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EQUITY - MARKET SCREENER

Bata India Ltd
Industry :  Leather / Leather Products
BSE Code
ISIN Demat
Book Value()
500043
INE176A01028
130.5660071
NSE Symbol
P/E(TTM)
Mar.Cap( Cr.)
BATAINDIA
332.74
22452.48
EPS(TTM)
Face Value()
Div & Yield %
5.25
5
0.23
 

As on: May 26, 2022 02:13 PM

Your Directors are pleased to present the 88th Annual Report covering the operational and financial performance of your Company along with the Audited Financial Statements for the financial year ended March 31, 2021.

FINANCIAL HIGHLIGHTS & PERFORMANCE

(Rs. in Million)

Particulars Financial Year ended on March 31, 2021 Financial Year ended on March 31, 2020
(Audited) (Audited)
Revenue from operations 17,072.99 30,534.51
Other Income 940.35 688.41
Total 18,013.34 31,222.92
Profit / (Loss) before Taxation (1,176.93) 4,850.77
Provision for Taxation (274.13) 1,581.62
Net Profit / (Loss) (902.80) 3,269.15
Other Comprehensive Income / (Loss) (net of tax) 48.85 (20.27)
Total Comprehensive Income (853.95) 3,248.88

Your Company has prepared the Financial Statements for the financial year ended March 31, 2021 in terms of Sections 129, 133 and Schedule III to the Companies Act, 2013 (as amended) (the "Act") read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.

The operations and consequential financial performance of the Company remained impacted throughout the year under review due to the Covid-19 pandemic. During the financial year ended March 31, 2021, your Company achieved a turnover of Rs. 17072.99 Million as compared to the turnover of Rs. 30,534.51 Million recorded during the previous financial year ended March 31, 2020. Revenue from operations of your Company was lower by 44% mainly on account of lower sales due to disruptions owing to the pandemic resulting in continued slowdown of the economy including decline in consumption of non-essential goods. Your Company reports a loss of 902.80 Million for the financial year ended March 31, 2021 as against the Net Profit of Rs. 3,269.15 Million for the financial year ended March 31, 2020. The Loss after Tax for the financial year ended March 31, 2021 reflects a degrowth of 128% over the corresponding Profit for the financial year ended March 31, 2020. On a consolidated basis, your Company reports a turnover of Rs. 17084.80 Million during the financial year ended March 31, 2021 and a consolidated Net Loss of Rs. 893.11 Million for the said financial year.

With the Covid-19 pandemic impacting people across the globe, socially and economically, your Company also witnessed severe disruption in its operations, which impacted the annual performance of your Company. The financial year under review began amidst nation-wide lockdowns imposed by the Central Government to contain the spread of Covid-19 and the lockdowns were followed by systematic/gradual removal of restrictions on the free movement of people by the Central and/ or the State Governments. The Country also witnessed a second wave of the pandemic beginning in the last quarter of the financial year under review. While the novel Corona virus has had a terrible humanitarian impact, it is also taking a heavy toll of economies across the world. One of the worst hit sectors is Retail. Accordingly, the operations of the Company during the financial year 2020-21 have also been adversely impacted. Given the above backdrop, your Company continued to be India’s leading footwear brand during the year under review by maintaining its focus on getting back on its recovery path, with improvement of sales through its retail outlets and e-commerce platforms and hyperlocal digital channels like Bata ChatShop and Bata Store-on-Wheels. Your Company also launched new marketing campaigns like "Kick Out 2020", "Ready Again" collection, "Sneaker Fest" and by continuing to implement "Sweeping Angela off her Feet" strategy. With the health and hygiene of our customers and employees as the focus areas since the onset of the pandemic, the Company is striving to gain share and is also working on various cost optimisation measures.

Your Company has adopted "Survive, Revive, Revitalise and Thrive" strategy to drive footfalls, stay engaged with customers and continue to build the Brand Equity. The Company also continued to keep itself agile by investing in I.T., modernization and upgradation of its operations and warehouse management systems.

As India continues to "Work From Home" with restrictive movements outside of home, a distinct change in consumer preference towards casual and sport footwear was noticeable. Your Company is focusing on increasing its reach to Tier 3-5 cities by expanding through franchise route and is planning to open 50+ stores every year.

Your Company also bolstered its omni-channel home delivery offerings in 1200+ stores thereby increasing its Pan-India footprint. Your Company also continues to focus on increasing its sales through Bata.in and other online marketplaces. It has a robust e-commerce network that delivers to over 1100 cities and towns across India. In addition, your Company also sells its products through partners like Amazon, Myntra, Flipkart, Paytm, Tata Cliq and Ajio, amongst others. Your Company has also introduced purchases via WhatsApp chat with the neighbourhood stores for our customers. Further developments on our e-commerce business have been covered subsequently in this Report.

The Distribution Business and B2B Business of your Company also showed promising growth with repeat orders and new customers. Bata Products are now available in about 25000 MBOs.

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

SHARE CAPITAL

The Authorized Share Capital of your Company as on March 31, 2021 stood at Rs. 700 Million divided into 140,000,000 equity shares of Rs. 5/- each. The Issued Share Capital of your Company is Rs. 642.85 Million divided into 128,570,000 equity shares of Rs. 5/- each and the Subscribed and Paid-up Share Capital is Rs. 642.64 Million divided into 128,527,540 equity shares of Rs. 5/- each, fully paid-up.

DIVIDEND

In line with the Dividend Distribution Policy of the Company, your Board recommends a dividend of Rs. 4/- per Equity Share of Rs. 5/- each (i.e., 80%) for the financial year ended March 31, 2021. The dividend, if declared, by the Members at the forthcoming Annual General Meeting (AGM) shall be paid to the eligible Members of the Company from Wednesday, August 25, 2021 onwards. The total payout of aforesaid dividend amount would be approximately Rs. 514.11 Million. The said Dividend Distribution Policy has been annexed to this Board’s Report as Annexure - I and has also been uploaded on the website of the Company at www.bata.in and is available at the link https://www.bata.in/0/pdf/DividendDistributionPolicy-BIL.pdf Pursuant to the Finance Act, 2020 read with the Income-tax Act, 1961, the dividend paid or distributed by a company shall be taxable in the hands of the shareholders w.e.f. April 1, 2020. Accordingly, in compliance with the said provisions, your Company shall make the payment of dividend after necessary deduction of tax at source at the prescribed rates. For the prescribed rates for various categories, the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof.

GENERAL RESERVE

The Company has not transferred any amount to the General Reserve during the financial year ended March 31, 2021.

CREDIT RATING

ICRA Limited (ICRA) has reaffirmed the Credit Rating of ‘[ICRA] AA+’ (pronounced as ICRA double A plus) for the Non-Fund Based Facilities of your Company. The outlook on the Long-Term Rating is ‘Stable’. Further, the disclosure as per Rule 8(5) (xii) of the Companies (Accounts) Rules, 2014, as amended, is not applicable to the Company.

DEPOSITS

Your Company has no unclaimed / unpaid matured deposit or interest due thereon since December 31, 2013. Your Company has not accepted any deposits covered under ‘Chapter V - Acceptance of Deposits by Companies’ under the Act during the financial year ended March 31, 2021.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

In terms of Section 186 of the Act and Rules framed thereunder, details of the Loans given and Investments made by your Company have been disclosed in Note No. 5 of the Notes to Financial Statements for the year ended March 31, 2021, which forms part of this Annual Report. Your Company has not given any guarantee or provided any security during the year under review.

RELATED PARTY TRANSACTIONS

During the financial year ended March 31, 2021, all transactions with the Related Parties as defined under the Act read with Rules framed thereunder, were in the ordinary course of business and at arm’s length basis. Your Company does not have a ‘Material Subsidiary’ as defined under Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) (the "Listing Regulations").

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

Since all Related Party Transactions entered into by your Company were in the ordinary course of business and also on an arm’s length basis, therefore, details required to be provided in the prescribed Form AOC - 2 are not applicable to the Company. Necessary disclosures required under the Ind AS 24 have been made in Note No. 35 of the Notes to the Financial Statements for the year ended March 31, 2021.

Investor Education and Protection Fund (IEPF)

In compliance with Sections 124 and 125 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules") as amended from time to time, the Company has deposited a sum of Rs. 17,43,252/- into the specified bank account of the IEPF, Government of India, towards unclaimed / unpaid dividend amount for the financial year ended December 31, 2012. As per the said Rules, the corresponding equity shares in respect of which Dividend remains unclaimed / unpaid for seven consecutive years or more, are required to be transferred to the Demat Account of the IEPF Authority. During the year under review, the Company has transferred 21,027 underlying Equity Shares to the Demat Account of the IEPF Authority, in compliance with the aforesaid Rules.

