these options vest over a period of thirty six months for Plan A and eighteen
months for Plan B from the date of grant. The exercise period of the options is 3 months from the date of vesting.
The movements in the options under the plans during the year ended 31 March 2017 and 31 March 2016 is set out below:
The terms and conditions related to the grant of the share options are as follows:
Plan A:
Particulars
Employees entitled All Employees in permanent employment except the Promoters and Directors
Number of options 6.2 million shares have been reserved for issue under employee stock option scheme (Plan A and
Plan B).
Vesting conditions 25% of the options will expire at the end of the 1st and 2nd year and the remaining 50% will expire
at the end of the third year.
Contractual life of years The contractual life of the options are 39 months.
Plan B:
Particulars
Employees entitled All Employees in permanent employment except the Promoters and Directors
Number of options 6.2 million shares have been reserved for issue under employee stock option scheme (Plan A and
Plan B).
Vesting conditions 100% of the Grants vests at the end of 18 months from Grant date.
Contractual life of years The contractual life of the options are 21 months.
Plan B:
There are no outstanding options as at 31 March 2017 as all the options that were granted have been forfeited during the year.
The fair value at the grant date of options granted during the previous year ended 31 March 2016 was Rs.86.94 per option. The
fair value at the grant date is determined using the Black Scholes model which takes into account the exercise price, the term
of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield
and the risk free interest rate for the term of the option.
The inputs used in the measurement of the grant date fair values of the plan are as follows:
(Rs. in million)
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Vesting period - 18 months
Exercise price - 150
Expected term (years) - 1.75
Fair value of share price at grant date - 199.42
Expected price volatility of shares - 54.49%
Expected dividend yield - 0%
Risk free interest rate - 7.00%
- The expected volatility is a measure of the amount by which a price is expected to fluctuate during a period. The measure of
volatility used in option pricing models is the annualised standard deviation of the continuously compounded rates of return
on the share over a period of time.
- As per Ind AS 102, the risk-free interest rate is the implied yield currently available on zero-coupon government issues of the
country in whose currency the exercise price is expressed, with a remaining term equal to the expected term of the option
being valued (based on the option’s remaining contractual life and taking into account the effects of expected early exercise).
- The expected term of an option is the length of the period over which the option is expected to be unexercised.
C. Reconciliation of outstanding share option
The movements in the options under the plans during the year ended 31 March 2017 and 31 March 2016 is set out below:
Plan A: Rs. except per share data
Particulars For the year ended For the year ended
31 March 2017 31 March 2016
Weighted Shares arising Weighted Shares arising
average price out of options average price out of options
Outstanding at the beginning of the year 22.00 136,187 22.00 136,187
Granted during the year - - - -
Forfeitures during the year 30.00 (115,087) - -
Exercised during the year 30.00 (21,100) - -
Outstanding at the end of the year - - 22.00 136,187
Exercisable at the end of the year - - - 99,125
The trust had 136,187 shares outstanding at the end of the year ended 31 March 2016 having an exercise price of Rs.30. The
weighted average fair value of the above mentioned options estimated on the grant dates using the Black-Scholes-Merton
model is Rs.25.58. The options outstanding as at 31 March 2017 had a weighted average remaining contractual life of Nil years
(Previous year: 1 year).
The trust has granted 822,000 shares during the previous year at an exercise price of Rs.150. The weighted average fair value
of the above mentioned options estimated on the grant dates using the Black-Scholes-Merton model is Rs.86.94. The options
outstanding as at 31 March 2017 had a weighted average remaining contractual life of Nil years (Previous year: 1 year).
