Dominos IIMC Report
Dominos IIMC Report
Dominos IIMC Report
VECTORS
OF
GROWTH
Contents
1
FY 2019
Standalone Financial Highlights
CORPORATE OVERVIEW
About Us 2
Business Review 4 ` 60,776.58 lakhs
Financial Highlights 8
EBITDA
Chairmen’s Message 10
36.2%
5-Pillar Strategy 12
Our Leadership Team 14
Corporate Social Responsibility 16 17.2% of revenue
EBITDA Margin
Highest in last 6 years
18
` 32,280.48 lakhs
Profit After Tax
STATUTORY REPORTS
56.4%
Management Discussion
and Analysis 18
Board Report
Corporate Governance Report
26
64
9.1% of revenue
PAT Margin
Highest in last 6 years
16.4%
80 Domino’s Same Store Sales
Growth (SSG)
FINANCIAL STATEMENTS
Highest in last 7 years
Standalone Financial Statements 80
Consolidated Financial Statements 134
y-o-y growth
Form AOC-1 188
Forward-looking Statement
This report contains forward-looking statements, which may be identified by their use of words like ‘plans’, ‘expects’, ‘will’, ‘anticipates’, ‘believes’,
‘intends’, ‘projects’, ‘estimates’ or other words of similar meaning. All statements that address expectations, projections about the future,
including but not limited to statements about the Company’s strategy for growth, product development, market position, expenditures and
financial results, are forward-looking statements. Forward-looking statements are based on certain assumptions and expectations of future
events. The Company cannot guarantee that these assumptions and expectations are accurate or will be realised. The Company’s actual
results, performance or achievements could thus differ materially from those projected in any such forward-looking statements. The Company
assumes no responsibility to publicly amend, modify or revise any forward-looking statements, on the basis of any subsequent developments,
information or events. The Company has sourced the industry information from the publicly available resources and has not verified those
information independently.
The images used in this report are for illustration purposes only.
The growth momentum during FY 2019, in both our brands, Domino’s Pizza and
Jubilant FoodWorks Limited Dunkin’ Donuts, was very encouraging, leading to yet another year of jubilant
(JFL), part of the Jubilant results. This growth is evident in our revenue growth improving profitability
boosted by the launch of new products and expanding geographical footprint.
Bhartia Group, is among India’s
We have built our growth on the 5-pillar strategy that helped to further our
largest food service companies competitive advantages, to ensure that we stay ahead in a new-age world
and boasts of one of the dominated by consumers whose behaviour has evolved in a significant way. We
continued to innovate with new products, such as the recently launched Cricket-
most successful food delivery themed Pizzas and provide more value to our customers with Everyday Value,
models in the Country. improve customer experience by improving delivery time, rolling out a new store
design, and investing in technology and analytics. We turned around Dunkin’
Donuts and brought it to break even.
Going forward, while we continue to work with these initiatives with new vigour,
we also aspire to grow our business in a clear strategic direction. We have zeroed
in the following Vectors of Growth that direct our decision-making, inspire our
initiatives across the board and drive action to prepare the next level of growth.
A number of evolving economic, demographic, consumer and technology trends
are serving as strong tailwinds to these vectors.
High-quality products, value Improve dine-in experience Data analytics and customer
for money, strengthening and provide best-in-class relationship management
brand offline and online, delivery to elevate and best-in-class digital
and an omnipresent customer experience assets through sustained
network helping to build a technology investment to
Domino’s fortress in India transform JFL into a strong
food-tech Company
On the back of our Vectors of Growth, we are well poised to chart a successful future for the Company
and continue creating sustainable long-term value for our stakeholders.
1
ABOUT US
Introducing Jubilant
FoodWorks Limited
To stay ahead of Jubilant FoodWorks Limited (JFL/ Company), part of the Jubilant Bhartia Group, is one
of the largest food chain operating companies in India. JFL has exclusive rights to develop
competition, the and operate Domino’s Pizza brand in India, Sri Lanka, Bangladesh and Nepal. At present, the
Company is constantly Company operates the Domino’s Pizza brand in India and through its subsidiary companies in
Sri Lanka and Bangladesh.
working towards
The Company also has exclusive rights for developing and operating Dunkin’ Donuts brand in
transforming processes India. JFL has entered into the Chinese cuisine segment with the launch of its first indigenous
and leveraging restaurant brand, ‘Hong’s Kitchen’. With presence across 273 cities supported by a wide
network of 1,259 restaurants (cumulative for Domino’s, Dunkin’ and Hong’s Kitchen as on
technology to enhance March 31, 2019), JFL is progressing on its journey to deliver delicious food and beverages to
its capabilities and every corner of India.
simplify its operations. With a robust business model, an efficient supply chain comprising a strong network of
certified supply chain business partners, and countrywide presence, JFL is well-positioned to
capitalise on a wide array of growth opportunities in the Food Service Industry (FSI). To stay
ahead of competition, the Company is constantly working towards transforming processes
and leveraging technology to enhance its capabilities and simplify its operations.
273 Cities
1,259Restaurants
2
Jubilant FoodWorks Limited Annual Report 2018-19 Corporate Overview
• Continuous innovation
8
Commissaries/ Supply Chain Centres (SCC)
3
Distribution centres
28,286
Dedicated employees
39.99% ROCE
`5 per share
Dividend for equity share of ₹10 each
3
BUSINESS REVIEW
Our Brands
Consumers remain loyal
to reputable brands that
are relevant, offer value,
afford convenience and are
accessible. Our aim is to create
great products that consumers
love. Therefore, our portfolio
is carefully crafted to meet our
consumers’ expectations.
4
Corporate Overview
5
BUSINESS REVIEW
6
Jubilant FoodWorks Limited Annual Report 2018-19 Corporate Overview
Key features
Trustworthy sources
Sourced from the best and most trusted suppliers, we put
only the choicest ingredients on our consumers’ plates
at Hong’s Kitchen. All our supplier partners are statutory
compliant and have rich experience of the food industry.
Restaurant ambience
The restaurant has a young, international-looking and
trendy design that is inspired by the colours and hustle of
Asian street markets.
Dine-in + delivery model • The brand gave us an entry into a large category
Hong’s Kitchen will focus on dine-in plus deliveries. – Chinese cuisine, the second largest consumed
As Hong’s Kitchen has launched its own App, the last-mile cuisine in India.
delivery will be handled by JFL.
• Further, in Chinese cuisine, there is a vast gap
between street vendors and fine-dining brands,
which JFL is looking to target.
7
8
207,446.50
FY 2015
241,021.04
( ` in lakhs)
FY 2016
254,606.98
FY 2017
298,044.06
FY 2018
Operations
FY 2019
Revenue from
353,066.94
FINANCIAL HIGHLIGHTS
26,280.26
FY 2015
28,514.85
( ` in lakhs)
FY 2016
Profit and Loss Metrics (Standalone)
24,658.90
FY 2019
60,776.58
and Progress
12,327.89
FY 2015
11,456.25
( ` in lakhs)
FY 2016
6,725.45
FY 2017
Net Profit
20,640.48
FY 2018
FY 2019
32,280.48
Strong Performance
(`)
18.82
FY 2015
EPS
17.44
FY 2016
10.21
FY 2017
31.29
FY 2018
FY 2019
24.46
67,111.44
FY 2015
76,806.55
( ` in lakhs)
FY 2016
85,218.78
FY 2017
104,390.67
Net Worth
FY 2018
FY 2019
132,371.71
Jubilant FoodWorks Limited
(%)
25.50
FY 2015
20.97
FY 2016
Balance Sheet Metrics (Standalone)
ROCE
11.02
FY 2017
30.99
Annual Report 2018-19
FY 2018
FY 2019
39.99
60,554.46
FY 2015
70,227.04
( ` in lakhs)
FY 2016
78,623.87
Surplus
FY 2017
97,792.22
FY 2018
Reserves &
FY 2019
119,174.81
27,122
FY 2015
27,719
(Number)
FY 2016
26,604
FY 2017
27,539
FY 2018
Employees
Social Metrics
FY 2019
28,286
9
Corporate Overview
CHAIRMEN’S MESSAGE
Sharpening Our
Strategic Focus
Dear Shareholders,
FY 2019 was a year marked by profound political and
economic changes around the world. We are pleased to
report that against this challenging backdrop, JFL’s clear
and differentiated strategy, coupled with key initiatives
that we undertook to accelerate the delivery of long-term
value to both our continuing shareholders and other key
stakeholders, yielded outstanding results. With every
passing year, we continue to add to our strengths and
implement innovative measures to enrich the lives of
our consumers. These efforts drive our consistent value
creation efforts.
Operational performance
For Domino’s Pizza, in India, we opened 102 new restaurants
and closed nine, thus taking our total restaurant count to
1,227 restaurants across 273 cities. We continued to delight
our consumers with new flavours and combinations, with
our ‘World Pizza League’ offering that comprised 10 new
flavours of pizza that celebrated the most popular flavours Standing:
from the world’s top cricketing nations. Launched just Mr. Hari S. Bhartia
ahead of the busy cricket season, the range generated a Co-Chairman and Director
lot of interest and attained popularity.
Sitting:
The year also witnessed the roll-out of a new store design Mr. Shyam S. Bhartia
for Domino’s to reflect a warm, contemporary personality Chairman and Director
aimed at improving the dine-in experience; going forward,
all new stores will feature the new look. Dunkin’ Donuts
reported strong top line growth in FY 2019. The sharp focus
on our core portfolio of donuts and beverages, optimising We are driving innovation in our core
costs and efficiencies, helped break even during Q3
FY 2019. Another highlight was the launch of our first own business to bring greater variety and
brand – Hong’s Kitchen - marking our entry into the large excitement to our offerings as well as to
Chinese food segment. It addresses the gap between
Chinese food street vendors and premium fine-dining improve our operations. By simplifying
restaurants. Our first restaurant under this brand opened and standardising our business
in Gurugram and has got off to a promising start.
processes, we continue to strengthen
Moreover, we made a record-breaking entry into the
Bangladesh market with Domino’s Pizza. Within its first our business focus.
week of operations, Domino’s Pizza witnessed a record
number of orders from its first restaurant, which is the
highest for the brand across its network in 85 countries.
10
Jubilant FoodWorks Limited Annual Report 2018-19 Corporate Overview
102
New Restaurants opened for
1,227
Total Restaurants
18.5%
Increase in operating revenue
Domino’s Pizza in India across 273 cities (y-o-y growth)
11
5-PILL AR STR ATEGY
12
Jubilant FoodWorks Limited Annual Report 2018-19 Corporate Overview
Future Strategy
Online Ordering (OLO) and the share of mobile orders continued their
robust growth momentum led by strong initiatives conceptualised
and actioned by the digital team. In Q4 FY 2019, OLO’s share, as a
percentage of the total delivery orders, rose up to 75% and the share
of mobile in OLO increased to 88%. Mobile App downloads clocked
the 17.8 million mark during FY 2019.
OUR LEADERSHIP TEAM
Board of
Directors
Ms. Deepa Misra Harris Mr. Berjis Minoo Desai Mr. Shyam S. Bhartia Mr. Pratik R. Pota
Independent Director Independent Director Chairman and Director CEO and Wholetime Director
Mr. Vikram Singh Mehta Mr. Ashwani Windlass Ms. Aashti Bhartia Mr. Shamit Bhartia
Independent Director Independent Director Non Executive Director Non Executive Director
14
Jubilant FoodWorks Limited Annual Report 2018-19 Corporate Overview
Management
Team
Ms. Pallavi Bakshi Mr. Pratik R. Pota Mr. Rajneet Kohli Mr. Prakash C. Bisht
EVP – HR, Admin & CSR CEO and Wholetime Director EVP – Operations EVP & Chief Financial Officer
15
CORPOR ATE SOCIAL RESPONSIBILIT Y
FARMER DEVELOPMENT
JFL continued its farmer development programme in Pune, VOCATIONAL TRAINING
Maharashtra, to enhance dairy farmers’ income and empower With an aim to enhance the skills of differently-abled youth,
them socio-economically. The programme was initiated JFL supported the vocational training for 25 differently-abled
to enhance cattle productivity through improved feeding, underprivileged youth with the aim to make them more
breeding and best dairy management practices. Under the employable and independent. Skill upgradation training in
project, 828 dairy farmers from Manchar and Shirur talukas in information technology, soft skills and orientation & mobility
Pune district, were supported to adopt best practices for cattle was provided during the programme in order to make them
rearing to improve cattle productivity and promote clean, high- more confident and better equipped to get gainfully employed.
quality milk production. Post the completion of training, 60% of the students were
placed with different organisations.
18
STATUTORY REPORTS
Management Discussion and Analysis 18
Board Report 26
Corporate Governance Report 64
80
FINANCIAL STATEMENTS
Standalone Financial Statements
Independent Auditor’s Report 80
Balance Sheet 86
Statement of Profit and Loss 87
Cash Flow Statement 89
Notes Forming part of Financial Statements 91
Consolidated Financial Statements
Independent Auditor’s Report 134
Balance Sheet 140
Statement of Profit and Loss 141
Cash Flow Statement 144
Notes Forming part of Financial Statements 146
17
Management Discussion and Analysis
18
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
Market Size (FY 2019) CAGR % (2015-16 to Foreign tourist arrivals (FTAs) in India have grown at 5.2%
% Share
` in crores 2018-19) y-o-y, touching 10.56 million in 2018 (Source: IBEF).
QSR 14,775 13% 17%
Source: NRAI India Food Services Report 2019 Key megatrends driving growth
The Indian FSI has progressively evolved over the last two
Demand drivers
decades – with new formats, enhanced service levels and
Changing demographics – There’s a growing population of
improved supply chain practices, among others. Key trends
young and upwardly mobile working professionals in India,
that are changing the face of the industry are listed below:
which includes an increasing number of women. Moreover, the
number of nuclear families is growing, all of which encourage
Improving business prospects – The reduction of GST on
a culture of eating out and ordering-in, resulting in the
restaurant services provided a major tailwind to the FSI.
growth of the restaurant industry. With the Indian population
This coupled with the growing disposable income due to
attaining a median age of 31 in 2030 (versus 42 in China 40
the emerging middle class and changing behaviour for food
in the U.S.) India will, over the coming years, remain one of
ordering through an online App have improved the overall
the youngest nations in the world with one of the largest
prospects of FSI.
working-age populations.
19
Management Discussion and Analysis
Enabled by the major drivers detailed above, the following seven key predictions will define the future of consumption in
India in 2030:
yy Rising incomes and the expansion of the middle class and high-income segments will reshape future consumption
yy The urban-rural divide is set to diminish significantly as large parts of sectors are pushed towards formalisation, owing to
policy-driven reforms
yy Liberalisation’s children – India’s Millennials and Generation Z – will become a major consumption pool and spend more than
their predecessors
yy Indian peculiarities will shape future opportunities for indigenous offerings, e-commerce, value-for-money brands and
digital entertainment
yy Many consumer archetypes will persist as age, education, occupation and connectedness begin to strongly influence
preferences within each income segment
yy A digitally connected India, with more than 1 billion internet users, will have significantly more well-informed and aware
consumers demanding greater transparency and accountability from brands
yy New business models enabled by technology will help monetise and organise latent consumption opportunities
Source: World Economic Forum
4. BUSINESS REVIEW
JFL Portfolio
No. of Restaurants New Additions in Restaurants closed in Presence in No. of Cities
Particulars
as on March 31, 2019 FY 2019 FY 2019 as on March 31, 2019
India
- Domino’s Pizza 1,227 102 9 273
- Dunkin’ Donuts 31 1 7 10
- Hong’s Kitchen 1 1 0 1
Sri Lanka
- Domino’s Pizza 22 0 2 18
Bangladesh
- Domino’s Pizza 1 1 0 1
Business highlights for FY 2018-19 under the joint venture with Golden Harvest QSR Limited,
named Jubilant Golden Harvest Limited. The very first
Domino’s Pizza - India
week of operations witnessed the highest number of
yy Domino’s Pizza Everyday Value was extended to regular
orders for the brand across its network in 85 countries.
pizzas, which was received very well by the customers,
driving new customer acquisitions as well as growth in yy Domino’s Pizza for the first time co-sponsored the Indian
frequency of ordering. Premier League (IPL) cricket team Royal Challengers
Bangalore, which created a lot of excitement
yy Online sales remained strong with the share of Online
among the customers.
Orders (OLO) increasing to 70% of the delivery sales as
against 56% in the previous year. Dunkin' Donuts - India
yy Dunkin' Donuts business reached breakeven in
yy Domino’s Pizza relaunched its App with further
Q3 FY 2019 driven by focus on donuts and beverages,
user-friendly features such as advance ordering, easy
shutting off unprofitable restaurants, optimising costs
order tracking, rail ordering and one click re-order, which
and bringing efficiencies.
in turn led to higher installs and better reviews.
yy The brand also invested in digital marketing to increase
yy Officially launched Domino’s Pizza in Bangladesh with
presence and brand salience.
maiden restaurant in Dhaka. The brand will operate
20
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
21
Management Discussion and Analysis
and Mobile Website as well. Till last year, this facility production, material storage, movement and handling,
was available only through the IRCTC website. ensuring consistent levels of product quality, food safety and
hygiene for all our products.
4. Digital and Technology
yy Domino’s Pizza relaunched its App with features
During the year, it continued to take substantial measures for
such as advance ordering, live order tracking, and
reinforcing the quality standards through:
a better payments interface. It also optimised the
size of the app to make it lean at 5.6 MB and more yy Stringent checking of raw materials, in-process and
user-friendly. It has a better user interface, lighter finished products
web pages for faster loading of menus, and quick yy Elaborate system of frequent and regular audits of all our
checkout with an in-built digital wallet featuring restaurants, commissaries and vendors
tie-ups with all the major payment gateways. yy Strict pest control regime across all our sites
This was accompanied by the roll-out of a new yy Continual tracking and monitoring of vendor food safety
progressive web app certificates and FSSAI licences
yy Collaborative approach with vendors to continuously
yy Implementation of GPS rider tracking for live order
strive for sustainable food safety initiatives
tracking on the app
yy Maintaining systemic rigour in analysing the root
yy Launch of mobile platform for automated delivery causes for all complaints and developing/implementing
route planning, real-time tracking of supply trucks, preventive and corrective action plans
temperature monitoring, etc. yy Collaborating with FSSAI in piloting a hygiene rating
system for restaurants.
5. Dunkin’ Donuts - India
yy During the year, Dunkin’ Donuts introduced a
6. INTERNATIONAL BUSINESS
variety of beverages, including Dunkaccino coffee
in flavors Hazelnut and Caramel flavours. To increase Bangladesh Operations - In FY 2019, Domino’s Pizza forayed
the range of servings, Dunkin’ Donuts launched into the Bangladesh market via a joint venture with the Golden
Chai and Iced Tea under its beverages portfolio. Harvest QSR Limited, a part of the Golden Harvest Group.
Thick Cold Coffees were also introduced with new The joint venture under which the brand operates is named
tastes such as Choco Tiramisu, Cookie Crumble and Jubilant Golden Harvest Limited. The Bangladeshi customer
Cookie Mocha. Winter Beverages were also part has accorded Domino’s a warm welcome at its first outlet in
of the innovation with New Hot Chocolate, Hot Dhaka. The restaurant got off to a strong start and broke the
Chocolate Hazelnut, Vanilla Macchiato and Classic global Domino’s record for the highest number of orders for
Macchiato for the consumers. its first week and the first month of operations. Domino’s Pizza
Bangladesh is focusing on ensuring value for money through
yy On the food front, Dunkin’ Donuts launched
aggressively priced menu options, starting at Tk.149, aimed
co-branded Donuts such as Chocoholic, Choco
at growing the Bangladesh market by attracting new users
Crisp and Choc-o-Choc, including new signature
into the category.
Donut under the names Choco Berry Bomb, Peanut
Butter Island and Choco Villa. Signature burgers
Sri Lanka Operations - Various initiatives were taken during
such as the Farmhouse Monster Burger, Grilled
the year to drive profitability. This entailed quality and menu
Chicken Monster Burger and Chicken Keema
upgradation, launch of 30 minutes delivery guarantee,
Monster Burger were introduced for a new and
re-launch of the mobile app, and focused marketing activities
different taste.
while driving the Everyday Value promotional proposition.
5. FOOD SAFETY AND QUALITY Domino’s Pizza Sri Lanka continues to focus on cost efficiency
while enhancing consumer experience through service
JFL’s emphasis on quality assurance, complaint analysis
enhancement. The Company is in the process of substantially
and corrective action, and ongoing hygiene trainings have
enhancing its product proposition, delivery of service and
ensured a good compliance track record. Across restaurants,
digital experience. As of March 31, 2019, the Company had 22
commissaries (SCCs) and vendors, the Company has put
Domino’s Pizza restaurants in Sri Lanka.
in place quality systems to govern all areas of sourcing,
22
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
7. FINANCIAL REVIEW
Summarised Profit and Loss Statement
(` in lakhs)
Standalone Consolidated
Particulars Year ended Year ended Year ended Year ended
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Revenue from operations 353,066.94 298,044.06 356,314.46 301,840.01
Other Income 4,691.44 2,272.39 4,736.31 2,307.66
Total Income 357,758.38 300,316.45 361,050.77 304,147.67
Total Expenses 307,517.80 268,992.61 312,083.37 273,841.61
EBITDA 60,776.58 44,639.20 59,976.14 44,008.98
Profit After Tax 32,280.48 20,640.48 31,798.04 19,622.70
JFL reported a healthy financial performance in FY 2019. stood at 17.2% in FY 2019 as against 15.0% in the previous
It was one of the strongest year in recent times, both in terms year, witnessing the expansion of 220 bps and growth of
of growth and profitability. 36.2%. This is the highest EBITDA margin in six years (since
FY 2013). The Profit After Tax margin for FY 2019 improved
On a standalone basis, the total income for FY 2019 has grown
by 221 bps to 9.14% in the current year as against 6.93% in
by 19.1% driven by strong Same Store Sales Growth (SSG)
the previous year.
of 16.4% for Domino’s Pizza India, which was the highest
SSG in the last seven years. The total expenditure, including On a consolidated basis, the total income for FY 2019 has grown
depreciation for FY 2019, increased by 14.3%. EBITDA margin by 18.7%, EBITDA by 36.3% and Profit After Tax by 62.1%.
The Board recommended a dividend of 50% (i.e. ` 5.00/- per equity share of `10/- each) for FY 2019, subject to the approval of the
shareholders in the ensuing Annual General Meeting (“AGM”).
Standalone Consolidated
Key Ratios
FY 2019 FY 2018 FY 2019 FY 2018
Debtors Turnover 147.83 194.16 165.39 190.12
Inventory Turnover 12.91 12.39 12.54 12.26
(on Cost of Goods Sold)
Current Ratio* 1.49 1.07 1.49 1.07
EBITDA Margin 17.2% 15.0% 16.8% 14.6%
Operating Profit Margin^ 12.90% 9.75% 12.41% 9.28%
Net Profit Margin^ 9.14% 6.93% 8.92% 6.50%
Return on Net Worth^ 27.27% 21.77% 28.55% 22.13%
Notes:
* Improvement in current ratio is primarily due to increase in liquidity in the form of higher cash and bank balances in fixed deposits.
^ Improvement in operating profit margin, net profit margin and return on net worth is primarily driven by operating leverage in employee cost
and fixed cost.
During FY 2018 & FY 2019, the Company and its subsidiaries It is calculated by dividing the current assets by the
did not have any outstanding borrowing and interest cost. current liabilities.
Therefore, debt/equity ratio and Interest coverage ratio are
not applicable. (iv) EBITDA Margin
The EBITDA margin is an assessment of the Company’s
Explanation of ratios: operating profitability as a percentage of its total
(i) Debtors Turnover revenue. It is calculated by dividing the Earnings before
Debtors Turnover Ratio is calculated to quantify a Interest, Tax, Depreciation and Amortisation (EBITDA) by
company’s effectiveness in collecting its receivables revenue from operations.
from its customers. It is calculated by dividing turnover
by average trade receivables. (v) Operating Profit Margin
Operating Profit Margin is a profitability ratio used to
(ii) Inventory Turnover calculate the percentage of profit a company earns from
Inventory Turnover Ratio quantifies the number of times its operations. It is calculated by dividing the Earning
a company sells and replaces its inventory during the Before Interest and Tax (EBIT) by turnover.
financial year. It is calculated by dividing the Cost of
Goods Sold (COGS) by average inventory. (vi) Net Profit Margin
The Net Profit Margin is equal to how much net income
(iii) Current Ratio or profit is generated as a percentage of revenue from
Current Ratio is a liquidity ratio that measures a operations. It is calculated by dividing the profit for the
company’s ability to pay its short-term obligations. year by revenue from operations.
23
Management Discussion and Analysis
9. RISK MANAGEMENT
Developing talent
A critical part of JFL’s people strategy is to develop and enable A disciplined approach for managing risks
growth of its talent. JFL have been actively focusing on Effective management of risks forms an integral part of how
providing a holistic learning approach by investing in online JFL operates as a business. JFL’s risk management activities
modules, Management Development Programmes, class seek to identify and appropriately address any significant
room training and action learning projects. The core objective threat to the achievement of the Company’s objectives.
behind these initiatives has been to help its people learn Risk Management is a key focus area for JFL and continuous
new skills, understand their applications in their day-to-day efforts are made to identify and mitigate risks in line with
workings and assist them in finding innovative solutions. organisational targets.
The table shared below lists the key risks and the mitigating plans to manage those risks. The table, however, is not intended to be an
exhaustive list of all the risks and uncertainties that may arise.
24
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
25
Board Report
Dear Members,
Your Directors have pleasure in presenting the Twenty-fourth (24th) Annual Report, together with the Audited Standalone and Consolidated
Financial Statements for the financial year ended March 31, 2019 (’FY 2019‘).
FINANCIAL HIGHLIGHTS
A summary of the Company’s financial performance in FY 2019 is as follows:
(` in lakhs)
Standalone Consolidated
Particulars
FY 2019 FY 2018 FY 2019 FY 2018
Revenue from Operations 353,066.94 298,044.06 356,314.46 301,840.01
Add: Other Income 4,691.44 2,272.39 4,736.31 2,307.66
Total Income 357,758.38 300,316.45 361,050.77 304,147.67
Profit before Depreciation & Amortisation, Exceptional items & Tax 65,468.02 46,911.59 64,712.45 46,316.64
Expense
Less: Depreciation & Amortisation Expense 15,227.44 15,587.75 15,745.05 16,010.58
Profit before Exceptional items & Tax Expense 50,240.58 31,323.84 48,967.40 30,306.06
Less: Exceptional items 793.00 - - -
Profit before Tax Expense 49,447.58 31,323.84 48,967.40 30,306.06
Less: Taxation Expense 17,167.10 10,683.36 17,169.36 10,683.36
Profit for the year 32,280.48 20,640.48 31,798.04 19,622.70
Other Comprehensive Income/ (Loss) (499.67) 186.75 (753.28) 134.11
Total Comprehensive Income for the year 31,780.81 20,827.23 31,044.76 19,756.81
Retained Earnings
Balance at the beginning of FY 85,795.21 66,200.32 80,565.08 61,642.04
Add: Profit for the FY 32,280.48 20,640.48 31,978.93 19,622.70
Add: Exercise/ Lapsed of share options 127.63 939.77 127.63 939.76
Add: Exercise/ Sale of shares held by ESOP Trust (Net of Tax) - - 866.18 336.42
Less: Dividend paid on Equity Shares 3,299.23 1,649.55 3,299.23 1,649.55
Less Dividend Distribution Tax 678.17 335.81 678.17 335.81
Add: Dividend on shares held by ESOP Trust - - 9.77 9.52
Balance at the end of FY 114,225.92 85,795.21 109,570.19 80,565.08
RESULTS OF OPERATIONS AND THE STATE OF the date of this Report, which affect the financial position of the
COMPANY’S AFFAIRS Company. During the year, there was no change in the nature of the
The highlights of the Company’s performance for FY 2019 vis-à-vis business of the Company.
FY 2018 are as under:
The Indian food service industry continues to evolve and there is a
a) Revenue from operations increased by 18.5% to
clear positive momentum. Reduction of GST has also played a role in
` 353,066.94 Lakhs
driving affordability and now the convenience in ordering outside
b) EBITDA increased by 36.2% to ` 60,776.58 Lakhs
food is changing the demand landscape. During the year, the
c) Profit before Tax increased by 57.9% to ` 49,447.58 Lakhs
Company’s focus remained on implementing the five pillar strategy
d) Net Profit increased by 56.4% to ` 32,280.48 Lakhs
which the Company crafted last year i.e. Product and Innovation,
Value for Money, Customer Experience, Digital & Technology and
The Company has not transferred any amount to the general
Cost Management.
reserve during FY 2019.
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
his appointment for the consideration of the members of the adverse remark or disclaimers. During the year under review, the
Company at the ensuing AGM. Statutory Auditors have not reported any matter under Section 143
(12) of the Act, therefore no detail is required to be disclosed under
In terms of Articles of Association of the Company and provisions Section 134 (3)(ca) of the Act.
of the Act, Mr. Shyam S. Bhartia, Director of the Company, is liable
to retire by rotation at the ensuing AGM and being eligible, offer Secretarial Auditors
himself for re-appointment. The Board of Directors recommend The Secretarial Audit Report for the financial year ended
his re-appointment for the consideration of the members of the March 31, 2019 received from M/s. Chandrasekaran Associates,
Company at the ensuing AGM. Secretarial Auditors of the Company is annexed herewith as
Annexure ’C‘ forming integral part of this report. The said
A brief profile, expertise of Directors and other details as required report is self-explanatory and does not contain any qualification,
under the Act, Secretarial Standard-2 and SEBI (Listing Obligations reservation, adverse remark or disclaimers.
and Disclosure Requirements) Regulations, 2015 (’Listing
Regulations‘) relating to the directors proposed to be appointed or RECOMMENDATIONS OF AUDIT COMMITTEE OF THE
re-appointed is annexed to the notice convening the AGM. BOARD
All the recommendations made by the Audit Committee were
PARTICULARS OF EMPLOYEES, DIRECTORS & KEY accepted by the Board of Directors of the Company.
MANAGERIAL PERSONNEL
The details of Employees, Directors and Key Managerial Personnel RISK MANAGEMENT
as required under Section 197 of the Act read with the Companies The Company has in place Risk Management Policy. The detailed
(Appointment and Remuneration) Rules, 2014 is annexed herewith Risk Review and Management is provided in the Management
as Annexure ’B‘ forming integral part of this Report. Discussion & Analysis Report forming integral part of
the Annual Report.
LOANS, GUARANTEES AND INVESTMENTS
Particulars of loans, guarantees and investments made under the INTERNAL FINANCIAL CONTROL
provisions of Section 186 of the Act have been disclosed in Note 4 The Company has in place adequate internal financial controls
and 5 to the Standalone Financial Statements forming integral part with reference to Financial Statements and such controls were
of the Annual Report. operating effectively as at March 31, 2019. During the year, such
controls were tested and no reportable weaknesses in the design
RELATED PARTY TRANSACTIONS or operations were observed.
All contracts, arrangements and transactions entered by the
Company during FY 2019 with related parties were in the ordinary MANAGEMENT DISCUSSION AND ANALYSIS REPORT
course of business and on arm’s length basis and were approved The Management Discussion and Analysis Report for the year
by the Audit Committee. During the year, the Company had not under review, in terms of Regulation 34 of the Listing Regulations
entered into any materially significant transaction with related is presented in a separate Section, forming integral part of
parties as defined in the Company’s Policy on materiality and the Annual Report.
dealing with related party transactions. Accordingly, the disclosure
of Related Party Transactions under Section 188(1) of the Act BUSINESS RESPONSIBILITY REPORT
in Form AOC 2 is not applicable. Related Party disclosures have Regulation 34 of Listing Regulations mandates inclusion of the
been disclosed in Note 33 to the Standalone Financial Statements Business Responsibility Report as part of the Annual Report for top
forming integral part of the Annual Report. five hundred (500) listed entities based on market capitalisation as
on March 31 of every financial year.
AUDITORS AND AUDITOR’S REPORT
The Business Responsibility Report is annexed as Annexure ’D‘
Statutory Auditors
forming integral part of this Report.
Deloitte Haskins & Sells LLP, Chartered Accountants (ICAI Regn.
No. 117366W/W-100018) ('Deloitte'), were appointed as Statutory
CORPORATE SOCIAL RESPONSIBILITY ('CSR')
Auditors of the Company to hold office from the conclusion of 22nd
The Annual Report on CSR is annexed as Annexure ’E‘ forming
AGM until the conclusion of 27th AGM of the Company, subject
integral part of this Report.
to the ratification by members at every AGM. Further, at the 23rd
AGM held on September 27, 2018, members approved ratification
CORPORATE GOVERNANCE
of the appointment of Statutory Auditors to hold office from
The Corporate Governance philosophy of the Company is driven
the conclusion of 23rd AGM until the conclusion of 27th AGM of
by the interest of stakeholders, focus on fairness, transparency
the Company to be held in the year 2022, without any further
and business needs of the organisation. The Company continues
requirement of ratification at every intervening AGM.
to be compliant with the requirements of Corporate Governance
as enshrined in Listing Regulations. In terms of Regulation 27 of
The Auditors’ Report read together with Annexure referred to in
Listing Regulations, the Corporate Governance Report is annexed
the Auditors’ Report do not contain any qualification, reservation,
as Annexure ’F‘ forming integral part of this Report.
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The Corporate Governance Report, inter alia, contains the focus on technologies, processes and improvements that
following disclosures: matters for the environment.