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

Except those disclosed in this Annual Report, there are no material changes and commitments affecting the financial position of the Company between the end of the financial year i.e., March 31, 2021 and the date of this Report.

SUBSIDIARIES

Consequent upon approval of the Scheme of Amalgamation under Section 233 of the Companies Act, 2013, vide RD Order received in April, 2021 between Coastal Commercial & Exim Limited (Transferor Company) and Bata Properties Limited (Transferee Company), Coastal Commercial & Exim Limited has ceased to be a Subsidiary of BPL and in turn of the Company. The Appointed Date of the said Scheme is April 1, 2020. Other than CCEL, during the year no company became or ceased to be a subsidiary, joint venture or associate of the Company. As on the date of this Report, the Company has two wholly owned subsidiaries viz., Bata Properties Limited and Way Finders Brands Limited.

The Annual Reports of these Subsidiaries will be made available for inspection by any Member of the Company at the Registered Office of your Company at 27B, Camac Street, 1st Floor, Kolkata - 700016, West Bengal between 11:00 A.M. and 1:00 P.M. on any working day upto the date of ensuing AGM. The Annual Reports of the aforesaid Subsidiaries for the financial year ended March 31, 2021 shall be provided to any Member of the Company upon receipt of written request. In view of the continuing statutory restrictions on the movement of persons at several places in the Country, Members may also send an advance request at the e-mail id - share.dept@bata.com for an electronic inspection of the aforesaid documents.

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

Pursuant to Section 129(3) of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014 (as amended), a statement containing the salient features of Financial Statements of the aforesaid Subsidiaries has been provided in Form AOC-1 which forms part of this Annual Report. The Audited Consolidated Financial Statements (CFS) of your Company for the financial year ended March 31, 2021, prepared in compliance with Ind AS 27 issued by the Institute of Chartered Accountants of India (ICAI) and notified by the Ministry of Corporate Affairs (MCA), Government of India also form part of this Annual Report.

Details of the Subsidiaries are given in the Annual Return in Form No. MGT - 7 as on March 31, 2021. The Annual Return referred to in Section 92(3) of the Act is available on the website of the Company at www.bata.in under the link https://www. bata.in/bataindia/a-29_s-181_c-42/investor-relations.html

AUDIT AND AUDITORS Statutory Auditors

In terms of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014 (as amended), M/s. B S R & Co. LLP, Chartered Accountants (ICAI Firm Registration No. 101248W/W-100022) was appointed as the Auditors of the Company for a consecutive period of (five) 5 years from conclusion of the 84th AGM held in the year 2017 until conclusion of the 89th AGM of the Company scheduled to be held in the year 2022.

M/s. B S R & Co. LLP, Chartered Accountants has not informed the Company regarding any condition rendering them ineligible to continue as the Auditors of the Company in terms of the provisions of the Act and the Rules framed thereunder. A copy of the certificate issued by the Peer Review Board (ICAI) as required under Regulation 33 of the Listing Regulations has been submitted by M/s. B S R & Co. LLP, Chartered Accountants to the Company. The reports given by the Auditors on the Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2021 form part of this Annual Report and there is no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Reports. The Auditors of the Company have not reported any fraud in terms of the second proviso to Section 143(12) of the Act.

Secretarial Auditors

In terms of Section 204 of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (as amended), your Board at its meeting held on February 10, 2021 appointed Mr. Pawan Kumar Sarawagi (ICSI Membership No. FCS 3381 and C. P. No. 4882) of M/s. P. Sarawagi & Associates, Company Secretaries, 27, Brabourne Road, Kolkata - 700001, as the Secretarial Auditors of the Company, to conduct the Secretarial Audit for the financial year ended March 31, 2021 and to submit Secretarial Audit Report.

The Secretarial Audit Report as received from M/s. P. Sarawagi & Associates in the prescribed Form No. MR - 3 is annexed to this Board’s Report and marked as Annexure - II. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

CORPORATE GOVERNANCE

In compliance with Regulation 34 of the Listing Regulations read with Schedule V thereto, the Corporate Governance Report of your Company for the financial year ended March 31, 2021 is annexed as Annexure - III and forms part of this Annual Report.

SIGNIFICANT AND MATERIAL LITIGATIONS / ORDERS

During the year under review, there were no significant material orders passed by the Regulators / Courts and no litigation was outstanding as on March 31, 2021, which would impact the going concern status and future operations of your Company. The details of litigation on tax matters are disclosed in the Auditor’s Report and Financial Statements which form part of this Annual Report. During the year under review, no Corporate Insolvency Resolution application was made or proceeding was initiated, by / against Bata India Limited under the provisions of the Insolvency and Bankruptcy Code, 2016 (as amended). Further, no application / proceeding by / against Bata India Limited under the provisions of the Insolvency and Bankruptcy Code, 2016 (as amended) is pending as on March 31, 2021.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

In compliance with Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 (as amended), a statement containing information on conservation of energy, technology absorption, foreign exchange earnings and outgo of the Company, in the prescribed format, is annexed to this Board’s Report and marked as Annexure - IV.

MANUFACTURING AND SOURCING

Your Company has an elaborate system-driven compliance programme in place starting with strict and detailed pre-review for on-boarding procedure in case of a new manufacturing partner in-sourcing and also for an associate manufacturer for our own factories. This includes clearance of documents and a thorough compliance audit prior to approval. All our factories have been audited by SGS and have been certified as fully compliant by them. Our vendors have also been audited by various competent organizations in order to check their level of compliance. The Company has engaged "Lexplosion" for providing support and also ensuring that all statutory compliances across the organization including all the manufacturing units of the Company. The software provides real-time data visibility and a compliance dashboard. Multiple other initiatives are in progress across Occupational Health, Safety & Environment related aspects of the Company’s operations at any given point of time. Your Company was recognized by Championship Award (under Large Industry Category) under Quality Stream, in the 13th CII National Competitiveness & Cluster Summit 2020 across industry, for the Robust Quality Assurances System in our Manufacturing Units ensuring that all our Products meet the optimal Quality Specifications and the systematic approach towards Zero Defect by implementation of DMAIC process for Continuous Improvement in Product Quality. To remain competitive, your Company has also focused very strongly on innovation and has successfully introduced "Life Natural" antimicrobial for School shoes (Tennis, Naughty Boy, Scout Ballerina and Hawaii Flip-Flop). Under Sustainable initiatives, your Company implemented "Reduce, Recycle & Re-use" program in addition to Zero Discharge, Rain Harvesting, use of upcycle rubber tire waste in sole production.

Your Company has been working continuously with TBU (Tomas Bata University) based out of Zlin, Czech Republic to improve properties of our rubber compound with better abrasion properties. Apart from such initiatives, your Company has also been using upcycled rubber for rubber soles for sports shoes through its association with "Austin Rubber" based out of U.S.A. which makes the product not only performance driven, but also eco-friendly.

With promotion of diversity in mind, your Company now employs more than 60% female workforce at its manufacturing unit - Batashatak.

Prioritizing the health and safety of the workforce, except few migrant employees and those having other health issues, 100% of the workforce of your Company across all its manufacturing units have been vaccinated as per eligibility.

RESEARCH AND DEVELOPMENT ACTIVITIES AND ENERGY CONSERVATION

Research and Development activities during the year under review continued to emphasize on creating a pollution-free and a safe work environment. Technological improvement in product development, material development, introduction of new footwear moulds, process improvement, etc. were the key focus areas to improve quality of footwear and productivity in manufacturing. During the year under review, your Company developed Nail Penetration Resistance Safety boot as per BIS norms IS 15298- Part 2: 2016. An expenditure of Rs. 57.55 Million was incurred on Research and Development (including product development initiatives) during the year under review, as against Rs. 70.66 Million during the financial year 2019-20. Research and Development Centres at Batanagar, Bataganj & Batashatak manufacturing units of the Company, are approved by the Department of Science & Technology, Government of India. Your Company has adopted a series of energy conservation measures like continuously replacing conventional tubelights with energy efficient LED lights, installation of energy efficient Variable Frequency Drive (VFD) motors in conveyors etc. at emission at Batanagar Factory by reduction its manufacturing units across India. Your Company achieved reduction of CO2

in Briquette Consumption by 7.5 Ton. Your Company shall continue to invest on Research and Development activities and energy saving measures in its manufacturing units in the future as well. Further information on conservation of energy and technology absorption are annexed to this Report and marked as

Annexure - IV.

