Shoppers Stop Ltd — Annual Report 2020

Jun 15, 2020

SEC/12/2020-21 June 15, 2020

BSE Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers,Dalal Street, Fort,	Exchange Plaza,Bandra-Kurla Complex, Bandra (East),
Mumbai 400 001.	Mumbai 400 051.
Stock Code : 532638	Stock Symbol : SHOPERSTOP

Dear Sirs,

Sub.: Outcome of the Board meeting - Announcement of Standalone and Consolidated Audited Financial Results for the quarter and financial year ended March 31, 2020

Pursuant to Regulation 30 & 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time ("SEBI LODR") enclosed please find herewith the Audited Financial Results (Standalone and Consolidated) for the quarter and financial year ended March 31, 2020 ("the Financial Results") duly approved the Board of Directors of the Company at its meeting held today i.e. on June 15, 2020.

We also enclose herewith the following:

• Auditor's Report issued by the Statutory Auditors of the Company on the Financial Results; and
• Press release and investors' presentation issued by the Company.

In terms of Regulation 33(3)(d) of the SEBI LODR, we hereby declare that the Statutory Auditors have not expressed any modified opinion(s) in their Audit Report on the Financial Results.

We further enclose herewith (GAAP & Non-GAAP) Income Statement – Standalone for the quarter and financial year ended March 31, 2020.

Further, In terms of relaxation granted by the SEBI vide its circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, the Financial Results is not being published by the Company in the newspapers, as required under Regulation 47 of the SEBI LODR.

This information is also being made available on the corporate website of the Company.

The aforesaid Board Meeting commenced at 2:00 p.m. and concluded at 7:00 p.m.

Kindly take the above on record.

Thank you.

Yours truly, For Shoppers Stop Limited Bharat Sanghavi Company Secretary & Compliance Officer BHARAT KANAKLAL SANGHAVI Digitally signed by BHARAT KANAKLAL SANGHAVI DN: c=IN, o=Personal, postalCode=400067, st=Maharashtra, 2.5.4.20=ca9fb969ae72ddff021c8820493c0 ac945c1212e8f50811b5f52378b27b9107c, serialNumber=7f081d4a801d274350bd131 c529b039c4731cc2f493b507e94f5a84e55e 5db86, cn=BHARAT KANAKLAL SANGHAVI Date: 2020.06.15 19:13:34 +05'30'

Encl: A/a

									Rupees in Crs except per share data)
			Standalone					Consolidated
Particulars		For the Quarter Ended			For the Financial Year Ended		For the Quarter Ended			For the Financial Year Ended
(Refer Notes Below)	31 March 2020(Refer Note 14 below)Audited	31 December 2019Unaudited	31 March 2019(Refer Note 14 below)Audited	31 March 2020Audited	31 March 2019Audited	31 March 2020(Refer Note 15 below)Audited	31 December 2019Unaudited	31 March 2019(Refer Note 15 below)Unaudited	31 March 2020Audited	31 March 2019Audited
Continuing operations
Income
Revenue from Operations	709.17	994.06	791.06	3,380.98	3,481.31	724.38	1,018.99	812.65	3,463.88	3,577.93
Other Income	6.35	6.60	5.31	33.49	17.89	7.38	6.54	6.12	34.23	18.65
Total Income	715.52	1,000.66	796.37	3,414.47	3,499.20	731.76	1,025.53	818.77	3,498.11	3,596.58
ExpensesPurchases of stock-in-trade ( Refer note 9)Changes in inventories of stock-in trade - Decrease / (Increase)Employee benefits expenseFinance Costs ( Refer note 9)Depreciation and amortisation expense (Refer note 7 & note 9)Lease rent and hire charges (Refer note 9)Other expenses	429.36(3.81)71.8050.82169.5918.48116.75	653.32(82.90)84.4447.7793.3915.54126.18	334.04108.2583.332.4745.5397.47108.89	2,137.98(170.37)321.92194.38439.2156.02485.99	2,752.30(725.13)314.4812.45135.07386.34500.00	434.31(1.80)74.7451.61173.3920.37121.29	665.79(84.50)87.8748.6296.1517.95132.02	341.62110.6086.702.7849.14102.42114.08	2,173.80(167.27)334.63197.32450.3865.99505.25	2,793.87(715.62)329.6013.79140.60404.51519.92
Total expensesProfit / (Loss) before exceptional items and tax	852.99(137.47)	937.7462.92	779.9816.39	3,465.13(50.66)	3,375.51123.69	873.91(142.15)	963.9061.63	807.3411.43	3,560.10(61.99)	3,486.67109.91
Exceptional Items - Impairment in the value of investments (Refer note 11)	20.00	-	-	20.00	-	9.65	-	-	9.65	-
Profit / (loss) before tax	(157.47)	62.92	16.39	(70.66)	123.69	(151.80)	61.63	11.43	(71.64)	109.91
Tax expenses ( Refer note 12)
Current taxDeferred tax	(10.80)(13.89)	25.1043.04	10.82(5.87)	25.1445.14	57.15(12.21)	(10.69)(13.89)	25.1043.04	10.82(5.87)	25.2545.14	57.15(12.22)
Profit / (loss) for the period from continuing operations	(132.78)	(5.22)	11.44	(140.94)	78.75	(127.22)	(6.51)	6.48	(142.03)	64.98
Discontinuing operationsProfit / (Loss) from discontinuing operationsProfit / (loss) for the period from discontinued operations	--	--	--	--	--	(0.00)-	(0.00)(0.00)	(0.01)(0.01)	0.010.01	(0.01)(0.01)
Net Profit / (loss) for the period	(132.78)	(5.22)	11.44	(140.94)	78.75	(127.22)	(6.51)	6.47	(142.02)	64.97
Other Comprehensive Income / (loss)Items that will not be reclassified to profit or loss :Remeasurement of employee defined benefit obligationChanges in fair value of equity instrumentsIncome tax relating to above	(1.32)(121.89)0.33	(0.53)(18.65)0.13	0.02(23.93)(0.01)	(2.91)(174.85)0.73	(1.94)(46.52)0.68	(1.24)(121.89)0.33	(0.57)(18.65)0.13	(0.22)(23.93)(0.01)	(2.95)(174.85)0.73	(2.18)(46.52)0.68
Total other comprehensive income / (loss)	(122.88)	(19.05)	(23.92)	(177.03)	(47.78)	(122.80)	(19.09)	(24.16)	(177.07)	(48.02)
Total Comprehensive Income / (loss) for the period	(255.66)	(24.27)	(12.48)	(317.97)	30.97	(250.02)	(25.60)	(17.69)	(319.09)	16.95
Profit / (loss) for the period attributable to:- Owners of the Company- Non-controlling interests	(132.78)-	(5.22)-	11.44-	(140.94)-	78.75-	(127.22)-	(6.51)-	6.47-	(142.02)-	64.97-
Other comprehensive income for the period attributable to :- Owners of the Company- Non-controlling interests	(122.88)-	(19.05)-	(23.92)-	(177.03)-	(47.78)-	(122.80)-	(19.09)-	(24.16)-	(177.07)-	(48.02)-
Total comprehensive income / (loss) for the period attributable to :- Owners of the Company- Non-controlling interests	(255.66)-	(24.27)-	(12.48)-	(317.97)-	30.97-	(250.02)-	(25.60)-	(17.69)-	(319.09)-	16.95-
Paid-up equity share capital (Face value of Rs.5/- Per Share)	44.00	44.00	44.00	44.00	44.00	44.00	44.00	44.00	44.00	44.00
Other equity				92.64	933.65				22.64	870.70
Earnings per share (In Rs.) (not annualised for quarters)Continued Operations- Basic- Diluted	(15.09)(15.09)	(0.59)(0.59)	1.301.30	(16.02)(16.02)	8.958.95	(14.46)(14.46)	(0.74)(0.74)	0.730.73	(16.14)(16.14)	7.387.38
Discontinued Operations- Basic- Diluted	--	--	--	--	--	--	0.000.00	--	(0.00)(0.00)	(0.00)(0.00)
Continuing and Discontinued Operations- Basic- Diluted	(15.09)(15.09)	(0.59)(0.59)	1.301.30	(16.02)(16.02)	8.958.95	(14.46)(14.46)	(0.74)(0.74)	0.730.73	(16.14)(16.14)	7.387.38

Shoppers Stop Limited

Registered Office: Umang Tower", 5th Floor, Mindspace, Off.Link Road, Malad (West), Mumbai 400 064.