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
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ANNEXURE A
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
IV. SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
i) Category-wise Share Holding
Category Category of No. of shares held at the beginning of the year No. of shares held at the end of the year# % of
code Shareholder (As on April 1, 2018) (As on March 31, 2019) Change
% of Total % of Total during
(I) (II) Demat Physical Total Demat Physical Total
Shares Shares the year
(A) SHAREHOLDING OF
PROMOTER AND
PROMOTER GROUP^
(1) Indian
(a) Individuals/ HUF 3 0 3 0.00 6 0 6 0.00 0.00
(b) Central/State Governments 0 0 0 0.00 0 0 0 0.00 0.00
(c) Bodies Corporate 29,652,780 0 29,652,780 44.94 55,346,489 0 55,346,489 41.94 (3.00)*
(d) Bank/FI 0 0 0 0.00 0 0 0 0.00 0.00
(e) Any Others (Specify) 0 0 0 0.00 0 0 0 0.00 0.00
Sub-Total(A)(1) 29,652,783 0 29,652,783 44.94 55,346,495 0 55,346,495 41.94 (3.00)
(2) Foreign
(a) NRIs – Individual 1 0 1 0.00 2 0 2 0.00 0.00
(b) Other – Individuals 0 0 0 0.00 0 0 0 0.00 0.00
(c) Bodies Corporate 0 0 0 0.00 0 0 0 0.00 0.00
(d) Bank/FI 0 0 0 0.00 0 0 0 0.00 0.00
(e) Any Others (Specify) 0 0 0 0.00 0 0 0 0.00 0.00
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
(iv) Shareholding Pattern of Top 10 Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Cumulative Shareholding during
Increase/Decrease in
Shareholding the year (April 1, 2018 to
the Shareholding
March 31, 2019)
Sr. No. of Shares at
Name
No the beginning Purchase (+)/ % of Total
% of Total Share As on benpos
(April 1, 2018)/ Sale (-) during No. of Shares Share of the
of the Company date
end of the year the year Company#3
(March 31, 2019)
1 MORGAN STANLEY (FRANCE) S.A.#2 1,445,349 2.19 1-Apr-18
6-Apr-18 43,118 1,488,467 2.26
13-Apr-18 6,426 1,494,893 2.27
20-Apr-18 61,998 1,556,891 2.36
27-Apr-18 -43,030 1,513,861 2.29
4-May-18 52,729 1,566,590 2.37
11-May-19 -13,338 1,553,252 2.35
18-May-19 -88,599 1,464,653 2.22
25-May-18 -30,672 1,433,981 2.17
1-Jun-18 -41,818 1,392,163 2.11
8-Jun-18 15,274 1,407,437 2.13
15-Jun-18 -571,609 835,828 1.27
22-Jun-18 -554,643 281,185 0.43
29-Jun-18 -77,713 203,472 0.31
6-Jul-18 259,123 462,595 0.35
13-Jul-18 33,576 496,171 0.38
20-Jul-18 52,382 548,553 0.42
27-Jul-18 5,722 554,275 0.42
3-Aug-18 -6,962 547,313 0.41
10-Aug-18 -12,155 535,158 0.41
17-Aug-18 -9,424 525,734 0.40
24-Aug-18 500 526,234 0.40
31-Aug-18 13,713 539,947 0.41
7-Sep-18 31,065 571,012 0.43
14-Sep-18 -42,313 528,699 0.40
21-Sep-18 -39,283 489,416 0.37
28-Sep-18 -22,546 466,870 0.35
5-Oct-18 -401 466,469 0.35
12-Oct-18 -20,352 446,117 0.34
19-Oct-18 -531 445,586 0.34
26-Oct-18 6,661 452,247 0.34
2-Nov-18 -52,072 400,175 0.30
9-Nov-18 -134,539 265,636 0.20
16-Nov-18 -62,748 202,888 0.15
23-Nov-18 22,074 224,962 0.17
30-Nov-18 43,952 268,914 0.20
7-Dec-18 -19,473 249,441 0.19
14-Dec-18 19,295 268,736 0.20
21-Dec-18 3,679 272,415 0.21
28-Dec-18 22,103 294,518 0.22
4-Jan-19 -110,487 184,031 0.14
11-Jan-19 -57,940 126,091 0.10
18-Jan-19 9,168 135,259 0.10
25-Jan-19 226,486 361,745 0.27
1-Feb-19 92,615 454,360 0.34
8-Feb-19 -389,416 64,944 0.05
15-Feb-19 52,057 117,001 0.09
22-Feb-19 -36,086 80,915 0.06
1-Mar-19 32,309 113,224 0.09
8-Mar-19 6,619 119,843 0.09
15-Mar-19 72,597 192,440 0.15
22-Mar-19 517,015 709,455 0.54
29-Mar-19 -391,126 318,329 0.24
318,329 0.24 31-Mar-19 - 318,329 0.24
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Cumulative Shareholding
Shareholding at the Increase/(Decrease) in
Reason during the year /
beginning of year Shareholding
Sr. Shareholding at end of year
Name
No. % of total % of total
Purchase (+)/
No. of Shares shares of the Date No. of Shares shares of the
Sale (-)
Company Company#6
9 Pratik R. Pota 5,360 0.01 1-Apr-18 0
26-Jun-18 5,360 Issue of Bonus 10,720 0.01
equity shares
31-Mar-19 10,720 0.01
10 Ramni Nirula#4 1,500 0.00 1-Apr-18
26-Jun-18 1,500 Issue of Bonus 3,000 0.00
equity shares
29-Mar-19 3,000 0.00
11 Shamit Bhartia 0 0.00 1-Apr-18 0 Nil Movement
31-Mar-19 0 0.00
12 Vikram Singh Mehta#5 0 0.00 1-Feb-19 0 Nil Movement
31-Mar-19 0 0.00
13 Vishal Marwaha#3 7,500 0.01 1-Apr-18
20-Jun-18 (3,000) Sale 4,500 0.01
26-Jun-18 4,500 Issue of Bonus 9,000 0.01
equity shares
31-Mar-19 9,000 0.01
B. Key Managerial Personnel (’KMP‘)
1 Prakash C. Bisht, EVP & CFO 205 0.00 1-Apr-18
26-Jun-18 205 Issue of Bonus 410 0.00
equity shares
31-Mar-19 410 0.00
2 Mona Aggarwal, 3,220 0.00 1-Apr-18
Company Secretary
21-May-18 400 ESOP Allotment 3,620 0.01
26-Jun-18 3,620 Issue of Bonus 7,240 0.01
equity shares
31-Mar-19 7,240 0.01
Notes:
#1 Appointed as an Independent Director w.e.f July 25, 2018.
#2 Resigned as an Independent Director w.e.f January 31, 2019.
#3 On completion of tenure, ceased to be Independent Directors w.e.f April 1, 2019.
#4 Resigned as an Independent Director w.e.f March 30, 2019.
#5 Appointed as an Independent Director w.e.f February 01, 2019.
#6 Percentage of Cumulative shareholding from April 1, 2018 to June 29, 2018 calculated on the basis of Paid-up Share Capital as on March 31, 2018.
Further, consequent to Bonus issue, percentage of Cumulative shareholding on June 29, 2018 onwards calculated on the basis of Paid-up Share Capital as on
March 31, 2019.
V. INDEBTEDNESS
The Company had no indebtedness with respect to secured or unsecured Loans or Deposits during the financial year 2018-19.
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
ANNEXURE- B
Details under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
A
I The ratio of remuneration of the Directors to the median remuneration of employees of the Company and percentage
increase in the remuneration of Directors and KMPs
% increase in remuneration in FY
Ratio of Remuneration to Median
Name Designation 2019 as compared
Remuneration
to FY 2018
Shyam S. Bhartia Chairman & Director - -
Hari S. Bhartia Co-Chairman & Director 10.75 9.39
Aashti Bhartia Non-Executive Director 11.30 7.78
Abhay P. Havaldar#1 Independent Director N.A. 5.21
Arun Seth#2 Independent Director N.A. 9.21
Ashwani Windlass#1 Independent Director N.A. 5.21
Berjis M. Desai Independent Director 30.00 8.69
Phiroz Vandrevala#3 Independent Director -59.16 8.02
Pratik R. Pota CEO and Wholetime Director 32.94 229.47
Ramni Nirula#4 Independent Director 7.89 10.39
Shamit Bhartia Non-Executive Director 17.83 8.23
Vikram S. Mehta#5 Independent Director N.A. 1.27
Vishal Marwaha Independent Director 11.48 10.33
Prakash C. Bisht#6 EVP & Chief Financial Officer N.A. N.A.
Mona Aggarwal#7 Company Secretary 45.80 N.A.
#1 Appointed as Independent Directors of the Company w.e.f. July 25, 2018. Hence % increase in the remuneration is not applicable.
#2 Resigned as Independent Director of the Company w.e.f. January 31, 2019. Hence % increase in the remuneration is not applicable.
#3 Remuneration of Mr. Phiroz Vandrevala for FY 2018 includes ESOP perquisites of ` 19.12 Lakhs.
#4 Resigned as Independent Director of the Company w.e.f. March 30, 2019.
#5 Appointed as Independent Director of the Company w.e.f. February 1, 2019. Hence % increase in the remuneration is not applicable.
#6 Appointed as EVP & CFO w.e.f. Jan 19, 2018. Hence % increase in remuneration in FY 2019 is not comparable.
#7 Remuneration of Ms. Mona Aggarwal for FY2019 includes ESOP perquisites of ` 7.12 Lakhs.
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F Statement of particulars of employees pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) & (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the year ended March 31, 2019.
1 Pratik R. Pota CEO and Wholetime B.E., PGDBM - IIM 50 26 27-Feb-17 377.68 PepsiCo
Director Kolkata
2 Shivam Puri Senior Vice President - B.Tech (IIT), PGDM-IIM 40 16 8-May-17 225.09 Hindustan Unilever
Dunkin' Donuts Lucknow Limited
3 Rajneet Kohli* Executive Vice President - MBA, University of 44 22 2-Jul-18 210.34 Coca-Cola
Operations Wales, UK
4 Avinash Kant Kumar Executive Vice President - B.Tech (IIT), PGDIE 48 26 9-Feb-15 161.13 McCain Foods
Supply Chain from NITIE
5 Prakash C. Bisht Executive Vice President B. Com, CA 54 32 19-Jan-18 160.64 Jubilant Life Sciences
& CFO Ltd.
8 Naveen Kapoor Assistant Vice President - Bachelors in 40 19 15-May-00 131.63 First Company
Operations Support Hotel Mgt.
9 Amit Gupta Vice President - Finance & B.Com, CA, CS 38 17 25-Aug-17 120.71 Hindustan Coca-Cola
Accounts Beverages Pvt. Ltd.
10 Biplob Banerjee* Executive Vice President - B.E. (Mech.), MBA, XLRI 50 24 20-May-15 108.76 GlaxoSmithKline
HR, Admin & CSR Jamshedpur Pharmaceuticals
11 Pallavi Bakshi* Executive Vice President - BHM, PGDHRM 43 22 1-Mar-19 67.82 Tata Communications
HR, Admin & CSR Ltd.
*employed for part of the year
Any employee if employed throughout the financial year or part thereof, was in receipt of remuneration in that year which, in
G
the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the Managing Director or
Wholetime Director or Manager and holds by himself or along with his spouse and dependent children, not less than two (2) N.A.
percent of the equity shares of the Company.
Notes:
1. Remuneration comprises basic salary, allowances, perquisites/taxable value of perquisites (including ESOP perquiste,if any), provident fund contribution,
performance linked incentive paid in FY 2019.
2. None of the above employee is related to any Director of the Company.
3. All the above employees are/were in full time employment of the Company.
4. Employment of the above named employees are governed by the rules and regulations of the Company from time to time.
5. Above list includes top ten employees of the Company in terms of remuneration drawn during FY 2019.
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
ANNEXURE-C
(ii) The Securities Contracts (Regulation) Act, 1956 (’SCRA’) and (ii) SEBI (Listing Obligations and Disclosure Requirements)
the Rules made thereunder; Regulations, 2015.
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws During the period under review, the Company has complied
framed thereunder to the extent of Regulation 76 of Securities with the provisions of the Act, Rules, Regulations, Guidelines,
and Exchange Board of India (Depositories and Participants) Standards, etc. mentioned above. No major action having a bearing
Regulations, 2018; on the Company’s affairs in pursuance of the above referred
Laws, Rules, Regulations, Guidelines, Standards, etc. above have
(iv) Foreign Exchange Management Act, 1999 and the Rules
been taken place.
and Regulations made thereunder to the extent of Foreign
Direct Investment, Overseas Direct Investment and External We further report that:
Commercial Borrowings, to the extant applicable;
The Board of Directors of the Company is duly constituted with
(v) The following Regulations and Guidelines prescribed proper balance of Executive Directors, Non-Executive Directors
under the Securities and Exchange Board of India Act, and Independent Directors. The changes, if any, in the composition
1992 (’SEBI Act‘):- of the Board of Directors that took place during the period under
review were carried out in compliance with the provisions of the Act.
(a) The Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011; Adequate notice is given to all directors to schedule the Board/
Committee Meetings. Agenda and detailed notes on agenda
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were sent in advance (and at a shorter notice for which necessary have major bearing on the Company’s affairs in pursuance of the
approvals obtained, if any) and a system exists for seeking and above referred Laws, Rules, Regulations, Guidelines, Standards, etc.
obtaining further information and clarifications on the agenda
items before the meeting and for meaningful participation For Chandrasekaran Associates
at the meeting. Company Secretaries
We further report that during the audit period, Company has allotted
Note: This report is to be read with our letter of even date which is
65,984,520 bonus equity shares of ` 10/- each fully paid up to the
annexed as Annexure A and forms an integral part of this report.
equity shareholders of the Company and the said event deemed to
To,
The Members
Jubilant FoodWorks Limited
Plot No. 1A, Sector-16A,
Gautam Buddha Nagar,
Noida – 201301,
Uttar Pradesh
1. Maintenance of secretarial record is the responsibility of the Management of the Company. Our responsibility is to express an opinion
on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the
contents of the Secretarial records. The verification was done on the random test basis to ensure that correct facts are reflected in
secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Account of the Company.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable Laws, Rules, Regulations, Standards is the responsibility of
Management. Our examination was limited to the verification of procedures on random test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with
which the Management has conducted the affairs of the Company.
Sd/-
Rupesh Agarwal
Managing Partner
Place: Delhi Membership No. A16302
Date: April 30, 2019 Certificate of Practice No. 5673
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
ANNEXURE-D
The Jubilant FoodWorks Business Responsibility Report 2018-19 follows the National Voluntary Guidelines on Social, Environmental
and Economic Responsibilities of Business, as notified by the Ministry of Corporate Affairs (MCA), Government of India. Our Business
Responsibility Report includes our responses to questions on our practices and performance on key principles defined by Regulation
34(2)(f ) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, covering topics across environment, governance, and
stakeholder relationships.
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Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent Company? If yes, then indicate the
number of such Subsidiary Companies.
JFL is committed to integrating sustainability related best practices across its operations and aims to include its subsidiary in future.
Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with, participate in the BR
initiatives of the Company? If yes, then indicate the percentage of such entity/entities. [Less than 30%, 30-60%, More than
60%]
JFL engages with all its key stakeholders (e.g. suppliers, employees, investors, community etc.) and communicates its business responsibility
policies to the concerned stakeholders from time to time. Some of the key principles of business responsibility that the Company
stands for are even included in the agreements signed with suppliers/vendors. Company’s policies on business responsibility are also
communicated to various stakeholders through multiple channels such as the supplier's meet, through its website etc. The percentage of
such stakeholders is < 30%.
SECTION D: BR INFORMATION
Director/Directors responsible for BR
a) Details of the Director/Directors responsible for implementation of the BR policy/ policies.
The Sustainability and Corporate Social Responsibility Committee (SCSR Committee) is responsible for implementation of the BR
policies and it comprises of the following members:
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
The nine (9) principles outlined in the National Voluntary Guidelines are as follows:
P1- Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
P2- Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle
P4- Businesses should respect the interests of and be responsive towards all stakeholders, especially those who are disadvantaged,
vulnerable and marginalised
P6- Businesses should respect, protect and make efforts to restore the environment
P7- Businesses when engaged in influencing public and regulatory policy, should do so in a responsible manner
P9- Businesses should engage with and provide value to their customers and consumers in a responsible manner
Sr. No.Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
yy Sustainable Mobility through use of electric bikes: capability of local and small vendors?
The Company has incorporated 360 e-bikes across multiple The Company has been working closely with its vegetable suppliers
cities in its fleet of motorbikes used for food delivery. This is to move towards sourcing directly from farmers after requisite
a small step to contribute to solving the growing air pollution quality checks. Currently, ten percent of tomatoes and capsicum are
problem in large Indian cities, especially in the northern sourced directly from the farmers and processed as per Company’s
region. Going forward the firm will continue to increase its requirements and meeting the highest standards of food safety
fleet of e-bikes and thereby also reduce its carbon footprint and hygiene. The Company is working towards increasing its
arising from vehicular emissions. procurement directly from farmers and helping them follow best
practices for vegetable production.
yy The Company has switched to non-plastic alternatives like
wood or plant derived materials including PLA to meet the
The Company is also supporting 828 dairy farmers in Maharashtra
requirements of single use items such as straws, cutlery, cup
who directly supply milk to dairies from which the Company
lids in its restaurants across many states and has discontinued
procures cheese. These farmers are encouraged to adopt best
the use of plastic stools in India.
management practices for dairy farming to improve cattle
yy For safe, responsible and sustainable sourcing of poultry JFL productivity and quality of milk.
has defined the antibiotic use in poultry sourced and farm
practices that restrict the use of antibiotics for therapeutic The Company also engages with more than 100 different MSME
use only, while eliminating the non-therapeutic use of vendors for supply of various goods and services and helps in
antibiotics for growth promotion and for group-level disease their capacity building through different modes like quality audits,
prophylaxis. The Company ensures that raw chicken is sourced vendor meets etc.
only from authorised farms where permitted antibiotics are
administered only for disease treatment under a veterinarian
defined health care program. Proper withdrawal period is
also ensured so that any antibiotic residue left in raw chicken
is below detectable limits as defined in 40th session of Codex
(CAC/MRL 2-2017). The Company sources 100% antibiotic -
free chicken from sustainable sources. The Company is now
Total number of
in Phase 2 of the sustainable poultry sourcing program and
permanent women
is now moving to eliminate the usage of Highest Priority
employees:
Critically Important Antimicrobials (’HPCIA‘) as defined by
WHO; and continuously improve on the vaccination program
5,679
to prevent disease.
Employees hired on Number of permanent
Does the Company have procedures in place for sustainable temporary/ contractual/ employees with
sourcing (including transportation)? If yes, what percentage casual basis: disabilities:
of your inputs was sourced sustainably? 2,004 208
The Company continues to strive towards building an ecosystem
for safe, responsible and sustainable sourcing of all our ingredients.
It’s Green Supply Chain Policy lays down its commitment towards
environment protection and stewardship to meet the Company’s
Total No. of Permanent
sustainability objectives while providing maximum value to its
Employees:
employees, customers and shareholders. Through the policy, the
Company aims to maintain and expand its green supply chain by
28,286
ensuring that everyone in its value chain (designers, producers,
customers, recyclers) is aware of their responsibility towards the Does the Company have a mechanism to recycle products
environment and promote safe usage and disposal of their products. and waste? If yes what is the percentage of recycling of
products and waste (separately as <5%, 5-10%, >10%).
The Company is moving towards meeting almost its entire Also, provide details thereof, in about 50 words or so
requirement of chillies from those chillies which have been grown The Company has an Environment Policy that strives for
using Integrated Pest Management (IPM) practices. environmental efficiency and utilisation of natural and man-made
resources in an optimal and responsible manner to ensure
The firm is continuously making concerted efforts to source sustainability through reducing, reusing, recycling and managing
majority of its raw materials sustainably in future. It has partnered waste. The Company has also initiated measures to reduce
with CII-FACE (Food and Agriculture Centre of Excellence) as the waste generation.
knowledge expert for sustainable sourcing initiatives.
Greater Noida Supply Chain Centre, our largest manufacturing
Has the Company taken any steps to procure goods facility in the country is a Zero waste discharge facility and treated
and services from local & small producers, including water is re-used for purposes such as gardening and maintaining
communities surrounding their place of work? If yes, the green cover inside the facility. This facility has also taken a
what steps have been taken to improve their capacity and membership with the Treatment, Storage, and Disposal Facility
(TSDFs) in the state.
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Board Report
The non-hazardous waste (primarily including food waste and The courses were mostly based on behavioural competencies
packaging material such as cardboard) are disposed off through required for the role.
authorised vendors and recyclers.
Last year the Company conducted its first ever Campus
The Company also ensures that any e-waste that is generated Hiring Process by visiting the most premier B-schools in India.
within it’s premises is collected and recycled responsibly through All the Management Trainees are currently undergoing a year
a licensed vendor. long program in the organisation. The program involves them to
work rotationally in various department where each stint lasts
Principle 3: Businesses should promote the well-being for 2-3 months. The idea behind this is to help them develop an
of all employees all-round view of the organisation and assess the inter linkages
between functions. The Management Trainees are also undergoing
Do you have an employee association that is recognised by leadership coaching which is helping them grasp not only business
management? knowledge but also develop critical leadership skills.
Jubilant supports the idea of freedom of association.
However, there is no Employee association as on date. SAFETY TRAINING
Safety is a key focus area for the firm
What percentage of your permanent employees is members
yy Safety is a key part of the induction program and station
of this recognised employee association?
observation checklist (a training and promotion tool for team
N/A
members). It is made available to all restaurant staff.
Please indicate the Number of complaints relating to yy Food Safety training, was conducted at all restaurants in the
child labour, forced labour, involuntary labour, sexual fiscal year. 1271 GDMs were trained in advanced catering as
harassment in the last financial year and pending, as on the per FSSAI’s Food Safety Training and Certification (FOSTAC)
end of the financial year. initiative in the fiscal year. All restaurants have a Food Safety
Sr. No. of complaints
No. of complaints Supervisor (FSS) who undergo refresher trainings at regular
Category pending at the
No. filed during the FY intervals as per FSSAI guidelines.
end of FY
1 Child labour/ forced N.A.* N.A.* yy Multiple training modules related to new products, processes
labour/ involuntary labour etc are continuously made available through the Learning
2 Sexual harassment 3 0
Management Software (LMS). During the fiscal the LMS was
3 Discriminatory 0 0
also made available on mobile phones.
employment
* JFL employs skilled manpower for the production and distribution of its products. yy Fire safety training was also done at all restaurants.
There is no involvement of Child labour in the process.
yy An internal safety committee is constituted in all SCCs (supply
chain centres) of JFL. The committee members conduct
What percentage of your under mentioned employees were
monthly meetings to identify and address unsafe acts,
given safety & skill up-gradation training in the last year?
conditions and hazards in the centres.
(a) Permanent Employees
(b) Permanent Women Employees yy Awareness activities promoting road safety were also
(c) Casual/ Temporary/ Contractual Employees conducted for operations team (specially the teams involved
(d) Employees with Disabilities in delivery) focussing on specific measures to be adopted to
enhance driver safety.
SKILL-UPGRADATION TRAINING
yy Total training person-hours were 570,696 hours in FY 2018-19.
Every team member is continuously upgraded on the
skill set required for the job through on the job training.
Principle 4: Businesses should respect the interests of, and be
Training is conducted based on needs (such as, Behavioural,
responsive towards all stakeholders, especially those who are
Functional, Leadership) identified by the Company through the
disadvantaged, vulnerable and marginalised.
performance management system, one-on-one discussions,
Individual Development Plans for key resources of the organisation
Has the Company mapped its internal and external
and organisational mandates.
stakeholders? Yes/No
The Company in consultation with a third party has undertaken a
As part of management skills-upgradation training, the Company
thorough stakeholder mapping exercise to identify its internal and
had conducted specialised learning programs for District Managers
external stakeholders. The key stakeholders identified include:
& Zonal Managers in the fiscal year. These learning journeys lasted
yy Employees
8-9 months and had a mix of online courses to be undertaken.
yy Shareholders/Investors
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
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Board Report
Does the Company have strategies/ initiatives to address yy Energy Management System
global environmental issues such as climate change, global Energy Management System (EMS) was installed at
warming, etc.? Y/N. If yes, please give hyperlink for webpage 1,185 Restaurants, which enabled a saving of 5.60%
etc. on unit consumption of electricity at restaurant level.
Guided by its Environment Policy and Green Supply Chain Policy, Energy Management Systems were also installed in three
the Company continuously strives to reduce the environmental manufacturing facilities, namely those in Greater Noida,
impact of its operations and lower its carbon footprint. It focusses Mumbai and Bengalurue for real time remote monitoring of
on improving energy efficiency, increasing the use of renewable electricity consumption at load level and providing actionable
energy and improving waste management to reduce the information for optimising energy usage.
carbon footprint.
yy Efficient HVAC
The Company has undertaken multiple specific initiatives to
Energy Saving sensors were installed in 2,308 Air Conditioning
improve the sustainability of its operations to address global
Systems in restaurants across the country, which saved more
environment issues including:
than 2% in unit electricity consumption.
yy Switching to HFC refrigerants with lower Global Warming
Potential (GWP) 1,500 inverter ACs were installed across restaurants which led
yy Increasing use of solar energy at our manufacturing locations to 15% saving in HVAC electricity consumption.
yy Installation of energy efficient lighting fixtures and HVAC
yy Use of electric bikes for food delivery operations yy Installation of energy efficient LED Lights in restaurants
Incandescent lights were replaced with LED lights in 1,185
Does the Company identify and assess potential restaurants which enabled upto 50% of savings in lighting
environmental risks? Y/N load at restaurants.
The Company intends to create a positive impact on the
environment through its business operations. This is reflected yy Reduced thermal paper consumption at Restaurants
from the initiatives incorporated by the Company on sustainable through replacement of one printed invoice with digital
environment practices across the value chain. invoice (SMS). The initiative which was rolled out across
all Domino’s restaurants during the fiscal year reduced the
The Company has undertaken stakeholder engagement and consumption of thermal rolls (i.e. paper) by approx. 40%.
materiality exercises to assess potential environmental risks.
The Company will continue to review and improve upon process
of integration of more resource efficient technologies and
Does the Company have any project related to Clean
opportunities for greening in the design and operations.
Development Mechanism? If so, provide details thereof, in
about 50 words or so. Also, if yes, whether any environmental
Are the Emissions/Waste generated by the Company within
compliance report is filed?
the permissible limits given by CPCB / SPCB for the financial
The Company has not registered any project related to the Clean
year being reported?
Development Mechanism.
Yes, the emissions and waste generated by the Company are within
the permissible limits as per CPCB / SPCB.
Has the Company undertaken any other initiatives on –
clean technology, energy efficiency, renewable energy, etc.
Number of show cause/ legal notices received from CPCB /
Y/N. If yes, please give hyperlink for web page etc.
SPCB which are pending (i.e. not resolved to satisfaction) as
The steps taken by the Company for utilising alternate sources of
on end of financial year.
energy include:
6 show cause notices were received by the Company during FY 2019.
yy Solar Energy use for electricity and water heating
793kW solar power plant was installed at the Supply Chain Principle 7: Businesses, when engaged in influencing public and
Centre in Greater Noida. This is in addition to the solar plants regulatory policy, should do so in a responsible manner.
installed at Nagpur, Mumbai and Kolkata bringing the total
installed solar capacity to 1,323 kW. Is your Company a member of any trade and chamber or
association? If Yes, Name only those major ones that your
Solar water heating plant was installed at the Nagpur business deals with:
Supply Chain Centre to meet the hot water requirements The Company is a member of the following associations:
of the facility which led to savings of approximately 35% in yy The Advertising Standards Council of India
electricity consumption. yy National Accreditation Board for Testing and
Calibration Laboratories
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
59
Board Report
Sr.
Category Description
No.
1 Swachh Bharat Swachh Rail Project
Abhiyan • The Company adopted five (5) railway stations (New Delhi Railway Station & Hazrat Nizamuddin Railway Station (Delhi),
Chhatrapati Shivaji Maharaj Terminus Railway Station (Mumbai), KSR City Railway Station (Bengaluru) and Gajraula Junction)
across the country to: (a) sensitise key stakeholders regarding cleanliness, (b) undertake renovation & beautification of station
through wall art in order to incentivise public to maintain cleanliness at the stations and (c) infrastructure upgradation in the
form of improved drinking water and sanitation facilities.
• During the Swachh Rail Project, more than 40,000 stakeholders (12,500 directly and 31,000 indirectly) including station
authorities, passengers, vendors/hawkers, porters, auto/taxi drivers and parking attendants were sensitised about cleanliness
through multiple interventions including capacity building workshops, street plays, walkathons, signature campaigns etc.
PET Bottle collection and recycling machines
• In order to increase awareness and as a step to curb plastic pollution, 30 PET bottle collection bins and 2 plastic crusher machines
were installed at Delhi, Bengaluru and Mumbai with each bin having an optimal holding capacity of 1,000 PET bottles. The
project will enable collection and crushing of more than 450 kg of plastic daily once it reaches steady state of operations.
Employee Volunteer led Swachhta Awareness
• Swachhta Hi Seva Campaign- 4,153 Employee Volunteers participated across 153 cities and contributed 10,522 person hours
towards the cleaning of public places (including 87 railway stations, 13 bus stations, 17 water bodies etc.) and promoted
awareness regarding cleanliness amongst communities. Moreover, 12 Lakh customers were also sensitised about waste
segregation under the initiative.
Street Food Vendor Training on Food Safety and Hygiene
• More than 1,000 Street food vendors across 16 cities across India were trained in best practices of food safety and hygiene
maintenance and also provided with the hygiene maintenance kit and 39 street food vendors in Ahmedabad were also
supported under the ‘Clean Street Food Hub’ initiative started by FSSAI.
2 Farmers • 828 farmers (with 3,382 cattle population) from Manchar and Shirur Talukas, situated close to Pune, trained on enhancing cattle
Development productivity through best dairy farming management practices in FY 2019. The program supported farmers through multiple
Programme interventions including:
• 50 loose housing systems
• Entire cattle population provided preventive healthcare support including vaccination (FMD, HS, BQ) and deworming also
• 6,000 kg quality mineral mixture provided as cattle feed supplement
• Approximately 1,800 artificial Insemination (AI) (both conventional and sorted semen) performed under the project leading to
total 224 calves born.
• Other interventions such as mastitis kit for detection of mastitis; early pregnancy diagnostic kit for timely pregnancy diagnosis,
infertility camps etc. were also supported through the project
• 286 demo fodder plots and 150 demo Silage units
• 50 each of biogas and Vermi-composting units
3 Road Safety • 20,000 college students across Delhi, Mumbai, Bengaluru, Kolkata were trained on road safety, first aid, safe transportation,
Programme emergency response and trauma management.
• Sensitisation and Awareness campaigns:
o Awareness drives and citizen sensitisation programs were conducted in collaboration with city traffic police in 37 cities
across states of Delhi, Uttar Pradesh, Uttarakhand, Madhya Pradesh, Maharashtra and Gujarat to promote the adoption of
road safety measures across various cities in India.
o Public awareness regarding road safety was also generated through online media.
4 Hunger Relief • Nutrition support provided to 1,045 children in shelter homes across Delhi - NCR and Bengaluru. 88,200 freshly cooked meals
Programme were distributed over the course of the project to ensure the continuous availability of nutritious food to the underprivileged
children.
5 Rural • Two primary schools, one in each Kayampur and Rampur Fatehpur Villages in Greater Noida were adopted and infrastructure
Development upgradation including establishment of library, renovation and repair work of school building along with the beautification of
walls was undertaken.
6 Inclusivity • 25 differently abled underprivileged youth were provided skill upgradation training in information technology, soft skills and
Programme orientation & mobility to make them overall more confident individuals to conduct their daily business and make them more
equipped to get employment. 60% students got placed with different organisations post the completion of training.
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
Have you taken steps to ensure that this community No. of cases
No. of cases filed in
development initiative is successfully adopted by the Category pending as on end
the last five years
of FY 2019
community? Please explain in 50 words, or so. Unfair trade practices 45 38
All the community development programs implemented by the Irresponsible Advertising 0 0
Company are developed by engaging the local community thereby Anti-competitive behaviour 0 0
ensuring ownership.
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Board Report
ANNEXURE E
[Pursuant to clause (o) of sub-section (3) of Section 134 of the Approved CSR Policy of the Company is uploaded
Companies Act, 2013 and Rule 9 of the Companies (Corporate on the Company’s website at the Web-link: http://
Social Responsibility Policy) Rules, 2014] www.jubilantfoodworks.com/investors/policies/
1. A brief outline of the Company’s CSR policy, including 2. The Composition of the Sustainability & Corporate
overview of projects or programs proposed to be Social Responsibility (’SCSR‘) Committee is as under:
undertaken and a reference to the web-link to the CSR Name of the Member(s) Category Designation
policy and projects or programs. Hari S. Bhartia Non-Executive Director Chairman
Shyam S. Bhartia Non-Executive Director Member
Corporate Social Responsibility (’CSR‘) is the commitment Aashti Bhartia Non-Executive Director Member
of businesses to contribute to Sustainable development. Arun Seth#1 Independent Director Member
The objective is to undertake socially impactful CSR Berjis Minoo Desai Independent Director Member
Shamit Bhartia Non-Executive Director Member
activities/programs promoting welfare and sustainable Phiroz Vandrevala#2 Independent Director Member
development of the community around the area of business Pratik R. Pota Executive Director Member
operations and other parts of the Country. The vision is to Ashwani Windlass#3 Independent Director Member
#1 Resigned as Director w.e.f. January 31, 2019.
follow global progression in the concept of Corporate Social
#2 On completion of tenure, ceased to be Director w.e.f. April 1, 2019.
Responsibility and its implementations by way of being #3 Appointed as Member w.e.f. April 1, 2019.
beneficial to our society.
3.
Average net profit of the Company for last three
The objectives of the CSR Policy laid down by the Company is
financial years:
to ensure that the:
` 18,958.16 Lakhs
yy CSR agenda is integrated with the business.
yy Focused efforts are made in the identified community 4. Prescribed CSR Expenditure (two per cent of the
development areas to achieve the expected outcomes. amount as in item 3 above):
yy Support in nation-building and bringing inclusive ` 379.16 Lakhs
growth through CSR programs.
5. Details of CSR spent during FY 2019:
JFL endeavours to focus its CSR activities in the areas of: (a) Total amount to be spent for the financial year: ` 380.19
1. Swachh Bharat Abhiyan Lakhs including administrative expense.
2. Farmer’s Development Programme (b) Amount unspent, if any: Nil
3. Hunger Relief Programme (c) Manner in which the amount spent during the financial
4. Road Safety Programme year is detailed below.
5. Inclusivity Programme
6. Rural Development
(1) (2) (3) (4) (5) (6) (7) (8)
Sr. CSR project or Sector in which Projects or Amount outlay Amount spent Cumulative Amount spent: Direct or
No. activity identified the Project is programs (budget) on the projects expenditure through implementing
covered (1) Local area or project or or programs upto March agency* (IA)
other (2) Specify programmes- for FY 2019 31, 2019 (` in lakhs)
the State and wise for Sub-heads: (` in lakhs)
district where FY 2019 (1) Direct
projects or (` in lakhs) expenditure
programs was on projects or
undertaken programs
(2) Overheads
(` in lakhs)
1 Swachh Bharat Pt. (i) of PAN India with 184.16 186.65 186.65 Amount spent directly by
Abhiyan Schedule VII- a focus on the Company: 119.71
Health-care & Delhi, Mumbai, Amount spent through IA-
Sanitation Bengaluru 1. Arts Alive Foundation:
63.19
2. Jubilant Bhartia
Foundation: 3.75
2 Samriddhi- Pt. (iv) of Manchar and 100.00 97.52 97.52 Amount spent through
Integrated rural Schedule VII- Shirur talukas, IA- BISLD (BAIF Institute for
livelihood and Ensuring animal District – Pune, Sustainable Livelihoods &
sustainable welfare Maharashtra Development): 91.95
sourcing: Farmer’s Amount Spent Directly by
development Company: 5.57
program
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
6. In case the Company has failed to spend the two per cent of the average net profit of the last three financial years or
any part thereof, the Company shall provide the reasons for not spending the amount in its Board report.
Not Applicable
7. A responsibility statement of the SCSR Committee that the implementation and monitoring of CSR Policy, is in
compliance with CSR objectives and Policy of the Company
We hereby affirm that the CSR Policy, as approved by the Board, has been implemented and the SCSR Committee monitors the
implementation of CSR activities and programs in compliance with our CSR objectives.
Sd/- Sd/-
Pratik R. Pota Hari S. Bhartia
CEO and Wholetime Director Chairperson, SCSR Committee
DIN: 00751178 DIN: 00010499
Place: Noida
Date: May 15, 2019
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Corporate Governance Report
ANNEXURE F
The highlights of the Company’s Corporate Governance regime are: The Company has a professional Board with right mix of knowledge,
skills and expertise in diverse areas with an optimum combination
yy The Company believes that an active, well-informed and of Executive and Non-Executive Directors including Independent
independent Board is necessary to ensure high standards Directors and Women Director. Besides having financial literacy,
of Corporate Governance. The Company has optimum vast experience, leadership qualities and the ability to think
combination of Executive and Non-Executive Directors strategically, the Directors are committed to ensure highest
including Women Director. standards of corporate governance.
yy Timely, transparent and regular disclosures. Board Composition and categories of Directors, their number of
Directorships, Memberships/Chairmanship of the Committees
yy Regular communication with members, including e-mailing
as on March 31, 2019, attendance of each Director at the Board
of financial results, press releases, annual report etc.
