A PROJECT REPORT ON

B4

2

INDEX

Sr.No Particulars Page No.

1 MACRO- INTRODUCTION 3

2 OVERVIEW OF SECTOR 8

3 MARKET STRUCTURE AND MAJOR PLAYERS 10

4 CONTRIBUTION OF THE FDI’s 13

5 LEGAL ISSUES 16

6 CURRENT ISSUES 18

7 MICRO- INTRODUCTION 21

8 HISTORY 21

9 4P’s 23

10 FINANACIAL INTERPRETATION 25

11 HR POLICY AND CODE OF CONDUCT 27

12 KEY PERSONNEL 31

13 CORPORATE SOCIAL RESPONSIBILITY 31

14 FUTURE PLANS 33

15 SIGNIFICANT EVENTS 34

16 SUGGESTIONS AND CONCLUSION 35

3

INTRODUCTION

WHAT IS RETAIL?

The word retail is, in fact, derived from the French word retailer, which means –

“to cut off a piece or to break bulk.”A retailer may be defined as a dealer or trader who

repeatedly sells good in small quantities.

The sale of goods or commodities in small quantities directly to consumers. Of, relating

to, or engaged in the sale of goods or commodities at retail. It also means to sell in

small quantities directly to consumers.

RETAIL -

• The sale of goods individually or in small quantities to the public to sell or be

sold in small quantities to the public.

• Retailing consists of the sale of goods or merchandise from a fixed location, such

as a department store or kiosk, or by post, in small or individual lots for direct

consumption by the purchaser. Retailing may include subordinated services,

such as delivery.

• The sale of goods directly to the consumer; To sell at retail, or in small quantities

directly to customers; To repeat or circulate (news or rumors) to others; Of, or

relating to the sale of goods directly to the customer; In retail quantities, or at

retail prices

• To sell directly to the consumer, usually in small quantities in comparison with the

total level of sale.

• Any product for sale in a store or directly to a consumer.

• Trade in which a client buys or sells an over-the-counter stock through a broker-

dealer.

• Merchants selling tangible goods in a face-to-face environment who normally use

conventional terminals and swipe transactions.

4

TYPES OF RETAIL SECTOR

Retailing is one of the pillars of the economy in India and accounts for 35% of GDP. The

retail industry is divided into organized and unorganized sectors. Over 12 million outlets

operate in the country and only 4% of them being larger than 500 sq ft (46 m2) in size.

• Organized Retail

• Unorganized Retail

ORGANIZED RETAIL

Organized retailing refers to trading activities undertaken by licensed retailers, that is,

those who are registered for sales tax, income tax, etc. These include the corporate-

backed hypermarkets and retail chains, and also the privately owned large retail

businesses.

Organized retail segment has been growing at a blistering pace, exceeding all previous

estimates. According to a study by Deloitte Haskins and Sells, organized retail has

increased its share from 5 per cent of total retail sales in 2006 to 8 per cent in 2007. The

fastest growing segments have been the wholesale cash and carry stores (150 per

cent) followed by supermarkets (100 per cent) and hypermarkets (75-80 per cent).

Further, it estimates the organized segment to account for 25 per cent of the total sales

by 2011.

UNORGANIZED RETAIL

Unorganized retailing, on the other hand, refers to the traditional formats of low-cost

retailing, for example, the local kirana shops, owner manned general stores, paan/beedi

shops, convenience stores, hand cart and pavement vendors, etc.

Unorganized retailing” is defined as an outlet run locally by the owner or caretaker of a

shop that lacks technical and accounting standardization. The supply chain and

5

sourcing are also done locally to meet local needs. Its organized counterpart may not

obtain its supplies from local sources.

Difference between organized and unorganized retailing

The major differences between organized and unorganized retailing lies in its number

(chain) of store operations. An unorganized outlet may be just stand alone or can have

maximum of 2-3 outlets in a city, where as the organized outlets are "any retail chain

(more than two outlets)which is professionally managed (even if its family run), has a

accounting transparency (with proper usage of MIS and accounting standards) and

organized SCM with centralized quality control and sourcing (certain parts can be locally

made) can be termed as an "organized retailing" in India.

Retailing in India is predominantly unorganized. According to a survey by AT Kearney,

an overwhelming proportion of the Rs. 400,000 crore retail market is UNORGANISED.

In fact, only a Rs. 20,000 crore segment of the market is organized.

We are known as a nation of shopkeepers with over 12 million, the highest outlet

density in the world in the world with an estimated turnover of $ 200 billion. However a

disturbing point here is that as much as 96 per cent of them are smaller than 500

square feet in area. This means that India per capita retailing space is about 2 square

feet (compared to 16 square feet in the United States). India's per capita retailing space

is thus the lowest in the world. Another point to note is that only 8 % of our population is

engaged in Retail whereas the global average is around 10-12%.