Tel: (+91 22) 42497000 ; Website : www.shoppersstop.com. E-mail : investor@shoppersstop.com. CIN: L51900MH1997PLC108798

PART I : STATEMENT OF STANDALONE AND CONSOLIDATED FINANCIAL RESULTS

Notes to results :

1 STATEMENT OF ASSETS & LIABILITIES

				(Rs.in Crs)
		Standalone		Consolidated
	As at	As at	As at	As at
	31 March 2020	31 March 2019	31 March 2020	31 March 2019
Particulars	(Audited)	(Audited)	(Audited)	(Audited)
A) ASSETS
NON-CURRENT ASSETS
Property, Plant and Equipement	501.71	535.51	506.44	544.53
Capital work in progress	10.03	30.54	10.19	30.56
Goodwill on consolidation	-	-	-	9.65
Other Intangible Assets	50.97	59.33	52.06	60.52
Intangible assets under development	34.23	4.53	34.23	4.53
Right of Use Assets	1,325.68	-	1,342.22	-
Financial Assets
i) Investments	51.63	251.05	36.47	215.90
ii) Loans	18.88	15.67	-	-
iii) Other Financial Assets	78.28	68.63	79.66	71.42
Deferred tax assets (net)	264.08	32.00	264.08	32.00
Other non-current assets	79.34	95.51	81.10	97.80
TOTAL NON-CURRENT ASSETS	2,414.83	1,092.77	2,406.45	1,066.91
CURRENT ASSETS
Inventories	1,223.92	1,053.55	1,239.20	1,071.93
Financial assets
i) Investments	154.04	42.45	154.04	42.45
ii) Trade Receivables	35.08	44.42	34.07	47.24
iii) Cash and cash equivalents	0.97	16.46	4.03	17.14
iv) Bank Balances other than (iii) above	0.28	0.27	0.32	0.31
v) Other financial assets	69.87	62.09	73.98	64.24
Other current assets	166.11	163.33	168.76	165.37
TOTAL CURRENT ASSETS	1,650.27	1,382.57	1,674.40	1,408.68
TOTAL ASSETS	4,065.10	2,475.34	4,080.85	2,475.59
B) EQUITY AND LIABILITIES
Equity share capital	44.00	44.00	44.00	44.00
Other equity	92.64	933.65	22.64	870.70
Total Equity	136.64	977.65	66.64	914.70
NON-CURRENT LIABILITIES
Financial liabilities
i) Borrowings	-	-	0.22	2.02
ii) Lease liability	2,055.54	-	2,077.17	-
iii) Other non-current financial liabilities	-	-	0.64	0.61
iv) Provisions	-	-	-	0.10
TOTAL NON-CURRENT LIABILITIES	2,055.54	-	2,078.03	2.73
CURRENT LIABILITIES
Financial liabilitiesi) Borrowings	123.70	-	155.26	30.23
ii) Lease liability	12.21	-	12.21	-
iii) Trade payables due to :
a) Total outstanding dues of mirco enterprises andsmall enterprises	3.59	5.91	3.59	5.91
b) Total outstanding dues of creditors other than	1,493.11	1,248.33	1,518.28	1,271.19
mirco enterprises and small enterprises
iv) Other financial liabilities	69.71	78.47	70.64	80.37
Provisions	10.77	9.34	11.08	9.65
Other current liabilities	159.83	155.64	165.12	160.81
TOTAL CURRENT LIABILITIES	1,872.92	1,497.69	1,936.18	1,558.16
TOTAL LIABILITIES	3,928.46	1,497.69	4,014.21	1,560.89
TOTAL EQUITY AND LIABILITIES	4,065.10	2,475.34	4,080.85	2,475.59

2 STATEMENTS OF CASH FLOWS

			(All amounts in Rs. Crs)
		Standalone		Consolidated
Particulars	For the yearended 31 March2020 (Audited)	For the year ended31 March 2019(Audited)	For the yearended 31 March2020 (Audited)	For the yearended 31 March2019 (Audited)
Cash flows from operating activities
Net profit before tax(Loss) / Profit before tax from discontinued operationsNet profit before tax	(70.66)-(70.66)	123.69-123.69	(71.64)0.01(71.63)	109.91(0.01)109.90
Adjustments to reconcile profit before tax to net cash flow :
Depreciation and amortisation	439.21	135.07	450.38	140.60
Allowance for doubtful debts / advances	1.51	0.86	1.66	1.48
Impairment of investment in Crossword Bookstores Ltd.	20.00	-	9.65	-
Share-based payment expense	0.55	0.21	0.55	0.21
Finance costs	194.38	12.45	197.32	13.79
Loss on sale of property, plant and equipment	0.55	0.22	0.55	0.20
Loss on sale of investments	0.01	-	0.01	-
Gain on account of remeasurement in lease term	(15.25)	-	(15.25)	-
Refundable deposit considered in measurement of minimum lease payments	-	7.45	-	8.02
Profit from sale of mutual fund investments	(3.78)	(6.73)	(3.78)	(6.73)
Interest(time value) recognised on interest free lease deposit	(12.04)	(6.37)	(12.49)	(6.90)
Interest income	(1.66)	(4.75)	(0.03)	(3.66)
Operating profit before working capital changes	552.82	262.10	556.94	256.91
Working capital adjustment :
(Increase) / Decrease in inventoriesDecrease / (Increase) in trade receivables	(170.37)8.92	(725.13)(0.69)	(167.27)12.61	(715.62)0.47
Increase) / (Decrease) in Financial assets and non-current assets	(11.47)	(1.58)	(11.95)	(1.71)
(Increase) in Lease deposits-net	(33.12)	(15.89)	(33.77)	(14.83)
(Decrease) / Increase in provisions	(1.48)	(0.53)	(1.53)	(0.74)
Increase in Trade payables, other financial liabilities and other current liabilities	261.31	741.46	263.50	734.11
Cash generated from operations	606.61	259.74	618.53	258.59
Income taxes paid (net of refunds)	(42.22)	(56.48)	(42.41)	(56.48)
Net cash from operating activities (A)	564.39	203.26	576.12	202.11
Cash flow from investing activities
Purchase of property, plant and equipment	(179.53)	(112.61)	(181.90)	(113.68)
Proceeds from disposal of property, plant and equipment	0.90	0.32	0.95	0.39
Loan given to subsidiaries companies	(3.21)	(8.00)	4.56	-
Net proceeds from sale of investment in FRL	4.56	-	-	-
Purchase of investments in mutual funds	(1,366.57)	(1,119.91)	(1,366.57)	(1,119.91)
Proceeds from sale of investments in mutual funds	1,258.76	1,104.22	1,258.76	1,104.22
Finance Income (Interest Received)	1.64	4.75	0.03	3.66
Net cash used in investing activities (B)	(283.45)	(131.23)	(284.17)	(125.32)
Cash flow from financing activities
Proceeds from issue of equity shares	0.01	0.01	-	0.01
Securities premium on issue of share capital	(0.00)	1.04	-	1.04
Dividend and dividend tax paid	(7.96)	(7.96)	(7.96)	(7.96)
Repayment of lease liability	(180.91)	-	(185.72)	-
Repayment of long term borrowings	(40.00)	(39.77)	(42.21)	(42.76)
Finance costs paid	(194.38)	(12.40)	(197.32)	(13.75)
Net cash from / (used in) financing activities (C)	(423.24)	(59.08)	(433.21)	(63.42)
Net (Decrease) / Increase in cash and cash equivalents (A) + (B) + (C)	(142.30)	12.95	(141.26)	13.37
Cash and cash equivalents as at beginning of the year (including bank overdraftbalances)	9.92	(3.03)	(19.62)	(33.00)
Cash and cash equivalents as at the end of the period	(132.38)	9.92	(160.88)	(19.62)
	(142.30)	12.95	(141.26)	13.37
Components of cash and cash equivalents
Cash and Cash Equivalents as at the end of the periodAdd: Bank overdraft / Cash credit	0.97(133.35)	16.46(6.54)	4.03(164.91)	17.14(36.76)
Total cash and cash equivalents as at the end of the period	(132.38)	9.92	(160.88)	(19.62)

