a) The Company has given an undertaking not to sell or encumber in any manner its investments in Green Infra Wind Power Theni Limited in accordance with the Equity Participation agreement.
b) TCL Watches Switzerland AG (formerly known as Favre Leuba AG) has been liquidated during the current year. Subsequent to the liquidation the provision for impairement has been written off and the balance investment receivable of ' 14 crore is shown as 'Other financial assets' under Note 11.5.
c) During the year, the Company has acquired additional stake, 27.56% from the founder shareholders of CaratLane Trading Private Limited, a subsidiary of the Company post approval from CCI for a consideration amounting to ' 4,621 crore and 0.35% from other shareholders for a consideration of ' 61 crore. After the acquisition, the current holding of the Company is 99.99%.
b) The cost of inventories recognised as an expense during the year is ' 36,942 crore (Previous year: ' 29,046 crore).
c) The cost of inventories recognised as an expense includes ' 1 crore (Previous year: ' 1 crore) in respect of write down of inventory to net-realisable value.
d) The inventory includes Gold purchased on loan from banks amounting to ' 5,398 crore (Previous year: ' 5,472 crore).
e) Refer note (xx) under material accounting policies for mode of valuation.
a) The above balance includes dues from related parties - refer note 33.
b) Does not include trade receivables which have significant increase in credit risk
c) Expected credit loss allowance
The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forwardlooking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The Provision matrix at the end of reporting period as follows:
c) Rights, preferences and restrictions attached to shares
The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval by the shareholders at the ensuing Annual General Meeting.
In the event of liquidation, the shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion of their shareholdings.
a) Capital Reserve: Surplus on re-issue of forfeited shares and debentures.
b) Capital redemption reserve: It represents the difference, between the amount recorded as share capital issued plus any additional consideration in the form of cash or other assets and the amount of share capital of the transferor.
c) Securities premium account: Amounts received on issue of shares in excess of the par value has been classified as securities premium, utilised in accordance with the provisions of the Companies Act, 2013.
d) General reserve: Pursuant to the provisions of the Companies Act, 1956 , the Company created a General Reserve in earlier years wherein certain percentage of profits were required to be transferred before declaring dividends. As per Companies Act 2013, the requirements to transfer profits to General Reserve is not mandatory. General Reserve is a free reserve available to the Company.
e) Retained earnings: Retained earnings comprise of the Company's prior years' undistributed earnings after taxes including transfers to general reserve, securities premium account etc.
f) Employee stock option reserve account: It represents the amount recognised over the vesting period at the grant date fair value of units issued to employees of the Company and its subsidiaries under the Company's Performance Stock Unit plan.
g) Treasury share reserve: Refer note xxi of Material Accounting Policies.
h) Remeasurement of net defined benefit liability/asset: It represents the changes in the remeasurements of employee defined benefit plans.
13.3Distributions made and proposed
The Board of Directors, in its meeting on 3rd May 2024, have proposed a final dividend of ' 11 per equity share for the Financial Year ended 31st March 2024. The proposal is subject to the approval of shareholders at the ensuing Annual General Meeting and if approved would result in a cash outflow of approximately ' 977 crore.
The Board of Directors, in its meeting on 3rd May 2023, had proposed a final dividend of ' 10 per equity share for the Financial Year ended 31st March 2023. The proposal was approved by shareholders at the Annual General Meeting held on 1st August 2023 and the same was paid during the year ended 31st March 2024. This has resulted in a total outflow of ' 888 crore.
a) During the current year the loan had a tenure ranging from 7 days to 90 days. The interest rate varied from 7.20% to 8.75% per annum (previous year 4.10% to 7.45%).
b) During the year the Company does not have any sanctioned borrowing limits that are required to be secured by current assets.
c) Loans guaranteed by directors Nil (previous year: Nil)
a) Represents benefits accrued on account of budgetary support for the existing eligible units under different industrial promotion schemes.
b) Include sale of gold-ingots aggregating ' 3,940 crore (Previous year: ' 2,208 crore) to various customers dealing in bullion.
c) As per the requirements of Ind AS 115, the Company disaggregates revenue based on line of business, geography (as given in Note 26) and between manufactured and traded goods as given above.
(c) Based on its assessment of recoverability during the earlier years, the Company had made a provision of ' 34 crore against receivables from one of the brokers with whom the Company was transacting. The Company has written off the amount during the previous year after assessment of the recoverability.