Meetings of the Company held during FY 2019 and at the last
Annual General Meeting (‘AGM‘) of the Company alongwith Equity
Share holding of each Director as at March 31, 2019 is given below:-
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
To facilitate participation of Directors in the Board/Committee meetings, Video/tele conferencing facilities are also offered to Directors
travelling/residing at other locations.
Directorships in other listed entities – Names of other listed entities excluding the Company where Directors of the Company are
Directors and the category of Directorship as on March 31, 2019 are given below:
Name of listed entity in which the Company’s
Name of the Director Category of Directorship
Director is a Director
Shyam S. Bhartia Jubilant Life Sciences Limited Non-Executive Director and Promoter
Chambal Fertilisers and Chemicals Limited Non-Executive Non-Independent Director
Hari S. Bhartia Jubilant Life Sciences Limited Executive Director and Promoter
Shriram Pistons and Rings Limited Non-Executive Non-Independent Director
Ashwani Windlass Hindustan Media Ventures Limited Non-Executive Independent Director
Max Financial Services Limited Non- Executive Non-Independent Director
Max India Limited Non-Executive Non-Independent Director
Vodafone Idea Limited Non-Executive Independent Director
Berjis Minoo Desai Deepak Fertilisers and Petrochemicals Corporation Ltd. Non-Executive Independent Director
Praj Industries Limited Non-Executive Independent Director
The Great Eastern Shipping Company Limited Non-Executive Independent Director
Man Infraconstruction Limited Non-Executive Independent Director
Edelweiss Financial Services Limited Non-Executive Independent Director
Shamit Bhartia Hindustan Media Ventures Limited Executive Director
HT Media Limited Non- Executive Non-Independent Director
Jubilant Industries Limited Non- Executive Non-Independent Director
Vishal Marwaha ISGEC Heavy Engineering Limited Non-Executive Independent Director
Vikram Singh Mehta HT Media Limited Non-Executive Independent Director
Colgate-Palmolive (India) Limited Non-Executive Independent Director
Apollo Tyres Limited Non-Executive Independent Director
Mahindra & Mahindra Limited Non-Executive Independent Director
Larsen and Toubro Limited Non-Executive Independent Director
Note: Mr. Pratik R. Pota, Ms. Aashti Bhartia, Mr. Abhay Prabhakar Havaldar and Mr. Phiroz Vandrevala doesn’t hold directorship in other listed entities except Jubilant FoodWorks
Limited as on March 31, 2019.
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Corporate Governance Report
of the meetings. In exceptional circumstances, additional or reviewing and guiding corporate strategy, annual budgets and
supplementary item(s) are taken up with permission of Board/ business plans, setting performance objectives, monitoring
Committee members as the case may be. With a view to implementation and corporate performance and overseeing
leverage technology and with the perspective of environmental major capital expenditures, ensuring integrity of the Company’s
preservation, notice, agenda papers/presentations and minutes accounting and financial reporting system, financial and operating
are generally circulated in electronic form thereby ensuring high controls, compliance with applicable laws, appointment and
standards of security and confidentiality. removal of Directors and Key Managerial Personnel, monitoring
and reviewing board of director’s evaluation framework.
KEY FUNCTIONS OF THE BOARD
The Board performs various statutory and other functions for
managing the affairs of the Company. The key functions include
Leadership and Management skills Strong leadership & management experience, Business Development, Strategic thinking & vision, decision-
making, entrepreneurial skills to evaluate risks and rewards and perform advisory role
Industry knowledge and experience Knowledge and experience in Food Service Industry, FMCG or Retail, information technology & digital, major
risks/threats and potential opportunities in the industry and customer insight
Governance including Legal Compliance Experience in high governance standard with an understanding of changing regulatory framework, Knowledge
of the Rules and Regulations applicable to the Company, Undertaking rights of shareholders and obligations
of the Management
Financial Skills Financial acumen, knowledge of Accounting and Auditing Standards, tax matters
Behavioural skills attributes and Personal characteristics such as integrity, accountability, attributes and competencies to use their knowledge
competencies and skills to contribute effectively to the growth of the Company
The profiles of our Directors are available on our website at http:// had confirmed that there were no material reasons for their
www.jubilantfoodworks.com/investors/corporate-governance/. resignation other than those mentioned above. The Company is
in process of identifying and appointing a Women Independent
INDEPENDENT DIRECTORS Director. Further, on completion of tenure, Mr. Phiroz Vandrevala
The Independent Directors of the Company have been appointed and Mr. Vishal Marwaha, Independent Directors ceased to be the
in compliance with the requirements of the Act and Listing Directors of the Company w.e.f. April 1, 2019.
Regulations. The Company has issued letter of appointment to
all the Independent Directors and terms and conditions thereof FAMILIARIZATION PROGRAMS FOR
have been disclosed on the website of the Company (Web link: INDEPENDENT DIRECTORS
http://www.jubilantfoodworks.com/investors/corporate-governance/). The Company conducts Familiarization Programs for its
At time of appointment and thereafter at beginning of each Independent Directors to familiarise them with regard to their
financial year, the Independent Directors submit a self-declaration roles, rights, responsibilities in the Company, nature of industry,
confirming their independence and compliance with eligibility Company’s strategy, Organization Structure, business model,
criteria mentioned under the Act and Listing Regulations. Based on performance updates of the Company, risks management, code
the disclosures received from all the Independent Directors, the of conduct and policies of the Company etc. The Familiarization
Board is of the opinion that, all the Independent Directors fulfill Program has been disclosed on the website of the Company (Web
the conditions specified in the Act and Listing Regulations and are link: http://www.jubilantfoodworks.com/investors/policies/).
independent of the management.
COMMITTEES OF THE BOARD
During the year, Mr. Arun Seth and Ms. Ramni Nirula, Independent
The Board has constituted several Committees of Directors
Directors resigned from the directorship of the Company
with adequate delegation of powers to focus effectively on
w.e.f. January 31, 2019 and March 30, 2019 respectively due to
the issues and ensure expedient resolution of diverse matters.
pre-occupation and personal commitments. Both the Directors
Each Committee has specific terms of reference setting forth the
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
purpose, role and responsibilities of the Committee. Further, the to and oversee audit functions, review Company’s financial
Company Secretary of the Company acts as the Secretary to the performance, appointment/reappointment and interaction
Committees. All recommendations of the Committees are placed with Auditors, compliance with Accounting Standards, review
before the Board for approval or information, if required. During the and approval of related party transactions, review of internal
financial year ended March 31, 2019, all the recommendations of/ control systems, review the functioning of Whistle-Blower
submissions by the Committees which were mandatorily required, Mechanism, review of compliance of SEBI (Prohibition of
were accepted by the Board. The Minutes of meetings of all the Insider Trading) Regulations, 2015 and all other matters
Committees of the Board are placed at the next Board meeting for specified under the Act, Listing Regulations or any other role
noting. The Committees of the Board are:- as may be prescribed by law from time to time.
- Audit Committee
The members of the Audit Committee are financially literate
- Nomination, Remuneration and Compensation Committee
and the Chairperson of the Audit Committee has accounting
- Stakeholders Relationship Committee
and financial management expertise. Senior Management
- Sustainability and Corporate Social Responsibility Committee
Personnel including Chief Executive Officer and Chief
- Regulatory and Finance Committee
Financial Officer, Statutory Auditors, Internal Auditors and
- Risk Management Committee (constituted w.e.f. April 1, 2019)
other financial experts are invitees to the Audit Committee
- Capital Issue Committee (dissolved w.e.f. March 29, 2019)
Meetings. The Board in its meeting held on March 29, 2019
reconstituted the Audit Committee w.e.f. April 1, 2019.
Board Committees and its Composition has been disclosed on the
website of the Company (Web link: http://www.jubilantfoodworks.
During FY 2019, seven (7) Audit Committee Meetings were
com/investors/corporate-governance/).
held on May 4, 2018; May 8, 2018; July 25, 2018; October 24,
2018; November 27, 2018; January 30, 2019 and March 29,
(i) Audit Committee
2019. The Company held minimum of one Audit Committee
The Audit Committee is primarily responsible for accurate
Meeting in each quarter and maximum gap between
financial reporting and strong internal controls. Terms of
two consecutive meetings did not exceed one hundred &
Reference of Audit Committee, inter-alia, is to provide direction
twenty (120) days.
Composition of the Audit Committee alongwith number of meetings & attendance details are mentioned below:-
Meetings
Name of the Member(s) Category Designation
Held during tenure Attended
Vishal Marwaha#1 Independent Director Chairman 7 7
Arun Seth#2 Independent Director Member 6 6
Ramni Nirula#3 Independent Director Member 7 7
Shamit Bhartia Non-Executive Director Member 7 5
Ashwani Windlass Independent Director Chairman (w.e.f. April 1, 2019) N.A. N.A.
Vikram Singh Mehta Independent Director Member (w.e.f. April 1, 2019) N.A. N.A.
Abhay Prabhakar Havaldar Independent Director Member (w.e.f. April 1, 2019) N.A. N.A.
#1 On completion of tenure, ceased to be Director w.e.f. April 1, 2019.
#2 Resigned as Director w.e.f. January 31, 2019.
#3 Resigned as Director w.e.f. March 30, 2019.
(ii)
Nomination, Remuneration and Compensation
Board, Board Diversity, administration of Employees Stock
Committee
Option Schemes of the Company and all other matters
The Terms of Reference of Nomination, Remuneration and
specified under the Act, Listing Regulations or any other role
Compensation Committee (‘NRC Committee‘) inter-alia,
as may be prescribed by law from time to time.
includes setting criteria for appointment/removal of
Directors/Senior Management including Key Managerial
During FY 2019, Seven (7) NRC Committee Meetings were held
Personnel ('KMP') and other employees of the Company,
on April 10, 2018; May 8, 2018; June 23, 2018; July 25, 2018;
recommending Appointment & Remuneration Policy to the
October 24, 2018; January 30, 2019 and March 29, 2019.
Board, recommend to the Board all remuneration payable
Further, three (3) circular resolutions were also passed
to Wholetime Driector and Senior Management Personnel
on May 21, 2018; September 25, 2018 and March 3, 2019.
including KMP, performance evaluation of Directors and the
The Board in its meeting held on March 29, 2019 reconstituted
the NRC Committee w.e.f. April 1, 2019.
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Corporate Governance Report
Composition of the NRC Committee alongwith number of meetings & attendance details are mentioned below:
Meetings
Name of the Director(s) Category Designation
Held during tenure Attended
Arun Seth#1 Independent Director Chairman 6 6@
Shyam S. Bhartia Non-Executive Director Member 7 6
Hari S. Bhartia Non-Executive Director Member 7 7@
Berjis Minoo Desai Independent Director Member 7 5@
Ramni Nirula#2 Independent Director Member 7 6
Vishal Marwaha#3 Independent Director Member 7 7
Abhay Prabhakar Havaldar Independent Director Chairman (w.e.f. April 1, 2019) N.A. N.A.
Vikram Singh Mehta Independent Director Member (w.e.f. April 1, 2019) N.A. N.A.
#1 Resigned as Director w.e.f. January 31, 2019.
#2 Resigned as Director w.e.f. March 30, 2019.
#3 On completion of tenure, ceased to be Director w.e.f. April 1, 2019.
@ Attended one meeting through audio conferencing.
Performance Evaluation and its Criteria Personnel. NRC Committee and the Board carry out evaluation
Pursuant to the provisions of the Act, Listing Regulations of the individual Directors.
and Performance Evaluation Policy, the Board has carried
out annual evaluation of its performance, its committee(s), Meeting of Independent Directors without the attendance
Chairperson and of each Director. A structured questionnaire of Non-Independent Directors and members of the
was prepared and circulated to the Directors for each of management of the Company was held on January 30, 2019.
the evaluation. The Independent Directors, inter-alia, evaluated performance
of Non-Independent Directors, the Chairperson of
Performance of the Board was evaluated by each Director on the Company and the Board as a whole for FY 2019.
the parameters such as its roles and responsibilities, business They also assessed the quality, content and timeliness of
risks, contribution to the development of strategy and effective flow of information between the Management and the Board
risk management, understanding of operational programmes, that is necessary for the Board to effectively and reasonably
availability of quality information in a timely manner etc. perform its duties.
Board Committees were evaluated by the respective Outcome of the evaluation was submitted to the Chairman
Committee members on the parameters such as its role and of the Company. The Directors discussed and expressed their
responsibilities, effectiveness of the Committee vis-a-vis satisfaction with the entire evaluation process.
assigned role, appropriateness of Committee composition,
timely receipt of information by the Committee, knowledge (iii) Stakeholders Relationship Committee
updation by the Committee members, effectiveness of The Terms of Reference of Stakeholders Relationship
communication by the Committee with the Board, Senior Committee (‘SRC Committee‘), inter-alia, includes considering
Management and Key Managerial Personnel etc. and resolving the grievances of security holders of the
Company and handling transfer/ transmission of shares,
Performance of the Chairperson was evaluated by split/ consolidation/ sub-division of share certificates,
the Independent Directors on the parameters such as issue of duplicate share certificates & dematerialisation/
demonstration of effective leadership, contribution to the rematerialisation requests, review of measures taken for
Board’s work, communication with the Board, use of time and reducing the quantum of unclaimed dividend and timely
overall efficiency of Board Meetings, quality of discussions at receipt of dividend warrants, annual reports, adherence of
the Board Meetings, process for settling Board Agenda etc. service standards in respect of various services rendered by
Company’s Registrar and Transfer Agent and all other matters
Directors were also evaluated individually by all other Directors specified under the Act, Listing Regulations or any other role
(except the Director himself ) on the parameters such as his/ as may be prescribed by law from time to time.
her preparedness at the Board Meetings, devotion of time and
efforts to understand the Company and its business, quality of During FY 2019, four (4) SRC Committee meetings were
contribution at the Board Meetings, application of knowledge held on May 8, 2018; July 25, 2018; October 24, 2018 and
and experience while considering the strategy, effectiveness January 30, 2019. The Board in its meeting held on March 29,
of follow-up in the areas of concern, communication with 2019 reconstituted the SRC Committee w.e.f. April 1, 2019.
Board Members, Senior Management and Key Managerial
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
Composition of the SRC Committee alongwith number of meetings & attendance details are mentioned below:
Meetings
Name of the Member(s) Category Designation
Held during tenure Attended
Ramni Nirula#1 Independent Director Chairperson 4 4
Arun Seth#2 Independent Director Member 4 4
Pratik R. Pota Executive Director Member 4 4
Vikram Singh Mehta Independent Director Chairman (w.e.f. April 1, 2019) N.A. N.A.
Aashti Bhartia Non-Executive Director Member (w.e.f. April 1, 2019) N.A. N.A.
#1.Resigned as Director w.e.f. March 30, 2019.
#2 Resigned as Director w.e.f. January 31, 2019.
The status of shareholder's complaint(s) received during The Company welcomes all the members to communicate
FY 2019, is mentioned below:- with the Company as per the above details or through
the Company’s Registrar and Share Transfer Agent, whose
Received (in Nos.) Resolved (in Nos.) Pending at the end
particulars are given later in this report.
1 1 0
Meetings
Name of the Member(s) Category Designation Held during
Attended
tenure
Hari S. Bhartia Non-Executive Director Chairman 3 3
Shyam S. Bhartia Non-Executive Director Member 3 3
Aashti Bhartia Non-Executive Director Member 3 2
Arun Seth#1 Independent Director Member 3 3
Berjis Minoo Desai Independent Director Member 3 2
Shamit Bhartia Non-Executive Director Member 3 2
Phiroz Vandrevala#2 Independent Director Member 3 3
Pratik R. Pota Executive Director Member 3 3
Ashwani Windlass Independent Director Member (w.e.f. April 1, 2019) N.A. N.A.
#1 Resigned as Director w.e.f. January 31, 2019.
#2 On completion of tenure, ceased to be Director w.e.f. April 1, 2019.
(v) Regulatory and Finance Committee nomination under Factories Act, 1948 and other statutory
The Terms of Reference of Regulatory and Finance enactments as may be applicable to the Company.
Committee (‘RAFC Committee‘) inter-alia, includes investing
temporary surplus funds, availing cash management services During FY 2019, four (4) RAFC Committee Meetings were
or financial assistance from Banks and other Institutions, held on May 08, 2018; July 25, 2018; October 24, 2018 and
opening and closing of bank accounts and other banking January 30, 2019. Further, one (1) circular resolution was also
related operations, authorising persons for obtaining passed on December 7, 2018.
various licences, execution & registration of agreements and
69
Corporate Governance Report
Composition of the RAFC Committee alongwith number of meetings & attendance details are mentioned below:
Meetings
Name of the Member(s) Category Designation
Held during tenure Attended
Shyam S. Bhartia Non-Executive Director Chairman 4 4
Hari S. Bhartia Non-Executive Director Member 4 4
Pratik R. Pota Executive Director Member 4 4
Composition of the CI Committee alongwith number of meetings & attendance details are mentioned below:
Meetings
Name of the Member(s) Category Designation
Held during tenure Attended
Shyam S. Bhartia Non-Executive Director Chairman 1 1
Hari S. Bhartia Non-Executive Director Member 1 1
Pratik R. Pota Executive Director Member 1 1
Vishal Marwaha Independent Director Member 1 1
The CI Committee was dissolved by the Board with effect from a) Remuneration to Wholetime Director – The details of
March 29, 2019. remuneration paid to Mr. Pratik R. Pota, CEO and Wholetime
Director of the Company during FY 2019 is mentioned below:-
(vii) Risk Management Committee (` in lakhs)
In line with the provisions of Regulation 21 of the Listing Salary and Performance Contribution to
Perquisites Total
Regulations, the Risk Management Committee (‘RM Allowances Linked Incentive Provident Fund
Committee‘) was constituted by the Board of the Company on 213.61 151.60 - 12.47 377.68
March 29, 2019 with effect from April 1, 2019. Hence, details of Note:- The value of performance linked incentive considered above is on paid
meetings held during the year are not applicable. basis. The payment of incentive is linked with the actual performance of the
parameters as defined in the Variable Pay Plan.
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Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
Sustainability and Corporate Social Responsibility Committee Options granted under ESOP 2011 and ESOP 2016 before
is ` 15,000/- per meeting and for Independent Directors June 23, 2018 (being record date for Bonus shares) are
meeting is ` 25,000/- per meeting. entitled to one Bonus share on exercise of one stock
option under the respective ESOP Scheme.
Details of remuneration of the Non-Executive Directors for
FY 2019 is mentioned below:
(` in lakhs) Codes and Policies
Sr. Sitting Commission* a) Appointment & Remuneration Policy
Name of Director
No. Fees* payable The Company has a Policy on appointment and remuneration
1. Shyam S. Bhartia#1 - - of Directors, Key Managerial Personnel (‘KMP‘) and Senior
2. Hari S. Bhartia 5.45 10.00 Management/other employees of the Company. This Policy
3. Aashti Bhartia 2.80 10.00
aims to ensure that the persons appointed as Directors, KMP
4. Abhay Prabhakar Havaldar#2 1.75 6.82
and Senior Management possess requisite qualifications,
5. Arun Seth#3 6.80 8.36
experience, expertise and attributes commensurate to their
6. Ashwani Windlass#2 1.75 6.82
7. Berjis Minoo Desai 4.30 10.00 positions and level and that the composition of remuneration
8. Phiroz Vandrevala 3.20 10.00 to such persons is fair and reasonable and sufficient to
9. Ramni Nirula#4 7.10 10.00 attract, retain and motivate the personnel to manage
10. Shamit Bhartia 3.55 10.00 the Company successfully. The Policy contains, inter-alia,
11. Vikram Singh Mehta#5 0.50 1.59 provisions pertaining to qualification, attributes and process
12. Vishal Marwaha 7.00 10.00 of their appointment and removal as well as components of
* Excludes GST on Sitting fee and Commission. remuneration. The Board in its meeting held on January 30,
#1 Mr. Shyam S. Bhartia has opted not to take the sitting fee and commission. 2019 modified the Policy effective April 1, 2019. Key changes
#2 Appointed w.e.f. July 25, 2018.
made in the Policy pertains to process for appointment and
#3 Resigned as Director w.e.f. January 31, 2019.
#4 Resigned as Director w.e.f. March 30, 2019. removal of Senior Management Personnel, remuneration
#5 Appointed w.e.f. February 1, 2019. Sitting Fee as above paid in April, 2019. (including appraisals) of Senior Management Personnel and
KMPs designated as Senior Management Personnel. The Policy
Other than holding shares/options, remuneration as indicated is disclosed on the website of the Company (Web link: http://
above and reimbursement of expenses incurred for attending www.jubilantfoodworks.com/investors/policies/).
the meetings of the Company, the Non-Executive Directors
b) Corporate Social Responsibility Policy
did not have any pecuniary relationship or transactions with
The Company has a Policy on Corporate Social Responsibility
the Company during the year.
which outlines the Company’s philosophy and responsibility
and lays down the guidelines and mechanism for undertaking
c)
Details of Stock Options held by Directors as
socially impactful activities or programmes towards welfare
on March 31, 2019
and sustainable development of the community around the
i.
Employees Stock Option Plan, 2007: No options area of its operations and other parts of the country. The Policy
outstanding. strives towards welfare and sustainable development of the
different segments of the community, specifically the deprived
ii. JFL Employees Stock Option Scheme, 2011 (ESOP 2011):
and underprivileged segment. The Board in its meeting held
No. of No. of No. of No. of
Name of the on October 24, 2018 modified the Policy majorly relating
options options options options
Director
granted exercised lapsed outstanding to the process for approval of CSR Activities. The Policy is
Pratik R. Pota 51,514 - - 51,514 disclosed on the website of the Company (Web link: http://
www.jubilantfoodworks.com/investors/policies/).
Subject to fulfillment of all pre-vesting conditions, the
options shall vest over a period of three (3) years and c) Code of Conduct for Directors and Senior Management
shall be exercisable within seven (7) years from first The Company has formulated and implemented a Code of
vesting date. Each option is equivalent to one (1) equity Conduct for the Board Members and Senior Management
share of ` 10/- each. Personnel of the Company. During the year, Board modified
the Code in its meeting held on January 30, 2019 (effective
iii. JFL Employees Stock Option Scheme, 2016 (ESOP 2016):
from April 1, 2019). The Code is disclosed on the website of
No. of No. of No. of
No. of options the Company (Web link: http://www.jubilantfoodworks.com/
Name of Director options options options
outstanding
granted exercised lapsed investors/policies/).
Pratik R. Pota 21,145 - - 21,145
All Board Members and Senior Management Personnel have
Subject to fulfillment of all pre-vesting conditions, affirmed compliance with the Code. The declaration to this
the options have cliff vesting and the vesting period effect signed by CEO and Wholetime Director is attached as
is determined by the Nomination, Remuneration and ‘Annexure I’ forming integral part of this report.
Compensation Committee (NRC Committee) subject to
d) Code of Conduct for Prevention of Insider Trading
maximum period of five (5) years. The exercise period
The Company has adopted a Code of Conduct for Prevention
for the options is determined by the NRC Committee
of Insider Trading with a view to regulate trading in securities
subject to maximum period of five (5) years from vesting
of the Company by the Designated Persons. During the year,
date. Each option is equivalent to one (1) equity share
Board modified the Code in its meeting held on March 29,
of ` 10/- each.
2019 (effective from April 1, 2019) to align the same with
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Corporate Governance Report
the amendment in SEBI (Prohibition of Insider Trading) The Company has provided adequate safeguards against
Regulations, 2015. victimisation of employees and Directors who express their
concerns. During the year, no Director or employee of the
e) Code of Practices and Procedure for Fair Disclosure of
Company was denied access to the Chairperson of the Audit
Unpublished Price Sensitive Information
Committee. The Audit Committee periodically reviews the
The Company has a Code of Practices and Procedure for
functioning of the Policy and Ombudsman process.
Fair Disclosure of Unpublished Price Sensitive Information.
During the year, Board modified the Code in its meeting
h) Policy on Material Subsidiaries
held on March 29, 2019 (effective from April 01, 2019) to
The Company has in place a Policy for determining material
align the same with the amendment in SEBI (Prohibition of
subsidiaries. During the year, Board modified the Policy in
Insider Trading) Regulations, 2015. The Code also includes
its meeting held on January 30, 2019 (effective from April 1,
Policy for determination of ‘legitimate purpose’. The Policy is
2019). The Policy is disclosed on Company’s website (Web link:
disclosed on the website of the Company (Web link: http://
http://www.jubilantfoodworks.com/investors/policies/).
www.jubilantfoodworks.com/investors/policies/).
As on March 31, 2019, the Company do not have any material
f) Policy on Leak/Suspected Leak of Unpublished Price unlisted Indian subsidiary Company.
Sensitive Information
i) Policy on dealing with Related Party Transactions
In view of amendment in SEBI (Prohibition of Insider Trading)
The Company has in place a policy on dealing with Related
Regulations, 2015, the Board in its meeting held on March 29,
Party Transactions. During the year, Board modified the Policy
2019 adopted Policy and procedure for inquiry in case of leak
in its meeting held on January 30, 2019 (effective from April 01,
or suspected leak of Unpublished Price Sensitive Information
2019). The Policy is disclosed on Company’s website (Web link:
(UPSI) effective April 1, 2019. The Policy aims to provide a
http://www.jubilantfoodworks.com/investors/policies/).
framework for inquiry in case of leak or suspected leak of UPSI.
Resolutions passed through Postal Ballot b) Details of Non-Compliances – During last three (3) years,
During the year, no special resolution was passed through postal there were no strictures or penalties imposed on the
ballot. Further, no special resolution is proposed to be passed Company either by the Stock Exchanges or SEBI or any other
through postal ballot. statutory authority for non-compliance of any matter related
to capital markets.
Disclosures:
c) Disclosure of commodity price risk or Foreign exchange
a) Related Party Transactions - The Company has not entered
risk and commodity hedging activities – The Company
into any materially significant transactions with the related
is exposed to risk of price fluctuation in few raw materials/
parties that may have potential conflict with the interests of
commodities being used by the Company to manufacture its
the Company at large. Transactions with related parties as per
food products. However, there is a limited price risk attached
Indian Accounting Standard 24 have been disclosed in the
to these as the commodity linked raw materials form only a
Notes forming part of the Standalone Financial Statements.
part of the value added products that we source.
72
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
73
Corporate Governance Report
Listing on Stock Exchanges: The Company has paid the listing fees for the Financial Year 2019-20
Name and address of Stock Exchanges Stock Code/Symbol to the Stock Exchanges where the shares of Company are listed.
BSE Limited 533155
Phiroze Jeejeebhoy Towers, Dalal Street, ISIN Number: INE797F01012
Mumbai – 400001
National Stock Exchange of India Limited JUBLFOOD
Exchange Plaza, Bandra-Kurla Complex,
Bandra (E), Mumbai – 400051
Market Price Data & Share Price Performance: Monthly High & Low during each month of FY 2019 on BSE and NSE is mentioned below:
BSE NSE
Month
High (`) Low (`) High (`) Low (`)
April 2018 2,566.40 2,297.15 2,565.85 2,296.45
May 2018 2,748.00 2,381.80 2,750.00 2,381.55
June 2018* 2,815.00 1,352.20 2,817.90 1,350.70
July 2018 1,494.95 1,351.80 1,499.00 1,348.40
August 2018 1,575.00 1,383.00 1,578.00 1,382.60
September 2018 1,557.45 1,133.00 1,558.00 1,132.40
October 2018 1,300.05 982.00 1,293.60 977.00
November 2018 1,265.00 1,037.40 1,272.65 1,036.65
December 2018 1,375.60 1,146.60 1,376.00 1,146.00
January 2019 1,275.90 1,160.00 1,276.20 1,160.00
February 2019 1,401.75 1,235.65 1,402.90 1,205.40
March 2019 1,468.30 1,262.00 1,470.00 1,261.25
Source: website of BSE and NSE respectively.
*adjustment in share price mainly due to issuance of Bonus shares by the Company in ratio 1:1.
120
100
80
60
40
20
0
Apr-18 May-18 Jun-18 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19
The chart have share prices and indices indexed to 100 as on Link Intime India Private Limited
Monday, April 2, 2018. Closing value of Jubilant FoodWorks share Noble Heights, 1st Floor, Plot No. NH 2, C-1 Block LSC,
price vs BSE Sensex on the last trading day of the month. Near Savitri Market, Janakpuri,
New Delhi - 110 058
Registrar and Share Transfer Agent:
Tel: +91 011 41410592/93/94
M/s. Link Intime India Private Limited is the Registrar and Share
Fax: +91 011 41410591
Transfer Agent of the Company, to whom communications
Email- [email protected]
regarding change of address, transfer of shares, change of mandate
etc. can be addressed by the members holding shares in the
Detailed list of Link Intime Offices is available at their website
physical mode, as per the details mentioned below:
(www.linkintime.co.in).
74
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
Share Transfer System half yearly certificate to the effect that all certificates have been
issued within thirty (30) days of the date of lodgment of the
The Company’s shares are traded in the Stock Exchanges
transfer, sub-division, consolidation and renewal as required under
compulsorily in dematerialised mode. Physical Shares which are
Regulation 40(9) of the Listing Regulations and files a copy of the
lodged with the RTA and /or Company for transfer are processed
said certificate with the Stock Exchanges.
and returned to the members duly transferred within the time
stipulated under Listing Regulations, subject to documents being As per Listing Regulations, securities of listed companies can only
found valid and complete in all respects. The dematerialized shares be transferred in dematerialised form with effect from April 1, 2019
are transferred directly to the beneficiaries by the depositories. except in case of transmission or transposition of securities.
The Company obtains from a Company Secretary in practice,
Dematerialization of Shares and Liquidity Hence, the Company urges all the members to encash/claim their
As on March 31, 2019, all equity shares of the Company were held respective dividend of previous years. The details of the unpaid/
in dematerialized form except 318 equity shares which were in unclaimed dividend lying with the Company are available on the
physical form. The Equity shares are frequently traded on BSE Ltd. website of the Company (Web link: http://www.jubilantfoodworks.
and National Stock Exchange of India Ltd. and are in the category of com/investors/investor-support/).
Group A scrips on the BSE Ltd.
During the year, the Company has not transferred any amount to
Transfer of Unclaimed Dividend to Investor Education and Investor Education Protection Fund (IEPF) which was outstanding
Protection Fund (IEPF) for seven consecutive years. Further, disclosures pertaining to
Section 124 of the Act mandates the Company to transfer entire demat suspense account/unclaimed suspense account are not
amount of dividend which has not been paid or claimed within applicable on the Company.
thirty (30) days from the declaration date to an Unpaid Dividend
Account and if, such amount remains unclaimed for a period of Outstanding GDRs/ ADRs/ Warrants or any Convertible
seven (7) years, then required to be transferred to IEPF. instruments, conversion date and likely impact on equity
As on March 31, 2019, no FCCBs/ GDRs/ ADRs/ Warrants or
convertible instruments were outstanding.
75
Corporate Governance Report
ANNEXURE – I
DECLARATION ON CODE OF CONDUCT
It is hereby declared that all Board Members and Senior Management Personnel of the Company have affirmed compliance with the Code
of Conduct for the year ended March 31, 2019.
Sd/-
Pratik R. Pota
Place: Noida CEO and Wholetime Director
Date: May 15, 2019 DIN: 00751178
76
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
ANNEXURE – II
3. TYPES OF DIVIDEND
6. FACTORS GOVERNING DECLARATION OF DIVIDEND
The Act deals with two types of dividend - Interim and Final.
The decision regarding dividend pay-out is a crucial decision
as it determines the amount of profit to be distributed among
a) Interim Dividend
shareholders and amount of profit to be retained in business.
Interim dividend is the dividend declared by the Board
between two Annual General Meetings as and when
The circumstances for dividend pay-out decision depends on
considered appropriate. The Board shall have the absolute
various external and internal factors:
power to declare interim dividend during the financial
year, as and when deemed fit. The Act authorises the Board
yy External Factors:
to declare interim dividend during any financial year out
of the profits for the financial year in which the dividend is The Board shall consider various external factors while
sought to be declared and / or out of the surplus in the profit declaring dividend including the following:
and loss account.
o Economic Scenario - The Board shall endeavour
to retain a larger portion of profits to build up
Normally, the Board could consider declaring an interim
reserves, in case of adverse economic scenario.
dividend after finalisation of quarterly (or half yearly)
financial statements. o Competitive/Market Scenario - The Board
shall evaluate the market trends in terms of
b) Final Dividend technological changes mandating investments,
Final dividend is recommended for the financial year at competition impacting profits, etc., which may
the time of approval of the Annual Financial Statements. require the Company to conserve resources.
The Board shall have the power to recommend final dividend
to the shareholders for their approval at the Annual General o Regulatory Restrictions/Obligations - In order to
Meeting of the Company. ensure compliance with the applicable laws, the
Board shall consider the restrictions, if any, imposed
4. DECLARATION OF DIVIDEND by the Act and other applicable laws with regard to
Subject to the provisions of the Act, dividend shall be declared declaration of dividend.
and paid out of:
Statutory obligations under the Companies
a) Profits of the Company for the year for which the dividend
Act, 2013 to transfer a certain portion of profits
is to be paid after setting off carried over previous losses
to any specific reserve such as Debenture
and depreciation not provided in the previous year(s);
Redemption Reserve, Capital Redemption Reserve,
b) Undistributed profits of the previous financial years after etc. may impact the decision with regard to
providing for depreciation in accordance with law and dividend declaration.
remaining undistributed.
77
Corporate Governance Report
Dividend distribution tax or any tax deduction parameters for the country in general and the Company in
at source as required by tax regulations in particular shall also be considered.
India, applicable at the time of declaration of
dividend may impact the decision with regard to Taking into consideration the aforementioned factors, the
dividend declaration. Board shall endeavor to maintain a dividend pay-out.
7.
FINANCIAL PARAMETERS FOR DECLARING 11. EFFECTIVE DATE
DIVIDEND This Policy shall be effective and applicable for dividend, if
The Company is committed to deliver sustainable value any, declared for the Financial Year 2016-17 and onwards.
to its stakeholders. The Company shall strive to distribute
an optimal and appropriate level of the profits among the 12. REVIEW / AMENDMENT
shareholders in the form of dividend. The Board may amend, abrogate, modify or revise any or all
provisions of this Policy. However, amendments in the Act
To keep investment attractive and to ensure capital or in the Listing Regulations shall be binding even if not
appreciation for the shareholders, the Company shall also incorporated in this Policy.
endeavour to provide consistent return over a period of time.
While deciding on the dividend, micro and macroeconomic
78
Jubilant FoodWorks Limited Annual Report 2018-19 Statutory Reports
ANNEXURE – III
The Members
Jubilant FoodWorks Limited
Plot No. 1A, Sector-16A,
Gautam Buddha Nagar,
Noida- 201301
To the best of our information and according to explanation given to us and on the basis of written Confirmation received from
Directors of Jubilant FoodWorks Limited (“Company”), we hereby Certify that as on March 31, 2019, None of the Directors on the Board
of the Company have been debarred or disqualified from being appointed or continuing as director of the Company by SEBI, MCA or
any such statutory authority.
Sd/-
Rupesh Agarwal
Partner
Place: Delhi Membership No. ACS 16302
Date: May 15, 2019 Certificate of Practice No. 5673
ANNEXURE – IV
We have examined all relevant records of Jubilant FoodWorks Limited (the Company) for the purpose of certifying of all the conditions
of the Corporate Governance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the financial year
ended March 31, 2019. We have obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of certification.
The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited to
the procedures and implementation thereof. This certificate is neither an assurance as to the future viability of the Company nor of the
efficacy or effectiveness with which the management has conducted the affairs of the Company.