Notes :

For Shoppers Stop Limited

Rajiv Suri Place: Mumbai Customer Care Associate & Managing Director Date : 15 June 2020 & Chief Executive Officer

• 3 The above financial results have been prepared in accordance with Indian Accounting Standards as prescribed under section 133 of the Companies Act 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time.
• 4 The Company is primarily engaged in the business of retail trade through retail and departmental store facilities, which in the terms of Ind AS 108 on 'Operating Segments', constitutes a single reporting segment.
• 5 The Consolidated Financial results of Shoppers Stop Limited and its subsidiaries namely, Crossword Bookstores Limited, Upasna Trading Limited, Shopper's Stop. Com (India) Limited, Shopper's Stop Services (India) Limited and Gateway Multichannel Retail (India) Limited are consolidated in accordance with Ind AS 110 on Consolidation of Financial Statements.
• 6 Pursuant to levy of service tax on renting of immovable properties given for commercial use, retrospectively with effect from 1 June 2007, the Company has based on a legal advice, challenged the said levy and, inter-alia, its retrospective application. Pending the final disposal of the matter, which is presently before the Supreme Court, the Company continues not to provide for the retrospective levy aggregating Rs.20.11 Crores in consolidated results (Standalone Rs.16.60 Crores ) for the period 1 June 2007 to 31 March 2010, fully paid under protest.
• 7 Depreciation includes accelerated amounts on account of change in estimate of useful lives of property plant and equipment resulting from store closures / shifting premises as under:

10 The Company has inititiated discussion for lease rent waiver on account of pandemic and have received confirmations from some of the landlord.The company has accounted for revised rentals on account of modification only where it has received signed cofirmation from landlord.

• 8 During the year under review, the Company has granted 82,915 (Previous Year 60,374) Employee Stock Options to eligible employees, under ESOP 2008 Scheme. No options have been exercised during the year ended 31 March 2020.
• 9 The Company has adopted modified retrospective approach as per para C8 (C) (i) of IND-AS 116, Leases to its leases effective from accounting period beginning from 1 April 2019. This has resulted in recognizing a Right of Use assets of Rs.1,163.31 Crores in consolidated results (Standalone Rs.1,145.76 Crores) and Lease Liability of Rs.1,964.20 Crores in consolidated results (Standalone Rs.1,940.73 Crores) as on 1 April 2019 and difference between Right of Use Assets and Lease Liability, net of deferred tax Rs.523.09 Crores (Deferred tax of Rs.277.80 Crores) in consolidated results (Standalone Rs.517.17 Crores net of deferred tax assets; deferred tax of Rs.277.80 Crores) has been adjusted in retained earnings.

									(Rs.in Crores)
		Standalone			Consolidated
	For the Quarter Ended		For the Financial Year Ended	For the Quarter EndedFor the Financial Year Ended
31 Mar 2020	31 Dec 2019	31 Mar 2019	31 Mar 2020	31 Mar 2019	31 Mar 2020	31 Dec 2019		31 Mar 2019 31 Mar 2020 31 Mar 2019
39.38	3.40	18.69	52.46	32.53	40.95	3.40	21.74	54.63	35.59

												(Rs.in Crores)
			Standalone						Consolidated
Adjustment to increase / (decrease) innet profit	Quarter ended 31March 2020comparable basis	Change due to INDAS 116 increase /(decrease)	Quarter ended 31March 2020 asreported	Year ended 31March 2020comparable basis	Change due to INDAS 116 increase /(decrease)	Year ended 31March 2020 asreported	Quarter ended31 March 2020comparablebasis	Change due toIND AS 116increase /(decrease)	Quarter ended31 March 2020as reported	Year ended 31March 2020comparable basis	Change dueto IND AS 116increase /(decrease)	Year ended31 March2020 asreported
Purchase of stock-in-trade	431.29	(1.93)	429.36	2,145.63	(7.65)	2,137.98	436.24	(1.93)	434.31	2,181.45	(7.65)	2,173.80
Lease rent and hire charges	107.02	(88.54)	18.48	404.46	(348.44)	56.02	110.74	(90.37)	20.37	421.12	(355.13)	65.99
Other expenses	119.91	(3.16)	116.75	498.63	(12.64)	485.99	124.45	(3.16)	121.29	517.89	(12.64)	505.25
Finance costs	1.35	49.47	50.82	6.54	187.84	194.38	1.62	49.99	51.61	7.63	189.69	197.32
Depreciation and amortisation expenses	113.96	55.63	169.59	247.25	191.96	439.21	116.52	56.87	173.39	253.42	196.96	450.38
Profit before tax	(146.00)	(11.47)	(157.47)	(59.59)	(11.07)	(70.66)	(140.40)	(11.40)	(151.80)	(60.40)	(11.24)	(71.64)

Reconciliation for the above effect on statement of profit and loss for the quarter and year ended 31 March, 2020 as follows :

To this extent, performance for the quarter and year ended 31 March, 2020 is not comparable with previous period results.