26 Segment information
a) Description of segments: The Chief Operating Decision Maker (CODM) of the Company examines the performance both from a product perspective and geography perspective and has identified 4 reportable segments Watches and wearables, Jewellery, Eyecare and Others, where 'Others' include Accessories, Fragrances and Indian dress wear. The Company's Managing Director is the CODM.
Corporate (unallocated) represents income, expenses, assets and liabilities which relate to the Company as a whole and not allocated to segments.
a) Trade receivables are disclosed based on geographical location of customers. Other assets are not identifiable separately to any reportable segments as these are used inter changeably between segments and are disclosed under "India".
b) It includes non-current assets amounting to 10,169 crore (previous year: ' 4,402 crore)
c) Details of geographical segments for individual markets outside India are not disclosed as the same do not account for more than 10% of the total segment revenues or results or assets.
(a) Short-term leases has been accounted for applying Paragraph 6 of Ind AS 116- Leases and accordingly recognised as expense in the statement of profit and loss.
(b) For total cash outflow for the year ended 31st March 2024 and 31st March 2023 refer cash flow statement.
28.3 Additional information on variable lease payment:
During the year ended 31st March 2024, the Company has incurred an amount of ' 17 crore (Previous year: ' 8 crore) on account of variable lease payments. Variable payment terms ranges from 1% to 15% of net sales from a particular store. Variable payment terms are used for a variety of reasons, including minimising the fixed costs base for newly established stores and stores in malls. Excess of variable lease payments that depend on sales, over the fixed rental, are recognised in the statement of profit or loss in the period in which the condition that triggers those payments occur.
28.4 Additional information on extension/termination options:
Extension and termination options are included in a number of property lease arrangements of the Company. These are used to maximise operational flexibility in terms of managing the assets used in the Company's operations. The majority of extension and termination options held are exercisable based on mutual consent of the Company and respective lessors.
29 Contingent liabilities and commitments
Contingent liabilities not provided for - ' 309 crore (Previous year: ' 432 crore) comprising of the following:
a) Goods and Service Tax - ' 3 crore (Previous year: 4 crore)
(relating to mismatch in statutory returns)
b) Sales tax - ' 40 crore (Previous year: ' 51 crore)
(relating to the applicability of rate of tax, computation of tax liability, submission of certain statutory forms)
c) Customs duty - ' 38 crore (Previous year: ' 37 crore)
(relating to denial of benefit of exemptions)
d) Excise duty - ' 76 crore (Previous year: ' 93 crore)
(relating to denial of exemption by amending the earlier notification, computation of the assessable value, denial of input credit on service tax and excise duty on Jewellery)
e) Income tax - ' 131 crore (Previous year: ' 236 crore)
(relating to disallowance of deductions claimed)
f) Others - ' 5 crore (Previous year: ' 11 crore)
(relating to miscellaneous claims)
The above amounts are based on the notice of demand or the Assessment Orders or notification by the relevant authorities, as the case may be, and the Company is contesting these claims with the respective authorities. Outflows, if any, arising out of these claims would depend on the outcome of the decisions of the appellate authorities and the Company's rights for future appeals before the judiciary. No reimbursements are expected.
g) Corporate guarantees - ' 1,350 crore (Previous year: ' 874 crore)
(relating to guarantee provided for loans taken by Carat Lane Trading Private Limited, Titan Holdings International FZCO, Titan Global Retail LLC, Titan International QFZ LLC, TCL North America Inc. and Titan Commodity Trading Limited)
h) The Supreme court of India in the month of February 2019 had passed a judgement relating to definition of wages under the Provident Fund Act,1952. However, considering that there are numerous interpretative issues relating to this judgement and in the absence of reliable measurement of the provision for the earlier periods, the Company has made a provision for provident fund contribution based on it's interpretation of the said judgement. The Company will evaluate its position and update its provision, if required, on receiving further clarity on the subject. The Company does not expect any material impact of the same.
30 Estimated amount of contracts remaining to be executed on capital account and not provided for is ' 220 crore (Previous year: ' 234 crore).