CORPORATE SOCIAL RESPONSIBILITY

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

Your Company has spent an amount of Rs. 92.22 Million during the financial year 2020-21 as against its 2% obligation amounting to Rs. 87.20 Million. Your Company made significant strides to harness all its resources towards successful execution of the CSR projects across all locations.

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

In order to align the CSR Policy with the amendments in law relating to CSR, based on the recommendation of the CSR Committee, the Board of Directors at its meeting held on February 10, 2021, has revised the CSR Policy and the same was made applicable from March 1, 2021. The said policy is appended as Annexure - VI to this Report.

Bata Children’s Programme (BCP)

BCP is a global programme which aims to work for the underprivileged children in and around our areas of operations. Under BCP, we have adopted 7 schools in India and work with more than 4,000 children and school authorities. We align the community development initiatives with UN’s Sustainable Development Goals – Gender Equality, Quality Education, Clean Water & Sanitation, Good Health & Well Being and Partnership for Goals. After the pandemic struck during Feb - Mar 2020, a lockdown was imposed and schools were shut indefinitely. CSR team quickly went into action, reaching out to the schools and gathering data of the children to continue the engagement through online channels. We realized that leveraging the technology would help the children continue their education. However, we faced huge challenges in cases wherein there was only one smartphone available in the house, limited internet connectivity, etc. We remained connected either through Live Online Sessions, Whatsapp Interaction or Phone Calls.

New partnerships –

We entered into new partnerships and customized our programs to suit the requirements of the school teachers and children.

Online Learning Management System - We established new partnership with Buddy4Study India Foundation, which helped us to onboard around 120 children on Online Learning Management System. Children could login to access the academic content on English, Maths and Science. Simultaneously, teachers were engaged to connect with children on regular online classes and interaction through Whatsapp groups. Apart from academics, industry experts were roped in to interact with children on various meaningful workshops such as Mental Health Awareness, Self-Conscious, Mindsets and Habits, etc. Career Counselling sessions were also conducted for the senior students, which were very useful and interactive.

Virtual Sports Programme for the children- During the lockdown, it was also important for students to remain physically active, hence we partnered with Sports Village Foundation (SVF) for online engagement in sports.108 children were onboarded on the leaderboard and engaged in fun fitness sessions. Average weekly student participation remained at 85% and retention rate at 95%. Kids who performed well were given virtual certificates and recognition. By the end of the programme, survey on the overall well-being of the children was conducted with the parents, which showed that the programme helped improve the overall well-being and discipline amongst the children.

Online Science Programme - Our science programme continued with online sessions and distribution of more than 500 science kits to the children and their parents.

Online Library sessions & Teacher Training- Our library classes also turned virtual, with teachers improving the learning and speaking skills of the children through online reading sessions and various interactive activities, benefiting more than 500 children. Our Hole in the Wall engagement partner NIIT Foundation identified relevant topics and trained the teachers Improving Reading Habits and Values, Communication Skills, ASER testing Tools, New Assessment Tools, Online module for children, which helped more than 100 children.

Ensured continued on-ground support - At some of our schools, more than 1500 children were distributed notebooks and stationery, immunity booster kits, nutritious meals, etc.

Adopted different methodologies to keep virtual studies interesting during lockdown- We had to adopt different approach to keep learning process interesting for the children - multimedia short videos were made on various academic topics which assisted more than 500 primary level students to learn difficult topics in a better manner, other methods like storytelling, worksheets, games, etc. were also adopted.

Infrastructure Upgradation- In terms of the infrastructure upgradation, we also completed renovation of washrooms at Bata Shatak BCP school as part of the yearly school plan. At Bataganj BCP school, washrooms for girls were renovated, new drinking water/hand wash structures were constructed and a classroom was renovated. External bodies from the government inaugurated it and appreciated the work done at the schools.

Employee engagement- Celebration of all the special days like Diwali, Children’s Day, Teacher’s Day, Christmas, etc. went virtual, wherein kids demonstrated their skills through engagement sessions and competitions. Important days like World Food Day, Global Hand Washing Day, World Mental Health Day, International Yoga Day, etc. were also celebrated engaging experts from the industry. Our employees also participated whole heartedly in most of the virtual programs and interacted with the children. One of the employees also volunteered to conduct yoga session with the kids on International Yoga Day.

Girl Child Empowerment through Project Nanhi Kali

In partnership with KC Mahindra Education Trust, Bata supports education of underprivileged girl child through project Nanhi Kali. With the closure of schools, the girls faced immense problems to continue education. We already have a skewed child sex ratio of 914 girls to 1,000 boys (Census 2011) and poor female literacy rates of 65% at the national level and 46% in rural India (Annual Economic Survey of India 2018). The school closures caused by the pandemic further widened gender disparities in access to education, having a disproportionately negative impact on girls from disadvantaged families (UNESCO & Plan International 2020).

Due to COVID-19, the Nanhi Kali support centres got shut. During the lockdown period, the teachers remained in constant touch with the girls to ensure their safety and well-being. In this period, the facilitators kept Nanhi Kalis engaged in several activities such as Academic activities, Virtual Summer Camp, National level Drawing Competition, Sports activities, etc. Online assessments were also conducted. The teachers were trained on the launch of the new software for digital literacy. We procured tablets for the girls and entered into new partnership with Educational Initiatives for their Mindspark software, a self-paced digital learning application. Every girl receives daily academic support with access to in-built tablets with Mindspark’s AI powered personalized learning software, through which the girl can study English, Math and her local language. This software helps the girls learn at their own pace, provides instant feedback for remediation, is based out of student’s active participation and not passively watching or reading content and offers a nuanced understanding of each child’s skill & competency level. Mindspark software has been recognized on various national and international platforms like UNESCO, Stanford University, World Bank, Harvard Business School, etc. The application also enables to see the dashboard to analyse student’s performance, improvement required and tools used. The girls were also given Bata kits, which involved personal clothing, notebooks, stationary, school bag, socks, shoes and a raincoat. During the year, we continued to support education of 813 girls in the primary classes and renewed sponsorship for 500 girls for their continued education.

COVID-19 Community Interventions

When the pandemic hit the Country, your Company decided to reach out to the underprivileged and frontline workers in & around our areas of operations.1,000 hygiene kits consisting of sanitizer, masks, dental hygiene, personal hygiene, etc., along with +1.10 lac meals/dry ration packets were distributed to the children at BCP schools and communities at large. We strategically reached out to the frontline workers like police, hospitals, etc. in and around our operations and donated +4,000 hygiene kits & 2,000 immunity booster kits through Ayush Ministry. During the lockdown, our factories made masks and face shields. +35,000 masks and +4,000 face shields were donated to the police, ESI hospitals and other essential departments. The Company also donated Rs. 13.32 lac towards PM Care COVID Relief Fund.

Stride with Pride

With setting in of the pandemic, Bata globally pledged to donate 1 million pair of footwear to the medical workers and their families as a ‘thank you’ gesture for their unflinching support during the difficult times. We started the donation drive in May 2020 and till date donated +1.92 lac pairs of footwear to the medical workers and their families at the government & private hospitals, ASHA & Aaganwadi workers, small clinics, charitable hospitals, police, children, etc. across +30 cities. We saw excellent employee engagement, with some employees going out of the way to timely deliver the footwear at the hospitals.

We received appreciation letters from renowned government & private hospitals and other institutions for shoe donation drives and engagement with the police and other frontline workers.

Bata Heroes

The pandemic saw tremendous employee volunteering initiatives. Our employees came forward and partnered with us whole heartedly in driving CSR initiatives in our local communities. From sponsoring meals at old age homes, disinfecting and fumigation drives for farmers to providing essential grocery items at the old age home, orphanages, reaching out to daily wage labours and many more. At Batanagar, employees came together and voluntarily provided around 8400 meals to the families of the daily wage labours, small vendors, etc. Our employees supported initiatives during the natural disasters as well. During the Vizag gas tragedy, Bata Vizag team came forward to help the families who were affected by the gas leak and identified the most vulnerable families. Addressing basic needs were taken up & food preparation and purchase of water bottles, necessary items were planned by the team collectively. The employees reached out to more than 150 people for support.

During Amphan disaster, we donated more than 1,000 pairs of footwear in the affected areas.

