Future Consumer Limited

Future Consumer Limited was formerly incorporated on July 10, 1996, under the name 'Subhikshith Finance and Investments Limited'. The Company name was changed to 'Future Ventures India Private Limited' with effect from 9 August, 2007 and it became a Public Limited Company with effect from 7th September 2007 as 'Future Ventures India Limited'. The name of the Company was changed to 'Future Consumer Enterprise Limited' w.e.f. 30th September 2013 and then to 'Future Consumer Limited' effective from 13 October, 2016. The Company is engaged in the business of sourcing, manufacturing, branding, marketing and distribution of fast moving consumer goods (FMCG), Food and Processed Food Products in Urban and Rural India. Earlier, the Company was regulated by the Reserve Bank of India as a non-deposit taking Non-Banking Financial Company. The RBI in terms of application made by the Company has vide its order passed on 21st July 2015 cancelled the Certificate of Registration granted to the Company. Consequently, the Company ceased to be an NBFC. Future Consumer has a strong portfolio of food and Home and Personal Care (HPC) brands. The product portfolio comprises over two dozen innovative brands and is well supported by two key pillars viz. strong distribution network for supplies to over 103,000 stores across India and expertise in the fields of sourcing and manufacturing. The company has one of the leading agri-sourcing operations in the country with access to over 88 locations across India and 7,000 farmers. The company has entered into various joint ventures to support its foray into manufacturing across various new age categories. These entities largely support the company via offering manufacturing capabilities, infrastructure and strong brands. Integrated Food Park Private Limited (IFPPL), a subsidiary of the company, has in partnership with the Ministry of Food Processing Industries, Government of India, set-up a state-of-the-art India Food Park facilitates which provides end-to-end food processing along the value chain (grading, sorting, pulping, packaging & distribution) from the farm to the market. Future Consumer's Fruits and Vegetable business handles over 600 MT of produce daily, sourced through 23 collection centers and 1,710 registered farmers, distributed through 15 distribution centers. Future Ventures India Ltd was incorporated on July 10, 1996 as a public limited company with the name Subhikshith Finance & Investments Ltd. The company commenced business on August 2, 1996 in Tamil Nadu. In March 9, 1998, they got a certificate of registration from RBI to carry on the business of a NBFC as a 'non-deposit taking company'. In August 10, 2001, the company was converted into a private limited company and the name was changed to Subhikshith Finance & Investments Pvt Ltd. In the year 2007, RBI granted a fresh certificate of registration to carry on business of a NBFC as a 'non-deposit taking company' on change of name to Subhikshith Finance & Investments Pvt Ltd. In July 14, 2007, the company became a wholly-owned subsidiary of Pantaloon Future Ventures Ltd (now known as Future Value Retail Ltd). Also, the name of the company was changed from Subhikshith Finance & Investments Pvt Ltd to Future Ventures India Pvt Ltd. In September 7, 2007, the company was converted to a public limited company and the name of the company was changed to Future Ventures India Limited. Also, RBI granted a fresh certificate of registration to carry on the business of a NBFC as a 'non-deposit taking company' on change of name to Future Ventures India Ltd. Also, they entered into agreements to purchase securities of Biba Apparels Pvt Ltd, Sankalp Retail Value Stores Pvt Ltd and SSIPL Retail Private Ltd. In the year 2008, the company entered into agreements to purchase securities of Footmart Retail (India) Ltd, Convergem Communications (India) Ltd, Aadhaar Retailing Ltd, Indus-League Clothing Ltd, Lee Cooper (India) Ltd, Celio Future Fashions Ltd, Indus Tree Crafts Pvt Ltd, AND Designs India Ltd and Turtle Ltd. Also, they entered into a consulting and advisory services agreement with Future Capital Holdings Ltd. In the year 2009, the company entered into an agreement for purchase of securities of Star Shopping Centres Pvt Ltd. They made investments in the equity shares and preference shares of Lee Cooper (India) Ltd. Also, they increased their stake in Indus-League Clothing Ltd and AND Designs India Ltd. In the year 2010, the company transferred their entire shareholding in Celio Future Fashions Ltd, Lee Cooper (India) Ltd and Turtle Ltd in favour of Indus-League Clothing Ltd, a subsidiary company. In July 2010, they transferred their entire shareholding in Star Shopping Centres Pvt Ltd in favour of Future Realtors (India) Pvt Ltd and divested their stake in the aforesaid company. During the year, the company also transferred their entire shareholding in Sankalp Retail Value Stores Pvt Ltd and Foot Mart Retail India Ltd to Juhi's Idea Mercantile Pvt Ltd and Blessings Mercantile Pvt Ltd, respectively. During the year, the company made investments in the equity shares of Capital Foods Exportts Pvt Ltd, Future Consumer Enterprises Ltd and Future Consumer Products Ltd, and increased their shareholding in Indus-League Clothing Ltd and Indus Tree Crafts Pvt