Contributions are made to the Company's Employees Provident Fund Trust at predetermined rates in accordance with the Fund rules. The interest rate payable by the Trust to the beneficiaries is as notified by the Government. The Company has an obligation to make good the shortfall, if any, between the return from the investments of the Trust and the notified interest rate and recognises such shortfall as an expense.
ii) Gratuity (Funded)
The Company makes annual contributions to The Titan Industries Gratuity Fund in accordance with The Payment of Gratuities Act, 1972. The scheme provides for lump sum payment to vested employees at retirement, death while in employment, or on termination of employment as per the Company's Gratuity Scheme. Vesting occurs upon completion of five years of service.
The plan is a defined benefit plan which is sponsored by the Company and hence it underwrites all the risks pertaining to the plan. In particular, there is a risk for the Company that an adverse salary growth or inadequate returns on underlying plan assets can result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature the plan is not subject to any longevity risks.
The current service cost, past service cost and the net interest expense for the year are included in the 'Employee benefits expense' line item in the statement of profit and loss.
The remeasurement of the net defined liability is included in other comprehensive income.
Sensitivity analysis
The key actuarial assumptions to which the defined benefit plans are particularly sensitive to are discount rate, full salary escalation rate and attrition rate. The following table summarises the impact on the reported defined benefit obligation at the end of the reporting period arising on account of an increase or decrease in the assumption by 50 basis points:
32 Performance Stock Units (PSU)
The Company introduced Titan Performance Based Stock Units Scheme, 2023 to provide equity-based incentives to all the eligible employees of the Company and its subsidiaries. The plan is administered by the Board Nomination and Remuneration Committee (BNRC) of the Company through a controlled Trust. A maximum of 10,00,000 Performance Stock Unit (PSU) may be granted under the Plan. Each PSU granted under the plan entitles the holder to one equity share of the Company at an exercise price, which is approved by the BNRC.
As per the plan, Board of Directors grants options to the employees of the Company. The vesting period of the option is one to four years from the date of grant. Options granted under the Scheme can be exercised within a period of six years from the date of vesting. For employees leaving the organisation, an option can be exercised within 3 months from the date of resignation.
BNRC granted PSUs to the eligible employees of the Company and its subsidiaries under the Plan. Subsequent to this grant, the Trust acquired shares from secondary market for the purpose of implementation of the Plan.
Fair value measurement
The fair value at grant date is determined using the Black-Scholes Model which takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.
The key inputs used in Black-Scholes Model for calculating fair value of options under the scheme as on the date of grant are as follows:
The weighted average remaining contractual life of the options outstanding as of 31st March 2024 was 2.09 years.
(ii) Valuation technique used to determine fair value
Specific value techniques used to value financial instruments include:
- the use of quoted market prices for listed instruments.
- the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance
sheet date.
- the fair value of foreign currency option contracts is determined using option prices obtained from banks.
- the fair value of remaining financial instruments is determined using market comparables, discounted cash flow
analysis.
(iii) Fair value of financial assets and liabilities that are not measured at fair value but fair value disclosures are required
The carrying values of financial assets and liabilities approximate the fair values.
(iv) There have been no transfers between Level 1 and Level 2 for the years ended 31st March 2024 and 31st March 2023.
34.3 Financial risk management objective
The Company has constituted a Risk Management Committee. The Company has in place a risk management framework to identify, evaluate business risks and challenges across the Company both at corporate level as also separately for each business division. These risks include market risk, credit risk and liquidity risk.
The Company minimises the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of derivative financial instruments and investment of excess liquidity is governed by the Company's policies approved by the Board of Directors, which provide written principles on the use of such instruments consistent with the Company's risk management strategy.
The Company does not enter into or trade financial instruments including derivative financial instruments, for speculative purposes.
34.4 Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate as a means of mitigating the risk of financial loss from defaults. Credit risk is managed by the Company through approved credit norms, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss. Credit risk arises principally from the Company's receivables from customers. Refer note 11.2 for the disclosures for trade receivables.
Credit risk on liquid funds, Inter Corporate Deposits and derivative financial instruments is limited because the counterparties are banks and companies with high credit-ratings assigned by credit-rating agencies.
34.5 Liquidity risk
The Company has an approved policy to invest surplus funds from time-to-time in various short-term instruments. Security of funds and liquidity shall be the primary consideration while deciding on the type of investments.
The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows and by matching the maturity profiles of financial assets and liabilities. The Company expects to meet its other obligations from operating cash flows and proceeds of maturing financial assets.