On the basis of our examination of the records produced explanations and information furnished, we certify that the Company
has complied with the conditions of the Corporate Governance under SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
Sd/-
Rupesh Agarwal
Partner
Place: Delhi Membership No. ACS 16302
Date: May 15, 2019 Certificate of Practice No. 5673
79
Independent Auditor's Report
To the Members of Jubilant FoodWorks Limited has recognised provision for diminution of ` 793 lacs as on
March 31, 2019 in respect of closed stores.
REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL
STATEMENTS The Company has undertaken an annual assessment of
indicators of impairment in respect of the investment in
OPINION
subsidiary as mentioned in Note 37 of the Standalone
We have audited the accompanying Standalone financial statements
financial statements.
of Jubilant FoodWorks Limited (‘the Company‘), which comprise
the Balance Sheet as at March 31, 2019, and the Statement of Profit
To assess the recoverability of the investment in subsidiary,
and Loss (including Other Comprehensive Income), the Statement of
management is required to make significant estimates and
Cash Flows and the Statement of Changes in Equity for the year then
assumptions related to forecast of future revenue, operating
ended, and a summary of significant accounting policies and other
margins, growth rate and selection of the discount rates.
explanatory information.
The Company used the discounted cash flow approach
to determine the recoverable value of the investments.
In our opinion and to the best of our information and according
These assumptions are of particular importance due to the
to the explanations given to us, the aforesaid Standalone financial
level of uncertainties and judgment involved, thus changes
statements give the information required by the Companies Act,
in these assumptions could have a significant impact on the
2013 (‘the Act‘) in the manner so required and give a true and fair
recoverable value of the investments.
view in conformity with the Indian Accounting Standards prescribed
under Section 133 of the Act read with the Companies (Indian
How the matter was addressed in our audit:
Accounting Standards) Rules, 2015, as amended, (‘Ind AS‘) and
other accounting principles generally accepted in India, of the state Our audit procedures in this area included, among others:
of affairs of the Company as at March 31, 2019, and its profit, total
We assessed the Company’s impairment process and tested
comprehensive income, its cash flows and the changes in equity for
the design and implementation of internal control established
the year ended on that date.
to the estimates and judgments for the carrying values of
investment in subsidiary.
BASIS FOR OPINION
We conducted our audit of the Standalone financial statements in
Our audit procedures included challenging management on the
accordance with the Standards on Auditing specified under Section
appropriateness of the impairment models and reasonableness
143(10) of the Act (SAs). Our responsibilities under those Standards
of the assumptions used, by performing the following:
are further described in the Auditor’s Responsibility for the Audit of
the Standalone Financial Statements section of our report. We are yy Challenged Company’s key market related assumptions
independent of the Company in accordance with the Code of Ethics used in the model including discount rate, long-term
issued by the Institute of Chartered Accountants of India (ICAI) growth rates against external data, using our
together with the ethical requirements that are relevant to our audit valuation expertise;
of the Standalone financial statements under the provisions of the
yy Assessed the reliability of cash flow forecasts through
Act and the Rules made thereunder, and we have fulfilled our other
a review of actual past performance and comparison to
ethical responsibilities in accordance with these requirements and
previous budgeted performance;
the ICAI’s Code of Ethics. We believe that the audit evidence obtained
by us is sufficient and appropriate to provide a basis for our audit yy Tested the mathematical accuracy and performing
opinion on the Standalone financial statements. sensitivity analyses of the model;
80
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
2. Claim and Litigations: If, based on the work we have performed, we conclude that there is
The Company is the subject of lawsuits and claims which a material misstatement of this other information, we are required to
could have a significant impact on the results if the potential report that fact. We have nothing to report in this regard.
exposure were to materialise. For the current year ended
March 31, 2019, we believe there is a risk relating to ongoing MANAGEMENT’S RESPONSIBILITY FOR THE
litigation on Anti-profiteering on Goods and Service Tax which STANDALONE FINANCIAL STATEMENTS
is disclosed in Note 31(a) of the Standalone financial statements. The Company’s Board of Directors is responsible for the matters
The amounts involved are significant and the application of stated in Section 134(5) of the Act with respect to the preparation
accounting standard to determine the amount, if any, to be of these Standalone financial statements that give a true and fair
provided as a liability or disclosed as a contingent liability, is view of the financial position, financial performance including
inherently subjective. This includes assumptions relating to the other comprehensive income, cash flows and changes in equity of
likelihood and/or timing of cash outflows from the business the Company in accordance with the Ind AS and other accounting
and the pending decision of Hon'ble High Court of Delhi. principles generally accepted in India. This responsibility also includes
maintenance of adequate accounting records in accordance with the
Due to the level of significant judgment involved, the above provisions of the Act for safeguarding the assets of the Company
matter has been identified as a key audit matter. and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making
How the matter was addressed in our audit: judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal
Our audit procedures in this area included, among others:
financial controls, that were operating effectively for ensuring the
yy We evaluated the Company’s processes and controls over accuracy and completeness of the accounting records, relevant
litigations operated by Management through regular to the preparation and presentation of the Standalone financial
meetings with in-house legal counsels and review of statement that give a true and fair view and are free from material
Board and audit committee meeting minutes; misstatement, whether due to fraud or error.
81
Independent Auditor's Report
yy Obtain an understanding of internal financial control relevant extremely rare circumstances, we determine that a matter should not
to the audit in order to design audit procedures that are be communicated in our report because the adverse consequences
appropriate in the circumstances. Under Section 143(3)(i) of of doing so would reasonably be expected to outweigh the public
the Act, we are also responsible for expressing our opinion on interest benefits of such communication.
whether the Company has adequate internal financial controls
system in place and the operating effectiveness of such controls. REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS
yy Evaluate the appropriateness of accounting policies used
1. As required by Section 143(3) of the Act, we report that:
and the reasonableness of accounting estimates and related
disclosures made by the management.
a) We have sought and obtained all the information and
yy Conclude on the appropriateness of management’s use of the explanations which to the best of our knowledge and
going concern basis of accounting and, based on the audit belief were necessary for the purposes of our audit.
evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt b) In our opinion, proper books of account as required by
on the Company’s ability to continue as a going concern. If we law have been kept by the Company so far as it appears
conclude that a material uncertainty exists, we are required to from our examination of those books.
draw attention in our auditor’s report to the related disclosures
in the Standalone financial statements or, if such disclosures are c) The Balance Sheet, the Statement of Profit and Loss
inadequate, to modify our opinion. Our conclusions are based including Other Comprehensive Income, the Statement
on the audit evidence obtained up to the date of our auditor’s of Cash Flows and Statement of Changes in Equity dealt
report. However, future events or conditions may cause the with by this Report are in agreement with the relevant
Company to cease to continue as a going concern. books of account.
82
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
in our opinion and to the best of our information and 2. As required by the Companies (Auditor’s Report) Order, 2016
according to the explanations given to us: (‘the Order‘) issued by the Central Government in terms of
Section 143(11) of the Act, we give in ‘Annexure B‘ a statement
i. The Company has disclosed the impact of pending
on the matters specified in paragraphs 3 and 4 of the Order.
litigations on its financial position in its Standalone
financial statements. Refer Note 31 (a) to the
For Deloitte Haskins & Sells LLP
Standalone financial statements.
Chartered Accountants
ii. The Company did not have any long-term contracts (Firm’s Registration No. 117366W/W-100018)
including derivative contracts for which there were
any material foreseeable losses. Refer note 31 (b) to Sd/-
the Standalone financial statements. Rajesh Kumar Agarwal
(Partner)
iii. There has been no delay in transferring amounts,
(Membership No. 105546)
required to be transferred, to the Investor Education
and Protection Fund by the Company.
Place: Noida
Date: May 15, 2019
83
Independent Auditor's Report
(i) (a) The Company has maintained proper records showing full (iv) In our opinion and according to the information and
particulars, including quantitative details and situation explanations given to us, the Company has complied with the
of fixed assets. provision of Section 185 and 186 of the Companies Act, 2013
in respect of grant of loans, making investments and providing
(b) The Company has a programme of verification of fixed guarantees and securities, as applicable.
assets to cover all the items in a phased manner over a
period of 2 years which, in our opinion, is reasonable (v) According to the information and explanations given to us, the
having regard to the size of the Company and the nature Company has not accepted any deposit from the public during
of its assets. Pursuant to the programme, some fixed the year within the meaning of Section 73 to 76 or any other
assets were physically verified by the Management during relevant provisions of the Companies Act, 2013 and does not
the year. According to the information and explanations have any unclaimed deposits as at March 31, 2019 and therefore
given to us, no material discrepancies were noticed on the provisions of clause (v) of the Order is not applicable.
such verification.
(vi) The maintenance of cost records has not been specified by the
(c) According to the information and explanations given Central Government under Section 148(1) of the Companies
to us and the records examined by us and based on the Act, 2013 for the business activities carried out by the Company.
examination of the conveyance deed provided to us, we Thus, reporting under clause (vi) of the Order is not applicable
report that, the title deed, comprising all the immovable to the Company.
property of land which is freehold, is held in the name of
the Company as at the balance sheet date. (vii) According to the information and explanations given to us, in
respect of statutory dues:
(ii) As explained to us, the inventories were physically verified
during the year by the Management at reasonable intervals and (a) The Company is regular in depositing undisputed
no material discrepancies were noticed on physical verification. statutory dues including Provident Fund, Employees'
State Insurance, Customs duty, Goods and Services Tax,
(iii) The Company has not granted any loans, secured or unsecured, Income-tax and other material statutory dues applicable
to companies, firms, Limited Liability Partnerships or other to it with the appropriate authorities. Also refer to
parties covered in the register maintained under Section 189 of the Note no. 31 to the financial statement regarding
the Companies Act, 2013.
84
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
management assessment on certain matters relating to for a period of more than six months from the date they
the provident fund. became payable.
(b) There were no undisputed amounts payable in respect of (c) Details of dues of Value Added tax and Income-tax which
Provident fund, Employees’ State Insurance, Income-tax, have not been deposited as on March 31, 2019 on account
Customs Duty, Goods and Services Tax and other of disputes are given below:
material statutory dues in arrears as at March 31, 2019
The following matters have been decided in favor of the Company, although the department has preferred appeals at higher levels:
(viii) The Company has not taken any loans or borrowings from in the financial statements etc. as required by the applicable
financial institutions, banks and government or has not issued accounting standards.
any debentures. Hence reporting under clause (viii) of the Order
is not applicable to the Company. (xiv) During the year, the Company has not made any preferential
allotment or private placement of shares or fully or partly
(ix) The Company has not raised moneys by way of initial public convertible debentures and hence reporting under clause (xiv)
offer or further public offer (including debt instruments) or of the Order is not applicable to the Company.
term loans and hence reporting under clause (ix) of the Order is
not applicable. (xv) In our opinion and according to the information and
explanations given to us, during the year the Company has
(x) To the best of our knowledge and according to the information not entered into any non-cash transactions with its directors or
and explanations given to us, no fraud by the Company and no directors of its subsidiary Company or persons connected with
material fraud on the Company by its officers or employees has them and hence provisions of Section 192 of the Companies
been noticed or reported during the year. Act, 2013 are not applicable.
(xi) In our opinion and according to the information and (xvi) The Company is not required to be registered under Section
explanations given to us, the Company has paid managerial 45-IA of the Reserve Bank of India Act, 1934.
remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with Schedule For Deloitte Haskins & Sells LLP
V to the Companies Act, 2013. Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
(xii) The Company is not a Nidhi Company and hence reporting
under clause (xii) of the Order is not applicable. Sd/-
Rajesh Kumar Agarwal
(xiii) In our opinion and according to the information and (Partner)
explanations given to us the Company is in compliance with (Membership No. 105546)
Section 177 and 188 of the Companies Act, 2013, where
applicable, for all transactions with the related parties and Place: Noida
the details of related party transactions have been disclosed Date: May 15, 2019
85
Standalone Balance Sheet
as at March 31, 2019
(` in lakhs)
As at As at
Particulars Note No.
March 31, 2019 March 31, 2018
I. ASSETS
Non-current assets
Property, Plant and Equipment 3a 74,890.71 73,204.36
Capital work-in-progress 3a 1,444.46 1,093.09
Investment property 3b 3.41 3.41
Intangible assets 3c 3,647.37 3,586.29
Intangible assets under development 3c 49.56 180.78
Financial assets
(i) Investment in subsidiaries 4 8,872.67 8,217.06
(ii) Loan 5 - 1,693.35
(iii) Other financial assets 6 9,508.28 7,133.44
Assets for current tax (net) 7 1,472.60 1,213.56
Other non-current assets 8 10,852.34 10,338.04
Total non-current assets (A) 110,741.40 106,663.38
Current assets
Inventories 9 7,314.91 6,258.62
Financial assets
(i) Investments 4 18,079.73 26,310.15
(ii) Trade receivables 10 3,268.48 1,508.25
(iii) Cash and cash equivalents (includes fixed deposits) 11 2,483.98 7,852.81
(iv) Bank balances other than cash and cash equivalents 11 46,421.65 5,000.00
(v) Other financial assets 12 499.84 84.37
Other current assets 13 2,571.98 3,116.84
Total current assets (B) 80,640.57 50,131.04
Total Assets (A +B) 191,381.97 156,794.42
II. EQUITY AND LIABILITIES
Equity
Equity Share capital 14 13,196.90 6,598.45
Other equity 15 1,19,174.81 97,792.22
Total Equity (A) 132,371.71 104,390.67
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Security deposits 17 50.00 50.00
Deferred tax liabilities (net) 16 4,924.67 5,498.39
Total non-current liabilities (B) 4,974.67 5,548.39
Current liabilities
Financial liabilities
(i) Trade payables 18
(a) total outstanding dues of micro enterprises and small enterprises 421.42 109.75
(b) total outstanding dues of creditors other than micro enterprises and small
41,235.83 38,572.95
enterprises
(ii) Other payables 19 396.83 607.44
(iii) Other financial liabilities 20 4,946.70 2,864.72
Short-term provisions 21 2,447.15 1,403.78
Other current liabilities 22 4,587.66 3,296.72
Total current liabilities (C) 54,035.59 46,855.36
Total Equity and Liabilities (A+B+C) 191,381.97 156,794.42
Significant accounting policies 2
Notes to the Standalone financial statements 3-49
The accompanying notes form an integral part of the Standalone financial statements.
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
86
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
(` in lakhs)
Year ended Year ended
Particulars Note no.
March 31, 2019 March 31, 2018
I INCOME
Revenue from operations 23 353,066.94 298,044.06
Other Income 24 4,691.44 2,272.39
Total Income 357,758.38 300,316.45
II EXPENSES
Cost of raw materials consumed 25 78,516.81 66,017.54
Purchase of traded goods 26 8,991.02 9,271.25
Changes in inventories of raw material-in-progress and traded goods 26 81.72 (146.09)
Employee benefit expenses 27 67,247.55 60,410.54
Depreciation and amortisation expense 3 15,227.44 15,587.75
Rent 34,106.75 31,569.36
Other expenses 28 103,346.51 86,282.26
Total expenses 307,517.80 268,992.61
III PROFIT BEFORE EXCEPTIONAL ITEMS AND TAX (I - II) 50,240.58 31,323.84
IV EXCEPTIONAL ITEMS 37 793.00 -
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
87
Standalone Statement of Changes in Equity
for the year ended March 31, 2019
B. OTHER EQUITY*
For the year ended March 31, 2019 (` in lakhs)
Other
Reserves and Surplus Comprehensive
Total
Income
Particulars other
Remeasurement
Share-based equity
Securities premium Retained earnings of defined benefit
payments reserve
obligations
As at April 1, 2018 11,371.21 393.89 85,795.21 231.91 97,792.22
Profit for the year - - 32,280.48 - 32,280.48
Other comprehensive income (Note 30) - - - (499.67) (499.67)
Total comprehensive income - - 32,280.48 (499.67) 31,780.81
Issue of bonus shares (Note 14(f )) (6,598.45) - - - (6,598.45)
Exercise/Lapsed of share options - (127.63) 127.63 - -
Share-based payments (Note 32) - 177.63 - - 177.63
Dividend (Note 43) - - (3,299.23) (3,299.23)
Dividend distribution tax (DDT) (Note 43) - - (678.17) - (678.17)
As at March 31, 2019 4,772.76 443.89 114,225.92 (267.76) 119,174.81
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
88
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
(` in lakhs)
Year ended Year ended
Particulars Note No.
March 31, 2019 March 31, 2018
A) CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before Tax 49,447.58 31,323.84
49,447.58 31,323.84
Adjustments for:
Depreciation and amortisation expense 3 15,227.44 15,587.75
Gain on mark to market of current investments (net) designated at FVTPL 24 (1,344.63) -
Liability no longer required written back 24 (11.60) (521.38)
Loss on disposal of Property, Plant and Equipment (net) 28 280.00 156.69
Provision for diminution in the value of investment 4 793.00 -
Interest Income on bank deposits 24 (1,988.10) (112.02)
Dividend Income from current investment 24 (579.63) (950.96)
Share based payment expense 27 177.63 135.65
Provision for doubtful debts and advances 10 74.80 -
Interest Income on security deposit as per IND AS 109 24 (549.97) (565.68)
Sundry balances written-off 9.12 9.65
Operating Profit before Working Capital Changes 61,535.64 45,063.54
Adjustments for:
(Increase)/Decrease in Trade receivables 10 (1,835.03) 53.65
(Increase)/Decrease in Other Assets 12 (2,210.37) 1,881.40
(Increase)/Decrease in Inventories 9 (1,056.29) (386.30)
Increase/(Decrease) in Trade payables 18 2,986.15 8,030.31
Increase/(Decrease) in Other Liabilities 20 1,699.19 (524.06)
Cash generated from Operating Activities 61,119.29 54,118.54
Income tax paid (net of refunds) 16 (17,731.47) (12,617.41)
Net Cash from Operating Activities 43,387.82 41,501.13
89
Standalone Cash Flow Statement
for year ended March 31, 2019
(` in lakhs)
Year ended Year ended
Particulars Note No.
March 31, 2019 March 31, 2018
C) CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of share capital (including securities premium) 13,14 - 194.37
Dividend paid on equity shares 14 (3,298.11) (1,648.95)
Tax on equity dividend paid 14 (678.17) (335.81)
Net cash (used) in financing activities (3,976.28) (1,790.39)
Net increase/(decrease) in cash and cash equivalents (A+B+C) (5,175.84) 4,503.38
Cash and cash equivalents as at beginning of the year 7,659.82 3,156.44
Cash and cash equivalents as at end of the year 2,483.98 7,659.82
Components of cash and cash equivalents:
Cash-in-Hand 11 1,640.59 1,221.75
Cheques in Hand 11 5.78 1.63
Balances with Scheduled Banks in
- Current Accounts* 11 835.55 1,578.49
- Unpaid dividend accounts * 20 2.06 0.94
- Deposits with original maturity of less than 3 months 12 - 5,050.00
Less: Book Overdraft 20 - (192.99)
Cash and Cash Equivalents in Cash Flow Statement: 2,483.98 7,659.82
* Includes ` 2.06 Lakhs (Previous year ` 0.94 Lakhs) for Unpaid Dividend account and is restrictive in nature.
The accompanying notes form an integral part of the Standalone financial statements.
As per our report of even date attached
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors of Jubilant FoodWorks Limited
Chartered Accountants
ICAI Firm Registration Number: 117366W/W-100018
Sd/- Sd/- Sd/- Sd/-
Rajesh Kumar Agarwal Shyam S. Bhartia Hari S. Bhartia Pratik R. Pota
Partner Chairman Co-Chairman CEO and Wholetime Director
Membership No. 105546 [DIN No. 00010484] [DIN No. 00010499] [DIN No. 00751178]
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
90
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
91
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
should be accrued by a charge to income, the are not reflecting in the Statement of Profit and
Company evaluates, among other factors, the Loss as ‘Revenue‘.
degree of probability of an unfavourable outcome
and the ability to make a reasonable estimate of the Interest
amount of the loss. The Company does not record Revenue is recognised on a time proportion basis
liabilities when the likelihood that the liability taking into account the amount outstanding and
has been incurred is probable, but the amount the rate applicable.
cannot be reasonably estimated. Based upon
present information, the Company determined Dividends
that there were no matters that required an accrual Revenue is recognised when the right to receive the
as of March 31, 2019 other than the accruals payment is established by the balance sheet date.
already recognised, nor were there any asserted
or unasserted claims for which material losses are Franchisee Fee (Sub-franchisee income)
reasonably possible. Franchisee fee is based on a percentage of
franchise retail sales and are recognised when the
b) Revenue recognition items are delivered to or carried out by franchisees’
Effective April1, 2018, the Company adopted Ind customers, on accrual basis in accordance with the
AS 115 ‘Revenue from Contracts with Customers’ terms of the relevant agreement.
using the cumulative catch up transition method,
applied to contracts that were not completed as Store opening fees and area development fee
of April1, 2018. In accordance with the cumulative received from international sub-franchisees are
catch-up transition method, the comparatives recognised as revenue on a straight-line basis over
have not been retrospectively adjusted. The effect the term of respective franchise store agreement.
on adoption of Ind AS 115 is insignificant. Fee received in excess of revenues are classified
as contract liabilities (which we refer to as
Revenue is recognised upon transfer of control of unearned income).
promised products or services to customers in an
amount that reflects the consideration we expect to c) Foreign currencies
receive in exchange for those products or services. Foreign currency transactions
Initial Recognition
Sale of manufacture goods: Foreign currency transactions are recorded in the
The Company recognises revenue from sale of food functional currency, by applying to the foreign
through Company’s owned stores located in India currency amount the exchange rate between the
and are recognised when the items are delivered to reporting currency and the foreign currency on the
or carried out by customers. Customer’s payments date of the transaction.
are generally due at the time of sale.
Conversion
Sale of traded goods: Foreign currency monetary items are reported
The Company recognises revenue from sale using the closing rate. Non-monetary items which
of supplies to its franchised stores (including are carried in terms of historical cost denominated
subsidiaries operating Domino’s Pizza Restaurants in a foreign currency are reported using the
in Srilanka and Bangladesh) upon delivery or exchange rate at the date of the transaction.
shipment of the related products, based on
shipping terms and payments for supplies are Exchange Differences
generally due within 90 days of the shipping date. Exchange differences arising on the settlement of
monetary items, or on reporting such monetary
Revenue is measured based on the consideration items of Company at rates different from those at
to which the Company expects to be entitled which they were initially recorded during the year,
from a customer, net of returns and allowances, or reported in previous financial statements, are
discounts, volume rebates and cash discounts and recognised as income or as expenses in the year in
excludes Sales Taxes or Value Added Tax or Goods which they arise.
and Service Tax collected from customer and
remitted to the appropriate taxing authorities and
92
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
93
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
94
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
95
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
96
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
p) Fair value measurement Level 3 - Valuation techniques for which the lowest
The Company measures financial instruments at level input that is significant to the fair value
fair value at each balance sheet date. measurement is unobservable.
Fair value is the price that would be received to sell For assets and liabilities that are recognised in
an asset or paid to transfer a liability in an orderly the financial statements on a recurring basis, the
transaction between market participants at the Company determines whether transfers have
measurement date. The fair value measurement occurred between levels in the hierarchy by
is based on the presumption that the transaction re-assessing categorisation (based on the lowest
to sell the asset or transfer the liability level input that is significant to the fair value
takes place either: measurement as a whole) at the end of each
reporting period.
yy In the principal market for asset or liability, or
yy In the absence of a principal market, in For the purpose of fair value disclosures, the
the most advantageous market for the Company has determined classes of assets and
asset or liability. liabilities on the basis of the nature, characteristics
and risks of the asset or liability and the level of the
The principal or the most advantageous market
fair value hierarchy as explained above.
must be accessible by the Company.
q) Employee Benefits
The fair value of an asset or a liability is measured
yy Short-term obligations
using the assumptions that market participants
would use when pricing the asset or liability, Liabilities for wages and salaries, including
assuming that market participants act in their non-monetary benefits that are expected
economic best interest. to be settled wholly within twelve months
after the end of the period in which the
A fair value measurement of a non-financial asset employees render the related service are
takes into account a market participant’s ability to recognised in respect of employee service
generate economic benefits by using the asset in upto the end of the reporting period and are
its highest and best use or by selling it to another measured at the amount expected to be paid
market participant that would use the asset in its when the liabilities are settled. The liabilities
highest and best use. are presented as current employee benefit
obligations in the balance sheet.
The Company uses valuation techniques that are
appropriate in the circumstances and for which yy Post-employment benefit obligations
sufficient data are available to measure fair value,
Gratuity
maximising the use of relevant observable inputs
The Employee's Gratuity Fund Scheme, which
and minimising the use of unobservable inputs.
is defined benefit plan, is managed by Trust
maintained with SBI Life Insurance Company
All assets and liabilities for which fair value is
limited. The liabilities with respect to Gratuity
measured or disclosed in the financial statements
Plan are determined by actuarial valuation on
are categorised within the fair value hierarchy,
projected unit credit method on the balance
described as follows, based on the lowest
sheet date, based upon which the Company
level input that is significant to the fair value
contributes to the Company Gratuity Scheme.
measurement as a whole:
The difference, if any, between the actuarial
valuation of the gratuity of employees at the
Level 1 - Quoted (unadjusted) market prices in
year end and the balance of funds with SBI Life
active markets for identical assets or liabilities.
Insurance Company limited is provided for
as assets/(liability) in the books. Net interest
Level 2 - Valuation techniques for which the lowest
is calculated by applying the discount rate
level input that is significant to the fair value
to the net defined benefit liability or asset.
measurement is directly or indirectly observable.
Future salary increases and pension increases
97
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
are based on expected future inflation rates yy Other long-term employee benefit
for the respective countries. Further details obligation
about the assumptions used, including a
Compensated Absences/Leave Encashment
sensitivity analysis, are given in Note No. 34.
Accumulated leaves which is expected to be utilised
within next 12 months is treated as short-term
The Company recognises the following changes in
employee benefit. The Company measures the
the net defined benefit obligation under Employee
expected cost of such absences as the additional
benefit expense in statement of profit or loss:
amount that it expects to pay as a result of the
yy Service costs comprising current service unused entitlement and discharge at the year end.
costs, past-service costs, gains and losses on
curtailments and non-routine settlements Liabilities recognised in respect of other long-term
employee benefits are measured at the present
yy Net interest expense or income
value of the estimated future cash outflows
Remeasurements, comprising of actuarial expected to be made by the Company in respect
gains and losses, the effect of the asset ceiling, of services provided by employees up to the
excluding amounts included in net interest reporting date.
on the net defined benefit liability and the
return on plan assets (excluding amounts Share-based payments
included in net interest on the net defined Employees (including senior executives) of the
benefit liability), are recognised immediately Company receive remuneration in the form of
in the Balance Sheet with a corresponding share-based payments, whereby employees render
debit or credit to retained earnings through services as consideration for equity instruments
OCI in the period in which they occur. (equity-settled transactions).
Remeasurements are not reclassified to profit
or loss in subsequent periods. Equity-settled transactions
The cost of equity-settled transactions is determined
Superannuation by the fair value at the date when the grant is made
Certain employees of the Company are also using an appropriate valuation model.
participants in the superannuation plan ('the Plan'),
a defined contribution plan. Contribution made by That cost is recognised, together with a
the Company to the plan during the year is charged corresponding increase in share-based payment
to Statement of Profit and Loss. (SBP) reserves in equity, over the period in which the
performance and/or service conditions are fulfilled
Provident Fund in employee benefits expense. The cumulative
The Company makes contribution to the recognised expense recognised for equity-settled transactions
provident fund - ‘JUBILANT FOODWORKS at each reporting date until the vesting date
EMPLOYEES PROVIDENT FUND TRUST‘, which is a reflects the extent to which the vesting period has
defined benefit plan to the extent that the Company expired and the Company best estimate of the
has an obligation to make good the shortfall, if any, number of equity instruments that will ultimately
between the return from the investments of the vest. The statement of profit and loss expense
trust and the notified interest rate. The Company's or credit for a period represents the movement
obligation in this regard is determined by an in cumulative expense recognised as at the
independent actuary and provided for if the beginning and end of that period and is recognised
circumstances indicate that the Trust may not be in employee benefits expense.
able to generate adequate returns to cover the
interest rates notified by the Government. For other Service and non-market performance conditions
employees in India, provident fund is deposited are not taken into account when determining the
with Regional Provident Fund Commissioner. grant date fair value of awards, but the likelihood
This is treated as defined contribution plan. of the conditions being met is assessed as part
of the Company best estimate of the number
Company's contribution to the provident fund is of equity instruments that will ultimately vest.
charged to Statement of Profit and Loss Market performance conditions are reflected
within the grant date fair value. Any other
conditions attached to an award, but without an
98
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
associated service requirement, are considered to during the period are adjusted for the effect of all
be non-vesting conditions. Non-vesting conditions potentially dilutive equity shares.
are reflected in the fair value of an award and lead to
an immediate expensing of an award unless there t) Financial instruments
are also service and/or performance conditions. A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
No expense is recognised for awards that do not liability or equity instrument of another entity.
ultimately vest because non-market performance
and/or service conditions have not been met. Financial assets
Where awards include a market or non-vesting The Company classifies its financial assets in the
condition, the transactions are treated as vested following measurement categories:
irrespective of whether the market or non-vesting
yy Those to be measured subsequently at fair
condition is satisfied, provided that all other
value (either through other comprehensive
performance and/or service conditions are satisfied.
income, or through profit or loss)
When the terms of an equity-settled award are yy Those measured at amortised cost
modified, the minimum expense recognised
Initial recognition and measurement
is the expense had the terms had not been
All financial assets are recognised initially at
modified, if the original terms of the award are
fair value plus, in the case of financial assets
met. An additional expense is recognised for any
not recorded at fair value through profit or loss,
modification that increases the total fair value
transaction costs that are attributable to the
of the share-based payment transaction, or is
acquisition of the financial asset.
otherwise beneficial to the employee as measured
at the date of modification. Where an award is
Subsequent measurement
cancelled by the entity or by the counterparty, any
For purposes of subsequent measurement,
remaining element of the fair value of the award is
financial assets are classified in four categories:
expensed immediately through profit or loss.
yy Debt instruments at Fair Value Through Other
The dilutive effect of outstanding options is Comprehensive Income (FVTOCI)
reflected as additional share dilution in the
yy Debt instruments at Fair Value Through Profit
computation of diluted earnings per share.
and Loss (FVTPL)
99
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
any discount or premium on acquisition and fees Interest income from these Debt instruments is
or costs that are an integral part of EIR. EIR is the included in other income.
rate that exactly discounts the estimated future
cash receipts over the expected life of the financial Equity investments of other entities
instrument or a shorter period, where appropriate, All equity investments in scope of Ind AS 109 are
to the gross carrying amount of the financial asset. measured at fair value. Equity instruments which
When calculating the effective interest rate, the are held for trading and contingent consideration
Company estimates the expected cash flows by recognised by an acquirer in a business combination
considering all the contractual terms of the financial to which Ind AS 103 applies are classified as at FVTPL.
instrument but does not consider the expected For all other equity instruments, the Company
credit losses. The EIR amortisation is included in may make an irrevocable election to present in
finance income in profit or loss. The losses arising other comprehensive income all subsequent
from impairment are recognised in the profit or changes in the fair value. The Company makes such
loss. This category generally applies to trade and election on an instrument-by-instrument basis.
other receivables. The classification is made on initial recognition and
is irrevocable.
Debt instruments at fair value through OCI
A Debt instrument is measured at fair value If the Company decides to classify an equity
through other comprehensive income if following instrument as at FVTOCI, then all fair value
criteria are met: changes on the instrument, excluding dividends,
are recognised in the OCI. There is no recycling
yy Business Model Test: The objective of
of the amounts from OCI to profit and loss, even
financial instrument is achieved by both
on sale of investment. However, the Company
collecting contractual cash flows and for
may transfer the cumulative gain or loss within
selling financial assets.
equity. Equity instruments included within the
yy Cash flow characteristics test: The FVTPL category are measured at fair value with all
contractual terms of the financial asset give changes recognised in the Profit and loss.
rise on specific dates to cash flows that are
solely payments of principal and interest on Derecognition
principal amount outstanding. A financial asset (or, where applicable, a part
of a financial asset or part of a Company of
Financial Asset included within the FVTOCI
similar financial assets) is primarily derecognised
category are measured initially as well as at each
(i.e.removed from the Company statement of
reporting date at fair value. Fair value movements
financial position) when:
are recognised in the other comprehensive income
(OCI). However, the Company recognised the yy The rights to receive cash flows from the asset
interest income, impairment losses and reversals have expired; or
and foreign exchange gain or loss in the Profit or
yy The Company has transferred its rights to
Loss. On dereognition of asset, cumulative gain
receive cash flows from the asset or has
or loss previously recognised in OCI is reclassified
assumed an obligation to pay the received
from the equity to Profit or Loss. Interest earned
cash flows in full without material delay
whilst holding FVTOCI debt instrument is reported
to a third party under a ‘pass through‘
as interest income using the EIR method.
arrangement and either;
100
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
financial asset is derecognised. Where the entity increase in credit risk since initial recognition, then
has not transferred substantially all the risks and the Company reverts to recognising impairment
rewards of the ownership of the financial assets, loss allowance based on 12-months ECL.
the financial asset is not derecognised.
Financial liabilities
Where the Company has neither transferred a Initial recognition and measurement
financial asset nor retains substantially all risks and Financial liabilities are classified at initial
rewards of ownership of the financial asset, the recognition as financial liabilities at fair value
financial asset is derecognised if the Company has through profit or loss, loans and borrowings, and
not retained control of the financial asset. Where the payables, net of directly attributable transaction
Company retains control of the financial asset, the costs. The Company financial liabilities include
asset is continued to be recognised to the extent of loans and borrowings including trade payables,
continuing involvement in the financial asset. trade deposits, retention money and liability
towards services, sales incentive, other payables
Impairment of financial assets and derivative financial instruments.
In accordance with Ind AS 109, the Company
applies expected credit losses (ECL) model for The measurement of financial liabilities depends
measurement and recognition of impairment on their classification, as described below:
loss on the following financial asset and credit
risk exposure: Trade Payables
These amounts represents liabilities for goods and
yy Financial assets measured at amortised cost;
services provided to the Company prior to the end
yy Financial assets measured at fair value through of financial year which are unpaid. The amounts
other comprehensive income (FVTOCI); are unsecured and are usually paid within 30 to
180 days of recognition. Trade and other payables
The Company follows ‘simplified approach‘ for
are presented as current liabilities unless payment
recognition of impairment loss allowance on:
is not due within 12 months after the reporting
yy Trade receivables or contract period. They are recognised initially at fair value
revenue receivables; and subsequently measured at amortised cost
using EIR method.
yy All lease receivables resulting from the
transactions within the scope of Ind AS 17.
Financial liabilities at fair value through profit or
Under the simplified approach, the Company does loss
not track changes in credit risk. Rather, it recognises Financial liabilities at fair value through profit or
impairment loss allowance based on lifetime loss include financial liabilities held for trading
ECLs at each reporting date, right from its initial and financial liabilities designated upon initial
recognition. The Company uses a provision matrix recognition as at fair value through profit or loss.
to determine impairment loss allowance on the Financial liabilities are classified as held for trading
portfolio of trade receivables. The provision matrix if they are incurred for the purpose of repurchasing
is based on its historically observed default rates in the near term. This category also includes
over the expected life of trade receivable and is derivative financial instruments entered into by
adjusted for forward-looking estimates. At every the Company that are not designated as hedging
reporting date, the historical observed default rates instruments in hedge relationships as defined by
are updated and changes in the forward-looking Ind AS 109. Separated embedded derivatives are
estimates are analysed. also classified as held for trading unless they are
designated as effective hedging instruments.