Share options outstanding at the end of the year have the following expiry date and exercise price:
(Rs. in million)
(except share data)
Type of arrangement Grant Exercise Number of Fair value as Expense Outstanding
Date price options granted at 31 March recognized liability as at
(outstanding as 2017 during the the year end
at the year end) year
Plan A 1-Aug-12 30.00 - - 2.31 7.07
Plan B 1-Oct-15 150.00 - - 10.40 56.97
Total 12.71 64.04
(ii) Summarised financial information about the joint venture company and the carrying amount of the Group’s interest in the
joint venture company:
(Rs. in million)
Summarised balance sheet Coffee Day Schaerer Technologies Private Limited
As at 31 March 2017 As at 31 March 2016 As at 1 April 2015
Current assets:
- Cash and cash equivalents 2.35 0.21 -
- Other current assets 35.96 3.51 -
Total 38.31 3.72 -
Non-current assets 4.87 3.48 -
Current liabilities:
- Financial liabilities (excluding trade payables) 14.71 3.18 -
- Trade payables 23.84 3.19
- Other current liabilities 1.06 0.11 -
Total 39.61 6.48 -
Non-current liabilities:
- Provisions 0.06 - -
Total 0.06 - -
Net assets 3.51 0.72 -
Group’s share of net assets (49%) 1.72 0.35
Carrying amount of interest in joint venture 1.72 0.35
(Rs. in million)
Summarised statement of profit and loss Coffee Day Schaerer Technologies
Private Limited
For the year ended For the year ended
31 March 2017 31 March 2016
Revenue 18.73 -
Total income 18.73 -
Cost of materials consumed 15.19 -
Changes in inventories of finished goods and work-in-progress (2.69) -
Employee benefits expense 2.55 -
Depreciation and amortisation 0.66 0.03
Other expenses 10.24 3.25
Total expenses 25.95 3.28
Loss from operations for the year (7.22) (3.28)
Other comprehensive income - -
Total comprehensive income (7.22) (3.28)
Group’s share of total comprehensive income (49%) (3.54) (1.61)
C. The following is a summary of balances receivable from and payable to related parties:
(Rs. in million)
Particulars As at As at As at
31 March 2017 31 March 2016 1 April 2015
I. Parent entity: Coffee Day Enterprises Limited
- Compulsorily convertible debentures 4,100.00 4,100.00 -
- Other payables 0.37 - -
- Other receivable - 0.26 -
II. Joint venture company
Trade receivables
- Coffee Day Schaerer Technologies Private Limited - 3.19 -
Other receivables
- Coffee Day Schaerer Technologies Private Limited - 1.53 -
Current loans
- Coffee Day Schaerer Technologies Private Limited 15.46 - -
Creditors for capital goods
- Coffee Day Schaerer Technologies Private Limited 11.69 - -
III. Entities with common control, associates of holding company:
Trade receivables
- Mindtree Limited 5.62 5.27 2.83
Creditors for capital goods
- Mindtree Limited 37.41 10.37 -
- Dark Forest Furniture Company Private Limited 105.33 22.32 -
Trade payables
- SICAL Logistics Limited 145.66 130.27 40.88
- Dark Forest Furniture Company Private Limited - 2.82 -
Other receivables
- Tanglin Developments Limited 1.50 1.50 -
- Kesar Marble & Granites Limited - 0.58 -
The remuneration of directors and key executives is determined having regard to the performance of individuals and market trends.
Post employment benefit comprising gratuity and compensated absences are not disclosed as these are determined for the Group
as a whole.
E. Terms and conditions
All outstanding balances with these related parties are priced on an arm’s length basis and are to be settled in cash within the
credit period allowed as per the policy. None of the balances are secured.
D. Plan assets comprise of the funds amounting to Rs.105.26 million (31 March 2016: Rs.83.39 million).
E Defined benefit obligation
(i) Actuarial assumptions
Principal actuarial assumptions at the reporting date:
The Group has not disclosed the fair values for financial instruments such as other non current financial assets, trade receivables,
cash and cash equivalents, bank balances, other current financial assets, loans, borrowings with fluctuating interest rate, other non
current financial liabilities, trade payables and other current financial liabilities because their carrying amounts are a reasonable
approximation of fair value.