INSTORE RETAILERS

This type of retail format is also known as the brick and mortar format. These retail

stores are in the form of fixed point sale outlets. They are specially designed to lure the

customers. There are different types of stores through which the instore retailers

operate.

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Branded Stores appear in the form of exquisite showrooms. Here the total range of a

particular brand is available and the quality of the product is certified by the government.

There are also multi brand specialty stores that sell a series of brands so that the

consumer can choose from the wide array of brands.

Department stores have a large number of brands and products catering to all basic

needs to luxurious items as well.

Supermarkets are basically self service retail stores. Discount Stores offer commodities

at reduced prices. In Hyper Marts customers have wide variety of products to choose

from and they are also available at discounted rates. Convenient stores are located in

prominent places within the reach of majority of the customers and do not operate in

stringent work hours.

Shopping Malls are a storehouse of a large variety of retail shops situated close to each

other.

RETAILING FORMATS IN INDIA

• MALLS: The largest form of organized retailing today. Located mainly in metro

cities, in proximity to urban outskirts. Ranges from 60,000 sq ft to 7, 00,000 sq

ft and above. They lend an ideal shopping experience with an amalgamation of

product, service and entertainment; all under a common roof. Examples include

Shoppers Stop, Piramyd, and Pantaloon.

• SPECIALTY STORES: Chains such as the Bangalore based Kids Kemp, the

Mumbai books retailer Crossword, RPG's Music World and the Times Group's

music chain Planet M, are focusing on specific market segments and have

established themselves strongly in their sectors.

• DISCOUNT STORES: As the name suggests, discount stores or factory outlets,

offer discounts on the MRP through selling in bulk reaching economies of scale

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or excess stock left over at the season. The product category can range from a

variety of perishable/ non perishable goods

• DEPARTMENT STORES: Large stores ranging from 20000-50000 sq. ft,

catering to a variety of consumer needs. Further it is classified into localized

departments such as clothing, toys, home, groceries, etc.

• DEPARTMENT STORES: Departmental Stores are expected to take over the

apparel business from exclusive brand showrooms. Among these, the biggest

success is K Raheja's Shoppers Stop, which started in Mumbai and now has

more than seven large stores (over 30,000 sq. ft) across India and even has its

own in store brand for clothes called Stop!.

• HYPER MARTS/SUPERMARKETS: Large self service outlets, catering to varied

shopper needs are termed as Supermarkets. These are located in or near

residential high streets. These stores today contribute to 30% of all food &

grocery organized retail sales. Super Markets can further be classified in to mini

supermarkets typically 1,000 sq ft to 2,000 sq ft and large supermarkets

ranging from of 3,500 sq ft to 5,000 sq ft. having a strong focus on food &

grocery and personal sales.

• CONVENIENCE STORES: These are relatively small stores 400-2,000 sq. feet

located near residential areas. They stock a limited range of high-turnover

convenience products and are usually open for extended periods during the

day, seven days a week. Prices are slightly higher due to the convenience

premium.

• MBO’s: Multi Brand outlets, also known as Category Killers, offer several brands

across a single product category. These usually do well in busy market places

and Metros.

8

OVERVIEW OF INDIAN RETAIL SECTOR

Retail Sector is the most booming sector in the Indian economy. Some of the biggest

players of the world are going to enter into the industry soon. It is on the threshold of a

big revolution after the IT sector. Although organized retail market is not so strong as of

now, but it is expected to grow manifolds by the year 2010. The sector contributes 10%

of the GDP, and is estimated to show 20% annual growth rate by the end of the decade.

The current growth rate is estimated to be 8.5%, but CRISIL report says that the retail

market is most fragmented in the world and only 2% of the entire retailing business is in

the organized sector. There are about 300 new malls, 1500 supermarkets and 325

departmental stores being built in the cities very soon.

The retail boom will face a strong competition from the 12 million mom-and-pop stores,

which are easily accessible and approachable and provide services like free home

delivery and goods at credit. But buying from Malls, Supermarkets and Department

stores like Subhiksha, Marks & Spencer’s, etc gives a different feeling and the

environment of pick and choose from a variety of products. A number of retail giants are

also going to explore the market such as Reliance Retail Ltd and Wal-mart. The

revolution is driven by large expectations where both domestic and international players

will be channel through which other large stores in India are spreading themselves

across the country.