• 11 The accumulated losses of Crossword Bookstores Limited, a wholly owned subsidiary company, amounting to Rs.46.78 crores at 31 March, 2020 (31 March 2019 : Rs.28.37 Crores) have eroded its net worth. Crossword Bookstores Limited continues to take steps to revamp its operations, (such as store right sizing, brand positioning, closing of loss making stores, etc), the gestation period to achieve the turnaround may be longer owing to the present Covid situation. Based on the business valuation obtained, the company has recorded an impairment loss of Rs 20 Crs against the equity investment of Rs 35.06 Crs.In respect of consolidated financial results, the impairment Rs.9.65 cr represents impairment of goodwill on Crossword Bookstores Limited.
• 12 The Company elected to exercise the option permitted under section 115BAA of the Income Tax Act,1961 as introduced by the Taxation Laws (Amendment) Ordinance,2019. Accordingly, the Company has recognised Provision for Income Tax and re-measured its Deferred Tax Assets basis the rate prescribed in the said section. The impact of this change has been recognised proportionately in the statement of Profit & Loss for quarter ended 31 March 2020 and in earlier quarters ended 31 December 2019 and 30 September 2019 respectively.
• 13 The retail industry as a whole has been adversely impacted by the spread of COVID‐19. The Company faces significant headwinds due to COVID‐19 which have impacted the operations of the Company adversely starting from the month of March 2020 onwards particularly by way of store closures due to complete lockdown. This unprecedented disruption has had an adverse impact on the quarterly performance and continue to impact the business and our financial results. In this crisis, our priorities are to protect the employees and their families from COVID-19, besides our customers visiting our stores and the society associated with it.
• The Company has begun restoration of store operations from first week of June and has been opening the stores, as permitted by the Government and Local/Regulatory authorities, with controlled movement, maintaining social distancing, taking appropriate hygiene measures and following the directions of regulatory authorities.
• The Company believes that the pandemic is not likely to impact the recoverability of the carrying value of its assets. The Company is closely monitoring the developments and possible effects that may result from the current pandemic on its financial condition, liquidity and operations and is actively working to minimize the impact of this unprecedented situation. As the situation is continuously evolving, the eventual impact may be different from the estimates made as of the date of approval of these Results.
• 14 The standalone figures of the last quarter are the balancing figure between the audited figures in respect of the full financial year upto 31st March, 2020 and 31st March, 2019 and the unaudited year-to-date figures upto 31st December, 2019 and 31 December,2018 being the date of the end of the third quarter of the financial year which were subjected to limited review by the auditor.
• 15 The consolidated figures of the last quarter are the balancing figure between the audited figures in respect of the full financial year upto 31st March, 2020 and 31st March, 2019 and the unaudited year-todate figures upto 31st December, 2019 being the date of the end of the third quarter of the financial year which were subjected to limited review and unaudited year-to-date figures upto 31st December, 2018 are approved by the Board of Directors and have not been subjected to Limited review by the auditor.
• 16 The above financial results have been reviewed and recommended by the Audit Committee and have been approved and taken on record by the Board of Directors at its meeting held on 15 June, 2020.
• 17 The previous period's figures have been regrouped / rearranged wherever necessary, to conform to current period presentation.

Effective 1st Jan 2020, the company has reviewed and changed the estimated economic useful lives of all components within the assets block of Leasehold Improvements and Electrical Equipments of its property, plant and equipment, based on the combination of evaluation conducted by an independent consultant and management estimate. As a result, the Depreciation charge for the current quarter ended 31 March 2020 is higher by Rs.30.60 Crores.

RAJIV SURI Digitally signed by RAJIV SURI 46550a717aab068de8, postalCode=110016, st=DELHI, serialNumber=0a83abeb70c40b313c94cfc5deadbf0b7704ba034

Charted Accountants 12th Floor, The Ruby 29 Senapati Bapat Marg Dadar (West) Mumbai – 400 028, India Tel: +91 22 6819 8000

Independent Auditor's Report on the Quarterly and Year to Date Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

To The Board of Directors of Shoppers Stop Limited,

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date consolidated financial results of Shoppers Stop Limited ("Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group"), for the quarter ended March 31, 2020 and for the year ended March 31, 2020 ("Statement"), attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations"). Attention is drawn to the fact that the consolidated figures for the corresponding quarter ended March 31, 2019, as reported in these consolidated financial results have been approved by the Holding Company's Board of Directors but have not been subjected to audit/review.

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the other auditors on separate audited financial statements /financial information of the subsidiaries, the Statement:

• i. includes the results of the following entities;
  • Parent Company
    • i. Shoppers Stop Limited

Subsidiaries

• i. Crossword Bookstores Limited
• ii. Gateway Multichannel Retail (India) Limited
• iii. Shopper's Stop Services (India) Limited
• iv. Shopper's Stop.com (India) Limited
• v. Upasna Trading Limited
• ii. are presented in accordance with the requirements of the Listing Regulations in this regard; and
• iii. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of the consolidated net loss and other comprehensive loss and other financial information of the Group for the quarter ended March 31, 2020 and for the year ended March 31, 2020.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Results" section of our report. We are independent of the Group, in accordance with the 'Code of Ethics' issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical

Shoppers Stop Limited Consolidated Limited Review Report Page 2 of 4

responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below, is sufficient and appropriate to provide a basis for our opinion

Emphasis of Matter paragraph

• 1. We draw attention to Note 13 of the Statement which describes management's assessment of the impact of the COVID 19 pandemic on the operations and financial results of the Company.
• 1. We draw attention to Note 6 of the Statement regarding non-provision of retrospective levy of service tax for the period from June 01, 2007 to March 31, 2010 on renting of immovable properties given for commercial use, aggregating to Rs. 20.11 crores pending final disposal of the appeal filed before the Supreme Court.

Our opinion is not modified in respect of these matters.

Management's Responsibilities for the Consolidated Financial Results

The Statement has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that give a true and fair view of the net loss and other comprehensive loss and other financial information of the Group in accordance with the applicable accounting standards prescribed under section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.

In preparing the Statement, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the financial reporting process of the Group.

Auditor's Responsibilities for the Audit of the Consolidated Financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it

Shoppers Stop Limited Consolidated Limited Review Report Page 3 of 4

exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• · Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• · Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
• · Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
• · Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• · Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represent the underlying transactions and events in a manner that achieves fair presentation.
• · Obtain sufficient appropriate audit evidence regarding the financial results/financial information of the entities within the Group of which we are the independent auditors and whose financial information we have audited, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of the financial information of such entities included in the Statement of which we are the independent auditors. For the other entities included in the Statement, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the Statement of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other

Shoppers Stop Limited Consolidated Limited Review Report Page 4 of 4

matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

We also performed procedures in accordance with the Circular No. CIR/CFD/CMD1/44/2019 dated March 29, 2019 issued by the Securities Exchange Board of India under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matter

The accompanying Statement includes the audited financial statements and other financial information, in respect of 3 subsidiaries, whose financial results/statements include total assets of Rs 2.11 crores as at March 31, 2020, total revenues of Rs Nil, total net loss after tax of Rs. * crores and Rs. * crores, total comprehensive loss of Rs. * crores and Rs. * crores, for the quarter and the year ended on that date respectively, and net cash outflows of Rs. * crores for the year ended March 31, 2020, as considered in the Statement which have been audited by their respective independent auditors.

(*loss below Rs 1lakh)

The independent auditor's report on the financial statements/financial results/financial information of these entities have been furnished to us by the Management and our opinion on the Statement in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the reports of such auditors and the procedures performed by us as stated in paragraph above.

Our opinion on the Statement is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors.

The Statement includes the results for the quarter ended March 31, 2020 being the balancing figures between the audited figures in respect of the full financial year ended March 31, 2020 and the published unaudited year-to-date figures up to the end of the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

For S R B C & CO LLP Chartered Accountants ICAI Firm Registration Number: 324982E/E300003

Digitally signed by Vijay Maniar DN: cn=Vijay Maniar, email=Vijay.Maniar@srb.in Date: 2020.06.15 14:52:01 +05'30'

per Vijay Maniar Partner Membership No.: 36738

UDIN:20036738AAAACX1103 Mumbai; June 15,2020

Charted Accountants 12th Floor, The Ruby 29 Senapati Bapat Marg Dadar (West) Mumbai – 400 028, India Tel: +91 22 6819 8000

Independent Auditor's Report on the Quarterly and Year to Date Audited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To The Board of Directors of Shoppers Stop Limited

Report on the audit of the Standalone Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date standalone financial results of Shoppers Stop Limited (the "Company") for the quarter ended March 31, 2020 and for the year ended March 31, 2020 ("Statement"), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us, the Statement:

• i. is presented in accordance with the requirements of the Listing Regulations in this regard; and
• ii. gives a true and fair view in conformity with the applicable accounting standards and other accounting principles generally accepted in India, of the net loss and other comprehensive loss and other financial information of the Company for the quarter ended March 31, 2020 and for the year ended March 31, 2020.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Standalone Financial Results" section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

• 1. We draw attention to Note 13 of the Statement which describes management's assessment of the impact of the COVID 19 pandemic on the operations and financial results of the Company.
• 1. We draw attention to Note 6 of the Statement regarding non-provision of retrospective levy of service tax for the period from June 01, 2007 to March 31, 2010 on renting of immovable properties given for commercial use, aggregating to Rs 16.60 crores, pending final disposal of the appeal filed before the Supreme Court.