Treatment of children with Clubfoot disease

Our support to Miracle Feet Foundation for Eliminating Clubfoot for treatment of 66 children with Clubfoot disease in UP region got completed. Clubfoot is a congenital birth defect wherein one or both the feet are turned inwards, making it a leading cause of disability in children in the developing world. During the pandemic, we saw a drop out of 8 patients who migrated to other cities or were not traceable. In addition to the children availing treatment, Bata India’s support has enabled-

Counselling: Program executives provided counselling support to parents telephonically, in-clinic and via home visits. Counselling support during the times of the pandemic became even more integral. After lockdown the parents were telephonically counselled to alleviate their concerns and inform them to take the necessary action (like removal of casts) for patients in various stages of treatment. Once clinics began to open in May 2020, parents were called to resume treatment.

Outreach activities: Community awareness was carried out through ASHAs, cluster meetings, word of mouth, IEC material, patient referrals etc.

Government liasoning: The relationship helped particularly at the time of re-opening the clinics during the pandemic and increase the number of clinic days when the clinics reopened after lockdown. This helped address the backlog of patients and ensured lesser number of patients each day along with social distancing.

Web and mobile application that was developed helped manage all aspects of the program including track patient visits and appointments.

SUPPORT FROM BATA SHOE ORGANIZATION

Your Company continues to receive support from the Holding Company - Bata (BN) B.V., Amsterdam, The Netherlands and also from Bata Shoe Organization (BSO). Your Company also enjoys the benefits of technical research through Global Footwear Services Pte. Ltd., Singapore (GFS). Your Company has renewed the Technical Collaboration Agreement with GFS with effect from January 1, 2021 for a period of ten years. In terms of the said Technical Collaboration Agreement, your Company receives guidance, training of personnel and services from GFS in connection with research & development, marketing, brand development, footwear technology, testing & quality control, store location, layout & design, environment, health & safety, risk & insurance management, etc. Your Company continues to obtain expertise and experience from the personnel of GFS and other BSO group Companies to improve its product range and operational processes throughout the year. In terms of the said renewed Agreement, your Company has paid technical services fee of Rs. 135.08 Million to GFS for the financial year ended March 31, 2021, which is less than 0.80% of the Turnover of your Company.

BOARD OF DIRECTORS, BOARD MEETINGS AND KEY MANAGERIAL PERSONNEL Composition

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

Meetings

During the year under review, a total of 6 (six) Meetings of the Board of Directors of the Company were held, i.e., on May 6, 2020, May 25, 2020, August 7, 2020, November 10, 2020, November 30, 2020 and February 10, 2021. Details of Board composition and Board Meetings held during the financial year 2020-21 have been provided in the Corporate Governance Report which forms part of this Annual Report.

Changes in Board Composition

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

Name of the Directors Designation & Category Reasons and date of appointment / re-appointment / resignation / retirement
1. Mr. Ram Kumar Gupta (DIN: 01125065) Director Finance and Chief Financial Officer (Executive) Re-appointed as a Whole-time Director pursuant to Section 196 of the Act at the 87th AGM held on August 6, 2020.
2. Mr. Sandeep Kataria (DIN: 05183714) Whole-time Director and CEO (Executive) Retired by rotation and re-appointed pursuant to Section 152(6) of the Act at the 87th AGM held on August 6, 2020.
3. Mr. Rajeev Gopalakrishnan (DIN: 03438046) Managing Director Re-appointed as the Managing Director, w.e.f. February 23, 2021 for a further period upto September 30, 2021 through Postal Ballot Process, results of which were declared on March 25, 2021.
4. Mr. Shaibal Sinha (DIN: 00082504) Non-Executive Director Appointed as an Additional Director w.e.f. January 1, 2021 to hold office upto the date of the next Annual General Meeting and further appointed as a Non- Executive Non-Independent Director, liable to retire by rotation, w.e.f. March 24, 2021 through Postal Ballot Process, results of which were declared on March 25, 2021.

Further, Ms. Anjali Bansal (DIN: 00207746) ceased to be an Independent Director of the Company w.e.f. the end of business hours on March 31, 2021 owing to her other preoccupations. The Board places on record its appreciation for her services. At the Board Meeting held on May 14, 2021, Mr. Gunjan Shah (DIN: 08525366) has been appointed as a Whole-time Director and CEO (KMP) of the Company, effective from June 21, 2021. The Board at its meeting held on June 9, 2021 has appointed Ms. Radha Rajappa (DIN: 08530439) as an Independent Director and Ms. Vidhya Srinivasan (DIN: 06900413) as a Whole-time Director, designated as Director Finance and CFO (KMP) of the Company, both effective from June 9, 2021. The said appointments are subject to approval of the Members of the Company. Further details in this regard, are given in the Notice convening the 88th AGM of the Company. The Board at the said meeting also took note that Mr. R. K. Gupta (DIN: 01125065) would retire at end of business hours on June 30, 2021, upon completion of his tenure of services with the Company, from his position as Director Finance and CFO (KMP). The Board also places on record its appreciation for the contributions and services of Mr. Gupta spanning over 35 years in various positions in Bata Group.

Other Information

Other details pertaining to the Directors, their appointment / cessation during the year under review and their remuneration are given in the Corporate Governance Report annexed hereto and forming part of this Report.

Directors seeking appointment / re-appointment

Mr. Alberto Toni (DIN: 08358691), Non-Executive Non-Independent Director of the Company is liable to retire by rotation at the ensuing AGM and being eligible, has offered himself for re-appointment. Your Board recommends the re-appointment of Mr. Toni as a Director (Non-Executive Non-Independent) of the Company, liable to retire by rotation.

Following directors also seek appointment at the ensuing AGM, in respect of whom Notices under Section 160 have been received by the Company and their appointments are recommended by the Board:

- Ms. Radha Rajappa as an Independent Director.

- Mr. Gunjan Shah as a Whole-time Director and CEO.

- Ms. Vidhya Srinivasan as Director Finance and CFO.

Necessary Resolution(s) alongwith disclosure(s) / further information(s) in respect of the aforesaid directors seeking appointment / re-appointment at the ensuing AGM have been given in the Notice convening the 88th AGM of the Company.

Key Managerial Personnel

As on the date of this Report, Mr. Rajeev Gopalakrishnan (DIN: 03438046), Managing Director, Mr. Sandeep Kataria (DIN: 05183714), Whole-time Director and Chief Executive Officer, Mr. Ram Kumar Gupta (DIN: 01125065), Director Finance and Chief Financial Officer, Ms. Vidhya Srinivasan (DIN: 06900413), Director Finance and Chief Financial Officer and Mr. Nitin Bagaria (ACS-20228), Company Secretary & Compliance Officer are the Key Managerial Personnel (KMP) of your Company. Based on the recommendation of the Nomination and Remuneration Committee of the Board, Mr. Nitin Bagaria, a qualified Company Secretary, was appointed by the Board of Directors at its meeting held on May 25, 2020 as the Company Secretary & Compliance Officer and KMP of the Company, w.e.f. May 25, 2020.

Based on the recommendation/approval of the Nomination and Remuneration Committee and the Audit Committee of the Board, Ms. Vidhya Srinivasan, a qualified Chartered Accountant, was appointed by the Board of Directors at its meeting held on November 10, 2020 as the Chief Financial Officer and KMP of the Company, w.e.f. January 28, 2021.

Declaration by Independent Directors

The Independent Directors of your Company have submitted requisite declarations that they continue to meet the criteria of Independence as laid down in Section 149(6) of the Act and Regulations 16(1)(b) and 25(8) of the Listing Regulations and there is no change in the status of their Independence and have confirmed that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties. In terms of Section 150 of the Act and rules framed thereunder, the above Directors have registered themselves with the Indian Institute of Corporate Affairs (IICA) and they are exempted from appearing for the online proficiency self-assessment test. Furthermore, they have also renewed their registration with IICA for applicable tenures. Ms. Rajappa, appointed as an Additional Director (Category: Independent Director), w.e.f. June 9, 2021, is also registered with IICA and has confirmed to comply with the requirements of Rule 6(4) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 (as amended), within the prescribed timeline. The Board of Directors further confirms that the Independent Directors also meet the criteria of expertise, experience, integrity and proficiency in terms of Rule 8 of the Companies (Accounts) Rules, 2014 (as amended).

Committees of the Board

Pursuant to various requirements under the Act and the Listing Regulations, the Board of Directors has constituted various committees, such as, Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk & Compliance Management Committee and Corporate Social Responsibility Committee. The details of composition, terms of reference, etc., pertaining to these committees are mentioned in the Corporate Governance Report.