Some of the players present in the industry:

Archies, Bata India Ltd, Big Bazaar, Crossword, Ebony Retail Holdings Ltd., Fabmall,

Food Bazaar, Globus Stores Pvt. Ltd., Health and Glow, Liberty Shoes Ltd., MTR Foods

Ltd., Music World Entertainment Ltd., Pantaloon Retail India Ltd., Shoppers Stop, Style

SPA Furniture Ltd, Subhiksha, Titan Industries, Lifestyle, etc.New entrants entering the

market soon will be Reliance Retail Ltd, Wal-Mart Stores, Carrefour, Tesco, Boots

Group, etc.

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EVOLUTION OF THE SECTOR

10

MARKET STRUCTURE & MAJOR PLAYERS – GLOBAL

& INDIA

11

Indian Retail: Past Vs Present

It is widely accepted that the retail industry has undergone a drastic change in last five

years and there is yet more to come. Let us compare the image of Indian retailing in

2004-05 to that of its status in 2007-08 in the following table:

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Magnification of the Indian Retail Industry

Yardstick Situation in 04-05 Situation in 07-08

Value of retail sales Rs. 10,20,000 crore Rs 12,00,000 crore

Annual growth rate

Value of organized market Rs 35,000 crore Rs 55,000 crore

Share of organized market in the sector

Forecasts (after 5 years) about size of

organized retail market

Over Rs. 1,00,000 crore Rs. 2,00,000 crore

Forecasts about growth rate of organized retail

market

Around 30% Around 40%

The above table clearly shows that the retail market as well as the mindset required for

it has experienced a thorough revisal in the last three years. This is just the beginning

and Indians are sanguine that the sector will see rosy days in the future. This

confidence has helped India acquire the No.1 position among 30 most attractive

retailing destinations in the world according to the Global Retail Development Index of

2005 (by AT Kearney, India). Among emerging markets, India holds the second position

after China in the list of most favored retail destinations.

The retail industry employs a huge share of the total workforce in India. It is the second

largest employer after India. Presently 7 percent of the total labor force is employed in

the retail sector. According to available data it is also the largest employer in the

services sector and maximum growth in the non-agricultural sector has been witnessed

by retail trade. According to market analysts 300 new malls, 1,500 supermarkets and

325 departmental stores are going to come up in India in the next few days. The

shopping revolution that has led to this retail boom is going to continue and this is a

good news for the government as well as those who wish to work in the organized

sector.

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8.90%

9.0%

6.8%6.0%

6.0%5.6%

5.2%

6.4%

6.6%

5.4%

9.2%

0%

1%

2%

3%

4%

5%

6%

7%

8%

9%

10%

19

97

19

98

199

9

200

0

200

1

200

2

200

3

200

4

200

5

200

6

200

7

Projections of 8% sustainable

real GDP growth rate till 2020

promise high growth potential

for Indian Retail…

CONTRIBUTION OF FDI IN RETAILING -

Permitting Foreign Direct Investment in the retailing sector can have immense benefits.

It can generate huge employment for the semi-skilled as well as illiterate population

which otherwise can't be employed in the already confined rural and organized sector.

The retail sector is highly dependent on the rural sector. Thus it can facilitate the

improvement of the standard of living of farmers by purchasing commodities at a

reasonable cost. It also stems out an indirect employment generation channel by

training and employing people in the transportation and distribution sectors such as

drivers, mechanics etc. It is also evident that real estate is a genuine challenge for

organized retailing. Traditional retailers can use this situation in their favor by taking

franchisees of the mega players of this industry. On the other hand, the consumer gains

from the wide variety of choices and a more diversified basket of prices available under

one roof. Secondly the indirect benefits like better roads, online marketing, expansion of

telecom sector etc. will give a 'big push' to other sectors including the rural one itself.

Last but not the least the huge tax revenue generated from these retail biggies and

collected in government coffers will gradually wipe out the ugly looking fiscal and

revenue deficits. Besides the transaction in foreign currencies by these MNCs will

create a balance in exchange rate and will bring in stable funds in the economy as

opposed to FII's hot money. This will in turn act as a boost to the developing (or

'transforming', as suggested by the USAID) economy of India. The phobias relating to

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Greater Per

Capita Income

Greater Consumer

Spending due to economic boom

Increasing Tax Paying Population

Greater Sourcing

From India

Reduced Tax

Evasion

GDP Growth

Increased Tax Revenues

Greater Exports

Employment

Benefits

to Govt.

FDI in the retail sector are unfounded as neither the retailing sector in India is an infant

industry, nor it can outweigh the paramount local tastes and preferences.

Let's pray that the retail sector like the IT and manufacturing sector brings happiness in

the eyes of the people and help remove the regional and class-based disparities.

BENEFITS TO THE GOVERNMENT –

It will help in increasing employment levels as FDI

would

result in market growth and expansion which in turn

will result in employment generated at various

levels

Increased consumer demand implies employment

generation across the value chain as certain areas in

retail does not need very high skill sets as basic needs are

high school graduates and other similar skill levels which

is currently a majorly unemployed demographic group.