Our opinion is not modified in respect of these matters.

Shoppers Stop Limited Standalone Limited Review Report Page 2 of 3

Management's Responsibilities for the Standalone Financial Results

The Statement has been prepared on the basis of the standalone annual financial statements. The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net loss and other comprehensive loss of the Company and other financial information in accordance with the applicable accounting standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Statement, the Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• · Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• · Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

Shoppers Stop Limited Standalone Limited Review Report Page 3 of 3

• · Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
• · Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• · Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

The Statement includes the results for the quarter ended March 31, 2020 being the balancing figure between the audited figures in respect of the full financial year ended March 31, 2020 and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

For S R B C & CO LLP Chartered Accountants ICAI Firm Registration Number: 324982E/E300003

Vijay Maniar

Digitally signed by Vijay Maniar DN: cn=Vijay Maniar, email=Vijay.Maniar@srb.in Date: 2020.06.15 14:52:32 +05'30'

per Vijay Maniar Partner Membership No.: 36738 UDIN: 20036738AAAACW6352

Mumbai; June 15, 2020

EXPLANATION OF NON-GAAP MEASURES

To supplement our financial results presented on a GAAP basis, we presented a table without reference to IND AS 109 (Interest Income on present value of Security Deposits), IND AS 115 Revenue Recognition (effective from April 1 2018) and IND AS 116, Accounting of Lease Rentals (effective from April 1 2019). We believe this "Non-GAAP" Financials will reflect the comparable complete and full picture of our Financials.

Our Non-GAAP in addition to Revenue on outright basis, considers Revenue of certain segment such as sales made on purchases from outright vendors on sale or return basis, consignment and concessionaire basis (though in GAAP we consider the net margin) and Lease Rent expenses as it was originally stated until March 31 2019.

Our Non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial results prepared in accordance with GAAP.

Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage, evaluate our business, make operating decisions and uses in planning for and forecasting future periods. Compensation of our executives is based in part on the performance of our business based on these non-GAAP measures.

IND AS 115 – Revenue Recognition

Under IND AS 115, the following sales are excluded and the net margin is considered as Revenue from Operations:

• Sales made under the arrangement with our vendor on Sale or Return basis
• Sales made under the arrangement of Consignment and Concessionaries

As in the past, in our Non-GAAP Statement we have considered the aggregate sales made through these operations (Rs.129.73 Crores for Q4 and Rs.548.55 Crores for YTD Mar'20) and Cost of Goods Sold as COGS.

In addition to this, Loyalty point's expense on our Membership Card are netted out against sales in GAAP financials but grossed up in sales and shown separately as expense in Non GAAP (Rs.7.03 Crores for Q4 and Rs.49.21 Crores for YTD Mar'20). Thus there is no impact in EBITDA under both the measures.

IND AS 116 –Lease Rentals

The Ministry of Corporate Affairs (MCA) has mandated a new Accounting Standard AS 116 for accounting the Lease Contracts. The new standard will require Lessees to recognize leases on their balance sheets, instead of "off Balance Sheet". In summary all leases to be recognized in the balance sheet as an Asset and Liability and as follows:

• The lease liability is measured at present value of minimum lease payments to be made over the lease term.
• The right to use asset is initially measured at the amount of the lease liability, adjusted for lease prepayments, if any
• Right to use is depreciated over a lease term on a straight-line basis. Interest is added on lease liabilities and actual payments are reduced from the liabilities balance.
• Operating lease expenses will be replaced by Depreciation and interest expenses.

This is not comparable to the actual lease rentals paid during the Quarter and we have excluded the effect of AS 116 from our non-GAAP operating expenses. We believe that payment of Lease Rentals Accounted as under AS 17 is more appropriate to evaluate our business performance.

While adhering to the standard, we had to accelerate the depreciation Rs.11.17 Crores for Q4 & Rs.44.44 Crores for YTD Mar'20 on some of the assets in line with the primarily lease period, even though the life of the asset is higher than the primary lease period.

Consequently, our EBITDA in GAAP is higher by Rs.99.62 Crores for Q4 (YTD Mar'20:Rs.399.98 Crores), Depreciation by Rs.66.80 Crores and for YTD Mar'20 Rs.236.40 Crores (including accelerated depreciation as stated above) and Interest by Rs.49.47 Crores for Q4 (YTD Mar'20: Rs.187.84 Crores)

With respect to the stores planned for foreclosure / closed store an amount of Rs.1.00 crores for Q4 (YTD Mar'20 Rs.15.25 Crores), being excess of Right to use liability over Right to use asset has been accounted in the Profit & Loss account.

The Company has exercised the option permitted under section 115BAA of the Income Tax Act, 1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019. Accordingly, the Deferred Tax Asset created on account of difference in Right To Use Asset and Right To Use liability have to be reduced to align with the lower tax rate. An amount of Rs 13.13 Crores for Q4 ( YTD Mar'20 Rs.77.45 Crores) has been proportionately charged to tax in this quarter in GAAP financials on this account.

IND AS 109

Interest income accounted on Present value of deposits (Q4: Rs 2.77 Crores and YTD Mar'20: Rs.12.04 Crores) and rent amortized (now depreciation) on prepaid rentals (Q4: Rs 4.74 Crores and YTD Mar'20: Rs.15.01 Crores) has been negated in Non-Gap financials, as they are non-cash items.

Other than these changes, the GAAP and Non-GAAP are comparable.

We have also attached reconciliation statement for the investors to understand the difference between these two statements.

Place : Mumbai Date : 15th June, 2020. Regd. Off: Umang Towers, 5th Floor, Mindspace, Off, Link Road, Malad (West), Mumbai 400 064 Tel: (+91 22) 42497000, Website: www.shoppersstop.com E-mail : investor@shoppersstop.com CIN: L51900MH1997PLC108798

For Shoppers Stop Limited

Rajiv Suri Customer Care Associate & Managing Director & Chief Executive Officer.

INCOME STATEMENT - STANDALONE FOR THE QUARTER AND YEAR ENDED 31ST MARCH 2020.