For recognition of impairment loss on other financial
assets and risk exposure, the Company determines The Company has not designated any financial
whether there has been a significant increase in the liability as at fair value through profit and loss.
credit risk since initial recognition. If credit risk has
not increased significantly, 12-month ECL is used to Reclassification of financial assets:
provide for impairment loss. However, if credit risk The Company determines classification of financial
has increased significantly, lifetime ECL is used. If, in assets and liabilities on initial recognition. After initial
subsequent period, credit quality of the instrument recognition, no reclassification is made for financial
improves such that there is no longer a significant assets which are equity instruments and financial
101
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
liabilities. For financial assets which are debt accruals of past or future cash receipts or payments.
instruments, a reclassification is made only if there is The cash flows from regular revenue generating,
a change in the business model for managing those financing and investing activities of the Company
assets. Changes to the business model are expected are segregated. Cash and cash equivalents in the
to be infrequent. The Company senior management cash flow comprise cash at bank, cash/cheques in
determines change in the business model as a result hand and short-term investments with an original
of external or internal changes which are significant maturity of three months or less.
to the Company operations. Such changes are
evident to external parties. A change in the business x) Current/Non-Current classification
model occurs when the Company either begins or The Company presents assets and liabilities in
ceases to perform an activity that is significant to the balance sheet based on current/non- current
its operations. If the Company reclassifies financial classification. An asset is treated as current when it is:
assets, it applies the reclassification prospectively
yy Expected to be realised or intended to be sold
from the reclassification date which is the first day
or consumed in normal operating cycle;
of the immediately next reporting period following
the change in business model. The Company does yy Held primarily for the purpose of trading;
not restate any previously recognised gains, losses
yy Expected to be realised within twelve months
(including impairment gains or losses) or interest.
after the reporting period, or
102
3. a) Property, Plant and Equipment
(` in lakhs)
Leasehold Plant and
Particulars Building Office Equipment Furniture Vehicles Total
Improvement Machinery
Gross carrying amount - 34,445.04 46,979.52 3,294.80 8,269.61 3,903.74 96,892.71 Notes
as at April 1, 2017:
Additions 5,161.88 1,385.94 7,027.49 228.59 625.07 154.20 14,583.17
Disposals/transfer - 2,240.77 799.31 330.14 152.26 537.73 4,060.21
Gross carrying amount 5,161.88 33,590.21 53,207.70 3,193.25 8,742.42 3,520.21 107,415.67
as at April 1, 2018:
Jubilant FoodWorks Limited
(` in lakhs)
Leasehold Plant and
Particulars Building Office Equipment Furniture Vehicles Total
Improvement Machinery
Annual Report 2018-19
103
Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
b) Investment Property
(` in lakhs)
Freehold land and
Particulars
buildings
Gross carrying amount as at April 1, 2017: 3.41
Additions (subsequent expenditure) -
Gross carrying amount as at April 1, 2018 3.41
Additions (subsequent expenditure) -
Gross carrying amount as at March 31, 2019 3.41
Net carrying amount
As at March 31, 2019 3.41
As at March 31, 2018 3.41
c) Intangible Assets
(` in lakhs)
Intangible Asset
Intangible
Particulars Store Opening Fees Total
Software Asset under
and Territory Fees
Development
Gross carrying amount as at April 1, 2017 3,611.69 2,655.74 - 6,267.43
Additions 297.53 99.66 180.78 577.97
Disposals/transfer - - - -
Gross carrying amount as at April 1, 2018 3,909.22 2,755.40 180.78 6,845.40
Additions 733.85 546.12 49.56 1,329.53
Disposals/transfer - 67.39 180.78 248.17
Gross carrying amount as at March 31, 2019 (A) 4,643.07 3,234.13 49.56 7,926.76
Accumulated amortisation as at April 1, 2017 814.30 1,009.38 - 1,823.68
Amortisation for the year 699.90 554.75 - 1,254.65
Disposals - - - -
Accumulated amortisation as at April 1, 2018 1,514.20 1,564.13 - 3,078.33
Amortisation for the year 783.68 435.27 - 1,218.95
Disposals - 67.45 - 67.45
Accumulated amortisation as at March 31, 2019 (B) 2,297.88 1,931.95 - 4,229.83
Net carrying amount (A) - (B)
As at March 31, 2019 2,345.19 1,302.18 49.56 3,696.93
As at March 31, 2018 2,395.02 1,191.27 180.78 3,767.07
104
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
4. INVESTMENTS
(` in lakhs)
Non-current Current
Particulars As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
INVESTMENT IN SUBSIDIARY (UNQUOTED
EQUITY INSTRUMENTS)
(Valued at cost)
20,55,20,075 equity shares of LKR 10 each fully paid-up in Jubilant 9,209.09 8,217.06
FoodWorks Lanka (Pvt.) Ltd. (Previous year 18,19,86,950 equity shares of
LKR 10 each fully paid-up in Jubilant FoodWorks Lanka (Pvt.) Ltd.)
Less: Provision for diminution in the value of investment (Refer note 37) (793.00) -
8,416.09 8,217.06
51,00,000 equity share of BDT 10 each fully paid-up in Jubilant Golden 456.58 -
Harvest Ltd. (Previous year Nil equity shares)
INVESTMENTS IN MUTUAL FUNDS (UNQUOTED)
(Valued at fair value)
(i) DSP Liquidity Fund – Direct Plan – Growth
1,47,995.855 units (Previous Year NIL) of ` 2,673.3912 (Previous Year 3,956.51 -
` NIL) each in DSP Liquidity Fund-Direct Plan-Growth
(ii) Axis Liquid Fund – Direct Plan – Growth
3,40,323.601 units (Previous year NIL) of `2,073.5234 (Previous year 7,056.69 -
` NIL) each in Axis Liquid Fund-Direct Plan-Growth
(iii) HDFC Floating Rate Debt Fund – Wholesale Option – Direct Plan
– Dividend Reinvestment (formerly known as HDFC Floating
Rate Income Fund – Short-Term Plan – Wholesale Option –
Direct Plan – Dividend Reinvestment)
NIL Units (Previous year 6,78,42,931.695 Units) of `NIL (Previous - 6,836.83
year ` 10.0809) each in HDFC Floating Rate Debt Fund – Wholesale
Option – Direct Plan – Dividend Reinvestment.
(iv) Aditya Birla Sun Life Money Manager – Direct Plan – Growth
20,63,845.162 units (Previous year NIL) of `251.70 (Previous year 5,194.70 -
` NIL) each in Aditya Birla Sun Life Money Manager – Direct Plan –
Growth
(v) Aditya Birla Sun Life Saving Fund – Daily Dividend -Direct
Plan - Reinvestment
NIL Units (Previous year 77,71,472.616) of `NIL (Previous year - 7,786.15
`100.1888) each In Aditya Birla Sunlife Saving Fund – Daily
Dividend – Direct Plan – Reinvestment
(vi) IDFC Corporate Bond Fund – Direct Plan – Growth
1,45,54,980.912 units (Previous year NIL) of `12.8604 1,871.83 -
(Previous year ` NIL) each in IDFC Corporate Bond Fund – Direct
Plan – Growth
(vii) ICICI Prudential Savings Fund – Direct Plan – Daily
Dividend – Dividend Reinvestment (formerly known as ICICI
Prudential Flexible Income – Direct Plan – Daily Dividend –
Dividend Reinvestment)
NIL Units (Previous year 7,60,09,74.467) of `NIL (Previous year - 8,041.44
`105.7949) each in ICICI Prudential Savings Fund – Direct Plan –
Daily Dividend-Dividend Reinvestment
(viii) Kotak Savings Fund – Direct Plan – Daily Dividend (formerly
known as Kotak Treasuary Advantage Fund – Direct Plan –
Daily Dividend)
NIL Units (Previous year 3,61,66,180.224) of `NIL (Previous year - 3,645.73
`10.0805) each In Kotak Savings Fund – Direct Plan – Daily Dividend
TOTAL 8,872.67 8,217.06 18,079.73 26,310.15
Aggregate amount of investments designated at Fair value through - - 18,079.73 26,310.15
profit and loss (FVTPL)
Aggregate amount of market value of investments - - 18,079.73 26,310.15
105
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
5. LOAN
Loan to JFL Employees Welfare Trust (Refer note 33)
- Unsecured considered good - 1,693.35
TOTAL - 1,693.35
9. INVENTORIES*
(valued at lower of cost and net realisable value)
Traded goods {including material in transit ` 7.29 Lakhs (Previous year ` 17.39 Lakhs)} 350.65 499.03
Raw materials {including raw material in transit `367.39 Lakhs (Previous year ` 128.21 Lakhs)} 4,819.92 4,363.46
Stores, spares and packing materials 1,959.77 1,278.22
Material in process 184.57 117.91
TOTAL 7,314.91 6,258.62
* The cost of inventories recognised as an expense during the year was ` 1,01,519.20 Lakhs (Previous year: ` 85,883.18 Lakhs)
106
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
11. CASH AND BANK BALANCES (includes fixed deposits)
A. Cash and cash equivalents
Cash in hand 1,640.59 1,221.75
Cheques in hand 5.78 1.63
Balances with scheduled banks in:
- Current accounts* 837.61 1,579.43
- Deposits with original maturity of less than 3 months - 5,050.00
Total Cash and cash equivalent (A) 2,483.98 7,852.81
* Includes ` 2.06 Lakhs (Previous year ` 0.94 Lakhs)
Unpaid Dividend account and is restrictive in nature.
B. Bank balances other than cash and cash equivalents
Bank balances held as margin money 1.32 -
Fixed deposits with original maturity of more than 3 months 46,420.33 5,000.00
Bank balances other than cash and cash equivalents (B) 46,421.65 5,000.00
TOTAL (A+ B) 48,905.63 12,852.81
(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
(` in lakhs)
As at March 31, 2019 As at March 31, 2018
Particulars
No. of shares Amount No. of shares Amount
As at beginning of the year 65,984,520 6,598.45 65,949,070 6,594.91
Add: Issued during the year - ESOP - - 35,450 3.54
Add: Issued during the year - Bonus 65,984,520 6,598.45 - -
Outstanding at the end of the year 131,969,040 13,196.90 65,984,520 6,598.45
107
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
108
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(ii) The description of the nature and purpose of each reserves within equity is as follows:
Securities Premium:
S ecurities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions
of the Companies Act, 2013.
Retained Earnings:
Retained Earnings represents the undistributed profits of the Company.
A reconciliation of the income tax provision to the amount computed by applying the statutory income tax rate to the income before
income taxes is summarised below:
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Profit before tax 49,447.58 31,323.84
Accounting profit before income tax 49,447.58 31,323.84
Enacted tax rates in India 34.94% 34.61%
Income tax expense calculated @ 34.944% (PY 34.608%) 17,278.96 10,840.55
Adjustments in respect of current income tax of previous years:
Dividend income (202.55) (329.11)
Expense incurred on exempted Income (Section 14A read with rule 8D) 43.29 72.81
Effect of non-deductible expenses 164.39 83.60
Deduction u/s 80G (29.40) -
Tax relating to earlier years 21.66 53.16
Deduction u/s 80JJAA (406.88) (122.62)
Impairment of Investment in Subsidiary 277.11
Impact of change in future tax rate - 51.92
Others 20.52 33.05
At the effective income tax rate of 34.72 % (March 31, 2018: 34.11%) 17,167.10 10,683.36
Income tax expense reported in the statement of profit and loss 17,167.10 10,683.36
The following table provides the details of income tax assets and income tax liablities as on March 31, 2019 and March 31, 2018.
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Assets for current tax 55,461.28 37,729.81
Provision for current tax liabilities (53,988.68) (36,516.25)
Assets for current tax (net) 1,472.60 1,213.56
109
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
The gross movement in the current income tax assets/(liability) for the year ended March 31, 2019 and March 31, 2018 are as follows:
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Assets for current tax (net) at the beginning 1,213.56 810.62
Provision for income tax paid during the year 17,731.47 12,617.41
Current tax expense (17,472.43) (12,214.47)
Net current income tax asset/(liability) at the end* 1,472.60 1,213.56
*Note: Includes ` 300 Lakhs paid against filing appeal at CIT(A) for AY 2012-13 and 2013-14.
Deferred tax
(` in lakhs)
Balance Sheet Statement of profit and loss
Particulars As at As at Year ended Year ended
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Deferred tax Asset / (Liability)
A. Tax effect of items constituting deferred tax liability
On difference between book balance and tax balance of Property, (6,990.30) (7,296.44) 306.14 1,584.98
Plant and Equipment and other intangibles assets
Financial asset carried at market value through P&L (192.29) - (192.29) -
Total deferred tax liability TOTAL (A) (7,182.59) (7,296.44) 113.85 1,584.98
B. Tax effect of items constituting deferred tax asset
Expenditure allowed on actual payment basis 733.05 1,026.25 (293.20) 55.58
Provision for compensated absences 855.13 490.54 364.59 (210.90)
Provision for doubtful debts 180.52 154.39 26.13 1.49
Impact of security deposits 209.90 178.01 31.89 52.56
Share based payment expense 109.47 47.40 62.07 47.40
Tax on remeasurement of defined benefit obligations 169.85 (98.54) - * -
Total deferred tax assets TOTAL (B) 2,257.92 1,798.05 191.48 (53.87)
Deferred tax assets/(liabilities) (net) TOTAL (A-B) (4,924.67) (5,498.39) 305.33 1,531.11
* Tax on remeasurement of defined obligation amounting to ` (-) 268.39 Lakhs recognised in other comprehensive income.
110
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
For explanations on the Company credit risk management processes, refer to Note 48.
111
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
112
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(` in lakhs)
Year ended Year ended
26. Particulars
March 31, 2019 March 31, 2018
A. Details of purchase of traded goods
Prepackaged beverages 6,431.58 6,435.84
Dessert 1,516.53 1,921.78
Dips 1,042.91 913.63
Total 8,991.02 9,271.25
B. Changes in inventories of Raw material-in-progress and traded goods
Opening Stock
- Raw material-in-progress 117.91 61.34
- Traded goods 499.03 409.51
Total (A) 616.94 470.85
Less: Closing stock
Closing stock - Raw material-in-progress (184.57) (117.91)
Closing stock - Traded goods (350.65) (499.03)
Total (B) (535.22) (616.94)
(INCREASE)/ DECREASE IN INVENTORIES TOTAL (A-B) 81.72 (146.09)
Details of (increase)/decrease in inventories
Traded goods:
Beverages 42.96 (50.63)
Dessert 96.01 (2.27)
Dips 9.41 (36.62)
Total (A) 148.38 (89.52)
Raw material-in-process - Dough Total (B) (66.66) (56.57)
(INCREASE)/ DECREASE IN INVENTORIES (A+B) 81.72 (146.09)
Details of inventory at the end of the year
Traded goods:
Beverages 228.80 271.76
Dessert Including Raw material-in-transit `7.29 Lakhs (Previous year ` 17.39 Lakhs) 46.94 142.95
Dips 74.91 84.32
TOTAL 350.65 499.03
Raw material-in-process:
Dough 184.57 117.91
TOTAL 184.57 117.91
113
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Advertisement and publicity expenses (Refer note a below) 17,088.28 14,276.62
House Keeping and Security Expenses 3,665.47 3,095.95
Sundry balances written-off 9.12 9.65
Provision for doubtful debts and advances 74.80 -
Corporate social responsibility expense (Refer note d) 380.19 284.00
Loss on disposal of Property, Plant and Equipment 280.00 156.69
Donation (Refer note e) 350.00 -
Miscellaneous expenses (Refer note 35) 8,563.00 7,291.32
TOTAL 103,346.51 86,282.26
Notes:
a) Advertisement and Publicity expenses are net of amount received from business partner ` 749.13 Lakhs (Previous year ` 716.03 Lakhs).
b) Includes payment to auditors as below:
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
As Auditor: #
Audit fees 43.07 27.70
Tax audit fees 5.31 7.00
Limited review 28.32 34.24
In other capacity:
Other services (certification fees) 9.74 -
Reimbursement of expenses 6.05 6.10
TOTAL 92.49 75.04
# (Inclusive of Goods and Services tax/Service tax on entire fee, net of credit)
c) The stores and office premises are obtained on operating leases. The lease term is generally for 1-28 years and the same are generally
renewable at the option of the lessee. There are no subleases and the leases are generally cancellable in nature. The aggregate lease
rentals are charged as rent in Statement in Profit and Loss.
114
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
Note:
(a) (i) Previous year ` 1,420.97 Lakhs related to Transfer Pricing matter in which Transfer Pricing Officer (TPO) has passed
unfavourable order on account of franchisee fee pertaining to the Assessment Year 2012-13 and 2013-14 against
which the Company has filed appeal before CIT (A) against the order of the TPO. Further, during the Current year, the
Company has received a favourable order from CIT (A) for the AY 2012-13 and AY 2013-14.
(ii) The Company has received a demand of ` 4,720.03 Lakhs (excluding interest) in relation to expenditure on leasehold
improvement considered as revenue expenditure for computing income tax, for Assessment Years 2012-13, 2013-14,
2014-15, 2016-17. During the current year, the Company has received favourable order from CIT (A) for the Assessment
Years 2012-13 and 2013-14. However the Department has preferred appeal before the Income Tax Appellate Tribunal
(ITAT). The Company is of the view that the above said demand will not have any impact in the Statement of Profit
and Loss as the Company has created deferred tax liability on the same, excluding interest of ` 2,111.20 Lakhs which
has been considered as contingent liability.
115
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(b) (i) Includes demand of ` Nil Lakhs (Previous year ` 137.11 Lakhs) related to surcharge on value added tax (VAT) in the
matter of classification of Company's business under 'Single Commodity Chain' under Kerala VAT Taxes Act, 1957
against which the Company has received favourable order from high court (Single Bench). However, the department
has preferred an appeal at higher level.
(ii) Includes VAT demand of ` 89.19 Lakhs (Previous year ` 89.19 Lakhs) on franchisee fee for right to use ‘Domino's‘
brand name under Master Franchisee Agreement. However, the Company has paid service tax on franchisee fee since
there is no sale of goods involved rather there is purchase of services.
(iii) Includes demand of ` 579.67 Lakhs (Previous year ` Nil) for the year 2013-14 to 2017-18 & April-June-17 relating
to VAT on service tax component charged from customers at the restaurant wherein question of VAT on service tax
was raised by the Assistant Commissioner, Deprartment of Commercial taxes. The Company is of the view that the
demand is not tenable as VAT and Service tax are mutually exclusive and can not be levied on same value.
(iv)
GST rate on restaurant services was reduced from 18% to 5% subject to the condition that input tax
credit on input services/ goods will not be allowed w.e.f. November 15, 2017 resulting in loss of input
tax credit for the restaurant companies. The Company reduced the GST rate from 18% to 5% w.e.f.
November 15, 2017 and increased menu prices of various SKUs to recoup the loss of input tax credit in such
a manner that at overall level the loss of input credit was higher than the price increase resulting a net loss to
the Company at entity level. Based on customer complaint an Anti-Profiteering investigation was conducted
by Director General Anti Profiteering (DG). The DG extended the scope of investigation to all products
of the Company and submitted its report to National Anti Profiteering Authority (NAA) on July 16, 2018.
The National Anti-Profiteering Authority vide its Final Order dated January 31, 2019 determined the profiteering
amount of ` 4,142.98 Lakhs by the Company for the period November 15, 2017 to May 31, 2018 and also directed
the Company to reduce its price by way of commensurate reduction, keeping in view the reduced rate of tax and
the benefit of ITC denied, directed the DG to conduct further investigation to ascertain whether the Company
has subsequently passed on the benefit of tax reduction to its customers and directed issuance of a Show Cause
Notice on the Company for imposition of penalty. The said Show Cause Notice was issued on February 4, 2019.
The Company filled a writ petition in Hon’ble Delhi High court challenging the order of the NAA and initiation
of penalty proceeding on February 25, 2019. Delhi High Court in an Interim Order passed on March 13, 2019
stayed the NAA order and the Penalty proceeding against the Company subject to deposit of ` 2,000 Lakhs in
Central Consumer Welfare Fund (CWF) within 4 weeks from the date of the order. The Company has deposited
` 2,000 Lakhs with CWF on March 29, 2019 in compliance with the stay order of Hon’ble Delhi High Court.
The Company is of the view, based upon legal expert opinion and other legal and commercial grounds presented
in the writ petition, the demand is not tenable as the Company has incurred losses at the entity level and thus the
said liability on account of Anti Profiteering has not been provided in the books of account as of March 31, 2019.
(c) Based upon the legal opinion by the management, there are various interpretation issues and thus the Company is in
the process of evaluating the impact of the recent Supreme Court Judgement in the case of ‘Vivekananda Vidyamandir
vs Regional Provident Fund Commissioner (II)‘, West Bengal in relation to non-exclusion of certain allowances from the
definition of ‘basis wages‘ of the relevant employees for the purpose of determining contribution to provident fund under
the Employees Provident Fund & Miscellaneous Provisions Act, 1952.
b) The Company has entered Master Franchisee agreement with Domino's Pizza International Franchising Inc. and Dunkin
Donuts Franchising LLC based on such agreement the Company is having commitment to open specified number of
stores/ restaurants under respective franchisee agreements from time to time. The amount of such commitment is
not quantifiable.
116
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
a) JFL Employees Stock Option Scheme, 2011 (ESOP 2011); and
b) JFL Employees Stock Option Scheme, 2016 (ESOP 2016)
ESOP 2011* ESOP 2016
Particulars
Date of grant Number of options granted Date of grant Number of options granted
Grant-I October 5, 2011 232,500 December 30, 2016 14,528
Grant-II December 14, 2012 202,050 April 19, 2017 14,360
Grant-III November 11, 2013 278,500 July 17, 2017 1,820
Grant-IV December 8, 2014 167,300 January 19, 2018 4,767
Grant-V December 30, 2016 10,272 N.A.
Grant-VI April 19, 2017 32,370 N.A.
Grant-VII January 19, 2018 1,562 N.A.
Grant-VIII April 10, 2018 4,601 April 10, 2018 1,928
Grant-IX July 25, 2018 3,678 July 25, 2018 4,075
Grant-X N.A. January 30, 2019 5,659
Grant-XI March 3, 2019 18,251 March 3, 2019 6,715
Date of Board Approval of the July 12, 2011 September 19, 2016
relevant scheme
Date of Shareholder’s approval of August 20, 2011 November 2, 2016
the relevant scheme
Date of Last Modification September 3, 2015 N.A.
Method of Settlement (Cash/ Equity Equity
Equity)
Vesting Period From the grant date: As determined by Nomination, Remuneration &
-20% at the end of first year Compensation Committee subject to minimum of 1 year
-30% at the end of second year and maximum of 5 years from the grant date.
-50% at the end of third year
Exercise Period 7 years from first vesting date As determined by Nomination, Remuneration &
Compensation Committee subject to minimum of 1 year
and maximum of 5 years from the grant date.
Exercise Price The options are granted to eligible employees at the Exercise price shall be determined by NRC and specified in
latest available closing price of the shares of the Company, Grant Letter but it shall not be less than the face value of
prior to the grant date, at the NSE or BSE (whichever shares of the Company.
stock exchange is having the highest trading volume
of the shares).
Vesting Conditions # @
# Vesting of options is a function of achievement of performance criteria or any other criteria as specified by the Nomination, Remuneration and Compensation Committee and
communicated in the grant letter. Further, the vesting takes place on staggered basis over the respective vesting period.
@ Vesting of options is a function of achievement of performance criteria or any other criteria as specified by the Nomination, Remuneration and Compensation Committee and
communicated in the grant letter.
*During the financial year 2015-16, ESOP 2011 was modified to align the provisions of the Scheme with SEBI (Share Based Employee Benefits) Regulations, 2014 including but
not limited to facilitating secondary acquisition of shares or acquisition by way of gift in accordance with applicable laws.
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Expense arising from equity-settled share-based payment transactions (Refer note 27) 177.63 135.65
Total expense arising from share-based payment transactions recognised in Statement of Profit and Loss 177.63 135.65
117
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
The details of activity under the ESOP Plans have been summarised below:
^ Forfeited options include vested options not exercised within the stipulated time prescribed under the respective ESOP schemes, vested/unvested options forfeited in
accordance with terms prescribed under the respective ESOP Schemes.
*Additionally, the employees holding 86,736 stock options under ESOP 2011 and 24,735 stock options under ESOP 2016 are entitled to bonus shares in the ratio of 1:1 upon
exercise of these options.
During the year the weighted average market price of the Company's share was ` 1,305.11 (Previous year ` 1,479.42)
For options granted during the year For options granted during the year
Particulars ended March 31, 2019 ended March 31, 2018
ESOP 2011 ESOP 2016 ESOP 2011 ESOP 2016
Dividend yield (%) 0.10 - 0.21% 0.10 - 0.21% 0.13 - 0.25% 0.13 - 0.25%
Expected volatility* (%) 34.30% - 37.00% 35.77% - 36.66% 33.78% - 38.87% 33.78% - 38.87%
Risk–free interest rate (%) 6.79% - 7.94% 7.16% - 7.41% 6.59% - 7.32% 6.96% - 7.41%
Expected life of share options* (years) 2-4 3.42-4.33 2-4 4.45-4.50
Share price at grant date (`) 1,195.75-2,453.15 1,195.75-2,453.15 1,008.15-1,943.35 1,008.15-1,943.35
*The expected life of the stock is based on historical data and current market expectations and is not necessarily indicative of exercise patterns that may occur. The expected
volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may also not necesssarily be the
actual outcome.
118
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
(B) Names of other related parties with whom transactions have taken place during the year:
(i) Enterprises in which directors (ii) Post employment (iii) Key Management (iv) Non-Executive
are interested (B) benefit plan for the Personnel (D) Directors (D)
benefitted employees (C)
– Jubilant Consumer Pvt. Ltd. – Jubilant Foodworks Provident – Mr. Pratik R. Pota, CEO and – Mr. Shyam S. Bhartia
– Jubilant Life Sciences Limited Fund Trust Wholetime Director – Mr. Hari S. Bhartia
– HT Media Limited – Jubilant Foodworks – Mr. Prakash C. Bisht, CFO (w.e.f. – Mr. Vishal Marwaha
– The Hindustan Times Ltd. Gratuity Trust January 19, 2018)@ – Ms. Ramni Nirula
– Priority Vendor Technologies – Ms. Mona Aggarwal, Company (Resigned w.e.f.
Pvt. Ltd. Secretary@ March 30, 2019)
– Mr. Phiroz Vandrevala
– Jubilant Bhartia Foundation – Mr. Arun Seth
(Resigned w.e.f. Jan 31, 2019)
– Ms. Aashti Bhartia
– Mr. Vikram Singh Mehta
(w.e.f. Feb 01, 2019)
– Mr. Berjis Desai
– Mr. Shamit Bhartia
– Mr. Abhay Havaldar
(w.e.f. July 25, 2018)
– Mr. Ashwani Windlass
(w.e.f. July 25, 2018)
# JFL Employees Welfare Trust is not a related party as per the definition under IND AS 24. However, the same have been included voluntarily, following the best
corporate governance practices.
@ As per Section 203 of the Companies Act, 2013, definition of Key Managerial personnel includes Chief Financial Officer (CFO) and Company Secretary.
119
ii) Transactions with related parties
120
(` in lakhs)
Enterprise over which any
person described in (D) above or
their relative is able to exercise
Controlled entities Key Management Personnel & Notes
significant influence and Post Total
Particulars (A) Non-Executive Directors (D)
employee benefit plan for the
benefitted employees
(B) & (C)
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
A) Transactions
Investment in Equity Capital
- Jubilant FoodWorks Lanka (Pvt.) Limited 992.03 774.54 - - - - 992.03 774.54
- Jubilant Golden Harvest Limited 456.58 - - - - - 456.58 -
Export Sale of goods to
- Jubilant FoodWorks Lanka (Pvt.) Limited 141.19 - - - - - 141.19 -
- Jubilant Golden Harvest Limited 101.85 - - - - - 101.85 -
Franchise Development and store opening fee (Sub-franchisee
income)
- Jubilant Golden Harvest Limited 425.16 - - - - 425.16 -
Royalty fee (Sub-franchisee income)
- Jubilant Golden Harvest Limited 11.55 - - - - - 11.55 -
Reimbursement for expenses (Miscellaneous expenses)
- Jubilant Golden Harvest Limited 25.00 - - - - - 25.00 -
Purchase of property, plant & equipment
- Jubilant FoodWorks Lanka (Pvt.) Limited 42.51 - - - - - 42.51 -
Sale of goods to
- Jubilant Consumer Pvt. Ltd. - - 1.07 - - - 1.07 -
Loan given to ESOP trust
- JFL Employees Welfare Trust - 3,592.86 - - - - - 3,592.86
Repayment of loan by ESOP trust
- JFL Employees Welfare Trust 1,693.35 1,899.51 - - - - 1,693.35 1,899.51
Purchase of goods from
- Jubilant Consumer Pvt. Ltd. - - 3,074.36 2,638.72 - - 3,074.36 2,638.72
Charges for services paid to
- HT Media Limited (Advertisment and Publicity expenses) - - 18.05 23.71 - - 18.05 23.71
- Jubilant Life Sciences Limited (AMC charges/ CSR expense/ Rent) - - 76.66 111.01 - - 76.66 111.01
- Jubilant Bhartia Foundation (CSR expense) - - 3.75 - - - 3.75 -
- The Hindustan Times Ltd. (Rent/ Power/ Miscellaneous charges) - - 17.69 18.24 - - 17.69 18.24
- Priority Vendor Technologies Pvt. Ltd. (Fee for bill discounting) - - 27.80 13.22 - - 27.80 13.22
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
- - - - - 67.73 - 67.73
- Mr. Prakash C. Bisht - - - - 160.64 30.10 160.64 30.10
- Ms. Mona Aggarwal - - - - 63.24 44.96 63.24 44.96
Post-Employment benefit plan
- Jubilant FoodWorks Provident Fund Trust - - 1,315.28 944.11 - - 1,315.28 944.11
- Jubilant FoodWorks Gratuity Trust* - - 249.72 403.62 - - 249.72 403.62
Balance at year end:
Payables
- Mr. Vikram Singh Mehta - - - - 0.45 - 0.45 -
- HT Media Limited - - 18.05 - - - 18.05 -
Annual Report 2018-19
*Excludes ` 565.23 Lakhs as provison for gratuity provided on the basis of actuarial valuation, which will be paid in future and it includes ` 249.72 Lakhs paid directly to employees on behalf of Gratuity Trust. (Also refer note 34)
The transactions with related parties are made on terms equivalent to those that prevail in arm’s length transactions. Outstanding balances at the year-end are unsecured and
interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2019,
the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining
the financial position of the related party and the market in which the related party operates.
121
Financial Statements
Compensation of key management personnels
122
(` in lakhs)
Particulars March 31, 2019 March 31, 2018
Short-term employee benefits* 7.12 -
Post-employment gratuity - 5.09
Notes
Total 7.12 5.09
*During the year ended March 31, 2019, Key Management Personnels of the Company, were allotted/transfer 400 equity shares (Previous year NIL) under JFL Employees Stock Option Scheme, 2011 (‘ESOP 2011‘) of the
Company, ESOP Perquisite value is ` 7.12 Lakhs (Previous year ` NIL Lakhs).
Provision for incremental gratuity liability and leave encashment for the current year in respect of key management personnels has not been considered above, since the
provision is based on a actuarial basis for the Company as a whole.
Notes:
(a) No amount has been provided as doubtful debts or advances / written-off or written back in the year in respect of debts due from/ to above related parties.
(b) During the year ended March 31, 2019, 19,144 and 8,346 options were granted to Key Management Personnels under ESOP scheme 2011 and ESOP scheme
2016 respectively.
(c) The status of stock options pending vesting/exercise, granted to Key Management Personnels are as below:-
Name of Key Management Personel Mr. Pratik R. Pota Mr. Prakash C. Bisht Ms. Mona Aggarwal
ESOP Scheme ESOP scheme 2011 ESOP scheme 2016 ESOP scheme 2016 ESOP scheme 2011
Exercise Price 2,454 1,277 1,009 10 10 669 1,326 1,260 1,405
share options outstanding as at March 31, 2019* 4,601 14,543 32,370 21,145 2,517 - 1,500 2,200 3,350
share options oustanding as at March 31, 2018 - - 32,370 14,360 956 400 1,500 2,200 3,350
*Additionally, the KMPs are entitled to Bonus Shares in ratio of 1:1 upon exercise of 44,021 stock options under ESOP 2011 and 17,244 stock options under ESOP 2016 mentioned above.
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
34. EMPLOYEE BENEFITS IN RESPECT OF THE COMPANY HAVE BEEN CALCULATED AS UNDER:
a) Defined contribution plans:
The Company has certain defined contribution plan such as provident fund, employee state insurance, employee pension
scheme, employee superannuation fund wherein specified percentage is contributed to them. During the year, the Company
has contributed following amounts to:
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Employer’s contribution to provident fund 1,315.28 944.11
Employer’s contribution to employee’s pension scheme 1995 1,556.77 1,418.26
Employer’s contribution to superannuation fund 4.19 11.14
Employer’s contribution to employee state insurance 1,523.11 1,257.69
The following tables summarises the components of net benefit expense recognised in the statement of profit and loss and the
amounts recognised in the balance sheet.
Balance Sheet
Details of provision for Gratuity:
(` in lakhs)
Gratuity
Particulars
March 31, 2019 March 31, 2018
Defined benefit obligation 2,843.37 2,682.62
Fair value of plan assets 2,278.14 2,460.94
Plan (asset)/ liability 565.23 221.68
(` in lakhs)
Long-term Short-term
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Provision for Gratuity - - 565.23 221.68
123
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
Changes in the present value of the defined benefit obligation are as follows:
(` in lakhs)
Particulars March 31, 2019 March 31, 2018
Present value of obligation as at the beginning of the year 2,682.62 2,366.94
Acquisition cost 22.18 -
Interest cost 128.40 177.52
Other adjustment* (727.67) -
Current service cost 579.90 400.25
Settlement cost/(Credit) - 784.89
Benefits paid (617.50) (784.89)
Actuarial (gain)/loss on obligation 775.44 (262.09)
Present value of obligation as at the end of year 2,843.37 2,682.62
*mainly on account of asset ceiling.
Changes in the defined benefit obligation and fair value of plan assets as at March 31, 2019 and March 31, 2018:
Change in the net defined benefit obligation of plan assets are as follows:
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Net defined benefit liability at the beginning of the year 221.68 403.62
Current service cost 579.90 400.25
Acquisition cost 22.18 -
Net interest Income (49.21) 30.27
Other adjustment (727.67) 0.56
Settlement cost - 784.89
Benefits paid (249.72) (709.00)
Remesurement of (gain)/ loss recognised in the year 768.07 (285.29)
Contribution paid to the Fund - (403.62)
Net defined benefit liability at the end of the year 565.23 221.68
The Company expects to contribute ` 1,036.71 Lakhs (Previous year ` 221.68 Lakhs) to gratuity in the next year.
The major categories of plan assets as a percentage of the fair value of total plan assets are as follows:
Particulars March 31, 2019 March 31, 2018
Insurance policy with SBI Life Insurance Company Limited 100% 100%
124
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
The principal assumptions used in determining gratuity for the Company’s plans are shown below:
Demographic Assumptions
Gratuity
Particulars
March 31, 2019 March 31, 2018
Discount Rate (%) 7.00 7.80
Future salary increase (%) 7.00 6.00
Expected rate of return on plan assets(%) 7.00 8.00
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment market.