(Rs. in million)
Particulars Carrying value Fair Value
As at Level 1 Level 2 Level 3 Total
31 March 2016
Financial assets measured at amortised cost:
- Other financial assets (current) 161.30 - - - -
- Fixed deposits and margin money with banks 154.47 - - - -
- Trade receivables 1,279.85 - - - -
- Cash and cash equivalents 2,610.81 - - - -
- Bank balances other than cash and cash equivalents 1,665.52 - - - -
- Security deposits 720.43 - - - -
- Loans (current and non-current) 16.45 - - - -
Total 6,608.83 - - - -
The gross carrying amount of trade receivables is Rs.1,585.83 million as at 31 March 2017 (31 March 2016: Rs.1,299.85
million; 1 April 2015: Rs.1,204.17 million).
Reconciliation of loss allowance:
(Rs. in million)
Particulars As at As at
31 March 2017 31 March 2016
Loss allowance in the beginning of the year 20.00 -
Changes in allowance 20.00 20.00
Loss allowance at the end of the year 40.00 20.00
Cash and cash equivalents (including bank balances, fixed deposits and margin money with banks):
Credit risk on cash and cash equivalent is limited as the Group generally transacts with banks and financial institutions
with high credit ratings assigned by international and domestic credit rating agencies.
Loans and security deposit:
Expected credit loss for loans and security deposits is as follows:
(Rs. in million)
As at 31 March 2016 Carrying Total Less than 1–2 years 3–5 years More than
amount 1 year 5 years
Non-derivative financial liabilities
Current borrowings 1,095.97 1,095.97 1,095.97 - - -
Non-current borrowings (including current 3,506.03 6,494.90 3,281.26 1,094.76 2,118.88 -
maturities)
Trade payables 408.82 408.82 408.82 - - -
Other financial liabilities (current and non- 1,182.09 1,182.09 905.93 276.16 - -
current)
6,192.91 9,181.78 5,691.98 1,370.92 2,118.88 -
(Rs. in million)
As at 1 April 2015 Carrying Total Less than 1–2 years 3–5 years More than
amount 1 year 5 years
Non-derivative financial liabilities
Current borrowings 1,470.01 1,470.01 1,470.01 - - -
Non-current borrowings (including current 4,175.12 7,761.11 3,421.68 3,383.81 955.62 -
maturities)
Trade payables 536.76 536.76 536.76 - - -
Other financial liabilities (current and non- 1,086.61 1,086.61 835.93 250.68 - -
current)
7,268.50 10,854.49 6,264.38 3,634.49 955.62 -
The outflows disclosed in the above table represent the contractual undiscounted cash flows relating to derivative
financial liabilities held for risk management purposes and which are not usually closed out before contractual maturity.
Sensitivity analysis
A reasonably possible strengthening (weakening) of the Euro or US dollar against all other currencies at 31 March would
have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit
or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain
constant and ignores any impact of forecast sales and purchases.
(Rs. in million)
Particulars Profit or loss Equity, net of tax
Strengthening Weakening Strengthening Weakening
31 March 2017
Euro (8% movement) 11.08 (11.08) 7.25 (7.25)
USD (2% movement) 12.67 (12.67) 8.29 (8.29)
31 March 2016
Euro (13% movement) 0.78 (11.08) 0.51 (0.51)
USD (8% movement) 87.68 (11.49) 57.34 (57.34)
Commodity price risk
The Group purchases coffee on an ongoing basis for its operations. The increased volatility in coffee price has led to the
decision to enter into commodity forward contracts. Its operating activities require the ongoing purchase and sale of
coffee and therefore require a continuous supply of coffee. The Group’s Board of Directors have developed and enacted
a risk management strategy regarding commodity price risk and its mitigation. Based on a 12-month forecast of the
required coffee supply, the Group hedges the purchase price using forward commodity purchase contracts.