ESTIMATES AND PREDICTIONS FOR RETAIL SECTOR:

At present, the industry is estimated to be at more than US$ 400 billion by a study of

McKinsey. The Economist Intelligence Unit (EIU) estimates the retail market in India will

increase to US$608.9 billion in 2009 from US$394 billion in 2005.

KPMG Report says that the organized retail would grow at a higher rate than the GDP

in the next five years. The retail sector would generate employment for more than 2.5

million people by the year 2010, predicts an analysis by MaFoi Management

Consultants Ltd.

Traditional vis a vis Modern Format Retailers

The retail boom will face a strong competition from the 12 million mom-and-pop stores.

These are easily accessible and provide services like free home delivery and goods at

credit, which is not possible with hypermarkets and supermarkets. Buying from Malls,

Supermarkets and Department stores like Subhiksha, Marks & Spencers, etc. provide a

15

different environment where one can pick and choose from a variety of products. Owing

to the entry of such big players, the small shopkeepers fear losing their business.

Reliance Retail Ltd. has been inviting such people to join in its Dairy business as

franchisees.

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LEGAL ISSUES IN RETAIL SECTOR

Many countries specially in south east Asia like Malaysia, Indonesia and Thailand have

put in place tough regulations with a view to balance the conflicts of interests between

modern retail and the traditional retailers and suppliers to the modern retail. These

countries have imposed a number of restrictions on the growth of large retail companies

particularly the transnational companies as against fairly liberal approach to the retail

sector practiced until the late 1990s.

In India in a bid to cushion small retailers from corporate giants, the Centre is in

consultation with states for setting up a retail regulator. As per the consolations among

states, state level legislative authorities would wield powers to grant licenses to retailers

for operating business.

The regulators in coordination with the state governments would also demarcate zones

in the cities for setting hypermarkets. Moreover, the regulators would work in tow with

competition commission to oversee pricing of products so that small retailers do not fall

prey to predatory pricing. States would submit the final guidelines on the regulatory

mechanism in 2 months to Commerce & Industry ministry.

In fact, the proposal is part of the Icrier report on “Big Versus small retail” recently

submitted to the government. “We have had several rounds of consultations with the

state governments and other ministries. We are now awaiting their comments on the

report,” a senior commerce ministry official said. The policy framed by the government

based on the report would also set the ground for FDI in retail, which has been facing

problems due to lack of consensus among political parties.

The regulator would also look into real estate cornering by large retail chains to restrict

competitor access and complaints of muscling out smaller retailers by price

undercutting.

All the following statutory provisions related to following acts are applicable to retail

industry

1) Shops & Establishment

2) PF & Misc.Provisions Act

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3) ESI Act

4) Bonus Act

5) Minimum Wages Act

6) Industrial Disputes Act

7) Gratuity Act

8) Maternity Act

9) Welfare Act

As part of a big move to liberalize the foreign direct investment (FDI) regime, the

Cabinet today approved new FDI norms for several sectors including retailing. Retail

presents the next big opportunity (worth $250 billion) for the foreign investor. However,

foreign direct investment in the India retail sector is currently restricted. There are

several methods pursuant to which a foreign investor may gain exposure to the Indian

retail sector:

(i) Pursuant to Press Note No. 3 (2006 series), foreign direct investment up to 51% is

now permitted in single brand retail trade with the prior approval of the government;

(ii) Pursuant to Press Note No. 4 (2006 series), foreign direct investment up to 100% is

now permitted under automatic route for cash and carry wholesale trade; or

(iii) The foreign investor could enter into franchise arrangements.

LVMH is among the international brands that have indicated interest in a 51% stake.

However, multi-brand retail stores such as Wal Mart are not yet permitted.

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CURRENT ISSUES

• The boom in India’s retail sector will continue and top $365 billion in 2008, against $300

billion a year. With a year-on-year growth of 30-35 per cent, the retail trade sector in

India will top $440 billion by 2010, says the study by the Associated Chambers of

Commerce and Industry of India (Assocham). The study estimated the organised retail

segment would witness an additional investment of $70 billion by 2010. In 2008, the

investment size would be in the region of $25-28 billion.

• Mukesh Ambani, RIL’s chairman, plans to open 100m sq ft of retail space in India by

2010. Local press reports talk of between 5,000 and 10,000 stores spread across 1,500

towns and cities. Ambani has described the concept as “a pan-India footprint of multi-

format retail outlets”.Reliance will operate hypermarkets, convenience and speciality

stores, as well as business-to-business operations, selling food, clothing, electrical

goods, consumer durables, luxury goods and financial and travel services. The project

will employ 1m people within five years.