Particulars		Non - GAAP Financials			GAAP Financials		Particulars	Non - GAAP Financials			GAAP Financials
	Q4-20	Q4-19	Gr%	Q4-20	Q4-19	Gr%		2019-20	2018-19		Gr% 2019-20	2018-19	Gr%
Revenue		915.5 1,044.3	-12.3%	709.2	791.1	-10.4%	Revenue		4,384.8 4,428.1		-1.0% 3,381.0 3,481.3		-2.9%
Other Income	14.5	15.7	-7.1%	6.4	5.3	19.5%	Other Income	62.8	61.7	1.8%	33.5	17.9	87.2%
Total Revenue		930.1 1,060.0	-12.3%	715.6	796.4	-10.1%	Total Revenue		4,447.7 4,489.8		-0.9% 3,414.5 3,499.2		-2.4%
Margin	282.5	349.9	-19.3%	283.6	348.8	-18.7%	Margin		1,432.0 1,469.9		-2.6% 1,413.4 1,454.1		-2.8%
Margin%	30.9%		33.5% (260)Bps	40.0%	44.1%	(410)Bps	Margin%	32.7%	33.2%	(50)Bps	41.8%	41.8%
Operating Exp.	313.7	301.4	4.1%	207.1	289.7	-28.5%	Operating Exp.		1,311.8 1,267.1	3.5%		863.9 1,200.8	-28.1%
EBITDA	-16.7	64.1	-126.0%	82.9	64.4	28.7%	EBITDA	182.9	264.5	-30.8%	582.9	271.2	114.9%
EBITDA %	-1.8%		6.1% (800)Bps	11.7%	8.1%	350Bps	EBITDA %	4.2%	6.0%	(180)Bps	17.2%	7.8%	950Bps
Depreciation	97.5	45.5	114.1%	169.6	45.5	272.4%	Depreciation	187.2	135.1	38.6%	439.2	135.1	225.2%
Finance Cost	0.9	2.2	-58.1%	50.8	2.5	1958.6%	Finance Cost	4.9	5.7	-15.0%	194.4	12.4	1461.5%
PBT	-115.1	16.4	-802.4%	-137.5	16.4	-938.4%	PBT	-9.1	123.7	-107.4%	-50.7	123.7	-141.0%
PBT%	-12.6%		1.6% (1410)Bps	-19.4%		2.1% (2150)Bps	PBT%	-0.2%	2.8%	(300)Bps	-1.5%	3.6%	(510)Bps
Impairmt of CWD investment	20.0	-		20.0			Impairmt of CWD investment	20.0	-		20.0
PBT	-135.1	16.4		-157.5	16.4		PBT	-29.1	123.7		-70.7	123.7
PBT%	-14.8%	1.6%		-22.2%	2.1%		PBT%	-2.0%	8.4%		-5.0%	8.5%
OCI	122.8	23.9		123.2	23.9		OCI	174.9	48.5		177.8	48.5
PBT(Aft. Excp & OCI)	-257.9	-7.5		-280.7	-7.5		PBT(Aft. Excp & OCI)	-204.0	75.2		-248.5	75.2
Tax	-38.1	5.0		-25.0	5.0		Tax	-7.9	44.3		69.6	44.3
PAT	-219.8	-12.5		-255.7	-12.5		PAT	-196.1	31.0		-318.0	31.0
PAT%	-24.0%	-1.2%		-36.1%	-1.6%		PAT%	-4.5%	0.7%		-9.4%	0.9%

(Rs.in Crores)

Shoppers Stop Reported Revenue of Rs. 916 Crs And EBITDA Loss of Rs.17 Crs in Q4FY20

Mumbai, June 15, 2020: Shoppers Stop Ltd. (NSE: SHOPERSTOP | BSE: 532638) reported Sales of Rs.916 Crs and EBITDA Loss of Rs.17 Crs in the quarter (Non-GAAP). GAAP adjusted; the turnover is Rs. 709 Crs and EBITDA (before exceptional item) of Rs.83 Crs.

The retail industry as a whole has been adversely impacted by the spread of COVID‐19. The Company faces significant challenges due to COVID‐19, which has impacted the operations of the Company adversely starting from the month of March 2020 onwards, particularly by way of store closures due to complete lockdown. The near‐term impact is contingent on various external factors such as lifting the lock down, opening of Malls and customer confidence on discretionary spending.

Overall Performance

Commenting on the quarterly performance of the company, Mr. Rajiv Suri, Customer Care Associate, Managing Director & Chief Executive Officer, Shoppers Stop Ltd. said, "This year and particularly this quarter have been unprecedented due to the impact of COVID-19. The year started with an exceptional pace of expansion and growth but closed on a sombre note as the world faced a one-ofits-kind crisis in the outbreak of COVID-19. The complete lockdown in March impacted the quarter performance as the full chain of 252 stores were shut down whilst all fixed costs remained in the books. We added 11 department stores 22 beauty stores and 5 Airport doors during this year, investing Rs.212 Crs. from our internal accruals to set us up for exponential growth in the coming years.

During the lockdown, we continued to engage with our First Citizen Customers, Employees and surrounding communities using our Personal Shoppers and social media platforms, which ensured a healthy exchange of ideas, knowledge and information.

Virtual sessions on DIY (Do It Yourself) in beauty, edutainment and fitness kept our audience engaged. As the brick and mortar stores shut down, we strengthened our e-commerce portal. We are following the guidelines of the Government and WHO, putting in place all the required safety measures while waiting to open all our stores soon"

The Company retains its purpose to be the most loved Shopping destination for the young Indian family and in turn helping communities to live and feel better. The Company has re-opened 50+ stores post lockdown and is actively engaged with our First Citizen customers both online and offline. The engagement across social media, e-commerce portal, website and App and Personal Shoppers has ensured a high brand recall. Investments are being made to sharpen our analytic capabilities, which will improve overall customer experience and personalization besides supporting our growth.

For the Quarter

Against a challenging Lockdown period, temporary store closures, strong base of Q4 FY19, and a subdued retail landscape, the Revenue growth was muted LTL (16%), though in January and February LTL growth was 2.4%. The company proactively increased its productivity and efficiencies by keeping the costs in control (LTL costs declined by Rs 16 Crs over last year).

The company has added 3 department stores and 6 beauty doors during the quarter taking the total footprint to 89 Department stores (net of 5 closures during the year) and 132 Beauty doors across 44 cities in India as at March 31, 2020. Our First Citizen Loyalty program contributed 79% (+5% Y-o-Y basis) of Revenue. The Beauty segment mix increased to 18% (+1% YoY). We launched Arcelia – the Premium Beauty Format store at Hyderabad Airport and have upgraded the beauty experience in existing two stores.

Covid 19 Update:

The Company has undertaken the following steps:

• 1. Manage liquidity and conserving cash The Company has undertaken various cost savings initiatives including headcount optimization and other steps to maximize the cash flow such as, optimize inventory levels, reduce the capital expenditure, discretionary investments and transform the cost structure.
• 2. As per the financial estimates, the company has sufficient financial arrangements to fulfill its working capital requirements.
• 3. As on date, 53 Department stores, 7 Home Stores, 61 Beauty Stores and 2 Arcelia Stores are operational. With gradual releasing of the lockdown in the country, we expect the footfall and sales to increase in the coming quarters.

Financial Performance

Rs. In Crs.		Non-GAAP		GAAP
Revenue from Operations	915.5	(12.3%) YOY	709.2	(10.4%) YOY
EBITDA	(16.7)	(126.0%) YOY	82.9	+28.8% YOY
First Citizens	As at 31.03.2020		7 Million +140K added in the quarter.
Stores added		Shoppers Stop 3, Beauty and Others 6
Total Retail Area			4.5M Sq. ft.

*Non-GAAP Press Release for Immediate Distribution Financials:

The Ministry of Corporate Affairs (MCA) has mandated Accounting Standard AS 116 for accounting the Lease Contracts. A detailed working has been included in our Quarterly Performance presentation uploaded in our corporate website. We have published a detailed Non-GAAP and GAAP Income Statement. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

About Shoppers Stop Limited: Shoppers Stop Ltd. is the nation's leading premier retailer of fashion and beauty brands established in 1991. Spread across 89 department stores in 44 Cities, the company also operates premium home concept stores (11 Stores), 132 Specialty Beauty stores of M.A.C, Estée Lauder, Bobbi Brown, Clinique, Smash box, Jo Malone and Arcelia, occupying an area of 4.5M sq. ft.

Shoppers Stop is home to one of the country's longest running and most coveted loyalty program 'First Citizen'. The company's one-of-a-kind shopping assistance service, 'Personal Shopper' is revolutionising the way Indians shop; bringing more value, comfort and convenience to customer experiences. The brands diversified Omni channel offering spans over 600+ recognised and trusted brands across an incomparable range of products that together serve our overarching objective of delivering customer delight.