Sensitivity analysis
A reasonably possible strengthening (weakening) of the coffee prices as at 31 March would have affected the
measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the
amounts shown below. This analysis assumes that all other variables remain constant and ignores any impact of forecast
sales and purchases.
(Rs. in million)
Commodity price sensitivity Profit or loss Equity, net of tax
Strengthening Weakening Strengthening Weakening
31 March 2017
Coffee (11% movement) (1.47) 1.47 (1.47) 1.47
31 March 2016
Coffee (6% movement) (2.21) 2.21 (2.21) 2.21
The amounts relating to items designated as hedging instruments and hedge ineffectiveness are as follows:
The following table provides a reconciliation by risk category of components of equity and analysis of OCI items, net of tax,
resulting from cash flow hedge accounting:
(Rs. in million)
Particulars As at 31 March 2017 As at 31 March 2016
Equity head ‘Effective Equity head ‘Effective
portion of cash flow hedges’ portion of cash flow hedges’
Opening balance for the period (5.02) (15.01)
Cash flow hedges : Interest rate risk
Changes in fair value 7.31 15.27
Tax on movements in relevant items of OCI during the year (2.53) (5.28)
Closing balance for the period (0.24) (5.02)
In order to achieve this overall objective, the Group’s capital management, amongst other things, aims to ensure that it meets
financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in
meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in
the financial covenants of any interest-bearing loans and borrowing in the current period.
(v) Reconciliation of total comprehensive income for the year ended 31 March 2016:
(Rs. in million)
Particulars Notes to first-time 31 March 2016
adoption
Profit after tax as per previous GAAP 106.37
Decrease in depreciation consequent to adoption of deemed cost model for property, 1 145.00
plant and equipment
Finance income recognized due to fair valuation of certain financial assets 3 0.78
Impact on finance cost consequent to adoption of effective interest method 6 2.53
Reversal of straight lining of rental expense to the extent of structured escalation which 7 63.54
is in line with expected general inflation
Commission income 9 2.54
Measurements of post-employment benefit obligations 10 6.75
Employee stock option expense recognised based on fair value method 11 (12.67)
Tax effects of adjustments 12 (72.52)
Total adjustments 135.95
Profit after tax as per Ind AS 242.32
Other comprehensive income 4.17
Total comprehensive income as per Ind AS 246.49
2 Inventories
Certain assets which were previously classified as inventory have now been reclassed to property, plant and equipment
due to change its accounting policy and has been depreciated over its estimated useful life of 1 year. Inventory amounting
to Rs.63.66 million as at 1 April 2015 has been reclassed to property, plant and equipment.
3 Security deposits
Under the previous GAAP, interest free lease security deposits (that are refundable in cash on completion of the lease
term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognised at fair value.
Accordingly, the Group has fair valued these security deposits under Ind AS. Difference between the fair value and
transaction value of the security deposit has been recognised as deferred rent expense.
The impact arising from the changes is summarised below:
(Rs. in million)
Year ended
31 March 2016
Statement of profit and loss
Increase in interest income (other income) 62.76
Increase in rent (other expenses) 61.98
Adjustment before income tax 0.78
(Rs. in million)
As at 31 March 2016 As at 1 April 2015
Balance sheet
Other non-current loans (reclass of lease deposit to deferred rental expense) (326.44) (320.19)
Deferred rental expense (non-current) 224.81 220.30
Deferred rental expense (current) 62.47 59.95
Adjustment to retained earnings (39.16) (39.94)
(Rs. in million)
As at 31 March 2016 As at 1 April 2015
Balance sheet
Borrowings (non-current financial liabilities) 57.33 53.72
Current maturities of long-term debt (other current financial liabilities) 1.56 7.70
Adjustment to retained earnings 58.89 61.42
7 Lease
Under the previous GAAP, lease payments under an operating lease shall be recognised as an expense on a straight-line
basis over the lease term. Under Ind AS, if the payments to the lessor are structured to increase in line with expected
general inflation to compensate for the lessor’s expected inflationary cost increase, then lease payments are not straight-
lined. Accordingly, the Group has reversed rent equalisation reserve under Ind AS. Difference due to this has been
recognised as rent expense.