• Protests against reliance fresh in UP and Jharkhand.

• Chinese conglomerate Li & Fung Group said it is studying India's logistics and retail

sectors to expand its presence in the country. The company, engaged in distribution,

retail, logistics, private equity and properties businesses, currently sources consumer

products worth 550 million dollars from India every year for its global operations."We will

look at India for innovative designs and creativity. In the next three years we expect to

more than double our sourcing from this country," Li & Fung Group Chairman Victor K

Fung said today on the sidelines of a FICCI event.

• Taxpayers, especially corporates in the retail sector who have to bear the burden of

huge rentals for commercial space, could get some relief soon. The government is

considering allowing taxpayers to deduct tax at source (TDS) on rents after reducing the

total outgo on service tax. North Block is examining a proposal in this regard after

receiving references from field formations, and a clarification may be issued shortly. To

put it simply, if a taxpayer pays Rs 100 as rent he is liable to pay service tax at the rate

of 12%, taking the total outgo to Rs 112. There was a confusion as to whether TDS

would be on Rs 100 or Rs 112. As the field formations were in dilemma, in some

19

instances they had demanded deduction of tax on the final amount of Rs 112. The

confusion had arisen after the government brought commercial rental service under tax

net in the Budget for 2007-08.

• Wal-Mart Store Inc. will open its first cash-and-carry centre in India in 2009, the head of

its India operations said on Wednesday. Wal-Mart, which has a venture with India's

Bharti Enterprises for cash-and-carry wholesale operations, had earlier said it aimed to

open the first of its centres by year-end and open 10-15 centres over seven years.

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MICRO ANALYSIS

21

INTRODUCTION

Established in 1998 as part of the Tata Group, Trent Ltd. operates Westside, one of

India's largest and fastest growing chains of retail stores.

The Westside stores have numerous departments to meet the varied shopping needs

of customers. These include Menswear, Women’s wear, Kid’s wear, Footwear,

Cosmetics, Perfumes and Handbags, Household Accessories, lingerie, and Gifts.

The company has already established 31 Westside departmental stores (measuring

15,000 - 30,000 square feet each) in Mumbai, Bangalore, Hyderabad, Jaipur,

Chennai, Pune, Delhi, Noida, Gurgaon, Ghaziabad, Kolkata, Nagpur, Indore,

Ahmedabad, Lucknow, Ludhiana, Surat, Mysore & Rajkot. The company hopes to

expand rapidly with similar format stores that offer a fine balance between style and

price retailing.

HISTORY

This story began circa 1998 when The Tatas acquired Littlewoods – a London

based retail chain. This acquisition was followed by the establishment of Trent Ltd

(a Tata enterprise that presently operates Westside). Littlewoods was subsequently

renamed Westside.In a rapidly evolving retail scenario, Westside has carved a niche

for its brand of merchandise creating a loyal following. Currently, the company has

31 Westside stores measuring 15,000-30,000 square feet each across 17 cities. With

a variety of designs and styles, everything at Westside is exclusively designed and

the merchandise ranges from stylized clothes, footwear and accessories for men,

women and children to well-co-coordinated table linens, artifacts, home accessories

and furnishings. Well-designed interiors, sprawling space, prime locations and

coffee shops enhance the customers’ shopping experience.

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THEIR MISSION

• At Westside the mission is to be regarded by their customers as the most

relevant retailer in the country.

• In order to achieve this goal, they shall develop a comprehensive

understanding of their needs, strive to win their confidence, and offer them

best-in-class products and services at affordable prices.

• They shall always be in the forefront of fashion and services by anticipating

and exceeding the expectations of their customers.

• Their leadership will be the product of their styling, quality and service

consciousness.hey will continue to scale new heights of excellence through

teamwork, in an atmosphere that encourages creativity and innovativeness.

• It is their policy to satisfy our customers with the range, quality and value of

the products we offer. However, if they are dissatisfied with any item that

they might have purchased they would take the necessary measures to assist

them.

• They expect their customers to return unused merchandise along with its

receipt within 30 days; they would exchange the returned items or give the

customers a complete refund.

• In the event that the customers do not have the receipt they would offer

them an exchange or provide them a gift voucher to the current or last

known selling price.

• They have complete confidence in the quality of our merchandise however

should if customers have any grievances, they would be happy to address

them once they are brought to our attention.

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4 Ps

PRODUCT The Westside stores have numerous departments to meet the varied shopping needs of customers. These include Menswear, Women’s wear, Kid’s wear, Footwear, Cosmetics, Perfumes and Handbags, Household Accessories, lingerie, and Gifts. Some of them are as follows;

PRICE

Menswear: For men at work and at play, Westside’s menswear range extends from formal to casual to sporty. There is also a wide price range starting from value and extending into premium.