For more information, contact:

Shoppers Stop: Asawari Sathaye (P) +91-9870095404 (E) asawari.sathaye@shoppersstop.com

Perfect Relations:

Tejaswi Sachdeva / Malihah Faizi (P) +91 9167460644 / +91 9930091594 (E) Tejasvi.Sachdeva@perfectrelations.com / Malihah.Faizi@perfectrelations.com

SHOPPERS STOP

Q4 | FY20

Table of Contents

01. ABOUT US

Companyat a Glance

OurCustomers

Our Core customer is a young family where the woman is the primary influencer.

These upwardly mobile, middle to high income families, shop across our stores for the widest selection of brands.

We have a fast growing young customer base of 18-25 years age.

These customers are shopping premium products with us, as they build their future dreams and careers.

67M VISITS ONLINE

$9.7M +$ MOBILE APP DOWNLOADS

$25,000+$ PIN CODECOVERAGE

68 STORES

MOBILE ENABLED BILLING

18% OMNI CHANNEL FIRST CITIZEN MIX

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DigitalFootprint

ENVIRONMENTAL SOCIAL & GOVERNANCE

ENVIRONMENT Sustainable Brands Sustainable Organisation

REDUCED PLASTIC CONSUMPTION BY 40 TONS Paper Bags instead of Plastic

SAVED 2000 TONS OF PAPER Re-using 1M Carton Boxes

REDUCTION IN CARBON EMISSION BY 5000 TONS Through VFD & LED Installations

SAVED 0.15M SQ.FT WOODWORK (EQUIVALENT TO 600 TREES) Eco friendly recyclable fit-out materials

RECYCLED 12.5 TONS OF CLOTHES Distributed to 3500 families

PROMOTED GENDER EQUALITY. DIVERSITY & INCLUSIVENESS 40% Female Staff Structured Policies for Working Mothers

SOCIAL (CSR) Community Employment

02. OUR RESPONSE TO COVID 19

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9

03. OUR STRATEGIC PILLARS

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7M PROGRAM MEMBERS

FirstCitizen

KEY GROWTH ENGINE

• Revenue contribution : 79%, 5+% YoY - Repeat purchases : 69%, 4+% YoY - New enrollment in Q4 : 0.1M+ - New enrollment in FY20: 0.9M+

$79%+$ CONTRIBUTION TO COMPANY SALES

PersonalShopper

2.7X AVERAGE TICKET SIZE

PROVIDING A DELIGHTFUL SHOPPING EXPERIENCE THROUGH PERSONAL SHOPPERS

• Consistent Customer Satisfaction (CSAT) score average 92+%
• Exclusive PS Lounge, Trial Rooms and No-Queue Billings
• Personal Shopper @ Home
• 10,000+ hours of training every year

$13% +$ CONTRIBUTION TO TOTAL SALES

Beauty

CONTINUED DOMINANCE IN BEAUTY SEGMENT ACROSS ALL CHANNELS.

6 NEW STORES IN Q4:

• -1 Standalone MAC store at Ranchi
• 4 Shop-in-Shops: 3 MAC stores at Varanasi, Kozhikode and Hyderabad, 1 Clinique store at Hyderabad
• -1 Multi-Brand Beauty store Arcelia at Hyderabad Airport

$150 +$ BEAUTY BRANDS

18% CONTRIBUTION TO TOTAL SALES

05. FINANCIAL OVERVIEW

$-25$

NORMALIZED RESULTS

We are presenting both Actual and Normalized (For Covid-19 Impact) Income Statements for yourreference.

Normalized Financial Statements are based on our best estimates, which is based on immediate past trends and actual Operational Data for January, February and large part of March 2020.

We have provided this for better disclosure and understanding of Sales, EBITDA, Cash and otherImportant KPI's for FY20.

FINANCIAL OVERVIEW –FINANCIALS Q4-20

Rs.in Crs
PARTICULARS	ACTUAL	%	NORMALIZED	%	LY	%	ACTUAL GR%	NORMAL GR%
Revenue	916		1,132		1,044		-12.3%	8.4%
Other Income	15	1.6%	16	1.4%	16	1.5%	-7.1%	4.3%
TotalRevenue	931		1,148		1,060		-12.3%	8.3%
Margin	283	30.9%	370	32.7%	350	33.5%	-19.3%	5.8%
TotalCost	314	34.3%	326	28.8%	301	28.9%	4.1%	8.3%
EBITDA	-17	-1.8%	60	5.3%	64	6.1%	-126.0%	-6.4%

LTL costs declined by Rs.16 Crs. Overall cost increase is largely due to New stores and one-off's

FINANCIAL OVERVIEW –FINANCIALS FY-20

Rs.in Crs
PARTICULAR	ACTUAL	%	NORMALISED	%	LY	%	ACTUALGR%	NORMALGR%
Revenue	4,385		4,601		4,428		-1.0%	3.9%
Other Income	62	1.4%	65	1.4%	62	1.4%	1.8%	4.8%
TotalRevenue	4,448		4,666		4,490		-0.9%	3.9%
Margin	1,432	32.7%	1,520	33.0%	1,470	33.2%	-2.6%	3.4%
TotalCost	1,312	29.9%	1,325	28.8%	1,267	28.6%	3.5%	4.5%
EBITDA	183	4.2%	260	5.6%	265	6.0%	-30.9%	-1.8%

ACTUAL

GAAP VS NON GAAP RESULTS

FINANCIAL OVERVIEW –FINANCIALS Q4-20

Particulars			Non GAAP Financials		GAAP Financials		Adjustment in Net Profit.	GAAP
	Q4-20	Q4-19	Gr%	Q4-20	Q4-19	Gr%		changes
Revenue	916	1,044	-12.3%	709	791	-10.4%	PBT (as per Non –GAAP )-(A)	-135
Other Income	15	16	-7.1%	6	5	6.8%	Lease Rent ( AS 116 )	-94
TOTAL REVENUE	931	1,060	-12.3%	715	796	-10.2%	Finance costs ( AS 116)	49
MARGIN	283	350	-19.3%	284	349	-18.7%	Depreciation on ROU Assets (AS 116)	56
Margin%	30.9%	33.5%	(260 bps)	40.0%	44.1%	(410 bps)
Operating Exp.	314	301	4.1%	203	290	-29.8%	AccDepn owing to Lease period ( AS 109)	11
EBITDA	-17	64	-126.0%	86	64	33.5%	Remeasurement of leases life	-1
EBITDA %	-1.8%	6.1%	(790 bps)	12.1%	8.1%	400 bps	Depreciation on ROU deposit lessinterest	2
Depreciation(1)	98	46	114.1%	170	45	272.4%	OCI Impact -Gratuity & others	1
Finance Cost	1	2	-58.1%	51	3		PBT ( as per GAAP)-(B)	-158
PBT	-115	16		-138	16
PBT%	-12.4%	1.6%		-19.2%	2.1%		(1)Depreciation includes the following:
Impairment	20	Crossword Investments.		20			Accelerated depn due to possible closure of loss making
PBT	-135	16		-158	16		stores.Change in life of Assets –	Rs.20 CrsRs.31 Crs
PBT%	-14.8%	1.6%		-22.2%	2.1%		(2)
OCI(2)	123	24		123	24		OCI include
PBT(Aft. OCI)	-258	-8		-281	-8		Mark to market FRL:CY Rs 121.9 Crs (LY(25.6) Crs)Re-measurement of Employee Benefit CY Rs 1.3 Crs ( LY Rs (1.7) Crs )
Tax(3)	-38	5		-25	5		(3)
PAT	-220	-13		-256	-13		TAX PROVISIONS INCLUDE :
PAT%	-24.0%	-1.2%		-36.1%	-1.6%		NormalDTL Impact post corporate tax rate reduction	(Rs.11 Crs)(Rs.14 Crs)