The impact arising from the changes is summarised below:
(Rs. in million)
Year ended
31 March 2016
Statement of profit and loss
Decrease in rent (other expenses) (63.54)
Adjustment before income tax (63.54)
(Rs. in million)
As at 31 March 2016 As at 1 April 2015
Balance sheet
Financial guarantee obligation (other non-current liabilities) 6.63 2.92
Adjustment to retained earnings 6.63 2.92
(Rs. in million)
As at 31 March 2016 As at 1 April 2015
Balance sheet
Share options outstanding account 14.97 2.30
Adjustment to retained earnings 14.97 2.30
There is no impact on the total equity as at 31 March 2016.
12
Deferred tax
Deferred tax have been recognised on the adjustments made on transition to Ind AS.
Impact on account of equity accounting of the joint venture under Ind AS:
(Rs. in million)
Particulars For the year ended
31 March 2016
Share of profits of joint venture recognised as per equity method (1.61)
Share of other comprehensive income (remeasurements) of joint venture recognised as per -
equity method
The notes referred to above form an integral part of the consolidated financial statements
As per our report of even date attached
for B S R & Co. LLP for and on behalf of the Board of Directors of
Chartered Accountants Coffee Day Global Limited
Firm registration number: 101248W/W-100022
Supreet Sachdev V. G. Siddhartha Malavika Hegde
Partner Managing Director Director
Membership no.: 205385 DIN: 00063987 DIN: 00136524
Place: Bangalore Jayaraj C Hubli Sadananda Poojary
Date: 18 May 2017 CFO/ Director (DIN: 00073670) Company Secretary
ORDINARY BUSINESS: modifications or re-enactments thereof for the time being in force)
Item No.1: To consider and adopt the Audited Financial and the Rules, Regulations, Guidelines and Circulars, as amended
Statements (including Consolidated Financial Statements) of the from time to time, the Memorandum and Articles of Association
Company for the Financial Year ended March 31, 2017, together of the Company and subject to such other approvals as may be
with the reports of the Board of Directors and Auditors thereon. required from regulatory authorities from time to time, consent of
the Members be and is hereby accorded to the Board of Directors/
Item No.2: To re-appoint a Director in place of Mrs. Malavika
Committee of Directors to offer, issue and allot, in one or more
Hegde (DIN: 00136524) who retires by rotation and being eligible
tranches, Secured or Unsecured Non-convertible Debentures/
offers herself for re-appointment.
Bonds on private placement basis during the Financial Year 2017-
Item No.3: To Ratify the appointment of Statutory Auditors and 2018, for an amount not exceeding Rs.3,000,000,000/- (Rupees
fixing their remuneration: Three Hundred Crores only) on such terms and conditions and
at such times at par or at such premium, as may be decided by
To consider and if thought fit, to pass the following resolution
the Board/Committee of Directors to such person or persons,
with or without modification(s) as an Ordinary Resolution:
including one or more companies, bodies corporate(s), statutory
“RESOLVED THAT pursuant to the provisions of Section 139, 142 corporations, commercial banks, lending agencies, financial
and such other applicable provisions, if any, of the Companies institutions, insurance companies, mutual funds, pension/
Act, 2013 (including any statutory modification or re-enactment provident funds and individuals, as the case may be or such other
thereof for the time being in force) and the Rules made thereunder, person/persons as the Board/Committee of Directors may decide
as amended from time to time, pursuant to the recommendation so, however that the aggregate amount of funds to be raised by
of the Audit Committee and that of the Board of Directors and issue of Non-convertible Debentures/Bonds shall not exceed
pursuant to the resolution passed by the members at the AGM Rs.300 Crores.
