5365072022-01-012022-03-315365072022-03-315365072021-03-315365072021-04-012022-03-315365072022-01-012022-03-31in-bse-fin:OtherExpenses1Member5365072021-04-012022-03-31in-bse-fin:OtherExpenses1Member5365072022-01-012022-03-31ItemsThatWillNotBeReclassifiedToProfitAndLoss15365072022-01-012022-03-31ItemsThatWillNotBeReclassifiedToProfitAndLoss25365072021-04-012022-03-31ItemsThatWillNotBeReclassifiedToProfitAndLoss15365072021-04-012022-03-31ItemsThatWillNotBeReclassifiedToProfitAndLoss2iso4217:INRiso4217:INRxbrli:shares536507FLFLINE452O01016Future Lifestyle Fashions Ltd Equity2021-04-012022-03-312022-08-162022-08-08INRCroresYearlySingle segmentFashion2022-08-1612:15:002022-08-1614:50:00trueCash Flow IndirectDeclaration of unmodified opinion2022-01-012022-03-31AuditedConsolidated6074240000-291613000031581100000585756000020461800005028000006440000001189930000414303000014383500000-11225390000-6677540000-1790293000008929700008929700000-18795900000000-3210000-18799110000-267400000-19066510000-187991100000-1906651000004035400002-19215530000-94.494-94.49400-94.494-94.494Notes :- <BR> 1. The above Financial Results were reviewed and recommended by the Audit Committee and were thereafter approved by the Board of Directors of the Company at its meeting held on August 16, 2022. <BR> <BR> 2. The Covid-19 pandemic has adversely affected the operations of the Company including its ability to be consistent with the suppliers and sales and which in turn also has impacted liquidity position of the Company. While the Company continues to work with all the stakeholders, the situation still continues to be evolving. The Company has adopted several cost reduction measures to address the liquidity crunch to maintain sufficient operational cashflows <BR> <BR> To address the liquidity crunch and to maintain the sufficient working capital, the Company has adopted several measures including the invoking One Time Restructuring (OTR) of the loans of the Company on November 02,2020 as per the RBI guidelines, which has been implemented by all the lenders of the Company on April 30,2021. The Company has also received approvals from the Debenture Trustee i.e. Cent Bank Financial Services Ltd. for the restructuring of the Non- Convertible Debentures (NCDs) including the deferment of the Repayment Period of the Principal amount of NCDs and conversion of the amount of the due coupons in November’2020 and November’2021 in to Funded Interest Term Loan (FITL). <BR> <BR> Subsequently, the Company has been unable to service the obligations towards the repayment of the amount of the principal due on Loans/ Working Capital facilities availed by the Company from the banks as agreed under the OTR. Basis the same, the Lead bank and State Bank of India have classified the accounts of the Company in the system as Non- Performing Assets (NPAs) on May 31, 2022. <BR> <BR> The Company would be taking necessary steps to further restructure its debts and fulfil other commitments as agreed with the Lenders under the OTR. In the meanwhile, the Lenders have allowed the Company to carry on its day-to-day operations of the Company under the Holding on Operations in the account including monitoring and release of the operational payments under the said arrangement. The Lead Bank has approved the Holding on Operations in the account with 10% cutback / retention and the Company has served the monthly interest on all facilities from the retention amount till July’2022 in line with the terms of sanction. <BR> <BR> 3. As on March 31, 2022, 34 “Central” stores and 78 “Brand Factory” stores of the Company were non-operational. These stores have been contributing approx. 64% of total revenue from operations of the Company for FY 2021. <BR> <BR> Subsequent to the reporting period, based on the recommendation of the Audit Committee, the Board of Directors at its meeting held August 09, 2022 have approved the proposal to sale, lease, rent or dispose of the Specified Assets or in any other manner as it may deem fit, at a price which shall be at least equal to book value at the relevant point of time, subject to requisite approvals of lenders, debenture holders, shareholders and other contractual approvals, if any. Hence, the Specified Assets have been categorised as held for sale, in the books of accounts. <BR> <BR> 4. Under the OTR arrangements, the Company has debt servicing obligations aggregating to ` 505.08 