COMPLIANCE WITH SECRETARIAL STANDARDS

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

AUDIT COMMITTEE

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

Name of the Audit Committee members, number of meetings held during the year under review, terms of reference and other requisite details have been provided in the Corporate Governance Report which forms part of this Annual Report.

NOMINATION AND REMUNERATION POLICY

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

Your Board, on the recommendations of the Nomination and Remuneration Committee, appoints Director(s) of the Company based on his / her eligibility, experience and qualifications and such appointment is approved by the Members of the Company at General Meetings. The Policy also provides for Board Diversity criteria.

During the year under review, the said Policy was amended in order to align the same with the amendments in the Act and the Listing Regulations. The amended Policy is annexed as Annexure – VII and is also uploaded on the website of the Company at www.bata.in and is available at the link https://www.bata.in/0/pdf/Nomination-and-Remuneration-Policy-Revised-2021.pdf Your Company conducts a Board Evaluation process for the Board of Directors as a whole, Board Committees and also for the Directors individually through self-assessment and peer assessment. The details of Board Evaluation process for the financial year 2020-21 have been provided in the Corporate Governance Report which forms part of this Annual Report.

DISCLOSURES ON REMUNERATION OF DIRECTORS AND EMPLOYEES OF THE COMPANY

Details as required under Section 197(12) of the Act read with Rules 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (as amended), are annexed to this Board’s Report and marked as Annexures - VIII and IX. Further, the Non-Executive Non-Independent Directors of your Company do not accept any sitting fees / commission.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Act, the Directors, to the best of their knowledge and belief, hereby confirm that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed;

(b) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2021 and of the loss of the Company for that period;

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

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

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

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

WHISTLE BLOWER POLICY / VIGIL MECHANISM

In terms of Section 177 of the Act and Rules framed thereunder read with Regulation 22 of the Listing Regulations, your Company has a Whistle Blower Policy / vigil mechanism in place for the Directors and Employees of the Company through which genuine concerns regarding various issues relating to inappropriate functioning of the organization can be raised. A Vigil Mechanism Committee under the Chairmanship of the Audit Committee Chairman is also in place. The Whistle Blower Policy has been uploaded on the website of the Company at www.bata.in and is available at the link https://www.bata.in/0/ pdf/Whistle-Blower-Policy.pdf The Policy provides access to the Legal Head of the Company and to the Chairman of the Audit Committee. No person has been denied an opportunity to have access to the Vigil Mechanism Committee and the Audit Committee Chairman.

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

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

In terms of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (as amended) and Rules framed thereunder, your Company has duly adopted a Policy and has also complied with the provisions relating to the constitution of Internal Complaints Committee (ICC). A summary of the complaints dealt during the financial year ended March 31, 2021 in terms of the said Act and Rules framed thereunder has been provided in the Corporate Governance Report which forms part of this Annual Report.

Your Company has been conducting awareness campaign across all its manufacturing units, warehouses, retail stores and office premises to encourage its employees to be more responsible and alert while discharging their duties.

RISK MANAGEMENT AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS

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

Your Company has an adequate system of internal financial controls commensurate with its size and scale of operations, procedures and policies, ensuring orderly and efficient conduct of its business, including adherence to the Company’s policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.

Such practice provides reasonable assurance that transactions are recorded as necessary to permit preparation of Financial Statements in accordance with the applicable legislations and that the same are well within the COAs and SOPs, without exception. Your Company also monitors through its Internal Audit Team the requirements of processes in order to prevent or timely detect unauthorized acquisition, use or disposition of the Company’s Assets which could have a material effect on the Financial Statements of the Company. The Internal Audit function is responsible to assist the Audit Committee and Risk & Compliance Management Committee (RCM Committee) on an independent basis with a complete review of the risk assessments and associated management action plans. Risk Management is embedded in the Company’s operating framework. Your Company believes that risk resilience is key to achieving higher growth. To this effect, there is a robust process in place to identify key risks across the Company and prioritize relevant action plans to mitigate these risks. Risk Management framework is reviewed periodically which includes discussing the management submissions on risks, prioritising key risks and approving action plans to mitigate such risks. An assessment of cyber security has also been carried out in compliance with the requirement of the Listing Regulations and a mitigation plan has been made to counter such risks. The Internal Audit Report and Risk Inventory Report are reviewed periodically by the Audit Committee and the RCM Committee respectively. The Chief Internal Auditor is a permanent invitee to the Audit Committee Meetings and a member of the RCM Committee. The Audit Committee advises on various risk mitigation exercises on a regular basis. Your Company has been maintaining a separate Internal Audit Team headed by the Chief Internal Auditor appointed by the Audit Committee of your Board. Further details pertaining to the RCM Committee and Meetings held during the year under review are given in the Corporate Governance Report. Your Board is of the opinion that the Internal Financial Controls, affecting the Financial Statements of your Company are adequate and are operating effectively.

NON-APPLICABILITY OF MAINTENANCE OF COST RECORDS

The Central Government has not prescribed the maintenance of cost records under Section 148(1) of the Act and Rules framed thereunder with respect to the Company’s nature of business.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Industry structure and developments

India is the second-largest producer of footwear and third-largest footwear consumer globally. Economists predicted India to become a favourable market for fashion retailers on the back of a large young adult consumer base and increasing disposable income. Luxury retailing is also gaining importance in India. This includes fragrances, gourmet retailing, accessories and jewellery among many others. This momentum of the footwear market in India, on the back of growing demand for trendy, fancy and comfortable footwear among the youth of the Country, however, has been disturbed by the massive shock of the coronavirus pandemic and the shutdown measures to contain it.

Global economy has plunged by a severe contraction and Global growth is projected at 6% in 2021, moderating to 4.4% in 2022. Except stores selling essential commodities, most other stores were shut down across the Country for nearly two months in the year under review and were operating under checkered conditions for the rest of the year. Even today, partial lockdowns or restrictive conditions continue to impact retail store operations. The pandemic also led to non-reopening of Schools which impacted sales of school shoes.

Even with the aggressive Covid-vaccination drives, the consumer sentiment would take some time to revive. Though there is a shift of focus to e-commerce, it currently accounts for more than 4% of the Country’s overall food and grocery, fashion, consumer electronics retail trade.

The industry is witnessing an upward revision and anticipates a vaccine-powered recovery in the second half of 2021-22, however, there may remain a subdued economic activity in non-essential retail business. High uncertainty surrounds this outlook, due to the pandemic, to the speed of vaccine-powered normalization and the evolution of financial conditions. Under the "New Normal" as India Inc. shifted to "Work From Home" and with socialising becoming a rare occasion, shoppers are purchasing casual and comfortable open footwear. The silver lining, however, is the increasing awareness of health, thereby driving the demand for sports footwear. The retail footwear business is expected to improve gradually as economic activity is improving.

Opportunities and Threats

The retail sector in India is emerging as one of the largest sectors in the economy. It contributes 10% to GDP and 8% to employment. The total market size of Indian retail industry stood at US$ 950 billion in 2018 and is forecast to reach US$ 1,200 billion by 2021 and US$ 1,750 billion by 2026. India is poised to become a favourable market for fashion retailers given the following growth drivers for retail:

1. Favourable demographics

2. Rise in income and purchasing power

3. Change in consumer mindset

4. Brand consciousness

5. Easy consumer credit and increase in quality products

India is the fifth largest preferred retail destination globally. The sector is experiencing exponential growth, with retail development taking place not just in major cities and metros, but also in tier II and tier III cities.

India ranked 73rd in the United Nations Conference on Trade and Development's Business-to-Consumer (B2C) E-commerce Index 2019. Online penetration of retail is expected to reach 10.7% by 2024 versus 4.7% in 2019. The government’s focus to improve digital infrastructure in Tier 2 and Tier 3 markets would be favourable to the sector.

To resume the growth path, your Company is taking necessary steps such as expanding its e-commerce footprint making deliveries in over 1100 cities, rolling out its omni-channel home delivery across 1200+ stores and giving customers the option to shop from homes via WhatsApp chat with our neighbourhood stores. Your Company is continuously working on various cost-optimisation measures including rental renegotiation, closure of unviable stores and digitalisation drive across the organization, etc., to eliminate redundancies. Your Company continues to focus on stylish, comfortable and durable quality products so as to be ahead of competition. Your Company is also working aggressively on increasing its reach to customers in Tier 3/4/5 cities through opening of franchise stores. Due to strong legacy and Brand recall, your Company has been witnessing increasing interest for opening of franchise stores. Your Company also has opportunities in the I&D business, as Bata is the only player which is present across categories and price points. However, the competition continues to grow with unorganized sector moving into organized space.