held on 30th September 2014, the appointment of B.S.R & Co. LLP,
RESOLVED FURTHER THAT in connection with the above, the
Chartered Accountants (ICAI Firm Registration No. 101248W/W-
Board/Committee of Directors be and is hereby authorized to
100022) as Auditors of the Company to hold office from the
do all such acts, deeds, matters and things as may be deemed
conclusion of the Ninth Annual General Meeting (AGM) till the
necessary, desirable, proper or expedient for the purpose of giving
conclusion of the Tenth AGM, be and is hereby ratified and that
effect to this Resolution and for matters connected therewith or
board be and is hereby authorized to fix such remuneration as
incidental thereto.”
may be mutually agreed upon between the Board of Directors of
the Company and the Auditors.” By Order of the Board
For Coffee Day Enterprises Limited
SPECIAL BUSINESS:
Date: May 18th, 2017
Item No.4: Issue of Non - Convertible Debentures on Private
Placement Basis for an amount not exceeding Rs.300 crores Registered Office:
(Three Hundred Crores Only): 23/2, Coffee Day Square, Vittal Mallya Road, Bangalore-560001
To consider and if thought fit, to pass with or without modification, CIN: L55101KA2008PLC046866
the following Resolution as a Special Resolution:
NOTICE | 313
Act, 2013, Rule 20 of the Companies (Management and (iii) Click on Shareholder - Login
Administration) Rules, 2014 as amended by the Companies
(iv) Put user ID and password as initial password/PIN
(Management and Administration) Amendment Rules, 2015
noted in step (i) above. Click Login.
and Regulation 44 of LODR, the Company is pleased to
provide members facility to exercise their right to vote on (v) Password change menu appears. Change the
resolutions proposed to be considered at the 9th Annual password/PIN with new password of your choice with
General Meeting (AGM) by electronic means and the business minimum 8 digits/characters or combination thereof.
may be transacted through e-Voting Services. The facility of Note new password. It is strongly recommended not
casting the votes by the members using an electronic voting to share your password with any other person and
system from a place other than venue of the AGM (“remote take utmost care to keep your password confidential.
e-voting”) will be provided by National Securities Depository (vi) Home page of remote e-voting opens. Click on
Limited (NSDL). remote e-voting: Active Voting Cycles.
II. The facility for voting through tablet shall be made available at (vii) Select “EVEN” of Coffee Day Enterprises limited.
the AGM and the members attending the meeting who have
(viii) Now you are ready for remote e-voting as Cast Vote
not cast their vote by remote e-voting shall be able to exercise
page opens.
their right at the meeting through Tablet.
(ix) Cast your vote by selecting appropriate option and
III. The members who have cast their vote by remote e-voting
click on “Submit” and also “Confirm” when prompted.
prior to the AGM may also attend the AGM but shall not be
entitled to cast their vote again. (x) Upon confirmation, the message “Vote cast
successfully” will be displayed.
IV. The e-voting period commences on 11th September, 2017
(9:00 am) and ends on 13th September, 2017 (5:00 pm). During (xi) Once you have voted on the resolution, you will not
this period, members’ of the Company, holding shares either be allowed to modify your vote.
in physical form or in dematerialized form, as on the cut-off
(xii) Institutional shareholders (i.e. other than individuals,
date of 7th September, 2017, may cast their vote by remote
HUF, NRI etc.) are required to send scanned copy
e-voting. The e-voting module shall be disabled by NSDL for
(PDF/JPG Format) of the relevant Board Resolution/
voting thereafter. Once the vote on a resolution is cast by
Authority letter etc. together with attested specimen
the member, the member shall not be allowed to change it
signature of the duly authorized signatory(ies) who are
subsequently.