Crores within the next twelve months, comprising of repayment of the principal amount of Long-Term debts amounting to ` 360.01 Crores and short-term borrowings of ` 145.07 Crores. The Company has incurred loss before tax during the quarter ended March 31, 2022 amounting to ` 1716.38 Crores (including exceptional item) primarily owing to provision for diminution of Investments, doubtful provision for receivables, the lower sales volumes, finance costs and depreciation. The Company’s current liabilities exceeded its current assets (including asset held for sale) by ` 1180.66 Crores as at the year end date. Also, the Company has defaulted on repayment of principal amount on loans from banks/financial institution and unlisted debts securities as on March 31, 2022 amounting to ` 63.30 Crores . The Lead bank and State Bank of India have classified the accounts of the Company in the system as Non- Performing Assets (NPAs) on May 31, 2022. Since then, the Company has repaid the debt amount to the extent of ` 76.67 Crores. The Company has been regular in servicing of interest on all facilities till date. <BR> <BR> To address the liquidity crunch and to maintain the sufficient working capital, the Company has adopted several measures including cost optimisation. The Company would be taking necessary steps to further restructure its debts under the proposed resolution plan. Further, the Company has initiated the process for the monetisation of some of the assets, to repay the debts and to manage the working capital requirements as part of the same plan. <BR> <BR> The success of the above measures adopted by the Company is dependent on the effective implementation of its operating plans and timely identification of the prospective buyers for monetisation of its assets which is dependent of many internal / external factors. The management is confident that they will be able to arrange sufficient liquidity by monetization of its assets, increase in operations and other strategic initiatives. Accordingly, the financial results are prepared on a going concern basis. <BR> <BR> 5. Exceptional items for the quarter and year ended March 31, 2022 includes provision for diminution of Investments aggregating to ` 374.37 crore held in the equity shares in Future Trendz Limited, FLFL Travel Retail Bhubaneswar Private Limited, FLFL Travel Retail Guwahati Private Limited, FLFL Travel Retail West Private Limited, FLFL Travel Retail Lucknow Private Limited and FLFL Lifestyle Brands Limited provision for impairment for Intercorporate Deposits and interest receivable their on aggregating to ` 282.51 crore, given to FLFL Lifestyle Brands Limited and provision for impairment of Loan of ` 10.87 crore given to FLFL Employee Welfare Trust and ` 7.15 crore impairment of Intangible asset in Future Speciality Retail Limited, in terms of the applicable accounting standards and prudent practice <BR> <BR> 6. The Bank of India (Lead Bank) has intimated to the Company that bankers have appointed their empanelled auditors to carry out forensic audit of the accounts of the Company for the period 01.04.2017 to 31.05.2022, in compliance with the extant Guidelines issued by Reserve Bank of India <BR> <BR> 7. The Board of Directors of the Company at its meeting held on September 20, 2021 has, inter-alia, approved the Composite Scheme of Arrangement between Future Trendz Limited (“Transferor Company 1”/ “FTL”), Future Specialty Retail Limited (“Transferor Company 2”/ “FSRL”) and Future Lifestyle Fashions Limited (“Transferee Company” /“FLFL”) and their respective shareholders (“The Composite Scheme of Arrangement”/ Scheme”), pursuant to Sections 230 to 232 and other relevant provisions of the Companies Act, 2013. The Company has submitted draft Scheme with BSE Limited and National Stock Exchange of India Limited . For obtaining Observation letter on the draft Scheme. The Company is awaiting Observation letter from Stock Exchanges, to further proceed with the filing of the Scheme with National Company Law Tribunal. <BR> <BR> 8. The Board of Directors of the Company at its meeting held on August 29, 2020 approved the Composite Scheme of Arrangement ("Scheme") which involves: (i) merger of Future Lifestyle Fashions Limited (“Company") and other 18 Transferor Companies with Future Enterprises Limited ("FEL”) (ii) Transfer and vesting of the Logistics & Warehousing Undertaking from FEL as a