Womens wear: For women there are western casual, western formals & very classy ethnic wear with a look unique to Westside. The range does not end with clothes but extends right into accessories with a great range of jewelry, scarves & other accessories. Also available are comfortable lingerie at affordable prices.

Kidswear: With a dash of attitude and a sprinkle of playfulness, Westside’s Kidswear has a huge range to select from. Catering to a wide age band – starting from infants to early teens the garments sport a look that is hip, trendy and very international.

Footwear: The range encapsulates footwear for the entire family with a wide variety of choice, great styles and colours to charm everyone.

Cosmetic, Perfumes and Handbags: The Westside store has a separate section for cosmetics and perfumes in some stores. The handbags are tastefully crafted and range from casual to formal wear.

Household Accessories: The Westside motto is -‘Your Dreams Our Vision’-which translates into a Household section that caters to every taste. This section is one of the most contemporary with every item being exclusive & unique. The merchandise is well coordinated & allows customers to mix & match and to create their own look. The range extends from bed linen, towels, table linens to coordinated crockery, a cook shop, glassware and much more to set up an entire home. The range also includes high quality home accessories and décor product.

Gifts : A wonderful gift section with the trendiest of collections that will leave one spoilt for choice. This section matches every requirement and suits every occasion.

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Westside’s gift section is vast and includes gifts ranging from photo frames, candle stands, candles, vases, ceramic mugs, lanterns, lamps and more.

PLACE

The company has 31 Westside departmental stores up till now (measuring 15,000 - 30,000 square feet each) in Mumbai, Bangalore, Hyderabad, Jaipur, Chennai, Pune, Delhi, Noida, Gurgaon, Ghaziabad, Kolkata, Nagpur, Indore, Ahmedabad, Lucknow, Ludhiana, Surat, Mysore & Rajkot. The company hopes to expand rapidly with similar format stores that offer a fine balance between style and price retailing.

PROMOTION

Westside does its regular brand building through advertisement in the mediawith brand ambassador yuvraj Singh and other young models. More importants its in-house promotions which peak during main festive seasons, summer, diwali and Christmas. The promotion are mostly them based, with decorations to match, live bands and other attractions.

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FINANCIAL INTERPRETATION

DIVIDEND:

On 30th June 2008, the Board of Directors recommended a final dividend of Rs. 7/- per share on 1,95,32,896 equity shares (70%) (Previous year interim dividend - 70% on 1,57,60,737 equity shares) involving a distribution of Rs. 13.67 crores (previous year Rs. 11.03 crores). The total outflow will be Rs. 15.24 crores including the tax on dividend of Rs.1.57 crores.

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ISSUE OF EQUITY SHARES ON RIGHTS BASIS:

During the year under review, the Company allotted 31,48,264 equity shares of Rs 10/- each at a premium of Rs. 490/- each for an amount aggregating to Rs. 157.41 crores on Rights basis to the existing equity shareholders of the Company in the ratio of one fully paid equity share for every five equity shares held on the record date i.e. on 15th May 2007. The shares have been listed on Bombay Stock Exchange Limited and National Stock Exchange of India Limited. DISTRIBUTION OF REVENUE:

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HR Policy & Code of Conduct

Since Wests ide is a Tata Enterprise they adopt the same “Code

of Conduct” pol icies as Tata

Code of Conduct

1. National Interest A Tata company shall be committed in all its actions to benefit the economic development of the countries in which it operates. It shall not engage in any activity that adversely affects such an objective. It shall strive to make a positive contribution to the achievement of such goals at the international, national and regional level, as appropriate. 2. Financial Reporting And Records

A Tata company shall prepare and maintain its accounts fairly and accurately in accordance with the accounting and financial reporting standards which represent the generally accepted guidelines, principles, standards, laws and regulations of the country in which the company conducts its business affairs.

3. Competition

A Tata company shall fully strive for the establishment and support of a competitive, open market economy in India and abroad, and shall cooperate in efforts to promote the progressive and judicious liberalisation of trade and investment by a country.

4. Equal - Opportunities Employer

Employee policies and practices shall be administered in a manner that ensures that in all matters equal opportunity is provided to those eligible and that decisions are based on merit.

5. Gifts and donations

A Tata company and its employees shall neither receive nor offer or make, directly or indirectly, any illegal payments, remuneration, gifts, donations or comparable benefits which are intended to or perceived to obtain business or uncompetitive favours for the conduct of its business.