authorized to vote, to the Scrutinizer through e-mail
V. The process and manner for remote e-voting are as under: to [email protected] with a copy marked to
[email protected]
A. In case a Member receives an email from NSDL [for
members whose email IDs are registered with the B. In case a Member receives physical copy of the Notice of
Company/Depository Participants(s)] : AGM [for members whose email IDs are not registered with
the Company/Depository Participants(s) or requesting
(i) Open email and open PDF file viz; “Coffee Day remote
physical copy] :
e-voting.pdf” with your Client ID or Folio No. as
password. The said PDF file contains your user ID and (i) Initial password is provided as below/at the bottom of
password/PIN for remote e-voting. Please note that the Attendance Slip for the AGM :
the password is an initial password. If you are already
EVEN (e-voting Event Number) USER ID PASSWORD/PIN
registered with NSDL for e-Voting then you can use
your existing user ID and password. (ii) Please follow all steps from Sl. No. (ii) to Sl. No. (xii)
above, to cast vote.
(ii) Launch internet browser by typing the following URL:
https://www.evoting.nsdl.com/ VI. In case of any queries, you may refer the Frequently
Asked Questions (FAQs) for Members and remote
NOTE: Shareholders who forgot the User Details/ XIII. Mr. Harshavardhan R. Boratti, Company Secretary in
Password can use “Forgot User Details/Password?” or practice (Membership No. 31152) M/s HRB & Co., has
“Physical User Reset Password?” option available on been appointed for as the Scrutinizer for providing
www.evoting.nsdl.com. facility to the members of the Company to scrutinize
the voting and remote e-voting process in a fair and
In case Shareholders are holding shares in demat
transparent manner.
mode, USER-ID is the combination of (DPID+ClientID).
XIV. The Chairman shall, at the AGM, at the end of
In case Shareholders are holding shares in physical
discussion on the resolutions on which voting is to be
mode, USER-ID is the combination of (Even No+Folio
held, allow voting with the assistance of scrutinizer, by
No).
use of tablet for all those members who are present at
VIII. You can also update your mobile number and e-mail the AGM but have not cast their votes by availing the
id in the user profile details of the folio which may be remote e-voting facility.
used for sending future communication(s).
XV. The Scrutinizer shall after the conclusion of voting at
IX. The voting rights of members shall be in proportion the general meeting, will first count the votes cast
to their shares of the paid up equity share capital of at the meeting and thereafter unblock the votes
the Company as on the cut-off date of 7th September, cast through remote e-voting in the presence of at
2017. least two witnesses not in the employment of the
X. Any person, who acquires shares of the Company and Company and shall make, not later than three days of
become member of the Company after dispatch of the conclusion of the AGM, a consolidated scrutinizer’s
the notice and holding shares as of the cut-off date report of the total votes cast in favour or against, if any,
i.e. 7th September, 2017, may obtain the login ID and to the Chairman or a person authorized by him in
password by sending a request at [email protected]. writing, who shall countersign the same and declare
However, if you are already registered with NSDL for the result of the voting forthwith.
remote e-voting then you can use your existing user XVI. The Results declared along with the report of the
ID and password for casting your vote. If you forgot Scrutinizer shall be placed on the website of the
your password, you can reset your password by using Company www.coffeeday.com and on the website
“Forgot User Details/Password” or “Physical User Reset of NSDL immediately after the declaration of result by
Password?” option available on www.evoting.nsdl. the Chairman or a person authorized by him in writing.
com. The results shall also be immediately forwarded to the
XI. A member may participate in the AGM even after BSE Limited, Mumbai and the NSE India Limited.
exercising his right to vote through remote e-voting
NOTICE | 315
DETAILS OF DIRECTOR(S) SEEKING APPOINTMENT/RE-APPOINTMENT AT THE FORTHCOMING ANNUAL GENERAL
MEETING PURSUANT TO REGULATION 36 OF THE SEBI (LODR) 2015
Name of the Director Malavika Hedge
Date of Birth/Age 12.06.1967/49 Years
Date of Appointment on the Board 20.06.2008
Qualification B.Com, Bangalore University.