going concern on a slump sale basis to Reliance Retail Ventures Limited ("RRVL"); (iii) Transfer and vesting of Retail & Wholesale Undertaking from FEL as a going concern on a slump sale basis to Reliance Retail and Fashion Lifestyle Limited, a wholly owned subsidiary of RRVL (“RRVL WOS”) and (iv) Preferential allotment of equity shares and warrants of FEL to RRVL WOS, pursuant to section 230 to 232 and other relevant provisions of the Companies Act, 2013. As in most the Secured Creditors meetings of various companies involved in the Scheme, the voting was not in favour of the Scheme, hence, the Scheme could not be implemented. <BR> <BR> 9. Subsequent to the reporting period, the pledge of investments in the securities of FLFL Lifestyle Brands Limited, SSIP Retail Limited, Holii Accessories Limited, Clarks Reliance Footwear Private Limited and FLFL Athleisure Limited, held by the Company and provided as security in favour of the Debenture Trustee to secure 4,500 Non-Convertible Debentures of INR 10 Lakh each, issued by FLFL Lifestyle Brands Limited (“FLBL NCDs”) has been invoked. Consequently, FLFL Lifestyle Brands Limited ceased to be an Associate Company and FLFL Athleisure Limited ceased to be a wholly owned Subsidiary of the Company with effect from May 02, 2022. <BR> <BR> Accordingly, the Company has recognised it’s obligation towards FLBL NCDs as unsecured creditors, which would be diluted by various monetisation happening at FLBL level and for other investments invoked by the trustee of the NCD holders, as explained here below. <BR> <BR> Investments invoked by the Debenture Trustee are held in trust. Monetisation of such investments and also investments held by FLBL would be initiated and proceed from monetisation, as and when takes place, would be appropriated against the obligation towards FLBL NCDs. Subsequent to the reporting period, Debenture Trustee has recovered ` 150.14 crore from monetisation of one of the investments held by FLBL. <BR> <BR> 10. The NCDs issued by the Company are secured by the way of First Pari-Passu charge on entire fixed assets of the Company. Fixed Asset cover available to discharge the principal amount of NCDs, as on March 31, 2022 is 2.84 x, as compared to minimum fixed asset cover of 1.15 times as mentioned in the Debenture Trust Deed dated February 28, 2018. Fixed assets includes Asset held for sale while computing ratio. <BR> <BR> 11. Figures for the corresponding previous period / year have been regrouped / reclassified wherever necessary. Figures for the quarter ended March 31, 2022 and March 31, 2021 are the balancing figures between audited figures in respect of the full financial years ended on those dates and the published reviewed year-to-date figures upto the third quarter of the respective financial year. <BR> <BR> <BR> Due to size restrictions, please refer disclosure notes on financial results in PDF file available at https://www.bseindia.com/xml-data/corpfiling/AttachLive/6b4886ce-d2f4-42d8-baec-32e7dceadb82.pdf2021-04-012022-03-31AuditedConsolidated29939300000-2557860000273814400000194839400004612280000246005000032154500006134250000913032000045036290000-17654850000-6749040000-2440389000007297000007297000000-25133590000000-355360000-25488950000-258120000-25747070000-254889500000-2574707000004035400002-19215530000-127.603-127.60300-127.603-127.603Other Expenses4143030000Other Expenses91303200006570730000586430000001086200000003100000179281000044900001797610000204890000324150000959243000014813650000317490000210804000056715000049670000663850000115200003717720000010084600000286159700006424230000044632630000403550000-19215530000-1881198000090000-188118900001167644000003121660000147981000001127800000001491088000056057100002710424000013881740000465916900005273400001414610000004853364000000634445200004463263000032154500004607740000-61629900000-528540000000065794400000006134290000023454000004547140000000368140000-77650000000112490200001850340000031280640000687675000000042930000068338200000000000018510000118020000037050000000000000000100000000365980000033230000262750000000000001593300000049531900000218079000000-69746500001219200000121920000445230000567150000Acturial gain/loss on defined benefit obligation-18790000Equity Instrument at fair value through OCI-248610000-267400000Acturial gain/loss on defined benefit obligation-9510000Equity Instrument at fair value through OCI-248610000-2581200000000