6. Government Agencies

A Tata company and its employees shall not offer or give any company funds or property as donation to any government agencies or their representatives, directly or through intermediaries, in order to obtain any favourable performance of official duties

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7. Political Non-Alignment

The company shall not offer or give any company funds or property as donations, directly or indirectly, to any specific political party, candidate or campaign.

8. Health, Safety and Environment

A Tata company shall be committed to prevent the wasteful use of natural resources and minimise any hazardous impact of the development, production, use and disposal of any of its products and services on the ecological environment.

9. Quality of Products and Services

The quality standards of the company's goods and services should meet the required national standards, and the company should endeavour to achieve international standards.

10. Corporate Citizenship

Tata companies are encouraged to develop social accounting systems and to carry out social audits of their operations.

11. Cooperation of Tata Companies

In the procurement of products and services, a Tata company shall give preference to another Tata company as long as it can provide these on competitive terms relative to third parties.

12. Public representation of the company and the Group

A Tata company shall honour the information requirements of the public and its stakeholders. It will be the sole responsibility of these authorised representatives to disclose information on the company or the group.

13. Third-Party Representation

Parties which have business dealings with the Tata Group but are not members of the group, such as consultants, agents, sales representatives, distributors, contractors, suppliers, etc. shall not be authorised to represent a Tata company if their business conduct and ethics are known to be inconsistent with this code.

14. Use Of The Tata Brand

The use of the Tata name and trademark owned by Tata Sons shall be governed by manuals, codes and agreements issued by Tata Sons. The use of the Tata brand is

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defined in and regulated by the Tata Brand Equity & Business Promotion Agreement.

15. Ethical Conduct

Every employee of a Tata company, including whole-time directors and the managing director, shall deal on behalf of the company with professionalism, honesty and integrity, as well as high moral and ethical standards.

16. Group Policies

A Tata company shall recommend to its board of directors the adoption of policies and guidelines periodically formulated by Tata Sons.

17. Shareholders

A Tata company shall be committed to enhance shareholder value and comply with all regulations and laws that govern shareholders' rights.

18. Regulatory Compliance

Every employee of a Tata company shall, in his or her business conduct, comply with all applicable laws and regulations, both in letter and in spirit, in all the territories in which he or she operates.

19. Concurrent Employment

An employee of a Tata company shall not, without the prior approval of the managing director of the company, accept employment or a position of responsibility (such as a consultant or a director) with any other company, nor provide 'freelance' services to anyone.

20. Conflict of Interest

An employee of a Tata company shall not engage in any business, relationship or activity, which might detrimentally conflict with the interest of his company or the Group. A conflict of interest, actual or potential, may arise where, directly or indirectly:

21. Securities transactions and confidential information

An employee of a Tata company and his or her immediate family shall not derive any benefit or assist others to derive any benefit from access to and possession of information about the company or the Group, which is not in the public domain and thus constitutes insider information.

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22. Protecting Company Assets

The assets of a Tata company shall not be misused but shall be employed for the purpose of conducting the business for which they are duly authorised.

23. Citizenship

An employee of a Tata company shall in his or her private life be free to pursue an active role in civic or political affairs as long as it does not adversely affect the business or interests of the company or the Group.

24. Integrity of Data Furnished

Every employee of a Tata company shall ensure, at all times, the integrity of data or information furnished by him or her to the company.

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Key Personnel Chairman Emiretus: S.N.Tata

Board Of Directors: F.K.Kavarana (Chairman) N.A.Soonawala B.S.Bhesania A.D.Cooper K.N.Suntook N.N.Tata (Managing Director)

Corporate Social Responsibility India is a youthful country where a la rge percentage of the populat ion is in the younger age brackets . We bel ieve that these young people shal l be the backbone of the nat ion in the coming years . It i s therefore our intent ion to focus on social ly underprivi leged chi ldren in order to provide them with a chance to have a be t ter l i fe tomorrow. We shal l dedicate resources commensurate wi th our business requirements to community act ivi t ies that work towards improving the future of social l y underprivi leged chi ldren. We shal l a lso use our assets and our expert ise in the retai l business to fur ther the cause of such communit ies . Were i t not for the act ive part icipat ion of our customers , our social pol icy might never have been act ivated . We are t ruly grateful for thei r generosi t y in suppor t ing our social l y conscious endeavours .

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Lend a hand

Light a Diya , Help a Chi ld – Purchase a diya and l ight i t a t Wests ide during the Diwal i P romotion. Funds col lected wi l l be donated to NGOs to help bringing smiles to the faces of underprivi leged chi ldren. Angels Tree – Purchase a “Si lver Star” or a “Gold Star” during our Chris tmas Promotion, and decorate our Angels Tree. The money col lected wi l l be donated to various NGOs across the country working with underprivi leged chi ldren. Assis t ing a number of chi ld welfare organizat ions The company also ex tended i ts technical ass is tance to new NGOs The company s t r ict l y adheres to a number of human r ights pr inciples against discr iminat ion & ch i ld labour.