FINANCIAL OVERVIEW –FINANCIALS FY-20

						Adjustment in Net Profit.	GAAP changes
FY20	FY19	Gr%	FY20	FY19	Gr%	PBT (as per Non –GAAP )-(A)	-29
4385	4428	-1.0%	3381	3481	-2.9%	Lease Rent ( AS 116 )	-369
63	62	1.8%	33	18	83.4%	Finance costs ( AS 116)	188
4448	4490	-0.9%	3414	3499	-2.4%	Depreciation on ROU Assets (AS 116)	192
1432	1470	-2.6%	1413	1454	-2.8%		44
32.7%	33.2%	(50bps)	41.8%	41.8%	0 bps
1312	1267	3.5%	860	1201	-28.4%		-15
183	265	-30.8%	586	271	116.1%		3
4.2%	6.0%	(180bps)	17.3%	7.8%	950bps	OCI Impact -Gratuity & others	2
187	135	38.6%	439	135	225.2%	PBT ( as per GAAP)-(B)	-71
5	6	-15.0%	194	12		(1)
-9	124	-107.4%	-51	124	-141.0%	Depreciation includes the following:
-0.2%	2.8%	(250bps)	-1.5%	3.6%	(500bps)	stores.	Rs.20 Crs
20			20			Change in life of Assets –	Rs.31 Crs
-29	124	-107.4%	-71	124	-141.0%
-2.0%	8.4%		-5.0%	8.5%		Mark to market FRLCY Rs	174.9 Crs (LY(46.6) Crs)
175	49		178	48		Re-measurement of Employee Benefit CY Rs	2. Crs ( LY Rs (1.9) Crs )
-204	75		-248	75
-8	44		70	44		Normal	Rs.25 Crs
-196	31		-318	31			Rs.45 Crs (net)
-4.5%	0.7%		-9.4%	0.9%
			Non GAAP FinancialsCrossword Investments.			GAAP Financials	AccDepn owing to Lease period ( AS 109)Remeasurement of leases lifeDepreciation on ROU deposit net ofInterestAccelerated dep due to possible closure of loss making(2)OCI include(3)TAX PROVISIONS INCLUDE :DTL Impact post corporate tax rate reduction

FINANCIAL OVERVIEW –BALANCE SHEET

PARTICULARS		MAR,20 MAR,19
Net worth	774	978
Loan Fund	124	40
TOTAL LIABILITIES	898	1,018
Fixed Assets (WDV)	641	630
Lease Deposit	216	183
Investments in CBL & FRL	71	267
Investment in Mutual Fund	154	42
Inventory	470	392
ROR Inventory	755	661
Debtors , loans and Advances	326	274
TOTAL CURRENT ASSETS	1,569	1,353
Trade Creditors Goods	526	413
Trade Creditors : ROR	755	661
Other Creditors & Liabilities	432	374
TOTAL CURRENT LIABILITY	1,753	1,458
NET CURRENT ASSETS	-184	-104
TOTAL ASSETS	898	1,018

Rs.35 Crs
Rs.36 Crs

FINANCIAL OVERVIEW –CASH FLOW

PARTICULARS	MAR-20	MAR-19
Cash Profit from Operations (after tax)	194	221
Increase in Creditors for Goods	110	43
Increase in Other Creditors and Liabilities	61	-10
Increase in Inventories	-78	-64
Increase in Loans & Advances & SundryDebtors	-53	39
CASH GENERATED FROM OPERATIONS	236	230	+ Rs.6 Crs

INVESTMENTS DURING THE QUARTER	MAR-20	MAR-19
Fixed Assets(including CWIP) & Deposit	-241	-114
Reduction in Creditors for Capex	30	-14
CASH GENERATED FROM OPERATIONS	24	103

FINANCIAL OVERVIEW –RATIOS

PROFITABILITY AND EFFICIENCY RATIOS

YEAR TO MARCH	FY20N	FY20	FY19	FY18	FY17	FY16
ROE(%)	7.6%	-0.4%	12.6%	9.1%	6.4%	8.9%
ROCE(%)	8.6%	-1.0%	12.6%	9.4%	6.3%	10.3%
InventoryDays		121	142	120	116	138
DebtorsDays		2	4	4	3	2
CreditorsDays		57	44	50	45	51
CashConversion Ratio		64	98	70	71	87
CurrentRatio		0.9	0.8	1.0	1.0	1.0
GrossDebt/EBITDA		0.4	0.2	1.5	2.9	2.7
Gross Debt/Equity		0.2	0.0	0.1	0.8	0.8
Adjusted Debt/Equity		0.2	0.0	0.1	0.8	0.8
InterestCoverage Ratio		-0.9	16.9	3.9	2.3	3.1

ROE and ROCE considers Rs.50 Crs of depreciation due to change in life of assets and accelerated depreciation for vulnerable stores.

FINANCIAL OVERVIEW –RATIOS

OPERATING RATIOS

YEAR TO MARCH	FY20	FY19	FY18	FY17	FY16
Total Assets Turnover Ratio	4.5	4.3	3.5	3.0	2.8
FixedAssets Turnover Ratio	6.6	6.8	6.3	6.2	5.9
EquityTurnover Ratio	5.0	4.6	4.9	5.3	4.9

VALUATIONS PARAMETER

Y E A R T O M A R C H	FY20	FY19	FY18	FY17	FY16
Adj. DilutedEPS	-2.4	9.0	1.4	-2.4	3.0
Adjusted Cash EPS	20.8	25.0	15.5	11.5	14.6
Diluted P / E (X)	-81.0	52.7	390.1	365.0	120.3
P / B (X)	2.0	4.2	4.7	4.0	3.9
EV / SALES (X)	0.4	0.9	1.1	0.8	0.8
EV / EBIDTA (X)	9.4	15.7	20.0	15.1	14.0
Dividend Yield (%)	-	15.9%	14.2%	20.5%	20.6%

WAY FORWARD

A PERFECT STORM IS ALSO A PERFECT OPPORTUNITY

A pivot is essential for successfully transforming the core of our business to thrive in the new normal

NEW NORMAL WORKFORCE OF THE FUTURE • Work from Home culture & digital adoption • Focus on Agility, Learning and Adapting REIMAGINE ROLE OF STORE • Define new role of the store • Define role of the store staff and personal shoppers BUILD THE DIGITAL CORE • Set the data and analytics foundation • Digitize all processes and adapt to new normal RING FENCE FIRST CITIZENS • Develop improved offering and services to ensure we lock-in First Citizen into Shoppers Stop ecosystem – with online focus A. Protect the "CORE" B. Transform the "CORE" C. Scale the "NEW" BUSINESS CONTINUITY • Employee safety • Trust in brand Shoppers Stop • First Citizen engagement • Secure supply chain • Store reopening protocols • New Revenue Streams • New Partnerships LIQUIDITY MANAGEMENT • Revamping the cost structure • Optimize Working Capital – Improve Cash Conversion Cycle • Rationalize Capital Expenditure • Terms of trade, Payables NOW NEXT NEW NORMAL THE NEW NORMAL • Transition from a largelyoffline retailer to a truly Omni-channel organization • Laying the foundation for a digital enterprise – on the back of strong data management and detailed use of analytics • Strategic technology investments to augment the right-to-win • New Board Member with Digital and Technology background. 1 2 3 4 6 7 5

In case of any clarifications please contact on investor@shoppersstop.com