A quantitative sensitivity analysis for significant assumption as at March 31, 2019 is as shown below:
India gratuity plan:
Particulars Change in Discount rate Change in salary increase
Sensitivity Level 0.5% increase 0.5% decrease 0.5% increase 0.5% decrease
Impact on defined benefit obligation (` in lakhs) (67.41) 71.23 71.10 (67.90)
125
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
c) Provident Fund
The Company makes monthly contributions to provident fund managed by trust for qualifying employees. Under the scheme,
the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. As per Ind AS 19 on
‘Employee Benefits‘, employer established provident fund trusts are treated as defined benefit plans, since the Company is
obliged to meet interest shortfall, if any, with respect to covered employees. The total liability of ` Nil (March 31, 2018: ` Nil)
as worked out by the actuary has been allocated to each entity based on the corpus value of each entity as at March 31, 2019.
Accordingly, liability of ` Nil (March 31, 2018: ` Nil) has been allocated to Company and ` Nil (March 31, 2018: ` Nil) has been
charged to Statement of Profit and Loss during the year.
Actuarial assumptions made to determine interest rate guarantee on exempt provident fund liabilities are as
follows:
Particulars March 31, 2019 March 31, 2018
Discounting rate 7.00% 7.80%
Expected guaranteed interest rate 8.65% 8.55%
Expected shortfall in interest earnings on the fund 0.05% 0.05%
The Company has contributed ` 2,872.05 Lakhs to provident fund (March 31, 2018: ` 2,362.37 Lakhs) for the year.
Note: The above expenses have been netted off in the respective line items in the Statement of Profit and Loss.
36. DISCLOSURES REQUIRED UNDER SECTION 22 OF THE MICRO, SMALL AND MEDIUM ENTERPRISES
DEVELOPMENT ACT, 2006
(` in lakhs)
As at March 31, As at March 31,
Particulars
2019 2018
(i) Principal amount remaining unpaid to MSME suppliers as on March 31, 2019 # 624.71 109.75
(ii) Interest due on unpaid principal amount to MSME suppliers as on March 31, 2019 0.28 -
(iii) The amount of interest paid along with the amounts of the payment made to the MSME suppliers - -
beyond the appointed day
(iv) The amount of interest due and payable for the year (without adding the interest under MSME - -
Development Act)
(v) The amount of interest accrued and remaining unpaid as on March 31, 2019* 15.31 -
(vi) The amount of interest due and payable to be disallowed under Income Tax Act, 1961 15.31 -
* includes under respective heads of expenses and trade payables.
# includes an amount of ` 203.29 Lakhs in relation to medium enterprises defined under the Micro, Small and Medium Enterprises Development Act, 2006.
Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of
information collected by the Management. This has been relied upon by the auditors.
126
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
During the current year, the Company has recognised provision for diminution in the value of investment in Jubilant FoodWorks Lanka
(Private) Limited (‘Srilanka subsidiary’) of ` 793 Lakhs towards closed stores, presented as an exceptional item in the Statement of
Profit and Loss, and made an assessment on the balance investment value in subsidiary and is of the view that no further impairment
is required as on March 31, 2019 considering approved management’s business plan/ future projections.
The key assumptions used for computation of value in use are the sales growth rate, gross profit margins, long-term growth rate and
the risk-adjusted pre-tax discount rate. The pre-tax discount rates are derived from the Company’s weighted average cost of capital,
taking into account the cost of capital, to which specific market-related premium adjustments are made for the Srilanka territory.
The Company has performed sensitivity analysis by changing the aforementioned variables independently by 50 basis points,
keeping the other variables constant, based upon which, there would be no material increase to the impairment charge which would
impact the decision of the user of the financial statements.
38. The Company has operating lease under non cancellable arrangements for commissary. The details of minimum lease obligations
and lease payment recognised during the year are as under:
(` in lakhs)
For the year Ended For the year Ended
Particulars
March 31, 2019 March 31, 2018
Operating lease payments recognised during the year 37.74 37.74
Minimum Lease obligation:
Not later than 1 year 37.74 37.74
Later than 1 year but not later than 5 years 150.96 150.96
Later than 5 years 3,036.84 3,074.58
39. Expenditure on leasehold improvement incurred during the year has been considered as revenue expenditure for computing
provision for Income tax expense, relying upon the internal/external expert advice. However the treatment does not impact the
statement of profit and loss. As deferred tax liability of ` 1,019.39 Lakhs (Previous year ` 356.41 Lakhs) has been provided in the books
since such item has been capitalised in the books.
40. Segment Reporting: As the Company’s business activity primarily falls within a single business and geographical segment i.e.
Food and Beverages, thus there are no additional disclosures to be provided under Ind AS 108 – ‘Operating Segment’. The Chief
Operating Decision Maker (CODM) considers that the various goods and services provided by the Company constitutes single
business segment, to assess the performance and to make decision about allocation of resources, since the risk and rewards from
these services are not different from one another.
41. Corporate Social Responsibility (CSR): As per Section 135 of the Companies Act, 2013, a CSR committee has been formed by the
Company. The CSR activities and spend are as per the CSR Policy recommended by the CSR Committee and approved by the Board.
The same has also been uploaded on the Company’s website www.jubilantfoodworks.com
42. The Company has an invesment of ` 9,209.09 Lakhs (Previous year ` 8,217.06 Lakhs)(includes investment made during the year
`992.03 Lakhs) in it wholly-owned subsidiary Company ‘Jubilant FoodWorks Lanka (Private) Limited‘ as on March 31, 2019 to cater to
the geographical market of Srilanka. The Company has agreed in its Board of Directors (BOD) meeting to provide continuous financial
support by way of equity investment until the subsidiary is able to generate sufficient cash flows to run its operations. Based upon
future business plan, the Company is confident that in foreseeable future, the subsidiary will be able to earn profits (also refer note 37).
Further, during the current year the Company has invested ` 456.58 Lakhs and as at March 31, 2019 the Company has an investment
of ` 456.58 Lakhs in Jubilant Golden Harvest Ltd. to cater to the geographical market of Bangladesh.
127
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
The Board of Directors at its meeting held on May 15, 2019 has recommended the following for approval of the Dividend of ` 5 /- each
for every equity share of ` 10/- fully paid-up on existing share capital for the year ended March 31, 2019. The dividend payment is
expected to be ` 6,598.45 Lakhs (excluding the dividend distribution tax thereon `1,356.33 Lakhs).
44. All the amounts included in the financial statements are reported in lakhs of Indian Rupees ('INR' or '`') and are rounded to the nearest
Lakhs, unless stated otherwise.
The effective date for adoption of Ind AS 116 is annual periods beginning on or after April 1, 2019. The standard permits two
possible methods of transition:
yy F ull Retrospective approach – Retrospectively to each prior period presented applying Ind AS 8- Accounting Policies,
Changes in Accounting Estimates and Errors
yy odified Retrospective approach– Retrospectively, with the cumulative effect of initially applying the standard recognised
M
at the date of initial application.
Under modified retrospective approach, the lessee records the lease liability as the present value of the remaining lease
payments, discounted at the incremental borrowing rate and the right of use asset either as:
yy Its carrying amount as if the standard had been applied since the commencement date, but discounted at lessee's
incremental borrowing rate at the date of intial application or
yy n amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments related to that
A
lease recognised under Ind AS 17 immediately before the date of initial application.
Currently, the Company is evaluating both the approach and the impact of transitioning to Ind AS 116 on the financial statement
as at March 31, 2019.
128
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
i) Full retrospective approach – Under this approach, Appendix C will be applied retrospectively to each prior reporting
period presented in accordance with Ind AS 8 – Accounting Policies, Changes in Accounting Estimates and Errors,
without using hindsight; and
ii) Retrospectively with cumulative effect of initially applying Appendix C recognised by adjusting equity on initial
application, without adjusting comparatives.
The effective date for adoption of Ind AS 12 Appendix C is annual periods beginning on or after April 1, 2019. The Company
will adopt the standard on April 1, 2019 and has decided to adjust the cumulative effect if any in equity on the date of
initial application i.e. April 1, 2019 without adjusting comparatives.
There will be no material impact on adoption of Ind AS 12 Appendix C in the financial statements.
(ii) On March 30, 2019, the amendments to the guidance in Ind AS 12, ‘Income Taxes’, in connection with accounting for
dividend distribution taxes.
The amendment clarifies that an entity shall recognise the income tax consequences of dividends in profit or loss, other
comprehensive income or equity according to where the entity originally recognised those past transactions or events.
The amendment is effective from annual period beginning from April 1, 2019. The Company is currently evaluating the
effect of this amendment.
129
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
*Does not include investment in subsidiaries amounting to `8,872.67 Lakhs (Previous year `8,217.06 Lakhs) as at March 31, 2019 measured at cost in accordance with Ind
AS 27.
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2019
(` in lakhs)
Fair value measurement using
Quoted prices in Significant Significant
Particulars Date of valuation
Total active markets observable inputs unobservable
(Level 1) (Level 2) inputs (Level 3)
Financial Assets
Assets measured at fair value:
Investments March 31, 2019 18,079.73 18,079.73 - -
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2018:
(` in lakhs)
Fair value measurement using
Quoted prices in Significant Significant
Particulars Date of valuation
Total active markets observable inputs unobservable
(Level 1) (Level 2) inputs (Level 3)
Financial Assets
Assets measured at fair value:
Investments March 31, 2018 26,310.15 26,310.15 - -
130
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company is
exposed to market risk, credit risk and liquidity risk.
The Company’s senior management oversees the management of these risks. The senior professionals work on to manage the
financial risks and the appropriate financial risk governance framework for the Company are accountable to the Board of Directors
and Audit Committee. This process provides assurance to Company’s senior management that the Company’s financial risk-taking
activities are governed by appropriate policies and procedures and that financial risk are identified, measured and managed in
accordance with Company policies and risk objective.
The Board of Directors reviews and agrees policies for managing each of these risks which are summarised as below:
a) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market prices comprises three types of risk: currency rate risk, interest rate risk and other price risks, such as equity
price risk and commodity price risk. Financial instruments affected by market risks include deposits, investments and foreign
currency receivables and payables. The sensitivity analyses in the following sections relate to the position as at March 31, 2019.
The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, pension obligation and
other post-retirement obligations; provisions; and the non-financial assets and liabilities.The sensitivity of the relevant Profit
and Loss item is the effect of the assumed changes in the respective market risks. This is based on the financial assets and
financial liabilities held as of March 31, 2019.
Foreign currency exposures recognised by the Company that have not been hedged by a derivative instrument or
otherwise are as under:
Receivables
As at March 31, 2019 As at March 31, 2018
Currency Foreign Currency Foreign Currency
` in lakhs ` in Lakhs
in lakhs in lakhs
USD 644.16 9.29 - -
Payables
As at March 31, 2019 As at March 31, 2018
Currency Foreign Currency Foreign Currency
` in lakhs ` in lakhs
in lakhs in lakhs
USD 400.55 5.78 336.83 5.18
EURO 4.67 0.06 - -
131
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
This is not applicable to the Company as the Company is not having any loans and borrowings.
b) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from
its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other
financial instruments.
d) Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable
price. The Company's objective is to at all times maintain optimum levels of liquidity to meet its cash and liquidity requirements.
The Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate
source of financing through the use of short-term bank deposits and cash credit facility. Processes and policies related to
such risks are overseen by senior management. Management monitors the Company's liquidity position through rolling
forecasts on the basis of expected cash flows. The Company assessed the concentration of risk with respect to its debt and
concluded it to be low.
The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments.
(` in lakhs)
Year ended March 31, 2019 Year ended March 31, 2018
Particulars Other financial Other financial
Trade payables Other payables Trade payables Other payables
liabilities liabilities
On demand - - - - - -
Less than 3 months - - - - - -
3 to 12 months 41,657.25 396.83 4,946.70 38,682.70 607.44 2,864.72
1 to 5 years - - 50.00 - - 50.00
> 5 years - - - - - -
Total 41,657.25 396.83 4,996.70 38,682.70 607.44 2,914.72
f) Collateral
There are no significant terms and conditions associated with the use of collateral.
132
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Standalone Financial Statements for the year ended March 31, 2019
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
133
Independent Auditor's Report
To the Members of Jubilant FoodWorks Limited statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters. We have
REPORT ON THE AUDIT OF THE CONSOLIDATED determined the matters described below to be the key audit
FINANCIAL STATEMENTS matters to be communicated in our report.
Opinion
We have audited the accompanying consolidated financial 1. Claims and Litigations:
statements of Jubilant FoodWorks Limited (”the Parent”) and its The Group is the subject of lawsuits and claims which could
subsidiaries, (the Parent and its subsidiaries together referred to as have a significant impact on the Consolidated profit if the
“the Group”), which comprise the Consolidated Balance Sheet as potential exposure were to materialise. For the current year
at March 31, 2019, and the Consolidated Statement of Profit and ended March 31, 2019, we believe there is a risk relating to
Loss (including Other Comprehensive Income), the Consolidated ongoing litigation on Anti-profiteering on Goods and Service
Statement of Cash Flows and the Consolidated Statement of Tax which is disclosed in Note 30 (a) of the consolidated
Changes in Equity for the year then ended, and a summary of financial statements. The amounts involved are significant
significant accounting policies and other explanatory information. and the application of accounting standard to determine
the amount, if any, to be provided as a liability or disclosed
In our opinion and to the best of our information and according as a contingent liability, is inherently subjective. This includes
to the explanations given to us, and based on the consideration of assumptions relating to the likelihood and/or timing of cash
reports of the other auditors on separate financial statements of outflows from the business and the pending decision of
the subsidiaries referred to in the Other Matters section below, the Hon'ble High Court of Delhi.
aforesaid consolidated financial statements give the information
required by the Companies Act, 2013 (“the Act”) in the manner Due to the level of significant judgement involved, the above
so required and give a true and fair view in conformity with the matter has been identified as a key audit matter.
Indian Accounting Standards prescribed under Section 133 of
the Act read with the Companies (Indian Accounting Standards) How the matter was addressed in our audit:
Rules, 2015, as amended (‘Ind AS’) and other accounting principles
generally accepted in India, of the consolidated state of affairs Our audit procedures in this area included, among others:
of the Group as at March 31, 2019, and their consolidated profit,
their consolidated total comprehensive income, their consolidated We evaluated the Parent’s processes and controls over
cash flows and their consolidated changes in equity for the year litigations operated by Management through regular
ended on that date. meetings with in-house legal counsels and review of
Board and audit committee meeting minutes;
Basis for Opinion
We conducted our audit of the consolidated financial statements Assessed correspondence with the Parent’s external
in accordance with the Standards on Auditing specified under counsel accompanied by formal confirmations from
Section 143 (10) of the Act (SAs). Our responsibilities under those that external counsel and discussions with and
Standards are further described in the Auditor’s Responsibility for representations from in-house counsel;
the Audit of the Consolidated Financial Statements section of our
report. We are independent of the Group in accordance with the Involved our tax specialists to assess relevant historical
Code of Ethics issued by the Institute of Chartered Accountants of and recent judgements passed by the judicial court
India (ICAI) together with the ethical requirements that are relevant authorities in order to challenge the basis used for the
to our audit of the consolidated financial statements under the accounting treatment and resulting disclosures; and
provisions of the Act and the Rules made thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these Assessed whether the Parent’s disclosures detailing
requirements and the ICAI’s Code of Ethics. We believe that the the litigation in note 30 (a)of the consolidated financial
audit evidence obtained by us and the audit evidence obtained by statements. Contingent liabilities adequately disclose
the other auditors in terms of their reports referred to in the Other relevant facts and circumstances and potential
Matters section below, is sufficient and appropriate to provide a liabilities of the Parent.
basis for our audit opinion on the consolidated financial statements.
Information Other than the Financial Statements and
Key Audit Matters Auditor’s Report Thereon
Key audit matters are those matters that, in our professional The Parent Company’s Board of Directors is responsible for the
judgement, were of most significance in our audit of the consolidated preparation of the other information. The other information
financial statements of the current period. These matters were comprises the information included in the Corporate
addressed in the context of our audit of the consolidated financial Overview, Statutory Reports including Management
134
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Discussion and Analysis, Board Report and Corporate The respective Board of Directors of the companies included in the
Governance Report, but does not include the Consolidated Group are also responsible for overseeing the financial reporting
financial statements, standalone financial statements and our process of the Group.
auditor’s report thereon.
Auditor’s Responsibility for the Audit of the Consolidated
Our opinion on the consolidated financial statements does Financial Statements
not cover the other information and we do not express any Our objectives are to obtain reasonable assurance about whether
form of assurance conclusion thereon. the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue
In connection with our audit of the consolidated financial an auditor’s report that includes our opinion. Reasonable assurance
statements, our responsibility is to read the other information, is a high level of assurance, but is not a guarantee that an audit
compare with the financial statements of the subsidiaries conducted in accordance with SAs will always detect a material
audited by other auditors, to the extent it relates to these misstatement when it exists. Misstatements can arise from fraud or
entities and, in doing so, place reliance on the work of the error and are considered material if, individually or in the aggregate,
other auditors and consider whether the other information they could reasonably be expected to influence the economic
is materially inconsistent with the consolidated financial decisions of users taken on the basis of these consolidated
statements or our knowledge obtained during the course of financial statements.
our audit or otherwise appears to be materially misstated.
Other information so far as it relates to the subsidiaries is traced As part of an audit in accordance with SAs, we exercise professional
from their financial statements audited by the other auditors. judgement and maintain professional skepticism throughout the
audit. We also:
If, based on the work we have performed, we conclude that
there is a material misstatement of this other information, we Identify and assess the risks of material misstatement of the
are required to report that fact. We have nothing to report consolidated financial statements, whether due to fraud or
in this regard. error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and
Management’s Responsibility for the Consolidated Financial appropriate to provide a basis for our opinion. The risk of not
Statements detecting a material misstatement resulting from fraud is
The Parent’s Board of Directors is responsible for the matters stated higher than for one resulting from error, as fraud may involve
in Section 134(5) of the Act with respect to the preparation of collusion, forgery, intentional omissions, misrepresentations,
these consolidated financial statements that give a true and fair or the override of internal control.
view of the consolidated financial position, consolidated financial
performance including other comprehensive income, consolidated Obtain an understanding of internal financial control relevant
cash flows and consolidated changes in equity of the Group in to the audit in order to design audit procedures that are
accordance with the Ind AS and other accounting principles appropriate in the circumstances. Under Section 143(3)(i) of
generally accepted in India. The respective Board of Directors of the the Act, we are also responsible for expressing our opinion
companies included in the Group are responsible for maintenance on whether the Parent has adequate internal financial
of adequate accounting records in accordance with the provisions controls system in place and the operating effectiveness
of the Act for safeguarding the assets of the Group and for of such controls.
preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making Evaluate the appropriateness of accounting policies used
judgements and estimates that are reasonable and prudent; and and the reasonableness of accounting estimates and related
design, implementation and maintenance of adequate internal disclosures made by the management.
financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to Conclude on the appropriateness of management’s use of
the preparation and presentation of the financial statements that the going concern basis of accounting and, based on the
give a true and fair view and are free from material misstatement, audit evidence obtained, whether a material uncertainty
whether due to fraud or error, which have been used for the exists related to events or conditions that may cast significant
purpose of preparation of the consolidated financial statements by doubt on the ability of the Group to continue as a going
the Directors of the Parent Company, as aforesaid. concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the
In preparing the consolidated financial statements, the respective related disclosures in the consolidated financial statements
Board of Directors of the companies included in the Group are or, if such disclosures are inadequate, to modify our opinion.
responsible for assessing the ability of the Group to continue as a Our conclusions are based on the audit evidence obtained
going concern, disclosing, as applicable, matters related to going up to the date of our auditor’s report. However, future events
concern and using the going concern basis of accounting unless or conditions may cause the Group to cease to continue as
the management either intends to liquidate or cease operations, or a going concern.
has no realistic alternative but to do so.
135
Independent Auditor's Report
Evaluate the overall presentation, structure and content of the Other Matters
consolidated financial statements, including the disclosures, We did not audit the financial statements of the subsidiaries viz
and whether the consolidated financial statements represent Jubilant FoodWorks Lanka (Private) Limited, Jubilant Golden
the underlying transactions and events in a manner that Harvest Limited, and JFL Employees Welfare Trust, whose
achieves fair presentation. financial statements reflect total assets of ` 5,479.33 Lakhs as at
March 31, 2019, total revenues of ` 4,487.20 Lakhs and net cash
Obtain sufficient appropriate audit evidence regarding the inflows amounting to ` 300.96 Lakhs for the year ended on that
financial information of the branches, entities or business date, as considered in the consolidated financial statements.
activities within the Group to express an opinion on the These financial statements have been audited by other auditors
consolidated financial statements. We are responsible for the whose reports have been furnished to us by the Management and
direction, supervision and performance of the audit of the our opinion on the consolidated financial statements, in so far as it
financial statements of such branches or entities or business relates to the amounts and disclosures included in respect of these
activities included in the consolidated financial statements of subsidiaries and our report in terms of sub-section (3) of Section
which we are the independent auditors. For the other entities 143 of the Act, in so far as it relates to the aforesaid subsidiaries is
included in the consolidated financial statements, which have based solely on the reports of the other auditors.
been audited by the other auditors, such other auditors remain
responsible for the direction, supervision and performance of Our opinion on the consolidated financial statements above and
the audits carried out by them. We remain solely responsible our report on Other Legal and Regulatory Requirements below, is
for our audit opinion. not modified in respect of the above matters with respect to our
reliance on the work done and the reports of other auditors.
Materiality is the magnitude of misstatements in the consolidated
financial statements that, individually or in aggregate, makes Report on Other Legal and Regulatory Requirements
it probable that the economic decisions of a reasonably 1. As required by Section 143(3) of the Act, based on our audit
knowledgeable user of the consolidated financial statements may and on the consideration of the reports of other auditors on
be influenced. We consider quantitative materiality and qualitative the separate financial statements of the subsidiaries referred
factors in (i) planning the scope of our audit work and in evaluating to in the Other Matters section above we report, to the extent
the results of our work; and (ii) to evaluate the effect of any identified applicable that:
misstatements in the consolidated financial statements.
a) We have sought and obtained all the information and
We communicate with those charged with governance of the explanations which to the best of our knowledge and
Parent and such other entities included in the consolidated financial belief were necessary for the purposes of our audit of the
statements of which we are the independent auditors regarding, aforesaid consolidated financial statements.
among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies b) In our opinion, proper books of account as required by
in internal control that we identify during our audit. law relating to preparation of the aforesaid consolidated
financial statements have been kept so far as it appears
We also provide those charged with governance with a statement from our examination of those books and the reports of
that we have complied with relevant ethical requirements regarding the other auditors.
independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our c)
The Consolidated Balance Sheet, the Consolidated
independence, and where applicable, related safeguards. Statement of Profit and Loss including Other
Comprehensive Income, the Consolidated Statement of
From the matters communicated with those charged with Cash Flows and the Consolidated Statement of Changes
governance, we determine those matters that were of most in Equity dealt with by this Report are in agreement with
significance in the audit of the consolidated financial statements the relevant books of account maintained for the purpose
of the current period and are therefore the key audit matters. of preparation of the consolidated financial statements.
We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, d)
In our opinion, the aforesaid consolidated financial
in extremely rare circumstances, we determine that a matter statements comply with the Ind AS specified under
should not be communicated in our report because the adverse Section 133 of the Act.
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication. e) On the basis of the written representations received
from the directors of the Parent as on March 31,
2019 taken on record by the Board of Directors of the
136
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Company, none of the directors of the Group companies i) The consolidated financial statements disclose the
incorporated in India is disqualified as on March 31, 2019 impact of pending litigations on the consolidated
from being appointed as a director in terms of Section financial position of the Group. Refer Note 30(a) to
164 (2) of the Act. the Consolidated financial statements.
f ) With respect to the adequacy of the internal financial ii) The Group did not have any material foreseeable
controls over financial reporting and the operating losses on long-term contracts including derivative
effectiveness of such controls, refer to our separate Report contracts. Refer Note 30(b) to the Consolidated
in “Annexure A” which is based on the auditors’ reports of financial statements.
the Parent. Our report expresses an unmodified opinion
on the adequacy and operating effectiveness of internal iii) There has been no delay in transferring amounts,
financial controls over financial reporting of the Parent. required to be transferred, to the Investor Education
and Protection Fund by the Parent.
g) With respect to the other matters to be included in the
Auditor’s Report in accordance with the requirements of For Deloitte Haskins & Sells LLP
Section 197(16) of the Act, as amended, Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
137
Independent Auditor's Report
Report on the Internal Financial Controls Over Financial Our audit involves performing procedures to obtain audit evidence
Reporting under Clause (i) of sub-section 3 of Section 143 about the adequacy of the internal financial controls system over
of the Companies Act, 2013 (“the Act”) financial reporting and their operating effectiveness. Our audit
In conjunction with our audit of the consolidated Ind AS financial of internal financial controls over financial reporting included
statements of the Company as of and for the year ended March 31, obtaining an understanding of internal financial controls over
2019, we have audited the internal financial controls over financial financial reporting, assessing the risk that a material weakness
reporting of Jubilant FoodWorks Limited (hereinafter referred to exists, and testing and evaluating the design and operating
as “Parent”), as of that date. effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgement,
Management’s Responsibility for Internal Financial Controls including the assessment of the risks of material misstatement of
The Board of Directors of the Parent is responsible for establishing the financial statements, whether due to fraud or error.
and maintaining internal financial controls based on internal
control over financial reporting criteria established by the We believe that the audit evidence we have obtained, is sufficient
Company considering the essential components of internal control and appropriate to provide a basis for our audit opinion on the
stated in the Guidance Note on Audit of Internal Financial Controls Parent’s internal financial controls system over financial reporting.
Over Financial Reporting issued by the Institute of Chartered
Accountants of India (“the ICAI)”. These responsibilities include the Meaning of Internal Financial Controls Over Financial
design, implementation and maintenance of adequate internal Reporting
financial controls that were operating effectively for ensuring the A company’s internal financial control over financial reporting is a
orderly and efficient conduct of its business, including adherence to process designed to provide reasonable assurance regarding the
the Parent’s policies, the safeguarding of its assets, the prevention reliability of financial reporting and the preparation of financial
and detection of frauds and errors, the accuracy and completeness statements for external purposes in accordance with generally
of the accounting records, and the timely preparation of reliable accepted accounting principles. A Company’s internal financial
financial information, as required under the Companies Act, 2013. control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that,
Auditor’s Responsibility in reasonable detail, accurately and fairly reflect the transactions
Our responsibility is to express an opinion on the Parent’s internal and dispositions of the assets of the Company; (2) provide
financial controls over financial reporting based on our audit. reasonable assurance that transactions are recorded as necessary
We conducted our audit in accordance with the Guidance Note on to permit preparation of financial statements in accordance with
Audit of Internal Financial Controls Over Financial Reporting (the generally accepted accounting principles, and that receipts and
“Guidance Note”) issued by the Institute of Chartered Accountants expenditures of the Company are being made only in accordance
of India and the Standards on Auditing, prescribed under Section with authorisations of management and directors of the company;
143(10) of the Companies Act, 2013, to the extent applicable to and (3) provide reasonable assurance regarding prevention or
an audit of internal financial controls. Those Standards and the timely detection of unauthorised acquisition, use, or disposition
Guidance Note require that we comply with ethical requirements of the Company’s assets that could have a material effect on the
and plan and perform the audit to obtain reasonable assurance financial statements.
about whether adequate internal financial controls over financial
reporting was established and maintained and if such controls
operated effectively in all material respects.
138
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Inherent Limitations of Internal Financial Controls Over operating effectively as at March 31, 2019, based on the internal
Financial Reporting control over financial reporting criteria established by the
Because of the inherent limitations of internal financial controls over Company considering the essential components of internal control
financial reporting, including the possibility of collusion or improper stated in the Guidance Note on Audit of Internal Financial Controls
management override of controls, material misstatements due to Over Financial Reporting issued by the Institute of Chartered
error or fraud may occur and not be detected. Also, projections Accountants of India.
of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal
financial control over financial reporting may become inadequate For Deloitte Haskins & Sells LLP
because of changes in conditions, or that the degree of compliance Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
with the policies or procedures may deteriorate.
Sd/-
Opinion Rajesh Kumar Agarwal
In our opinion to the best of our information and according to the Partner
explanations given to us, the Parent, has, in all material respects, an Membership No. 105546
adequate internal financial controls system over financial reporting
Place: Noida
and such internal financial controls over financial reporting were
Date: May 15, 2019
139
Consolidated Balance Sheet
as at March 31, 2019
(` in lakhs)
As at As at
Particulars Note no.
March 31, 2019 March 31, 2018
I. ASSETS
Non-current assets
Property, Plant and Equipment 3a 77,114.13 75,269.22
Capital work-in-progress 3a 1,522.35 1,241.43
Investment property 3b 3.41 3.41
Intangible assets 3c 3,828.80 3,649.65
Intangible assets under development 3c 49.56 180.78
Financial assets
(i) Other financial assets 5 9,620.91 7,205.93
Assets for current tax (net) 6 1,326.22 1,037.00
Other non-current assets 7 10,941.61 10,558.98
Total non-current assets (A) 104,406.99 99,146.40
Current assets
Inventories 8 7,707.78 6,421.09
Financial assets
(i) Investments 4 18,079.73 26,310.15
(ii) Trade receivables 9 2,743.62 1,565.24
(iii) Cash and cash equivalents (includes fixed deposits) 10 2,834.67 7,902.52
(iv) Bank balances other than cash and cash equivalents 10 46,591.95 5,000.00
(v) Other financial assets 11 499.84 84.37
Other current assets 12 2,709.52 3,244.40
Total current assets (B) 81,167.11 50,527.77
Total Assets (A +B ) 185,574.10 149,674.17
II. EQUITY AND LIABILITIES
Equity
Equity Share capital 13 13,196.90 6,598.45
Other equity 14 112,766.87 90,174.84
Non-Controlling Interest 257.79 -
Total Equity (A) 126,221.56 96,773.29
Liabilities
Non-current liabilities
Financial liabilities
(i) Security deposits 16 50.00 50.00
Deferred tax liabilities(net) 15 4,997.75 5,498.39
Total non-current liabilities (B) 5,047.75 5,548.39
Current liabilities
Financial liabilities
(i) Trade payables 17
(a) total outstanding dues of micro enterprises and small enterprises 421.42 109.75
(b) total outstanding dues of creditors other than micro enterprises and small 41,666.94 38,788.11
enterprises
(ii) Other payables 18 407.28 609.18
(iii) Other financial liabilities 19 5,139.79 3,165.23
Short-term provisions 20 2,447.15 1,403.78
Other current liabilities 21 4,222.21 3,276.44
Total current liabilities (C ) 54,304.79 47,352.49
Total Equity and Liabilities (A+B+C ) 185,574.10 149,674.17
Significant accounting policies 2
Notes to the consolidated financial statements 3-47
The accompanying notes form an integral part of the consolidated financial statements.
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
140
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
(` in lakhs)
Year ended Year ended
Particulars Note no.
March 31, 2019 March 31, 2018
I INCOME
Revenue from operations 22 356,314.46 301,840.01
Other Income 23 4,736.31 2,307.66
Total Income 361,050.77 304,147.67
II EXPENSES
Cost of raw materials consumed 24 79,438.00 67,360.50
Purchase of traded goods 25 9,092.69 9,382.33
Changes in inventories of raw material-in-progress and traded goods 25 80.20 (146.54)
Employee benefit expenses 26 68,181.63 61,397.27
Depreciation and amortisation expense 3 15,745.05 16,010.58
Rent 34,430.30 31,884.01
Other expenses 27 105,115.50 87,953.46
Total expenses 312,083.37 273,841.61
III PROFIT BEFORE TAX ( I- II) 48,967.40 30,306.06
IV TAX EXPENSE
Current tax expense 15 17,474.69 12,214.47
Deferred tax (credit) 15 (305.33) (1,531.11)
Total tax expense 17,169.36 10,683.36
V PROFIT FOR THE YEAR ( III - IV) 31,798.04 19,622.70
VI OTHER COMPREHENSIVE INCOME (OCI)
(i) a) Items that will not be reclassified to profit or loss 29 (770.21) 289.41
b) Income Tax relating to items that will not be reclassified to profit or loss 29 268.39 (98.54)
(ii) Items that will be reclassified to profit or loss 29 (251.46) (56.76)
(753.28) 134.11
VII TOTAL COMPREHENSIVE INCOME FOR THE YEAR, NET OF TAX (V + VI) 31,044.76 19,756.81
VIII PROFIT FOR THE YEAR ATTRIBUTABLE TO:
Equity holders of the parent 31,978.93 19,622.70
Non-controlling interest (180.89) -
31,798.04 19,622.70
IX OTHER COMPREHENSIVE INCOME ATTRIBUTABLE TO:
Equity holders of the parent (753.28) 134.11
Non-controlling interest - -
(753.28) 134.11
X TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:
Equity holders of the parent 31,225.65 19,756.81
Non-controlling interest (180.89) -
31,044.76 19,756.81
XI EARNINGS PER EQUITY SHARE 28
Basic (in `) 24.23 14.87
Diluted (in `) 24.23 14.87
Significant accounting policies 2
Notes to the consolidated financial statements 3-47
The accompanying notes form an integral part of the consolidated financial statements.
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
141
142
Consolidated Statement of Changes in Equity
for year ended March 31, 2019
B. OTHER EQUITY*
For the year ended March 31, 2019 (` in lakhs)
Reserves and Surplus Other Comprehensive Income Total Amount
attributable to
Remeasurement Foreign currency Non-controlling
Particulars Securities Treasury shares Share-based Retained Equity holders Total other equity
of defined benefit translation interest
premium (refer note 31) payment reserve earnings of the Parent
obligations reserve Company
As at April 1, 2018 11,371.21 (2,204.34) 393.89 80,565.08 243.44 (194.44) 90,174.84 - 90,174.84
Non-Controlling Interest on net assets at the time 438.68 438.68
of acquisition
Profit for the year - - - 31,978.93 - - 31,978.93 (180.89) 31,798.04
Other comprehensive income (Note 29) - - - - (501.82) - (501.82) - (501.82)
Foreign Currency translation reserve - - - - - (251.46) (251.46) - (251.46)
Total comprehensive income - - 31,978.93 (501.82) (251.46) 31,225.65 257.79 31,483.44
Issue of bonus shares (Note 13(f ) ) (6,598.45) - - - - - (6,598.45) - (6,598.45)
Exercise/Lapsed of share options - - (127.63) 127.63 - - - - -
Share-based payments (Note 31) - - 177.63 - - - 177.63 - 177.63
Treasury share purchased during the year - - - - - - - - -
Exercise/ Sale of treasury shares (net of tax) - 888.65 - 866.18 - - 1,754.83 - 1,754.83
Dividend (Note 40) - - - (3,299.23) - (3,299.23) - (3,299.23)
Dividend distribution tax (DDT) (Note 40) - - - (678.17) - - (678.17) - (678.17)
Dividend on treasury shares - - - 9.77 - - 9.77 - 9.77
As at March 31, 2019 4,772.76 (1,315.69) 443.89 109,570.19 (258.38) (445.90) 112,766.87 257.79 113,024.66
For the year ended March 31, 2018 (` in lakhs)
Reserves and Surplus Other Comprehensive Income
Share Application
Particulars Remeasurement Foreign currency Money Pending Total other equity
Securities Treasury shares Share-based Retained
of defined benefit translation Allotment
premium (refer note 31 ) payments reserve earnings
obligations reserve
As at April 1, 2017 11,180.03 - 1,198.00 61,642.04 52.57 (137.68) 0.35 73,935.31
Profit for the year - - - 19,622.70 - - - 19,622.70
Other comprehensive income (Note 29) - - - - 190.87 - - 190.87
Foreign Currency translation reserve - - - - (56.76) - (56.76)
Jubilant FoodWorks Limited
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
143
Financial Statements
Consolidated Cash Flow Statement
for the year ended March 31, 2019
(` in lakhs)
Year ended Year ended
Particulars Note No.