Liquidity risk tables
The following table below analyses the Company's financial liabilities into relevant maturity groupings based on their maturities for:
- all non-derivative financial liabilities, and
- derivative financial liabilities, that are net settled.
The tables have been drawn on an undiscounted including estimated interest payments basis based on the earliest date on which the Company can be required to pay:
34.6 Market risk
The market risks to which the Company is exposed are price risk {refer note a) below} and foreign currency risk {refer note b) below}.
a) Price Risk:
The Company is exposed to fluctuations in gold price (including fluctuations in foreign currency) arising on purchase/ sale of gold.
To manage the variability, the Company enters into derivative financial instruments to manage the risk associated with gold price fluctuations relating to the inventory lying with the Company. Such derivative financial instruments are primarily in the nature of future commodity contracts and forward foreign exchange contracts. The risk management strategy against gold price fluctuation also includes procuring gold on loan basis, with a flexibility to fix price of gold at any time during the tenor of the loan.
The use of such derivative financial instruments is governed by the Company's policies approved by the Board of Directors, which provide written principles on the use of such instruments consistent with the Company's risk management strategy.
As the value of the derivative instrument generally changes in response to the value of the hedged item, the economic relationship is established.
The following table gives details of contracts as at the end of the reporting period:
Fair value hedge
The Company designates derivative contracts as hedging instruments to mitigate the risk of change in fair value of hedged item due to movement in gold prices. Changes in the fair value of hedging instruments and hedged items that are designated and qualify as fair value hedges are recorded in the Statement of Profit and Loss. Therefore, there will be no impact of the fluctuation in the price of the gold on the Company's profit for the period.
b) Foreign currency risk management
The Company is exposed to foreign exchange risk arising through its sales and purchases denominated in various foreign currencies.
(i) The risk management strategy on foreign currency exchange fluctuation arising on account of purchase/sale of gold is covered in Note 34.6 above.
(ii) In respect of normal purchase and sale transactions denominated in foreign currency, the Company enters into forward foreign exchange contracts and option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. These contracts are measured at fair value through profit and loss.
Foreign currency sensitivity analysis:
The Company is mainly exposed to USD, CHF, HKD, JPY, AED, GBP and EURO currencies. The Company's sensitivity to a 1% increase and decrease in ' against the relevant foreign currencies is presented below:
The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 1% change in foreign currency rates. There is a decrease in profit and equity by ' 1 crore where ' weakens by 1% against the relevant currencies. For a 1% strengthening of the ' against the relevant currencies there would be a comparable increase in profit and equity.
34.7 The Company's exposure to Forward foreign exchange contracts and option contracts at the end of the reporting year are as follows:
The Company has 20 forward exchange contracts in USD 1.79 crore equivalent to ' 142 crore as at 31st March 2024 (Previous year : 219 forward exchange contracts in USD 5.89 crore equivalent to ' 488 crore and 1 forward exchange contract in EURO 0.32 crore equivalent to ' 3 crore).
I n addition to the above, the Company has 1 Option contract in USD 0.22 crore equivalent to ' 18 crore (Previous year : 3 Option contracts in USD 0.72 crore equivalent to ' 60 crore).
35 Capital management
The Company's objective for capital management is to maximise shareholder value, safeguard business continuity and support the growth of the Company. The Company determines the capital requirement based on annual operating plan and other strategic investment plans. The funding requirements are primarily met through equity, combination of shortterm and long-term borrowings and operating cash flows generated. Gold on loan as disclosed in the financial statements represents amounts due to banks for the procurement of gold under 'Gold (Metal) loan scheme' by the Company.
The Company aims to manage its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to all its shareholders. The Company is not subject to any externally imposed capital requirements.
The Company monitors the capital structure on the basis of total debt to equity ratio of the Company. The gross debt equity ratio is 0.54:1 as at 31st March 2024 (as at 31st March 2023 0.23:1).
I n addition, the Company has financial covenant relating to the redeemable non-convertible debentures that it has taken from the debenture holders to manage ""Net debt to EBITDA ratio"" which is maintained by the Company.
39 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
40 Other statutory information :
i) The Company does not have any Benami property or any proceeding is pending against the Company for holding any Benami property.
ii) The Company do not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.
iii) The Company has not traded or invested in crypto currency or virtual currency during the Financial Year.
iv) The Company is not classified as wilful defaulter.
v) The Company doesn't have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 such as search or survey.
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