"Bata Ladies" and "Comfit" categories maintained good momentum. With changing lifestyle and focus on personal health, your

Company is optimistic about its brand "Power" which has seen good demand uptake in the last year. Another opportunity in the current scenario is the preference of consumers towards more "comfortable" rather high fashion footwear. Your Company is uniquely placed to take advantage of this trend with its aspirational brand image especially in the Comfortable and Trusted footwear arena, wide range of recognized brands, upgraded online experience and unparalleled retail footprint.

Key Focus Areas

Marketing and Campaigns

As India experienced one of the strictest lockdowns, we promptly ensured and facilitated a seamless transition to Work-from-Home. As a responsible brand we adopted a humane approach and continued to motivate our customers, employees, stakeholders and society at large to stay homebound and follow the guidelines mandated by the government through committed campaigns such as #ParkYourShoes and #Stay Active With Power that highlighted our spirit of resilience and empathy. Bata’s agile marketing strategy continued to evolve and with offices being shut across the Country as India Inc. started working from home, we started witnessing more traction for casual and active wear. Accordingly, we rolled out especially curated collections like Work From Home range, Easy Wash collection, and Fitness at Home range. With consumers shopping for more casuals and sneakers, we brought in younger brands like North Star, Hush Puppies, Red Label and Power to the front in our stores and created new zones such as Sneaker Studio and Neo Casuals. We also enhanced our products offerings to address the changed consumer needs. We designed, developed and marketed a range of antiviral and antibacterial masks under Power, Northstar, BBG & HP brands, which was very well-received by the customers. During the festive season, we launched our new campaign ‘Kick Out 2020’ – along with our new collection, ‘Ready Again’. We also launched a SneakerFest campaign that helped increase awareness & sales of our key brands under the sneakers’ portfolio. Both these campaigns resonated well with consumers, as they helped in uplifting overall consumer sentiment, footfalls and sales. Keeping in mind our millennial and Gen-Z customer base, we also on-boarded Kartik Aaryan, India’s heartthrob and fashion icon as the new brand ambassador. With gradual opening of the market and improving consumer sentiments in the beginning of 2021, Bata launched its new campaign "Relaxed Work Wear" featuring Kartik Aaryan and showcasing the most comfortable footwear both semi formals and formals that our customers would need once they move back to their work places. To further strengthen Bata’s fashion credentials, we continued our association with "Lakme Fashion week" during which the Brand Marie Claire was relaunched and the designers talked about their love for the Bata Brand and how surprised they were to see Bata’s new avatar.

Our digital marketing content has always tried to touch a chord with the customers with focus on relevant content along their digital journey. We further upped the ante this year with strong marketing on the marketplaces like Amazon, Myntra and Flipkart along with our own channel Bata.in. This helped us connect with new audiences on the platforms and reach further into Tier 2 and Tier 3 towns.

Innovation - Products

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

In 2020, we have seen the growth of home wear footwear and specific products developed ad hoc to address consumer needs during the pandemic. Volume flip flops and eva fabricated articles led the way and clocked significant jump in pairs and turnover. The innovation rate grew at its highest ever – 17.3% - driven by comfort and healthy technologies like Cushion Soft, Ortholite & Life Natural antibacterial. Our Design and Development efforts were focused on Athleisure & Comfort Casual Collections across various brands – Power, North star, Bata and Comfit in order to address the vast changing consumer needs in this segment.

We designed, developed and launched a very successful collection of antiviral and antibacterial Masks under Power, Northstar, BBG & HP brands, which sold over 200,000 units throughout the year – June 2020 to March 2021.

An immense effort lead to our widest Product Cost saving initiative – Refuel – with Key initiatives, such as Material Standardization, Material Localization, Material Substitution, Product Re engineering and Process Optimization. All Initiatives have been validated by Consumers, Lab tests and Wear Tests.

Innovation - Channels

The lockdowns posed a huge challenge for the entire retail industry and also for BATA and innovation was the need of the hour. Based on the understanding of the new consumer behaviour, we quickly launched multiple new business models: "Bata

Chat Shop" – where a customer can do a call/chat with his nearby neighbourhood store manager over WhatsApp and then get the product home delivered within few hours; "Bata Store-on-Wheels" – where we set up mobile kiosks inside societies / residential complexes and took the store at the customers’ doorstep. These initiatives saw a great traction and received very positive feedback from our customers.

Customer Care Initiatives

Customer Centricity has always been at the forefront for Bata India. There is a dedicated customer service team to ensure that customers don’t face any inconvenience and their concerns are addressed in a time-bound and effective way. During the year under review, the focus was primarily to pivot the Customer Service function keeping in mind the new consumer buying behaviour & the subsequent post sales expectations. This involved defining the end-to-end consumer journeys and identifying the key pillars of change. Multiple new initiatives were rolled out – we implemented a new CRM Ticketing tool (FreshWorks) which is integrated with multiple other internal systems to automate Customer Service operations, implementation of refund automation solutions, new Contact Center partner with better technology solutions.

Bata Club

Given the pandemic and consequent lockdown and unlock situation, Bata Club strategy had to be pivoted. Dedicated campaigns were run to inform and invite Club members to Bata Stores post unlock: we highlighted our 20+ safety checklist followed at stores, and gave the members special bonus points & offers to drive repeat. Nearby store locator journeys (along with Store contact number) were configured on WhatsApp to make it easier for a consumer to locate their nearby open stores. Another key objective was to accelerate adoption of our own e-shop (bata.in) among Club members – profile enrichment drive & email campaigns were scaled up significantly to increase awareness and drive traffic to bata.in from existing Club member base.

Segment wise or product wise performance

Your Company operates in Footwear & Accessories Segment only and performances of major business categories and key brands of your Company during the financial year ended March 31, 2021 are highlighted below:

Retail Business

India experienced one of the strictest Lockdown across the world and all our stores, factories & offices were closed from March end till May 2020. In line with our ethos and values, our teams on ground displayed tremendous agility, ingenuity, grit, and resilience which helped us chart out the road for recovery. Your company went through a phased strategy of survive, revive, revitalize & thrive in financial year under review in order to face the challenges of the pandemic and come out of it. We conducted extensive training for our store teams and prepared a detailed 27-point safety SOP for our store openings, our store teams worked relentlessly to ensure Bata stores were one of the first to reopen post the lockdown & it also ensured that we had minimal impact on our store operations post end of lock-down. We also extended helping hand of our store teams to local communities & contributed towards rehabilitation activities. We increased digitalization of our internal communication channel & conducted multiple calls & townhalls to keep the teams on ground motivated & connected during lockdown & post lockdown period & also scaled up ‘I Grow’, a digital learning platform for retail team which had over 2 lac hours of learning.

We also focused on controlling our costs related to retail store expenses and generated more than Rs. 110 crores of savings by negotiating rents across 1000+ stores & closing 75 unviable stores.

Your Company was quick to develop new business channels in line with changing consumer behavior. For Digital Adopters and Digital Novices, we rolled out innovative solutions like Bata ChatShop, a WhatsApp shopping, Bata Store on Wheels, and Bata Home Delivery, which enabled easier & safe shopping experience for our customers even as the pandemic raged on. The sales though digitally enabled channels grew 3 times in the last one year, contributing 15% of our total sales which is considered one of the best in the industry. Today 60% of marketplaces orders are delivered via our stores, powered by omni-channel technologies. Your Company enabled multiple tech initiatives at the store level such as Contact-less payments, Find a Pair, Find my size, QR code scanning, Bata Loyalty Program, store updates on Google etc., which improved the overall customer experience & safety.

With surging numbers of Covid cases in metros and prolonged lockdowns, there was an emergence of market for branded products in tier 3-5 cities. We quickly tapped into the opportunity and expanded our retail network through Franchise operations.

We opened a total of 64 franchise stores after the pandemic struck, taking the total to 82 new Red 2.0 stores in the year. We also started our association with 3 Departmental Store Chains & started Bata Shop in Shops at 38 location in order to attract incremental customer base of them.

Digital Multi-Channel Business

E-commerce business maintained steady growth during the year under review. We sold more than 2.4 Million pairs of footwear through online channels and achieved a turnover of Rs. 1522 Million. Launch of Endless Aisle, that connected retail store inventory to online website with technical integration, has multiplied the business potential by manifold. Bata India now ships more than 96% of orders received from Bata.in through its stores. Tools like WMS & Marketplace integration were put in place to scale up our marketplace operations. Advancing to Auto Replenishment lets the online stocks replenished for e-commerce the way retail stores are replenished with inventory on a regular basis.