March 31, 2019 March 31, 2018
A) CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before Tax 48,967.40 30,306.06
48,967.40 30,306.06
Adjustments for:
Depreciation and amortisation expense 3 15,745.05 16,010.58
Gain on mark to market of current investments (net) designated at FVTPL (1,344.63) -
Liability no longer required written back 23 (11.60) (521.38)
Loss on disposal of Property, Plant and Equipment (net) 27 286.37 190.54
Interest Income on bank deposits 23 (1,999.41) (119.93)
Dividend Income from current investment 23 (579.63) (950.96)
Unrealised foreign exchange (gain)/ loss (net) (12.36) (3.39)
Exchange difference on translation of assets and liabilities 14 (251.46) (56.76)
Share based payment expense 26 177.63 135.65
Provision for doubtful debts and advances 9 74.80 -
Interest Income on security deposit as per IND AS 109 23 (560.65) (588.41)
Sundry balances written off 9.14 9.65
Operating Profit before Working Capital Changes 60,500.65 44,411.65
Adjustments for :
(Increase)/Decrease in Trade receivables 9 (1,253.18) 44.84
(Increase)/Decrease in Other Assets (2,175.52) 1,986.97
(Increase)/Decrease in Inventories 8 (1,274.33) (349.24)
(Increase)/Decrease in Trade payables 17 3,202.10 8,000.66
Increase/(Decrease) in Other Liabilities 1,358.34 (576.45)
Cash generated from Operating Activities 60,358.06 53,518.43
Income tax paid (net of refunds) 15 (17,793.36) (12,617.77)
Net Cash from Operating Activities 42,564.70 40,900.66
B) CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Property, Plant and Equipment 3 (16,710.58) (11,928.68)
Proceeds from sale of Property, Plant and Equipment 3 142.10 331.73
Interest received on bank deposit 23 1,583.94 35.56
Dividend received from current investment 23 579.63 950.96
Investment in bank deposits not held as cash and cash equivalents 5,10 (40,919.26) (5,629.80)
Investments in Mutual Funds 4 (142,384.13) (187,167.85)
Proceeds from sales of mutual Funds 4 151,959.18 170,214.47
Net Cash (used) in Investing Activities (45,749.12) (33,193.61)
144
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
(` in lakhs)
Year ended Year ended
Particulars Note No.
March 31, 2019 March 31, 2018
C) CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of share capital (including securities premium) 13,14 - 194.37
Proceeds from issue of share capital to Non-Controlling Interests 438.68 -
Dividend paid on equity shares 14 (3,288.34) (1,639.43)
Tax on equity dividend paid 14 (678.17) (335.81)
Treasury share purchased during the year 14 - (3,593.15)
Proceeds from exercise of shares held by ESOP trust 14 1,857.36 1,902.15
Net cash (used) in financing activities (1,670.47) (3,471.87)
Net increase/(decrease) in cash and cash equivalents (A+B+C) (4,854.89) 4,235.18
Cash and cash equivalents as at beginning of the year 7,599.09 3,363.91
Cash and cash equivalents as at end of the year 2,744.20 7,599.09
Components of cash and cash equivalents:
Cash-in-Hand 10 1,668.01 1,242.56
Cheques in Hand 10 5.78 1.63
Balances with Scheduled Banks in
- Current Accounts* 10 1,158.82 1,596.84
- unpaid dividend accounts * 19 2.06 0.94
- Deposits with original maturity of less than 3 months 10 - 5,060.55
Less: Book Overdraft 19 (90.47) (303.43)
Cash and Cash Equivalents in Cash Flow Statement: 2,744.20 7,599.09
* Includes ` 2.06 Lakhs (Previous year ` 0.94 Lakhs) for Unpaid Dividend account and is restrictive in nature.
The accompanying notes form an integral part of the consolidated financial statements.
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
145
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
146
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
the subsidiary are based on the amounts of the assets to make judgements, estimates and assumptions that affect
and liabilities recognised in the consolidated financial the reported amounts of revenues, expenses, assets and
statements at the acquisition date. liabilities and disclosure of contingent liabilities at the end
of the reporting period. Although these estimates are based
(ii) Offset (eliminate) the carrying amount of the parent’s
upon management’s best knowledge of current events and
investment in each subsidiary and the parent’s portion
actions, uncertainty about these assumptions and estimates
of equity of each subsidiary. Business combinations
could result in the outcomes requiring a material adjustment
policy explains how to account for any related goodwill.
to the carrying amounts of assets or liabilities in future
(iii) Eliminate in full intragroup assets and liabilities, equity, periods. Changes in estimates are reflected in the Financial
income, expenses and cash flows relating to transactions Statements in the period in which changes are made and
between entities of the group (profits or losses resulting if material, their effects are disclosed in the notes to the
from intragroup transactions that are recognised in Financial Statements.
assets, such as inventory and fixed assets, are eliminated
in full). Intragroup losses may indicate an impairment Critical accounting estimates and judgements:
that requires recognition in the consolidated financial The areas involving critical estimates and judgements are:
statements. Ind AS - 12 “Income Taxes” applies to
temporary differences that arise from the elimination of I. Useful lives and residual value of property, plant
profits and losses resulting from intragroup transactions. and equipment and intangible assets
Useful life and residual value are determined by
Profit or loss and each component of Other Comprehensive the management based on a technical evaluation
Income (OCI) are attributed to the equity holders of the considering nature of asset, past experience, estimated
parent of the Group and to the non-controlling interests, usage of the asset, vendor’s advice etc and same is
even if this results in the non-controlling interests having a reviewed periodically, including at each financial year
deficit balance. When necessary, adjustments are made to the end. Management reviews the useful economic lives
financial statements of subsidiaries to bring their accounting atleast once a year and any changes could affect the
policies into line with the Group’s accounting policies. depreciation rates prospectively and hence the asset
All intra-group assets and liabilities, equity, income, expenses carrying values changes accordingly. The Company
and cash flows relating to transactions between members of also reviews its property, plant and equipment and
the Group are eliminated in full on consolidation. intangible assets, for possible impairment if there are
events or changes in circumstances that indicate that
A change in the ownership interest of a subsidiary, without a carrying amount of assets may not be recoverable.
loss of control, is accounted for as an equity transaction. If the In assessing the property, plant and equipment and
Group loses control over a subsidiary, it: intangible assets for impairment, factors leading to
significant reduction in profits, the Company’s business
(i)
Derecognises the assets (including goodwill) and
plans and changes in regulatory/ economic environment
liabilities of the subsidiary,
are taken into consideration.
(ii)
Derecognises the carrying amount of any
non-controlling interests, II. Claims and Litigations
The Group is the subject of lawsuits and claims arising
(iii)
Derecognises the cumulative translation differences
in the ordinary course of business from time to time.
recorded in equity,
The Group reviews any such legal proceedings and
(iv) Recognises the fair value of the consideration received, claims on an ongoing basis and follow appropriate
accounting guidance when making accrual and
(v) Recognises the fair value of any investment retained,
disclosure decisions. The Group establishes accruals
(vi) Recognises any surplus or deficit in profit or loss, for those contingencies where the incurrence of a
loss is probable and can be reasonably estimated,
(vii) Reclassifies the parent’s share of components previously
and it discloses the amount accrued and the amount
recognised in OCI to profit or loss or retained earnings,
of a reasonably possible loss in excess of the amount
as appropriate, as would be required if the Group had
accrued, if such disclosure is necessary for the Group’s
directly disposed of the related assets or liabilities.
financial statements to not be misleading. To estimate
whether a loss contingency should be accrued by a
2.4 Summary of significant accounting policies
charge to income, the Group evaluates, among other
a) Use of estimates
factors, the degree of probability of an unfavourable
The preparation of financial statements in conformity with
outcome and the ability to make a reasonable estimate
Indian Accounting Standards (Ind AS) requires management
147
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
of the amount of the loss. The Group does not record Franchisee Fee (Sub-franchisee income)
liabilities when the likelihood that the liability has Franchisee fee is based on a percentage of franchise retail
been incurred is probable, but the amount cannot be sales and are recognised when the items are delivered to
reasonably estimated. Based upon present information, or carried out by franchisees’ customers, on accrual basis in
the Group determined that there were no matters that accordance with the terms of the relevant agreement.
required an accrual as of March 31, 2019 other than
the accruals already recognised, nor were there any Store opening fees and area development fee received from
asserted or unasserted claims for which material losses international sub-franchisees are recognised as revenue on a
are reasonably possible. straight-line basis over the term of respective franchise store
agreement by the parent company. Fee received in excess of
b) Revenue recognition revenues are classified as contract liabilities (which we refer to
Effective April 1, 2018, the group adopted Ind AS 115 “Revenue as unearned income).
from Contracts with Customers” using the cumulative
catch up transition method, applied to contracts that were c) Foreign currencies
not completed as of April 1, 2018. In accordance with the Foreign currency transactions
cumulative catch-up transition method, the comparatives Initial Recognition
have not been retrospectively adjusted. The effect on Foreign currency transactions are recorded in the functional
adoption of Ind AS 115 is insignificant. currency, by applying to the foreign currency amount the
exchange rate between the reporting currency and the
Revenue is recognised upon transfer of control of promised foreign currency on the date of the transaction.
products or services to customers in an amount that reflects
the consideration we expect to receive in exchange for those Conversion
products or services. Foreign currency monetary items are reported using the
closing rate. Non-monetary items which are carried in terms of
Sale of manufacture goods historical cost denominated in a foreign currency are reported
The group recognises revenue from sale of food through using the exchange rate at the date of the transaction.
group’s owned stores and are recognised when the items are
delivered to or carried out by customers. Customer’s payments Exchange Differences
are generally due at the time of sale. Exchange differences arising on the settlement of monetary
items, or on reporting such monetary items of Group at rates
Sale of traded goods different from those at which they were initially recorded
The parent company recognises revenue from sale of supplies during the year, or reported in previous financial statements,
to its franchised stores upon delivery or shipment of the are recognised as income or as expenses in the year in
related products, based on shipping terms and payments for which they arise.
supplies are generally due within 90 days of the shipping date.
Functional and presentation currency
Revenue is measured based on the consideration to which The functional currency of the Company in the Indian rupee.
the group expects to be entitled from a customer, net of These financial statements are presented in Indian rupees.
returns and allowances, discounts, volume rebates and cash
discounts and excludes sales taxes or Value added tax or Exchange Difference on consolidation of Foreign
Goods and Service Tax collected from customer and remitted operations
to the appropriate taxing authorities and are not reflecting in For the purposes of presenting these consolidated financial
the Statement of Profit and Loss as “Revenue”. statements, the assets and liabilities of the Group’s foreign
operations are translated into Indian Rupees using exchange
Interest rates prevailing at the end of each reporting period.
Revenue is recognised on a time proportion basis taking into Income and expense items are translated at the average
account the amount outstanding and the rate applicable. exchange rates for the period, unless exchange rates
fluctuate significantly during that period, in which case the
Dividends exchange rates at the dates of the transactions are used.
Revenue is recognised when the right to receive the payment Exchange differences arising, if any, are recognised in other
is established by the balance sheet date. comprehensive income and accumulated in equity (and
attributed to non-controlling interests as appropriate).
148
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
On the disposal of a foreign operation (i.e. a disposal of the Goods and Service Tax (GST)
Group’s entire interest in a foreign operation, a disposal Expenses and assets are recognised net of the amount of
involving loss of control over a subsidiary that includes a Goods and Service Tax paid, except:
foreign operation, or a partial disposal of an interest in a joint
When the tax incurred on a purchase of assets or
arrangement or an associate that includes a foreign operation
services is not recoverable from the taxation authority,
of which the retained interest becomes a financial asset), all
in which case, the tax paid is recognised as part of the
of the exchange differences accumulated in equity in respect
cost of acquisition of the asset or as part of the expense
of that operation attributable to the owners of the group are
item, as applicable
reclassified to profit or loss.
When receivables and payables are stated with the
d) Taxes amount of tax included.
Income tax expense represents the sum of the tax currently
payable and deferred tax. The net amount of tax recoverable from, or payable to,
the taxation authority is included as part of receivables or
Current tax payables in the balance sheet.
The income tax expense or credit for the period is the tax
payable on the current period’s taxable income based on the e) Property, plant and equipment
applicable income tax rate for each jurisdiction adjusted by Property, plant and equipment are carried at cost less
changes in deferred tax assets and liabilities attributable to accumulated depreciation and accumulated impairment
temporary differences and to unused tax losses/credits. losses, if any. Cost includes its purchase price, including
import duties and non-refundable purchase taxes, after
The current income tax charge is calculated on the basis of deducting trade discounts and rebates. It includes other costs
the tax laws enacted or substantively enacted at the end of directly attributable to bringing the asset to the location and
reporting period in the country where the Group operate and condition necessary for it to be capable of operating in the
generate taxable income. manner intended by management.
Deferred tax When significant parts of plant and equipment are required
Deferred tax is recognised on temporary differences to be replaced at intervals, the Group depreciates them
between the carrying amounts of assets and liabilities in the separately based on their specific useful lives. Likewise, when
standalone financial statements and the corresponding tax a major inspection is performed, its cost is recognised
bases used in the computation of taxable profit. Deferred tax in the carrying amount of the plant and equipment as a
liabilities are generally recognised for all taxable temporary replacement if the recognition criteria are satisfied. All other
differences. Deferred tax assets are generally recognised for repair and maintenance costs are recognised in profit or loss
all deductible temporary differences to the extent that it is as incurred. The present value of the expected cost for the
probable that taxable profits will be available against which decommissioning of an asset after its use is included in the
those deductible temporary differences can be utilised. cost of the respective asset if the recognition criteria for a
provision are met.
Deferred tax liabilities and assets are measured at the tax
rates that are expected to apply in the period in which the Depreciation on property, plant and equipment is calculated
liability is settled or the asset realised, based on tax rates (and on straight-line basis using the rates arrived at based on the
tax laws) that have been enacted or substantively enacted by useful lives estimated by the management.
the end of the reporting period.
Subsequent expenditures relating to property, plant and
The carrying amount of deferred tax assets is reviewed at the equipment is capitalised only when it is probable that future
end of each reporting period and reduced to the extent that economic benefits associated with these will flow to the
it is no longer probable that sufficient taxable profits will be Group and the costs of the item can be measured reliably.
available to allow all or part of the asset to be recovered. Repairs and maintenance costs are charged to the statement
of profit and loss when incurred.
Current and deferred tax for the year
Current and deferred tax are recognised in profit or loss, The management has estimated, supported by assessment
except when they relate to items that are recognised in other by internal professionals, the useful lives of the following
comprehensive income or directly in equity, in which case, classes of assets and has used the following rates to provide
the current and deferred tax are also recognised in other depreciation on its property, plant and equipment which are
comprehensive income. different from those indicated in schedule II of Companies Act,
149
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
2013. The management believe that the above assessment are recognised in the statement of profit and loss when the
truly represents the useful life of assets in the specific asset is derecognised.
condition, these assets are put to use by the Group.
A summary of amortisation policies applied to the Group
intangible assets is as below:
Fixed Assets Estimated Useful Life (in no. of years)
150
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
151
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Net realisable value is the estimated selling price The principal or the most advantageous market must be
in the ordinary course of business, less estimated accessible by the Group.
costs of completion and estimated costs necessary
to make the sale. The fair value of an asset or a liability is measured using the
assumptions that market participants would use when pricing
l) Provisions the asset or liability, assuming that market participants act in
A provision is recognised when the Group has a present their economic best interest.
obligation (legal or constructive) as a result of past event, it is
probable that an outflow of resources embodying economic A fair value measurement of a non-financial asset takes into
benefits will be required to settle the obligation and a reliable account a market participant’s ability to generate economic
estimate can be made of the amount of the obligation. benefits by using the asset in its highest and best use or by
These estimates are reviewed at each reporting date and selling it to another market participant that would use the
adjusted to reflect the current best estimates. If the effect of asset in its highest and best use.
the time value of money is material, provisions are discounted
using a current pre-tax rate that reflects, when appropriate, The Group uses valuation techniques that are appropriate in
the risks specific to the liability. When discounting is used, the circumstances and for which sufficient data are available to
the increase in the provision due to the passage of time is measure fair value, maximising the use of relevant observable
recognised as a finance cost. inputs and minimising the use of unobservable inputs.
m) Contingent liabilities All assets and liabilities for which fair value is measured
A contingent liability is a possible obligation that arises or disclosed in the financial statements are categorised
from past events whose existence will be confirmed by the within the fair value hierarchy, described as follows, based
occurrence or non-occurrence of one or more uncertain on the lowest level input that is significant to the fair value
future events beyond the control of the Group or a present measurement as a whole:
obligation that is not recognised because it is not probable
that an outflow of resources will be required to settle the Level 1 - Quoted (unadjusted) market prices in active markets
obligation. A contingent liability also arises in extremely rare for identical assets or liabilities.
cases where there is a liability that cannot be recognised
because it cannot be measured reliably. The Group does not Level 2 - Valuation techniques for which the lowest level input
recognise a contingent liability but discloses its existence in that is significant to the fair value measurement is directly or
the financial statements. indirectly observable.
n) Dividend Distributions Level 3 - Valuation techniques for which the lowest level
The Group recognises a liability to make payment of dividend input that is significant to the fair value measurement
to owners of equity when the distribution is authorised and is unobservable.
is no longer at the discretion of the Group and is declared
by the shareholders. A corresponding amount is recognised For assets and liabilities that are recognised in the financial
directly in equity. statements on a recurring basis, the Group determines
whether transfers have occurred between levels in the
o) Fair value measurement hierarchy by re-assessing categorisation (based on the lowest
The Group measures financial instruments at fair value at level input that is significant to the fair value measurement as
each balance sheet date. a whole) at the end of each reporting period.
Fair value is the price that would be received to sell an For the purpose of fair value disclosures, the Group has
asset or paid to transfer a liability in an orderly transaction determined classes of assets and liabilities on the basis of the
between market participants at the measurement date. nature, characteristics and risks of the asset or liability and the
The fair value measurement is based on the presumption level of the fair value hierarchy as explained above.
that the transaction to sell the asset or transfer the liability
takes place either: p) Employee Benefits
Short-term obligations
In the principal market for asset or liability, or
Liabilities for wages and salaries, including
In the absence of a principal market, in the most non-monetary benefits that are expected to be settled
advantageous market for the asset or liability. wholly within twelve months after the end of the period
in which the employees render the related service are
152
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
recognised in respect of employee service upto the end its employees, which is a defined benefit plan to the
of the reporting period and are measured at the amount extent that the Parent Company has an obligation to
expected to be paid when the liabilities are settled. make good the shortfall, if any, between the return from
The liabilities are presented as current employee benefit the investments of the trust and the notified interest
obligations in the balance sheet. rate. The Parent Company’s obligation in this regard is
determined by an independent actuary and provided
Post-employment benefit obligations for if the circumstances indicate that the Trust may
Gratuity not be able to generate adequate returns to cover the
The Employee’s Gratuity Fund Scheme, which is defined interest rates notified by the Government.
benefit plan, is managed by Trust maintained with SBI Life
Insurance Company limited. The liabilities with respect (ii) Parent Company’s contribution to the provident fund is
to Gratuity Plan are determined by actuarial valuation charged to Statement of Profit and Loss.
on projected unit credit method on the balance sheet
date, based upon which the Group contributes to the Other long-term employee benefit obligation
Group Gratuity Scheme. The difference, if any, between Compensated Absences/Leave Encashment
the actuarial valuation of the gratuity of employees Accumulated leaves which is expected to
at the year end and the balance of funds with SBI Life be utilised within next 12 months is treated
Insurance Company limited is provided for as assets/ as short-term employee benefit. The Group
(liability) in the books. Net interest is calculated by measures the expected cost of such absences as
applying the discount rate to the net defined benefit the additional amount that it expects to pay as a
liability or asset. Future salary increases and pension result of the unused entitlement and discharge
increases are based on expected future inflation rates at the year end.
for the respective countries. Further details about the
assumptions used, including a sensitivity analysis, are Liabilities recognised in respect of other long-term
given in Note No. 33. employee benefits are measured at the present
value of the estimated future cash outflows
The Group recognises the following changes in the net expected to be made by the Group in respect
defined benefit obligation under Employee benefit expense of services provided by employees up to the
in statement of profit or loss: reporting date.
Service costs comprising current service costs,
Share-based payments
past-service costs, gains and losses on curtailments and
Employees (including senior executives) of
non-routine settlements.
the Group receive remuneration in the form of
Net interest expense or income. share-based payments, whereby employees render
services as consideration for equity instruments
Remeasurements, comprising of actuarial gains and losses, (equity-settled transactions).
the effect of the asset ceiling, excluding amounts included in
net interest on the net defined benefit liability and the return Equity-settled transactions
on plan assets (excluding amounts included in net interest on
The cost of equity-settled transactions is
the net defined benefit liability), are recognised immediately determined by the fair value at the date
in the Balance Sheet with a corresponding debit or credit to when the grant is made using an appropriate
retained earnings through OCI in the period in which they valuation model.
occur. Remeasurements are not reclassified to profit or loss in
subsequent periods.
That cost is recognised, together with a
corresponding increase in Share-Based Payment
Superannuation (SBP) reserves in equity, over the period in which
Certain employees of the Company are also participants in the performance and/or service conditions
the superannuation plan (‘the Plan’), a defined contribution are fulfilled in employee benefits expense.
plan. Contribution made by the Company to the plan during The cumulative expense recognised for
the year is charged to Statement of Profit and Loss. equity-settled transactions at each reporting date
until the vesting date reflects the extent to which
Provident Fund the vesting period has expired and the Group best
(i) The Parent Company makes contribution to its own estimate of the number of equity instruments that
provident fund Jubilant FoodWorks Provident Trust for will ultimately vest. The statement of profit and
153
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
loss expense or credit for a period represents the Shareholders by the weighted average number of equity
movement in cumulative expense recognised as shares outstanding during the period. The weighted average
at the beginning and end of that period and is number of equity shares outstanding during the period is
recognised in employee benefits expense. adjusted for events such as Bonus Issue, Bonus element in a
rights issue, share split, and reverse share split (consolidation
Service and non-market performance conditions of shares) that have changed the number of equity shares
are not taken into account when determining the outstanding, without a corresponding change in resources.
grant date fair value of awards, but the likelihood
of the conditions being met is assessed as part For the purpose of calculating diluted earnings per share,
of the Group best estimate of the number of the net profit or loss for the period attributable to Equity
equity instruments that will ultimately vest. Shareholders and the weighted average number of shares
Market performance conditions are reflected outstanding during the period are adjusted for the effect of
within the grant date fair value. Any other all potentially dilutive equity shares.
conditions attached to an award, but without an
associated service requirement, are considered to s) Financial instruments
be non-vesting conditions. Non-vesting conditions A financial instrument is any contract that gives rise to a
are reflected in the fair value of an award and lead to financial asset of one entity and a financial liability or equity
an immediate expensing of an award unless there instrument of another entity.
are also service and/or performance conditions.
Financial assets
No expense is recognised for awards that do not he Group classifies its financial assets in the following
T
ultimately vest because non-market performance measurement categories:
and/or service conditions have not been met.
Those to be measured subsequently at fair value (either
Where awards include a market or non-vesting
through other comprehensive income, or through
condition, the transactions are treated as
profit or loss).
vested irrespective of whether the market or
non-vesting condition is satisfied, provided Those measured at amortised cost.
that all other performance and/or service
conditions are satisfied. Initial recognition and measurement
All financial assets are recognised initially at fair value plus, in
When the terms of an equity-settled award are the case of financial assets not recorded at fair value through
modified, the minimum expense recognised profit or loss, transaction costs that are attributable to the
is the expense had the terms had not been acquisition of the financial asset.
modified, if the original terms of the award are
met. An additional expense is recognised for any Subsequent measurement
modification that increases the total fair value For purposes of subsequent measurement, financial assets
of the share-based payment transaction, or is are classified in four categories:
otherwise beneficial to the employee as measured
i.
Debt instruments at Fair Value Through Other
at the date of modification. Where an award is
Comprehensive Income (FVTOCI)
cancelled by the entity or by the counterparty, any
remaining element of the fair value of the award is ii.
Debt instruments at Fair Value Through Profit
expensed immediately through profit or loss. and Loss (FVTPL)
154
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
155
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Financial assets measured at Fair Value Through Other Financial liabilities at fair value through profit or loss
Comprehensive Income (FVTOCI); Financial liabilities at fair value through profit or loss include
financial liabilities held for trading and financial liabilities
The Group follows “simplified approach” for recognition of designated upon initial recognition as at fair value through
impairment loss allowance on: profit or loss. Financial liabilities are classified as held for
trading if they are incurred for the purpose of repurchasing
Trade receivables or contract revenue receivables;
in the near term. This category also includes derivative
All lease receivables resulting from the transactions financial instruments entered into by the Group that are not
within the scope of Ind AS 17 designated as hedging instruments in hedge relationships as
defined by Ind AS 109. Separated embedded derivatives are
Under the simplified approach, the Group does not track also classified as held for trading unless they are designated
changes in credit risk. Rather, it recognises impairment loss as effective hedging instruments.
allowance based on lifetime ECLs at each reporting date,
right from its initial recognition. The Group uses a provision The Group has not designated any financial liability as at fair
matrix to determine impairment loss allowance on the value through profit and loss.
portfolio of trade receivables. The provision matrix is based
on its historically observed default rates over the expected Reclassification of financial assets:
life of trade receivable and is adjusted for forward-looking The Group determines classification of financial assets and
estimates. At every reporting date, the historical observed liabilities on initial recognition. After initial recognition, no
default rates are updated and changes in the forward-looking reclassification is made for financial assets which are equity
estimates are analysed. instruments and financial liabilities. For financial assets which
are debt instruments, a reclassification is made only if there
For recognition of impairment loss on other financial assets is a change in the business model for managing those assets.
and risk exposure, the Group determines whether there Changes to the business model are expected to be infrequent.
has been a significant increase in the credit risk since initial The Group senior management determines change in the
recognition. If credit risk has not increased significantly, business model as a result of external or internal changes
12-month ECL is used to provide for impairment loss. which are significant to the Group operations. Such changes
However, if credit risk has increased significantly, lifetime are evident to external parties. A change in the business
ECL is used. If, in subsequent period, credit quality of the model occurs when the Group either begins or ceases to
instrument improves such that there is no longer a significant perform an activity that is significant to its operations. If the
increase in credit risk since initial recognition, then the Group Group reclassifies financial assets, it applies the reclassification
reverts to recognising impairment loss allowance based on prospectively from the reclassification date which is the first
12- months ECL. day of the immediately next reporting period following the
change in business model. The Group does not restate any
Financial liabilities previously recognised gains, losses (including impairment
Initial recognition and measurement gains or losses) or interest.
Financial liabilities are classified at initial recognition as
financial liabilities at fair value through profit or loss, loans t) Cash and cash equivalents
and borrowings, and payables, net of directly attributable Cash and cash equivalent in the balance sheet comprise
transaction costs. The Group financial liabilities include loans cash at banks and on hand and short-term deposits with an
and borrowings including trade payables, trade deposits, original maturity of three months or less, which are subject to
retention money and liability towards services, sales incentive, an insignificant risk of changes in value.
other payables and derivative financial instruments.
u) Segment Reporting Policies
The measurement of financial liabilities depends on their As the Group business activity primarily falls within a single
classification, as described below: business and geographical segment and the Executive
Management Committee monitors the operating results of
156
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
its business units not separately for the purpose of making All other assets are classified as non-current.
decisions about resource allocation and performance
assessment. Segment performance is evaluated based on A liability is current when:
profit or loss and is measured consistently with profit or
- It is expected to be settled in normal operating cycle;
loss in the standalone financial statements, thus there are
no additional disclosures to be provided under Ind AS 108 - It is held primarily for the purpose of trading;
– “Segment Reporting”. The management considers that the
- It is due to be settled within twelve months after the
various goods and services provided by the Group constitutes
reporting period, or
single business segment, since the risk and rewards from
these services are not different from one another. The Group - There is no unconditional right to defer the settlement
operating businesses are organised and managed separately of the liability for at least twelve months after the
according to the nature of products and services provided, reporting period.
with each segment representing a strategic business
unit that offers different products and serves different The Group classifies all other liabilities as non-current.
markets. The analysis of geographical segments is based on
geographical location of the customers. Deferred tax assets and liabilities and advance against current
tax are classified as non-current assets and liabilities.
v) Cash Flow Statement
Cash flows are reported using indirect method, whereby The operating cycle is the time between the acquisition of
profit before tax is adjusted for the effects transactions of assets for processing and their realisation in cash and cash
a non-cash nature and any deferrals or accruals of past or equivalents. The Group has identified twelve months as its
future cash receipts or payments. The cash flows from regular operating cycle.
revenue generating, financing and investing activities of
the Group are segregated. Cash and cash equivalents in the
cash flow comprise cash at bank, cash/cheques in hand and
short-term investments with an original maturity of three
months or less.
w) Current/Non-Current classification
The Group presents assets and liabilities in the balance sheet
based on current/non-current classification. An asset is
treated as current when it is:
157
158
Notes
Forming part of the consolidated financial statements for the year ended March 31, 2019
(` in Lakhs)
Leasehold Plant and
Particulars Building Office Equipment Furniture Vehicles Total
Improvement Machinery
Accumulated depreciation as at April 1, 2017 - 9,274.69 10,285.61 966.00 2,456.93 1,191.15 24,174.38
Depreciation charge for the year 35.79 5,569.26 6,198.56 689.39 1,458.13 782.08 14,733.21
Disposals - (2,291.97) (610.16) (326.66) (138.40) (341.50) (3,708.69)
Exchange differences 21.47 17.38 1.86 3.40 3.57 47.68
Accumulated depreciation as at April 1, 2018 35.79 12,573.45 15,891.39 1,330.59 3,780.06 1,635.30 35,246.58
Depreciation charge for the year 175.11 4,876.83 6,821.52 504.57 1,431.15 689.57 14,498.74
Disposals (0.21) (1,209.09) (1,804.89) (29.18) (431.06) (420.65) (3,895.08)
Exchange differences - (34.53) (33.46) (0.49) (10.14) (3.83) (82.45)
Accumulated depreciation as at March 31, 2019 (B) 210.69 16,206.66 20,874.56 1,805.49 4,770.01 1,900.38 45,767.79
Net carrying amount (A) - (B)
As at March 31, 2019 5,302.66 21,436.38 41,140.21 1,598.33 5,164.71 2,471.84 77,114.13
As at March 31, 2018 5,126.09 22,234.63 38,686.61 1,875.53 5,317.62 2,028.74 75,269.22
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
b) Investment Property
(` in lakhs)
Freehold land and
Particulars
buildings
Gross carrying amount as at April 1, 2017: 3.41
Additions (subsequent expenditure) -
Gross carrying amount as at April 1, 2018 3.41
Additions (subsequent expenditure) -
Gross carrying amount as at March 31, 2019 3.41
Net carrying amount
As at March 31, 2019 3.41
As at March 31, 2018 3.41
c) Intangible Assets
(` in lakhs)
Intangible Asset
Intangible
Particulars Store Opening Fees
Software Asset under Total
and Territory Fees
Development
Gross carrying amount as at April 1, 2017: 3,635.35 2,731.20 - 6,366.55
Additions 309.72 106.12 180.78 596.62
Disposals/transfer - (2.72) - (2.72)
Exchange differences 27.57 (27.53) 0.04
Gross carrying amount as at April 1, 2018 3,972.64 2,807.07 180.78 6,960.49
Additions 832.93 594.92 49.56 1,477.40
Disposals/transfer - (67.39) (180.78) (248.17)
Exchange differences (3.61) (2.94) - (6.55)
Gross carrying amount as at March 31, 2019 (A) 4,801.96 3,331.65 49.56 8,183.17
Accumulated amortisation as at April 1, 2017 821.49 1,032.45 - 1,853.94
Amortisation for the year 710.14 567.23 - 1,277.37
Disposals - (2.41) - (2.41)
Exchange differences 2.92 (1.76) 1.16
Accumulated amortisation as at April 1, 2018 1,534.55 1,595.51 - 3,130.06
Amortisation for the year 804.00 442.31 - 1,246.31
Disposals - (67.45) - (67.45)
Exchange differences (1.92) (2.18) - (4.10)
Accumulated amortisation as at March 31, 2019 (B) 2,336.63 1,968.19 - 4,304.82
Net carrying amount (A) - (B)
As at March 31, 2019 2,465.33 1,363.46 49.56 3,878.36
As at March 31, 2018 2,438.09 1,211.56 180.78 3,830.43
159
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
4. INVESTMENTS
(` in lakhs)
Current
Particulars As at As at
March 31, 2019 March 31, 2018
Investments in Mutual Funds (Unquoted )
(Valued at fair value)
(i) DSP Liquidity Fund- Direct Plan - Growth
1,47,995.855 units (Previous year NIL) of ` 2,673.3912 (Previous year ` NIL) each in DSP Liquidity Fund - 3,956.51 -
Direct Plan - Growth
(ii) Axis Liquid Fund - Direct Plan - Growth
3,40,323.601 units (Previous year NIL) of ` 2,073.5234 (Previous year ` NIL) each in Axis Liquid Fund - Direct 7,056.69 -
Plan-Growth
(iii) HDFC Floating Rate Debt Fund - Wholesale Option - Direct Plan - Dividend Reinvestment (formerly
known as HDFC Floating Rate Income Fund - Short-term Plan - Wholesale Option - Direct Plan -
Dividend Reinvestment)
NIL Units (Previous year 6,78,42,931.695 Units) of ` NIL (Previous year ` 10.0809) each In HDFC Floating Rate - 6,836.83
Debt Fund - Wholesale Option - Direct Plan - Dividend Reinvestment.