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FUTURE PLANS OF WESTSIDE

• Westside, one of largest and fastest growing chains of retail stores in India, is on

an expansion path these days. The retail chain has just launched KIDSWEST, a

kids program that incorporates learning with playing, in its stores operating in

Delhi, Bangalore and Pune.

• Westside, Tata’s leading chain of stores, is planning to adopt the franchisee route

to expand its presence in tier-II and tier-III cities. Through this model, 25-30

franchisee-operated stores of across 8,000-12,000 sqft and with an initial

investment of Rs 1.2 crore, per store would be set up in the next five years. With

this move, it plans to reach out to consumers across 37 cities.

• Trent-controlled retail chain Westside is planning to open 18 flagship stores in

calendar year 2008. Market sources said that Westside, one of India’s fastest

growing retail store chains, will target mostly tier II and III cities as part of its

expansion plans for 2008, with flagship stores in the 40,000-50,000 square feet

range. At least 80 per cent of the property acquisitions required for Westside’s

next phase of expansion have been wrapped up.

• Trent is also set to launch its second Star One Global hypermarket (under the Star

India Bazaar initiative) after Ahmedabad, at Vashi in sub-urban Mumbai.

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SIGNIFICANT EVENTS

• In 1998 Tata sold of their 50% stake in the cosmetic products company Lakme to

HLL for Rs 200 Crore (approx. 45 million US$), and created Trent from the

money it made through the sale. All shareholders of Lakmé were given different

shares in Trent. SIMON TATA, the chairperson of Lakmé, went on to head Trent.

• Trent Ltd. operates Westside, one of India’s largest and fastest growing chains of

retail stores that currently operate 29 stores in the major metros and mini metros

in India.

• Westside has garnered numerous accolades -

Balanced Scorecard Hall of Fame

India Brand Summit – Brand Leadership Retail

IFA Visionary of the Year Award, 2002 – Mrs. Simone N. Tata

Most Admired Large Format Retail Chain of the Year - Lycra Images Fashion

Awards 2005

NDTV Profit Business Leadership Awards 2006 - Retail Category

• Westside, Tata’s leading chain of retail stores has launched its Designer

Development Programme (DDP) to encourage Emerging Talent of the fashion

industry and provide them a mass retailing platform. A concept pioneered by

Westside; this is a significant step to bridge the gap between exclusive designer

wear and the fashion conscious Indian consumers.

• It is significant that Trent had in April this year entered into an agreement with

The Xander Group Inc, a global private equity firm, to develop and manage an

institutional retail real estate portfolio in India in partnership with Indian

developers.

• The flagship stores planned next year will substantially improve possibilities for

cross-promotion between Westside and Landmark, the south-based books and

music retail chain in which Trent had acquired 76 per cent stake in 2005.

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SUGGESTIONS AND CONCLUSIONS

Modern retailing is all about directly having "first hand experience" with customers, giving them such a satiable experience that they would like to enjoy again and again. Providing great experience to customers can easily be said than done. Thus challenges like retail differentiation, merchandising mix, supply chain management and competition from supplier's brands are the talk of the day. In India, as we are moving to the next phase of retail development, each endeavor to offer experiential shopping. One of the key observations by customers is that it is very difficult to find the uniqueness of retail stores. The problem: retail differentiation. The next problem in setting up organized retail operations is that of supply chain logistics. India lacks a strong supply chain when compared to Europe or the USA. The existing supply chain has too many intermediaries: Typical supply chain looks like:- Manufacturer - National distributor - Regional distributor - Local wholesaler - Retailer - Consumer. This implies that global retail chains will have to build a supply chain network from scratch. This might run foul with the existing supply chain operators. In addition to fragmented supply chain, the trucking and transportation system is antiquated. The concept of container trucks, automated warehousing is yet to take root in India. The result: significant losses/damages during shipping. Merchandising planning is one of the biggest challenges that any multi store retailer faces. Getting the right mix of product, which is store specific across organization, is a combination of customer insight, allocation and assortment techniques. The private label will continue to compete with brand leaders. So supplier's brand wil take their own way because they have an established brand image from last decades and the reasons can be attributed to better customer experience, value vs. price, aspiration, innovation, accessibility of supplier's brand.

In their preparation to face fierce competitive pressure, Indian retailers must come to recognize the value of building their own stores as brands to reinforce their marketing Positioning, to communicate quality as well as value for money. Sustainable competitive advantage will be dependent on translating core values combining products, image and reputation into a coherent retail brand strategy.