In addition, Launch of Bata Home Delivery Services in over 1200 stores allows store staff to place orders on customer’s behalf if the article of their choice is not available in the store and retain customers, who otherwise would have walked out of our stores due to non-availability of size and color.

B2B business has been steady on Amazon and Flipkart. Focus has been on improving secondary sales on these platforms which in turn improves primary business. Rigorous marketing campaigns including Cost per Click (CPC) and Cost per Million Impressions (CPM) were launched while diligently participating in brand specific and category specific events for increased Brand visibility. Tech integrations like Return and Exchange Functionality improved customer experience on Bata.in, thus reducing customer complaints. Thus, your Company has also focused on Technology upgradation to make internal processes robust and strengthen the serviceability.

Hush Puppies

In Hush Puppies, we continued our approach of communicating about technology, with introduction of new product technologies like Bounce Max, Bounce and Bounce Plus. Given the pandemic spanning through the year, we focused on essentials in addition to consistent communication around bounce technology, with focus on reactivating brand social media assets. Campaigns were promoted through various touch points covering Retail, activations, digital and PR.

Hush Puppies has been the go-to brand for formal wear but with the new bounce technology collection, it introduced a large variety in causal styles and a vibrant range of colors. The collection is a perfect addition to wardrobe with a variety of styles that can be paired up for modern work attires to on-the-go ensembles to trendy weekend looks.

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

Comfort has been Hush Puppies’ DNA and with Bounce Plus, the brand is taking the comfort quotient a notch higher. For customers looking for footwear having performance features of today, Bounce Plus collection brings casual styles infused with technology to keep up with consumers’ hustling lifestyle.

Naturalizer

American shoe brand Naturalizer has been a pioneer in designing shoes specifically suited to the contours of women’s feet since 1927. After successfully launching its exclusive stores in multiple international cities like New York, Chicago, Toronto & Dubai, Naturalizer has launched its flagship store in India at DLF Promenade Mall, New Delhi and a second store at DLF Avenue, Saket. Our further expansion of EBO’s took a pause given the pandemic situation. Designed in New York and adorned by working women, ‘the shoe with the beautiful fit’ has been retailing exclusively in India at 50 Bata stores across 4 cities for almost a decade.

Our Concept stores in India have been launched basis the New York, 5th Avenue store of the brand, carefully cultivated to reflect brand’s heritage while incorporating modern elements to offer the ultimate brand experience designed specifically with customers in mind. The objective behind this store launch is to reach the loyal customer base while creating the ultimate destination for discovery through a strong retail showcase and experiential marketing.

The Naturalizer collection serves well to the modern-day women for all day comfort as the patented N5 comfort technology with unmatched ease. The collection flaunts countless styles ranging from pumps, mules, chunky soles and heels. The brand’s design philosophy resonates with modern aesthetics combined with textures from their own archives and finds ways to incorporate them in the new collections.

Non-Retail Business

Your Company’s non-retail business division comprises of Multi-Brand Outlets, Key Accounts, industrial and institutional business divisions and exports. We improved our Customer Service by streamlining supply chain, enhanced Quality of products across categories and trained the team to handle market challenges. Our focus on few Categories gave us very good traction with Consumer inspite of COVID-19. The business revenue bounced back post Covid and started growing in last 2 quarters of the financial year under review. Bata availability in MBO is now in 800+ towns and about 400 enterprises provide Bata shoes to their Employee/Customers through our B2B Division.

Outlook

The current economic state, challenging retail environment and new waves of pandemic pose threats to businesses across all sectors. The Country wide lockdowns and the "New Normal" has lead to fundamental shift in customer behaviour and retail businesses in particular. Your Company is focused on "Survive, Revive, Revitalise and Thrive" strategy and is constantly monitoring the store level performance, driving sales through online channels and cost optimisation across all functions. Your Company is strategically positioned to harness the present challenges, given the strength of its Brand, innovation capabilities, retail foothold and growing online presence in footwear and accessories category.

Risks and Concerns and Contingent Liabilities

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

During the normal course of its business operations, your Company has been subjected to litigations in connection with or incidental thereto. These litigations include civil cases, excise and customs related cases, etc. filed by and against the Company. These cases are being pursued with due importance and in consultation with legal experts in respective areas. Your Board believes that the outcome of these cases is unlikely to cause a materially adverse effect on the Company’s profitability or business performance. Your Company has a Contingent Liability of Rs. 411.65 Million as on March 31, 2021 as compared to Rs. 412.36 Million as on March 31, 2020. Attention is drawn to the explanations mentioned in Note No. 30 of the Notes to Financial Statements for the financial year ended March 31, 2021. In view of the present status and based on legal advice obtained from time to time, your Board is of the opinion that no provision is required to be made against these Contingent Liabilities.

Internal control systems and their adequacy

A separate paragraph on internal control systems and their adequacy has been provided elsewhere in the Board’s Report.

Discussion on financial performance

The operations and consequential financial performance of the Company remained impacted throughout the year under review due to the Covid-19 pandemic.

The Earnings per Share (EPS-Basic and Diluted) of your Company for the financial year ended March 31, 2021 was at (Rs. 7.02) as compared to the (EPS-Basic and Diluted) for the previous financial year ended March 31, 2020 at Rs. 25.44. Your Company recorded EBITDA margin of 9.17% during the financial year under review as compared to 27.17% during the financial year 2019-20. Your Company does not have any Bank Borrowings and the entire capital expenditure has been funded through internal sources.

The Capital Expenditure incurred during the year under review amounted to Rs 343.18 Million as compared to Rs. 899.23 Million in the previous year.

Details of significant changes in key financial ratios alongwith explanation

In compliance with the requirement of the Listing Regulations, the key financial ratios of the Company along with explanation for significant changes (i.e., for change of 25% or more as compared to the immediately previous financial year will be termed as ‘significant changes’), has been provided hereunder:

Particulars 2020-21 2019-20
(i) Debtors to Sales (in days) 17 7
(ii) Inventory to Turnover Ratio (in months) 2.81 3.43
(iii) Interest Coverage Ratio (0.70) 4.54
(iv) Current ratio 2.61 2.50
(v) Debt Equity Ratio* - -
(vi) Operating Profit Margin (%) (4.25) 17.49
(vii) Net Profit Margin (%) (5.29) 10.64
(viii) Return on Net worth (%) (5.13) 17.13

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

The significant changes over previous year across all ratios is due to lower sales, slower realisations, stores remaining closed due to lockdowns and other economic disruptions caused by the Covid-19 pandemic. The other financial ratios of the Company relating to previous 10 years has been provided in other part of Annual Report 2020-21.

Material developments in human resource / industrial relations front, including number of people employed

Your Company has been continuously working to improve human resources skills, competencies and capabilities within the Company, which are critical to achieve desired results in line with our strategic business ambitions. Some key initiatives that have been taken during the Financial Year 2020-21 in this direction are summarized below:

Employee Engagement

- Employee Recognition – This year considering the pandemic, various initiatives on employee recognition were undertaken:

COVID Heroes - A new initiative to recognize exemplary work in the management and support of COVID programs was launched called COVID Heroes Awards, to recognize employees who went over and above the call of the duty during the pandemic lockdown – some of the recognitions centred around employees who supported the organization in their respective areas or gave back to the society in their personal capacity, other nominations were around work done to support communities in & around our factories e.g. face masks and shields making, which were donated to police and hospital establishments across the Country. In addition, these initiatives by your Company and individual employees were also recognized on Social Media platforms like LinkedIn and under our Global Award Programs.

Bata Lions – The I&D R&R Programme - We launched a new I&D Business Reward & Recognition Programme for Season 1- 2021 and for the first time extended it cross functionally to now include in addition to Sales & Merchandising our Finance, Marketing, Sourcing, HR and other functions. This has helped align cross functions on one common business strategy and agenda ahead.

- Virtual Town Halls, Events and Celebrations – During the year under review, we used technology driven platforms to enhance our employee engagements through virtual townhalls and all our celebrations through the course of the year under review. These virtual townhall sessions were conducted frequently wherein the Pan India employees connected virtually with the top leadership and got clarity on the current business and people strategies, new launches, and Q&A sessions etc. Our engagements via a virtual Diwali party saw our employees and their family members participate in various competitions. Days like Republic Day, Independence Day, etc., were also celebrated virtually with employees enthusiastically participating in all such rollouts through the year. Also, our focus on fitness increased and for this we organized online Fitness session. These initiatives and regular meet and greet programs virtually helped us keep our employee base connected and engaged with our organization through the pandemic and lockdown situation.