(iv) Aditya Birla Sun Life Money Manager -Direct Plan- Growth
20,63,845.162 units (Previous year NIL) of ` 251.70 (Previous year ` NIL) each in Aditya Birla Sun Life Money 5,194.70 -
Manager - Direct Plan - Growth
(v) Aditya Birla Sun Life Saving Fund - Daily Dividend - Direct Plan - Reinvestment
NIL Units (Previous year 77,71,472.616 ) of ` NIL (Previous year ` 100.1888) each In Aditya Birla Sunlife Saving - 7,786.15
Fund - Daily Dividend - Direct Plan - Reinvestment
(vi) IDFC Corporate Bond Fund- Direct Plan- Growth
1,45,54,980.912 units (Previous year NIL) of ` 12.8604 (Previous year ` NIL) each in IDFC Corporate Bond 1,871.83 -
Fund- Direct Plan -Growth
(vii) ICICI Prudential Savings Fund- Direct Plan - Daily Dividend - Dividend Reinvestment (formerly known
as ICICI Prudential Flexible Income - Direct Plan - Daily Dividend - Dividend Reinvestment)
NIL Units (Previous year 76,00,974.467) of ` NIL (Previous year `105.7949) each In ICICI Prudential Savings - 8,041.44
Fund- Direct Plan- Daily Dividend - Dividend Reinvestment
(viii) Kotak Savings Fund - Direct Plan - Daily Dividend (formerly known as Kotak Treasuary Advantage
Fund - Direct Plan - Daily Dividend)
NIL Units (Previous year 3,61,66,180.224 ) of ` NIL (Previous year ` 10.0805) each In Kotak Savings Fund- - 3,645.73
Direct Plan - Daily Dividend
TOTAL 18,079.73 26,310.15
Aggregate amount of investments designated at Fair Value Through Profit and Loss (FVTPL) 18,079.73 26,310.15
Aggregate amount of market value of investments 18,079.73 26,310.15
160
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
8. INVENTORIES*
(valued at lower of cost and net realisable value)
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Traded goods {including material in transit ` 7.29 Lakhs (Previous year ` 17.39 Lakhs )} 357.14 504.31
Raw materials {including raw material in transit ` 367.39 Lakhs (Previous year ` 128.21 Lakhs)} 5,143.58 4,477.79
Stores, spares and packing materials 2,022.48 1,321.08
Material-in-process 184.58 117.91
TOTAL 7,707.78 6,421.09
* The cost of inventories recognised as an expense during the year was `1,02,769.00 Lakhs (Previous year: ` 87,595.41)
9. TRADE RECEIVABLES
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Receivables - unsecured, considered good 2,713.78 1,515.00
Receivables which have significant increase in credit risk 29.84 50.24
Receivables - credit impaired 74.80 -
2,818.42 1,565.24
Less: Provision for expected credit loss (74.80) -
TOTAL 2,743.62 1,565.24
161
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
(` in lakhs)
As at March 31, 2019 As at March 31, 2018
Particulars
No. of shares Amount No. of shares Amount
As at beginning of the year 65,984,520 6,598.45 65,949,070 6,594.91
Add: Issued during the year - ESOP - - 35,450 3.54
Add: Issued during the year - Bonus 65,984,520 6,598.45 - -
Outstanding at the end of the year 131,969,040 13,196.90 65,984,520 6,598.45
(d) Details of shareholders holding more than 5% shares in the Parent Company
(` in Lakhs)
As at March 31, 2019 As at March 31, 2018
Particulars No. of Shares % age No. of Shares % age
Equity shares of ` 10 each fully paid-up
Jubilant Consumer Pvt. Ltd. 55,346,483 41.94% 29,652,777 44.94%
162
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(ii) The description of the nature and purpose of each reserves within equity is as follows:
Securities Premium:
Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the
Companies Act, 2013.
163
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Retained Earnings:
Retained Earnings represents the undistributed profits of the Company.
The following table provides the details of income tax assets and income tax liablities as on March 31, 2019 and March 31, 2018.
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Assets for current tax 55,522.07 37,730.17
Provision for current tax liabilities (54,195.85) (36,693.17)
Assets for current tax (net) 1,326.22 1,037.00
The gross movement in the current income tax assets/(liability) for the year ended March 31, 2019 and March 31, 2018 are as follows:
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
Assets for current tax (net) at the beginning 1,037.00 810.62
Provision for income tax paid during the year 17,793.36 12,617.77
Current tax expense (17,474.69) (12,214.47)
Tax expense on treasury shares directly recognised in equity (29.45) (176.92)
Income tax on other comprehensive income - -
Net current income tax asset/(liability) at the end* 1,326.22 1,037.00
*Note: Includes ` 300 Lakhs paid against filing appeal at CIT(A) for AY 2012-13 and 2013-14.
164
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Deferred tax
(` in lakhs)
Balance Sheet Statement of profit and loss
As at As at Year ended As at
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Deferred tax Asset/(Liability)
A. Tax effect of items constituting deferred tax liability
On difference between book balance and tax balance of Property, (6,990.30) (7,296.44) 306.14 1,584.98
Plant and Equipment and intangibles assets
Financial asset carried at market value through P&L (192.29) - (192.29) -
Impact of tax on treasury shares (73.08) - -# -
Total deferred tax liability Total (A) (7,255.67) (7,296.44) 113.85 1,584.98
B. Tax effect of items constituting deferred tax asset
Expenditure allowed on actual payment basis 733.05 1,026.25 (293.20) 55.58
Provision for compensated absences 855.13 490.54 364.59 (210.90)
Provision for doubtful debts 180.52 154.39 26.13 1.49
Impact of security deposits 209.90 178.01 31.89 52.56
Share based payment expense 109.47 47.40 62.07 47.40
Tax on remeasurement of defined benefit obligations 169.85 (98.54) -* -
Total deferred tax assets Total (B) 2,257.92 1,798.05 191.48 (53.87)
Net Deferred tax assets/(liabilities) Total (A-B) (4,997.75) (5,498.39) 305.33 1,531.11
* Tax on remeasurement of defined obligation amounting to ` (-) 268.39 Lakhs recognised in other comprehensive income.
# Tax on sale of treasury shares amounting to ` (-) 73.08 Lakhs recognised in equity.
165
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
166
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
167
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
168
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
27.
OTHER EXPENSES
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Stores and spares consumed 2,267.32 1,705.18
Packing materials consumed 11,890.79 9,293.93
Power and fuel (Refer note 34) 16,898.90 16,031.00
Repairs - plant and machinery 4,490.37 3,756.15
Repairs - others 4,658.66 4,133.50
Rates and taxes (Refer note 34) 408.18 597.58
Insurance 240.35 277.82
Travelling and conveyance 1,819.65 1,412.38
Freight and forwarding charges 10,682.69 8,562.67
Communication costs 3,479.91 2,871.03
Legal and professional charges (Refer note b below) 4,573.87 3,544.69
Director's sitting fees and commission 171.99 123.73
Franchisee fee 12,522.90 9,986.96
Advertisement and publicity expenses (Refer note a below) 17,521.47 14,688.16
House Keeping and Security guard expenses 3,704.61 3,137.22
Sundry balances written off 9.14 9.65
Provision for doubtful debts and advances 74.80 -
Corporate social responsibility expense(Refer note d) 380.19 284.00
Loss on disposal of Property, Plant and Equipment 286.37 190.54
Donation ( Refer note e) 350.00 -
Miscellaneous expenses(Refer note 34) 8,683.34 7,347.27
Total 105,115.50 87,953.46
Notes:
a) Advertisement and Publicity expenses are net of amount received from business partner ` 749.13 Lakhs (Previous year
` 733.33 Lakhs).
b) Includes payment to auditors as below :
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
As Auditor: #
Audit fees 47.52 32.57
Tax audit fees 5.31 7.00
Limited review 28.32 34.24
In other capacity:
Other services (certification fees) 9.74 -
Reimbursement of expenses 6.47 6.10
TOTAL 97.37 79.91
# (Inclusive of Goods and Services tax on entire fee, net of credit)
c) The stores and office premises are obtained on operating leases. The lease term is generally for 1-28 years and the same are generally
renewable at the option of the lessee. There are no subleases and the leases are generally cancellable in nature. The aggregate lease
rentals are charged as rent in statement of Profit and Loss.
169
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Notes:
(a) (i) Previous year ` 1,420.97 Lakhs related to Transfer Pricing matter in which Transfer Pricing Officer (TPO) has passed unfavourable
order on account of franchisee fee pertaining to the Assessment Year 2012-13 and 2013-14 against which the Parent Company
has filed appeal before CIT(A) against the order of the TPO. Further, during the Current year, the Parent Company has received a
favourable order from CIT (A) for the AY 2012-13 and AY 2013-14.
(ii) The Parent Company has received a demand of ` 4,720.03 Lakhs (excluding interest) in relation to expenditure on leasehold
improvement considered as revenue expenditure for computing income tax, for Assessment Years 2012-13, 2013-14, 2014-15
& 2016-17. During the current year, the Parent Company has received favourable order from CIT (A) for the Assessment Years
2012-13 and 2013-14. However the Department has preferred appeal before the Income Tax Appellate Tribunal (ITAT). The Parent
Company is of the view that the above said demand will not have any impact in the Statement of Profit and Loss as the Parent
Company has created deferred tax liability on the same, excluding interest of ` 2,111.20 Lakhs which has been considered as
contingent liability.
170
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(b) (i) Includes demand of ` Nil Lakhs (Previous year ` 137.11 Lakhs) related to surcharge on value added tax (VAT) in the matter of
classification of Company's business under 'Single Commodity Chain' under Kerala VAT Taxes Act, 1957 against which the Parent
Company has received favourable order from high court (Single Bench). However, the department has preferred an appeal
at higher level.
(ii) Includes VAT demand of ` 89.19 Lakhs (Previous year ` 89.19 Lakhs) on franchisee fee for right to use "Domino's" brand name
under Master Franchisee Agreement. However, the Parent Company has paid service tax on franchisee fee since there is no sale
of goods involved rather there is purchase of services.
(iii) Includes demand of ` 579.67 Lakhs ( previous year ` Nil) for the year 2013-14 to 2017-18 & April-June-17 relating to VAT on
service tax component charged from customers at the restaurant wherein question of VAT on service tax was raised by the
Assistant Commissioner, Deprartment of Commercial taxes. The Parent Company is of the view that the demand is not tenable
as VAT and Service tax are mutually exclusive and can not be levied on same value.
(iv) GST rate on restaurant services was reduced from 18% to 5% subject to the condition that input tax credit on input services/
goods will not be allowed w.e.f. November 15, 2017 resulting in loss of input tax credit for the restaurant companies. The Parent
Company reduced the GST rate from 18% to 5% w.e.f. November 15, 2017 and increased menu prices of various SKUs to recoup
the loss of input tax credit in such a manner that at overall level the loss of input credit was higher than the price increase
resulting a net loss to the Parent Company at entity level. Based on customer complaint an Anti-Profiteering investigation
was conducted by Director General Anti profiteering (DG). The DG extended the scope of investigation to all products of the
company and submitted its report to National Anti Profiteering Authority (NAA) on July 16, 2018.
The National Anti-Profiteering Authority vide its Final Order dated January 31, 2019 determined the profiteering amount of
` 4,142.98 Lakhs by the Parent Company for the period November 15, 2017 to May 31, 2018 and also directed the Parent
company to reduce its price by way of commensurate reduction, keeping in view the reduced rate of tax and the benefit of ITC
denied, directed the DG to conduct further investigation to ascertain whether the Parent Company has subsequently passed
on the benefit of tax reduction to its customers and directed issuance of a Show Cause Notice on the Company for imposition
of penalty. The said Show Cause Notice was issued on February 4, 2019.
The Parent Company filled a writ petition in Hon’ble Delhi High court challenging the order of the NAA and initiation of penalty
proceeding on February 25, 2019. Delhi High Court in an Interim Order passed on March 13, 2019 stayed the NAA order and the
Penalty proceeding against the Parent Company subject to deposit of ` 2,000 Lakhs in Central Consumer Welfare Fund (CWF)
within 4 weeks from the date of the order. The Parent Company has deposited ` 2,000 Lakhs with CWF on March 29, 2019 in
compliance with the stay order of Hon’ble Delhi High Court.
The Parent Company is of the view, based upon legal expert opinion and other legal and commercial grounds presented in the
writ petition, the demand is not tenable as the Parent Company has incurred losses at the entity level and thus the said liability
on account of Anti Profiteering has not been provided in the books of account as of March 31, 2019.
(c ) Based upon the legal opinion by the management, there are various interpretation issues and thus the Parent Company is
in the process of evaluating the impact of the recent Supreme Court Judgement in the case of "Vivekananda Vidyamandir vs
Regional Provident Fund Commissioner (II), West Bengal" in relation to non-exclusion of certain allowances from the definition
of "basis wages" of the relevant employees for the purpose of determining contribution to provident fund under the Employees
Provident Fund & Miscellaneous Provisions Act, 1952.
b) The Parent Company has entered Master Franchisee agreement with Domino's Pizza International Franchising Inc. and Dunkin
Donuts Franchising LLC based on such agreement the Parent Company is having commitment to open specified number
of stores/restaurants under respective franchisee agreements from time to time. The amount of such commitment is
not quantifiable.
171
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Expense arising from equity-settled share-based payment transactions (Refer note 26) 177.63 135.65
Total expense arising from share-based payment transactions recognised in 177.63 135.65
Statement of Profit and Loss
Notes:
(i) The Parent Company has given stock options to certain employees of Jubilant FoodWorks Limited and has considered the
related compensation cost in its books.
172
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(ii) The Parent Company has decided to issue equity shares on exercise of ESOPs through ESOP trust. The loan has been given to
ESOP trust to purchase the Equity Shares of the Parent Company from open market as permitted by SEBI (Share Based Employee
Benefits) Regulations, 2014.
(iii) During FY 2018-19, JFL Employee Welfare Trust (a trust set up for administration of Employee Stock Option Plan (‘ESOP’) of the
Parent Company) has acquired Nil equity shares ( March 31, 2018 3,80,670 equity shares) of the Parent Company from the open
market at an average price of ` Nil (March 31, 2018 ` 943.90 per share). As of March 31, 2019, JFL Employee Welfare Trust (‘the
Trust’) holds 2,73,946 shares (including 1,17,784 bonus shares) (Face Value of ` 10 each) (March 31, 2018 2,29,489 equity shares)
of the Parent Company.
As at As at As at As at
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Number of Shares ` in Lakhs
Opening Balance 229,489 - 2,204.34 -
Share purchased from open market - 380,670 - 3,593.15
Bonus Shares received during the year 202,426 - -
less : Issued/ Sale during the year (157,969) (151,181) (888.65) (1,388.81)
Closing Balance 273,946 229,489 1,315.69 2,204.34
The details of activity under the ESOP Plans have been summarised below:
(` in lakhs)
ESOP 2011 ESOP 2016
Particulars Year ended March 31, 2019 Year ended March 31, 2018 Year ended March 31, 2019 Year ended March 31, 2018
Weighted Weighted Weighted Weighted
Number of Average Number of Average Number of Average Number of Average
options Exercise options Exercise options Exercise options Exercise
Price (`) Price (`) Price (`) Price (`)
Outstanding at the beginning of the 121,676 1,196.46 472,309 1,240.11 27,092 10.00 14,528 10.00
year
Granted during the year 26,530 1,503.30 33,932 1,052.04 18,377 10.00 20,947 10.00
Forfeited during the year ^ 2,028 1,084.05 204,934 1,305.33 4,285 10.00 8,383 10.00
Exercised during the year 37,513 1,248.40 179,631 1,159.75 - - - -
Expired during the year - - - - - - - -
Outstanding at the end of the year 108,665* 1,255.55 121,676 1,196.46 41,184* 10.00 27,092 10.00
Exercisable at the end of the year 54,989 1,236.47 87,744 1,252.32 - - - -
Remaining Contractual Life (in years) 0.5-8 1.5-8 2-4 3-4
^ Forfeited options include vested options not exercised within the stipulated time prescribed under the respective ESOP schemes, vested/ unvested options
forfeited in accordance with terms prescribed under the respective ESOP Schemes.
* Additionally, the employees holding 86,736 stock options under ESOP 2011 and 24,735 stock options under ESOP 2016 are entitled to bonus shares in the ratio of
1:1 upon exercise of these options.
During the year the weighted average market price of the Company’s share was ` 1,305.11 (Previous year ` 1,479.42)
173
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(` in lakhs)
Particulars Enterprise over which any Key Management Personnel & Total
person described in ( D) above or Non-Executive Directors (C)
their relative is able to exercise
significant influence and post
employee benefit plan for the
benefitted employees
(A) & (B)
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
A) Transactions
Purchase of goods from
- Jubilant Consumer Pvt. Ltd. 3,074.36 2,638.72 - - 3,074.36 2,638.72
(Purchase of raw material)
Charges for services paid to
- HT Media Limited (Advertisment 18.05 23.71 - - 18.05 23.71
and Publicity expenses)
- Jubilant Life Sciences Limited (AMC 76.66 111.01 - - 76.66 111.01
charges/ CSR expense/ Rent)
- Jubilant Bhartia Foundation (CSR 3.75 - - - 3.75 -
expense)
- The Hindustan Times Ltd. (Rent/ 17.69 18.24 - - 17.69 18.24
Power/ Miscellaneous charges)
- Priority Vendor Technologies Pvt Ltd 27.80 13.22 - - 27.80 13.22
(Fee for bill discounting)
Sale of goods to
- Jubilant Consumer Pvt. Ltd. 1.07 - 1.07 -
Director's Sitting Fees/Commission
(exclusive of GST)
- Mr. Shyam S. Bhartia - - - - - -
- Mr. Hari S. Bhartia - - 15.45 13.95 15.45 13.95
- Mr. Vishal Marwaha - - 17.00 15.25 17.00 15.25
- Ms. Ramni Nirula - - 17.10 15.85 17.10 15.85
- Mr. Phiroz Vandrevala - - 13.20 13.20 13.20 13.20
- Mr. Arun Seth - - 15.16 14.75 15.16 14.75
- Mr. Vikram Singh Mehta - - 2.09 - 2.09 -
- Ms. Aashti Bhartia - - 12.80 11.50 12.80 11.50
- Mr. Berjis Desai - - 14.30 11.00 14.30 11.00
- Mr. Abhay Havaldar - - 8.57 - 8.57 -
- Mr. Ashwani Windlass - - 8.57 - 8.57 -
- Mr. Shamit Bhartia - - 13.55 11.50 13.55 11.50
174
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(` in lakhs)
Particulars Enterprise over which any Key Management Personnel & Total
person described in ( D) above or Non-Executive Directors (C)
their relative is able to exercise
significant influence. Post
employee benefit plan for the
benefitted employees
(A) & (B)
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Remuneration to Key Management
Personnel
- Mr. Pratik R. Pota - - 377.68 292.22 377.68 292.22
- Mr Sachin Sharma - - - 67.73 - 67.73
- Mr. Prakash C. Bisht - - 160.64 30.10 160.64 30.10
- Ms Mona Aggarwal - - 63.24 44.56 63.24 44.56
Post-Employment benefit plan
- Jubilant FoodWorks Provident Fund 1,315.28 944.11 - - 1,315.28 944.11
Trust
- Jubilant FoodWorks Gratuity Trust* 249.72 403.62 - - 249.72 403.62
(i) Balances and transactions between the parent and its subsidiaries, which are related parties of the parent company, have been
eliminated on consolidation and are not disclosed.
(ii) The transactions with related parties are made on terms equivalent to those that prevail in arm’s length transactions.
Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no
guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2019, the Company
has not recorded any impairment of receivables relating to amounts owed by related parties .This assessment is undertaken each
financial year through examining the financial position of the related party and the market in which the related party operates.
175
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Provision for incremental gratuity liability and leave encashment for the current year in respect of key management
personnels has not been considered above, since the provision is based on a actuarial basis for the Company as a
whole.
Notes:
(a) No amount has been provided as doubtful debts or advances/written off or written back in the year in respect of debts due
from/ to above related parties.
(b) During the year ended March 31, 2019, 19,144 and 8,346 options were granted to Key Management Personnels under ESOP
2011 and ESOP 2016 respectively.
(c) The status of stock options pending vesting/exercise, granted to Key Management Personnels are as below:-
33. EMPLOYEE BENEFITS IN RESPECT OF THE COMPANY HAVE BEEN CALCULATED AS UNDER
a) Defined contribution plans :
The Parent Company has certain defined contribution plan such as provident fund , employee state insurance, employee
pension scheme, employee superannuation fund wherein specified percentage is contributed to them. During the year, the
Company has contributed following amounts to:
(` in lakhs)
For the Year ended For the Year ended
Particulars
March 31, 2019 March 31, 2018
Employer’s contribution to provident fund 1,315.28 944.11
Employer’s contribution to employee’s pension scheme 1995 1,556.77 1,418.26
Employer’s contribution to superannuation fund 4.19 11.14
Employer’s contribution to employee state insurance 1,523.11 1,257.69
The following tables summarises the components of net benefit expense recognised in the statement of Profit And Loss and the
amounts recognised in the balance sheet.
176
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Balance Sheet
Details of provision for Gratuity
(` in lakhs)
Gratuity
Particulars
March 31, 2019 March 31, 2018
Defined benefit obligation 2,856.50 2,697.99
Fair value of plan assets 2,278.14 2,460.94
Plan (asset)/liability 578.36 237.05
(` in lakhs)
Long-term Short-term
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Provision for Gratuity - - 578.36 237.05
Changes in the present value of the defined benefit obligation are as follows :
(` in lakhs)
Particulars March 31, 2019 March 31, 2018
Present value of obligation as at the beginning of the year 2,697.99 2,380.37
Acquisition cost 22.18 -
Interest cost 130.13 179.11
Other adjustment* (727.67) -
Exchange difference (1.09) -
Current service cost 583.07 404.93
Settlement cost/(Credit) 782.49
Benefits paid (625.70) (785.09)
Actuarial (gain)/loss on obligation 777.59 (263.82)
Present value of obligation as at the end of year 2,856.50 2,697.99
* mainly on account of asset ceiling.
Changes in the defined benefit obligation and fair value of plan assets as at March 31, 2019 and
March 31, 2018:
Change in the net defined benefit obligation of plan assets are as follows:
(` in lakhs)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Net defined benefit liability at the beginning of the year 237.05 417.05
Current service cost 583.07 404.93
Acquisition cost 22.18 -
Net interest Income (47.48) 31.86
Other adjustment (727.67) 0.47
Exchange difference (1.09) -
Settlement cost - 782.49
Benefits paid (257.92) (706.72)
Remesurement of (gain)/ loss recognised in the year 770.22 (289.41)
Contribution paid to the Fund - (403.62)
Net defined benefit liability at the end of the year 578.36 237.05
177
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
The Parent Company expects to contribute ` 1,036.71 Lakhs (Previous year ` 221.68 Lakhs) to gratuity in the next year.
The major categories of plan assets as a percentage of the fair value of total plan assets are as follows:
Particulars March 31, 2019 March 31, 2018
Insurance policy with SBI Life Insurance Company Limited 100% 100%
The principal assumptions used in determining gratuity for the Company’s plans are shown below:
Demographic Assumptions
Gratuity
Particulars March 31, 2019 March 31, 2018
Discount Rate (%) 7.00 7.80
Future salary increase (%) 7.00 6.00
Expected rate of return on plan assets(%) 7.00 8.00
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment market.
Particulars March 31, 2019 March 31, 2018
Retirement Age 58 Years 58 Years
Mortality Table 100% of IALM (2006 - 08) 100% of IALM (2006 - 08)
Grade TM4 & Below#:
From 18 to 24 years : 45%
25 to 30 years : 30%
31 to 40 years : 25%
Above 40 years : 10% Up to 30 Years : 3%
Withdrawal Rate (%) From 31 to 44 years: 2%
Grade TM5 & Above*: Above 44 years : 1%
From 18 to 24 years : 30%
25 to 30 years : 25%
31 to 40 years : 20%
Above 40 years : 10%
# Grade TM4 & Below: Team Members
* Grade TM5 & Above: Shift Manager & above
178
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
A quantitative sensitivity analysis for significant assumption as at March 31, 2019 is as shown below:
India gratuity plan:
Particulars Change in Discount rate Change in Salary increase
Sensitivity Level 0.5% increase 0.5% decrease 0.5% increase 0.5% decrease
Impact on defined benefit obligation (` in Lakhs) (67.41) 71.23 71.10 (67.90)
b) Provident Fund
The Parent Company makes monthly contributions to provident fund managed by trust for qualifying employees. Under the
scheme, the Parent Company is required to contribute a specified percentage of the payroll costs to fund the benefits. As per Ind
AS 19 on “Employee Benefits”, employer established provident fund trusts are treated as defined benefit plans, since the Parent
Company is obliged to meet interest shortfall, if any, with respect to covered employees. The total liability of ` Nil (March 31,
2018: ` Nil) as worked out by the actuary has been allocated to each entity based on the corpus value of each entity as at
March 31, 2019. Accordingly, liability of ` Nil (31 March 2018: ` Nil) has been allocated to Parent Company and ` Nil (March 31,
2018: ` Nil) has been charged to Statement of Profit and Loss during the year.
Actuarial assumptions made to determine interest rate guarantee on exempt provident fund liabilities are as
follows:
Particulars March 31, 2019 March 31, 2018
Discounting rate 7.00% 7.80%
Expected guaranteed interest rate 8.65% 8.55%
Expected short fall in interest earnings on the fund 0.05% 0.05%
The Parent Company has contributed ` 2,872.05 Lakhs to provident fund (March 31, 2018: ` 2,362.37 Lakhs) for the year.
179
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Note: The above expenses have been netted off in the respective line items in the Statement of Profit and Loss.
35.
DISCLOSURES REQUIRED UNDER SECTION 22 OF THE MICRO, SMALL AND MEDIUM ENTERPRISES
DEVELOPMENT ACT, 2006
(` in lakhs)
As at As at
Particulars
March 31, 2019 March 31, 2018
(i) Principal amount remaining unpaid to MSME suppliers as on March 31, 2019 # 624.71 109.75
(ii) Interest due on unpaid principal amount to MSME suppliers as on March 31, 2019 0.28 -
(iii) The amount of interest paid along with the amounts of the payment made to the MSME suppliers beyond - -
the appointed day
(iv) The amount of interest due and payable for the year (without adding the interest under MSME Development - -
Act)
(v) The amount of interest accrued and remaining unpaid as on March 31, 2019* 15.31 -
(vi) The amount of interest due and payable to be disallowed under Income Tax Act, 1961 15.31 -
* includes under respective heads of expenses and trade payables.
# includes an amount of ` 203.29 Lakhs in relation to medium enterprises defined under the Micro, Small and Medium Enterprises Development Act, 2006.
Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of
information collected by the Management. This has been relied upon by the auditors.
36. Expenditure on leasehold improvement incurred during the year has been considered as revenue expenditure for computing
provision for Income tax expense, relying upon the internal/external expert advice. However the treatment does not impact the
statement of profit and loss. As deferred tax liability of ` 1,019.39 Lakhs (Previous year ` 356.41 Lakhs) has been provided in the books
since such item has been capitalised in the books.
37. The Parent Company has operating lease under non-cancellable arrangements for commissary. The details of minimum lease
obligations and lease payment recognised during the year are as under:
(` in lakhs)
For the year Ended For the year Ended
Particulars
March 31, 2019 March 31, 2018
Operating lease payments recognised during the year 37.74 37.74
Minimum Lease obligation:
Not later than 1 year 37.74 37.74
Later than 1 year but not later than 5 years 150.96 150.96
Later than 5 years 3,036.84 3,074.58
180
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
38. SEGMENT REPORTING: The Group's business activity falls within a single business i.e. Food and Beverages in terms of Ind AS 108
on Segment Reporting.
Revenue, Trade Receivables, Fixed Assets and Capital expenditure during the year as per Geographical Markets.
(` in lakhs)
Capital Expenditure
Revenue Trade Receivables Fixed Assets
during the year
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
India 352,842.68 298,044.06 2,735.38 1,508.25 80,035.51 78,067.93 17,618.01 10,272.51
Outside India 3,471.78 3,795.95 8.24 56.99 2,482.74 2,276.56 825.59 513.11
Total 356,314.46 301,840.01 2,743.62 1,565.24 82,518.25 80,344.49 18,443.60 10,785.62
39.
CORPORATE SOCIAL RESPONSIBILITY (CSR): As per Section 135 of the Companies Act, 2013, a CSR committee has been
formed by the Parent Company. The CSR activities and spend are as per the CSR Policy recommended by the CSR Committee and
approved by the Board. The same has also been uploaded on the Parent Company’s website www.jubilantfoodworks.com
The Board of Directors at its meeting held on May 15, 2019 has recommended the following for approval of the shareholders : Dividend of
` 5 /- each for every equity share of ` 10/- fully paid-up on existing share capital for the year ended March 31, 2019. The dividend payment
is expected to be ` 6,598.45 Lakhs (excluding the dividend distribution tax thereon ` 1,356.33 Lakhs).
41. All the amounts included in the financial statements are reported in Lakhs of Indian Rupees ('INR' or "`") and are rounded to the
nearest Lakhs, unless stated otherwise.
181
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
The effective date for adoption of Ind AS 116 is annual periods beginning on or after April 1, 2019. The standard permits two
possible methods of transition:
Full Retrospective approach - Retrospectively to each prior period presented applying Ind AS 8- Accounting Policies,
Changes in Accounting Estimates and Errors
Modified Retrospective approach- Retrospectively, with the cumulative effect of initially applying the standard recognised
at the date of initial application.
Under modified retrospective approach, the lessee records the lease liability as the present value of the remaining lease
payments, discounted at the incremental borrowing rate and the right of use asset either as:
- Its carrying amount as if the standard had been applied since the commencement date, but discounted at lessee's
incremental borrowing rate at the date of intial application or
- An amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments related to that
lease recognised under Ind AS 17 immediately before the date of initial application.
Currently, the Company is evaluating both the approach and the impact of transitioning to Ind AS 116 on the financial statement
as at March 31, 2019.
i) Full retrospective approach – Under this approach, Appendix C will be applied retrospectively to each prior reporting
period presented in accordance with Ind AS 8 – Accounting Policies, Changes in Accounting Estimates and Errors,
without using hindsight; and
ii) Retrospectively with cumulative effect of initially applying Appendix C recognised by adjusting equity on initial
application, without adjusting comparatives.
The effective date for adoption of Ind AS 12 Appendix C is annual periods beginning on or after April 1, 2019. The Parent
Company will adopt the standard on April 1, 2019 and has decided to adjust the cumulative effect if any in equity on the
date of initial application i.e. April 1, 2019 without adjusting comparatives.
There will be no material impact on adoption of Ind AS 12 Appendix C in the financial statements.
(ii) On March 30, 2019, the amendments to the guidance in Ind AS 12, ‘Income Taxes’, in connection with accounting for
dividend distribution taxes.
The amendment clarifies that an entity shall recognise the income tax consequences of dividends in profit or loss, other
comprehensive income or equity according to where the entity originally recognised those past transactions or events.
The amendment is effective from annual period beginning from April 1, 2019. The Parent Company is currently evaluating the
effect of this amendment.
182
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
183
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2019:
(` in lakhs)
Fair value measurement using
Quoted prices in Significant Significant
Financial assets Date of valuation
Total active markets observable inputs unobservable
(Level 1) (Level 2) inputs (Level 3)
Financial Assets
Assets measured at fair value:
Investments March 31, 2019 18,079.73 18,079.73 - -
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2018:
(` in lakhs)
Fair value measurement using
Quoted prices in Significant Significant
Financial assets Date of valuation
Total active markets observable inputs unobservable
(Level 1) (Level 2) inputs (Level 3)
Financial Assets
Assets measured at fair value:
Investments March 31, 2018 26,310.15 26,310.15 - -
The Group’s financial risk management is an integral part of how to plan and execute its business strategies. The group is exposed to
market risk, credit risk and liquidity risk.
The Group’s senior management oversees the management of these risks. The senior professionals work on to manage the financial
risks and the appropriate financial risk governance framework for the group are accountable to the Board of Directors and Audit
Committee. This process provides assurance to group’s senior management that the group’s financial risk-taking activities are
governed by appropriate policies and procedures and that financial risk are identified, measured and managed in accordance with
group policies and risk objective.
The Board of Directors reviews and agrees policies for managing each of these risks which are summarised as below:
a) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market prices comprises three types of risk: currency rate risk, interest rate risk and other price risks , such as equity
price risk and commodity price risk. Financial instruments affected by market risks include deposits, investments and foreign
currency receivables and payables. The sensitivity analyses in the following sections relate to the position as at March 31, 2019.
The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, pension obligation and
other post-retirement obligations; provisions; and the non-financial assets and liabilities.The sensitivity of the relevant Profit
and Loss item is the effect of the assumed changes in the respective market risks. This is based on the financial assets and
financial liabilities held as of March 31, 2019.
184
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
Foreign currency exposures recognised by the group that have not been hedged by a derivative instrument or
otherwise are as under:
Receivables
As at March 31, 2019 As at March 31, 2018
Foreign Foreign
Currency
` in Lakhs Currency in ` in Lakhs Currency in
Lakhs Lakhs
USD 16.87 0.24 - -
Payables
As at March 31, 2019 As at March 31, 2018
Foreign Foreign
Currency
` in Lakhs Currency in ` in Lakhs Currency in
Lakhs Lakhs
USD 358.04 5.17 336.83 5.18
EURO 4.67 0.06 - -
This is not applicable to the group as the group is not having any loans and borrowings.
b) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract,
leading to a financial loss. The group is exposed to credit risk from its operating activities (primarily trade receivables) and
from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other
financial instruments.
d) Liquidity risk
Liquidity risk is defined as the risk that the group will not be able to settle or meet its obligations on time or at reasonable
price. The group's objective is to at all times maintain optimum levels of liquidity to meet its cash and liquidity requirements.
The group closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate source
of financing through the use of short-term bank deposits and cash credit facility. Processes and policies related to such risks are
overseen by senior management. Management monitors the group's liquidity position through rolling forecasts on the basis of
expected cash flows. The group assessed the concentration of risk with respect to its debt and concluded it to be low.
185
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
The table below summarises the maturity profile of the group’s financial liabilities based on contractual undiscounted payments.
(` in lakhs)
Year ended March 31, 2019 Year ended March 31, 2018
Particulars Other financial Other financial
Trade payables Other payables Trade payables Other payables
liabilities liabilities
On demand - - - - - -
Less than 3 months - - - - - -
3 to 12 months 42,088.36 407.28 5,139.79 38,897.86 609.18 3,165.23
1 to 5 years - - 50.00 - - 50.00
> 5 years - - - - - -
Total 42,088.36 407.28 5,189.79 38,897.86 609.18 3,215.23
f) Collateral
There are no significant terms and conditions associated with the use of collateral.
186
Jubilant FoodWorks Limited Annual Report 2018-19 Financial Statements
Notes
Forming part of the Consolidated Financial Statements for the year ended March 31, 2019
(` in lakhs)
Particulars March 31, 2019 March 31, 2018
Equity Share capital 13,196.90 6,598.45
Free Reserve (i.e. Retained Earnings) 109,570.19 80,565.08
Reserve to Share Capital (in no. of times) 8.30 12.21
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
187
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
1 Date since when subsidiary was acquired/ incorporated 14-Sep-10 29-Aug-11 11-Dec-18
2 Reporting period for the subsidiary concerned, if different from the holding Same as holding Same as holding Same as holding
Company's reporting period Company Company Company
3 Reporting currency and Exchange rate as on the last date of the relevant Financial Year Sri Lanka Rupee ` Bangladesh taka
in the case of foreign subsidiaries (LKR) & Exchange (BDT) & Exchange
Rate 2.5329 Rate 1.2264
4 Share capital* ` 9,209.09 ` 0.1 ` 815.39
5 Reserves & surplus ` (6,829.09) ` 1,219.93 ` (366.25)
6 Total Assets ` 2,696.37 ` 1,500.23 ` 1,282.73
7 Total Liabilities ` 316.37 ` 280.20 ` 833.59
8 Investments Nil Nil Nil
9 Turnover ` 3,278.40 ` 978.81 ` 193.44
10 Profit/(Loss) before taxation ` (904.50) ` 977.06 ` (368.01)
11 Provision for taxation ` (1.09) ` (102.53) ` (1.18)
12 Profit/(Loss) after taxation ` (905.59) ` 874.53 ` (369.19)
13 % of shareholding 100% 100% 51%
* Corpus for JFL Employees Welfare Trust
II. Names of subsidiaries which are yet to commence operations N.A. N.A.
III. Names of subsidiaries which have been liquidated or sold during the year N.A. N.A.
Sd/- Sd/-
Mona Aggarwal Prakash C. Bisht
Place: Noida Company Secretary EVP and Chief Financial Officer
Date: May 15, 2019 [Membership No. 15374]
188
Corporate Information
BOARD OF DIRECTORS REGISTRAR & SHARE TRANSFER AGENT
Link Intime India Private Limited
Executive and Non-Executive Directors Noble Heights, 1st Floor, Plot No. NH 2, C-1 Block, LSC,
Near Savitri Market, Janakpuri,
Mr. Shyam S. Bhartia
New Delhi - 110 058
Chairman & Director
Tel: +91 011 41410592/93/94
Mr. Hari S. Bhartia Fax: +91 011 41410591
Co-Chairman & Director E-mail: [email protected]