Brief profile and nature of their expertise in Mrs. Malavika Hegde is a Non-Executive Director of our Company. She is the wife
specific functional areas of V. G. Siddhartha and has significant years of experience in the business of coffee
growing, procurement, processing, export and retail. She is in charge of the overall
responsibilities of operating the hospitality business since 2008.
Directorship held in other Companies 3*
Memberships / Chairmanships of committees Nil
across all other listed companies
Shareholding in the Company 1.47%
*List of Companies being part of Corporate Governance Report
Item No.4: Issue of Non - Convertible Debenture on Private Consent of the Members is, therefore, sought in connection
Placement Basis with the aforesaid issue of debentures/bonds from time to time
NCD’S/Bonds/Other instruments including commercial paper and they are requested to authorize the Board (including any
issued on private placement basis is one of the important & cost Committee of the Board) to issue Non-convertible Debentures/
effective source of borrowing of the Company, The Company with Bonds during the FY 2017-18 on private placement basis upto
the intention to restructure its debt capital by repaying the existing Rs.300 crores as stipulated above, in one or more tranches.
debt, may raise NCD’s during FY 2017-18, the Board of Directors The Board recommends the Special Resolution set forth in Item
of the Company at its meeting held on 18th May, 2017 subject No. 4 of the Notice for approval of the Members. None of the
to the approval of Members in the general meeting proposed to Directors or Key Managerial Personnel of the Company including
issue Non-convertible Debentures/ Bonds to various person(s) their relatives are interested or concerned in the Resolution
on private placement basis, at such terms and conditions and at except to the extent of their shareholding, if any, in the Company.
such price(s) in compliance with the requirements of regulatory
By Order of the Board
authorities, if any and as may be finalized by the Board and/or
For Coffee Day Enterprises Limited
Committee of Directors. The amount to be raised by way of issue
of Nonconvertible Debentures on a private placement basis Date: May 18th, 2017
however shall not exceed Rs.300 crores (Rs.Three Hundred Crores)
Registered Office:
only in aggregate.
23/2, Coffee Day Square, Vittal Mallya Road, Bangalore-560001
It may be noted that Rule 14(2) of Companies (Prospectus and
CIN: L55101KA2008PLC046866
Allotment of Securities) Rules, 2014 read with Section 42 of
the Companies Act, 2013, allows a company to pass a special
resolution once in a year for all the offer or invitation for non- Sd/-
convertible debentures to be made during the year through a Sadananda Poojary
private placement basis in one or more tranches. Company Secretary & Compliance Officer
FCS: 5223
NOTICE | 317
Route Map of AGM Venue
Global Village
Café Coffee Day,
RVCE Post, Mysore Road,
Mylasandra, Bangalore 560059
Karnataka
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ATTENDANCE SLIP
DP ID:
CLIENT ID:
NO. OF SHARES
I hereby record my presence at the 9th Annual general Meeting of the Company at Café Coffee Day, Global village, RVCE Post, Mysore
Road, Mylasandra, Bangalore-560059 on Thursday the 14th September, 2017 at 11:00 AM
PROXY FORM
Form No. MGT - 11
[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of
the Companies (Management and Administration) Rules, 2014]
Registered Address
E-Mail ID
I/We being the member(s) holding _____________ shares of above named Company, hereby appoint:
as my / our proxy to attend and vote (on a poll) for me/us and on my / our behalf at the 9th Annual General Meeting of the Company to
be held on Thursday, September 14th , 2017 at 11.00 A.M. (IST), at “Café Coffee Day, Global village, RVCE Post, Mysore Road, Mylasandra,
Bangalore-560059” and at any adjournment thereof in respect of such resolutions asare indicated below:
WWW.COFFEEDAY.COM