Administration

COVID-19 Management - With the setting in of the COVID pandemic, the administration team ensured safety of all employees, helped employees & their families with stay, travel & essentials wherever required. SOPs were made on COVID management and effectively implemented across offices, plants, depots, stores, etc. Teams were trained on COVID guidelines and ensured effective office re-opening as per the government guidelines. Regular on-going communication to keep our employees abreast with MHA guidelines and company advisories were shared through People Connect Pan India.

Hot Desking concept - In line with our philosophy of creating an open and welcoming work environment in line with changing business and environmental paradigms, we initiated the hot-desking concept for 100+ employees and implemented rostering of employees, partnering fully with GOI / MHA - State and Central Government guidelines in a timely manner.

Training, Learning & Development

Transformation of Retail Training Academy (RTA) - During the year under review, we undertook a deep dive into our BATA competency model and also worked extensively to transform and expand our Retail Training Academy (RTA) into Bata Training Academy (BTA). This initiative helped us widen our training vertical to not only retail but also to cover our Institutional & Distribution Business, Manufacturing, and other specialist training needs through the organization. In this endeavor, we have partnered with a specialist organization to provide holistic, multidimensional, technology driven and future Retail ready competency based sales and operation trainings to our DM and above population through a Train the Trainer approach, who then will lead these training programs cascade with our field workforce ahead through the course of the next few years.

Online Learning Programs - iGROW platform- During lockdown, our commitment towards the employee development continued and we shifted our focus to online learning platform iGROW. We expanded our online learning catalog of courses from 50 to 100+ and focused on self-paced learning. In addition to this, we also made our employees participate through various virtual events, seminars and online learnings.

I&D Curated Program offerings - In last one year, we have created special courses specifically designed keeping the nuances of the I&D business. These courses are titled TCT- Techno Commercial Training which covers not just the details of Bata Products but also how our Products stand in comparison with competitor brands, thereby enabling our Sales Team to perfect their sales pitch.

Benefits Programs

Medical Insurance - We ensured that all our employees are covered under Medical Insurance benefit for COVID treatment. This coverage would help protect our employees through medical emergencies in the future ahead.

Technology Enabled - Digitization

Bata Vibe - We launched HRMS digital portal – Bata Vibe, covering all managerial employees, enabling to connect virtually. The portal covers organization announcements, training & development initiatives, benefits & claims amongst various others interactive features which ease the life of the employees during their career with us. There is a continuous effort to add online approval features MEMO/LTA and integrate the system with PF application, wherein employees can view or download their PF accumulation balance/nominee details/KYC.

Introduction of Technology enablement talent assessment tool for the stores – We tied up with an expert partner for tech-enabled talent acquisition tool to standardize employment assessment process for store hiring. The tool will help us to align our Pan India store hiring as per Bata competency model. It will also help to improve the quality of hiring at store level.

Career Management

Internal growth - During the year under review, we focused on internal growth through various programs like Step-Up, Internal Job Positions and Internal Movements. We extended our Step-Up program to our Institution and Distribution vertical along with Retail and completed 3 batches to create ready pipelines in these critical functions. In-depth department structures were studied for critical business like Omni Channel and basis the gap analysis, internal re-alignment of the roles and internal movements were completed to support our business growth engines ahead in 2021 and beyond.

Talent Assessment - In-depth talent mapping using the 9 grid Talent management model was completed for retail leading to career expansions, territory re-alignments and also structured development feedback wherein needed.

Leadership Development - We introduced 360 degree feedback for Top Management as a development tool to identify development areas and IDPs were created. Succession planning process for the top leaders were also completed with our global teams.

Online Assessment Centre Model for Retail - We have collaborated with a market leader which would help Career Laddering in the Retail Stores through Bata competency driven assessment centers. It is a six level structured career path with defined scale of enhanced competency to meet the business goals.

Policy frameworks

Keeping in mind the new way of working and virtual scenario, we introduced new policy frameworks such as Work from Home and Social Media policies/guidelines. Our POSH policy got amended keeping in view of the virtual prevention of sexual harassment guidelines as per GOI.

Diversity & Inclusion

We have a structured D&I program and are rigorously working towards hiring a diverse talent pool in the Company. We have made conscious efforts through various collaborations with organizations for hiring diverse talent across various levels in our organization through all functions and regions.

During the year under review, our WForce initiatives went virtual. Throughout the year, we invited external speakers and conducted virtual programs with the employees on ‘Mental Health & Well Being’, ‘Tax Awareness’ and celebrated ‘International Women’s Day’ covering both men and women workforce for these sessions to listen to best practices and also engage through Q&A sessions thereafter.

Your Company is committed to provide a work environment free from harassment of any kind and in particular, a work environment that has zero tolerance for sexual harassment. We conducted ‘Prevention of Sexual Harassment at Workplace (POSH)’ virtual awareness sessions for all employees at a Pan India level.

Industry Recognition

The HR team of your Company participated in various external awards platform and was recognized for the following: CII- 13th National Competitiveness & cluster Summit 2020: Winner "Best HR Practices- Championship Award Large Stream" CII- 4th National HR Circle Competition 2020: 2nd Place winner "Business Continuity w.r.t. People Management amidst COVID situation"

Industrial Relations

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

As on March 31, 2021, there were 4454 permanent employees on the rolls of your Company.

CAUTIONARY STATEMENT

There are certain Statements which have been made in the Management Discussion and Analysis Report describing the estimates, expectations or predictions, may be read as ‘forward-looking statements’ within the meaning of applicable laws and regulations. The actual results may differ materially from those expressed or implied. The important factors that would make a difference to the Company’s operations include demand-supply conditions, raw material prices, changes in Government Policies, Governing Laws, Tax regimes, global economic developments and other factors such as litigation and labour negotiations.

BUSINESS RESPONSIBILITY REPORT (BRR)

In compliance with Regulation 34(2)(f) of the Listing Regulations read with the SEBI Circular No. CIR/CFD/CMD/10/2015 dated November 4, 2015, your Company has prepared a BRR in the prescribed format for the financial year ended March 31, 2021 describing initiatives undertaken by it from an environmental, social and governance perspective, which is annexed to the Board’s Report and marked as Annexure - X. The BRR has been uploaded on the website of the Company at www.bata. in and is available at the https://www.bata.in/bataindia/a-29_s-181_c-42/investor-relations.html

Annexures forming part of this Report

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

Annexure Particulars

I Dividend Distribution Policy

II Secretarial Audit Report

III Corporate Governance Report

IV Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

V & VI Annual Report on CSR activities and CSR Policy

VII Nomination and Remuneration Policy

VIII & IX Disclosures on remuneration of directors and employees of the Company

X Business Responsibility Report

ACKNOWLEDGEMENTS

Your Board expresses its deep sense of gratitude towards the customers for their continuous patronage and remains committed to serving them by delivering more style and comfort at every step. Your Board also takes this opportunity to acknowledge and appreciate the support rendered by all its business partners, suppliers, vendors, associates and dealers as well as the regulatory authorities of the Central and State Governments in India and looks forward to their continued assistance in future. Your Board is deeply grateful to our investors and shareholders for the confidence and faith that has always been reposed in us. Your Board is also thankful to the Bata Shoe Organization (BSO) for their ongoing support and guidance. Your Board acknowledges, appreciates and values the unwavering efforts by the employees, workmen and staff including the Management headed by the Executive Directors who have all worked together as a team despite the pandemic and overall challenging business environment. Your Board also appreciates the Independent Directors and the Non-Executive Directors of the Company for their contribution by way of strategic guidance, sharing of knowledge, experience and wisdom, which helps your Company to take the right decisions in achieving its business goals.

Your Board also wishes to place on record their deep appreciation to the Company’s employees, suppliers, customers and Government authorities for their selfless efforts in helping your Company to operate whenever permissible during the pandemic. The ownership and responsiveness shown by all the stakeholders is unparalleled and is a testimony of the spirit of this great organization.

For and on behalf of the Board of Directors
Rajeev Gopalakrishnan Sandeep Kataria
Place : Gurugram Managing Director Whole-time Director and CEO
Date : June 9, 2021 DIN: 03438046 DIN: 05183714