Ltd. Also, they entered into a share transfer cum purchase agreement with Sanjay Bindra, Punita Bindra, Siddharth Bindra and Meena Bindra for purchase of up to 94,000 equity shares of BIBA Apparels Pvt Ltd. In the year 2011, the company entered into a share subscription agreement and a shareholders' agreement with Idream Holdings Pvt Ltd, Shripal Morakhia, Samir Patil and Amar Chitra Katha Pvt Ltd for subscribing to 122,598 equity shares of Amar Chitra Katha Pvt Ltd. They transferred their entire shareholding in SSIPL Retail Pvt Ltd to their subsidiary, Indus-League Clothing Ltd. During the year ended 31 March 2014, Future Consumer Enterprise consolidated its business by acquiring 100% equity holding in Future Agrovet Limited, a company specialising in procurement, processing, grading and packaging of agri produce such as grains, pulses, spices, dry fruits etc. Future Consumer Enterprise, during the year under review, entered into an agreement with California-based Sunkist Growers, Inc., a leading international licensor and the widely recognized name in the citrus category, to manufacture, market and sell fruit juice, fruit juice drinks, sparkling beverages and a range of other food products under the world-famous Sunkist brand in India. During the same period, the company divested its stake in Capital Foods Private Limited. Future Consumer Enterprise subsidiary Aadhaar Wholesale Trading and Distribution Limited (Aadhaar) opened two wholesale stores during the year under review at Nadiad and Junagarh in Gujarat. During the year under review, the company's subsidiary Star and Sitara Wellness Limited consolidated its business by discontinuing some of the non-profitable stores. During the year ended 31 March 2015, Future Consumer Enterprise expanded its food portfolio by extending its brands to new categories like fruits and vegetables, canola and rice bran oils, frozen and processed food products. The company also further spread its wings in the Southern part of India by acquiring almost 100% stake in the 100 year of well established brand Nilgiris 1905'. This acquisition enabled an addition of 135 stores to the convenience store network, which has been expanded to 151 stores in fiscal 2014-15. Additionally, Future Consumer Enterprise also acquired balance 30% stake of Aadhaar Wholesale Trading and Distribution Limited (Aadhaar), the rural retailing chain, from Godrej. Rural distribution is led through Aadhaar that operates through cash-and-carry stores or through franchisees. Aadhaar opened 4 retail stores during the year under review in Punjab. With the focus on integrated play, Future Consumer Enterprise, during the year under review, consolidated its businesses by merging its wholly-owned subsidiary, Future Agrovet Limited which predominantly has been engaged into agro-sourcing operations. Future Consumer Enterprise has entered into the business of procuring and distribution of fruits and vegetables, ready-to-eat products developed from the Food Park, which has become operational during the year under review. Along with growing and developing its own portfolio of brands in the food space, the company also partnered with niche players operating in product categories like oats, breakfast cereals, sauces, pastes etc. under joint venture arrangements. During the year under review, Future Personal Care and Hygiene Products Private Limited changed its object clause to undertake activities for dealing into personal health care and hygiene products and consequently changed its name from Future Dairy and Bakery Products Private Limited to its present name. During the fiscal 2014-15, Star and Sitara Wellness Limited discontinued its business by closing all its stores. Future Consumer Enterprise acquired 21.26% stake in Sarjena Foods Private Limited during the year under review. The brand Baker Street' - was formed under the aegis of Sarjena Foods. During the year under review, Future Consumer Enterprise issued 4,59,18,367 equity shares on preferential basis to Godrej Agrovet Limited and Anamudi Real Estates LLP towards consideration payable for acquisition of 30% stake in Aadhaar Wholesale Trading and Distribution Limited. Pursuant to the Scheme of Amalgamation sanctioned by the Bombay High Court vide its order dated 30 January, 2015, Future Agrovet Limited, a wholly-owned subsidiary has been amalgamated with Future Consumer Enterprise with effect from 1 April 2014, being the Appointed Date under the said Scheme. During the year year ended 31 March 2017, Future Consumer launched products in several value-added and high margin categories, which are able to command higher price point. The company launched its Oats brand 'Kosh', which is uniquely positioned and aligned with Indian eating habits instead of projecting oats as a packaged breakfast / snacking food. Under the brand 'Tasty Treat', the Company started a unique trend with the launch of Indo Western fusion snacks which include four variants of new age namkeens (snacks) - Barbeque, Peri Peri, Schezwan and Wasabi. Tasty Treat's frozen portfolio saw its product range to extend to french fries and delicious flavors of frozen pizza. The company introduced a new personal care brand 'Swiss Tempelle', co-created with Switzerland's full-service customer brand manufacturer organization Mibelle AG. 'Swiss Tempelle' is an exotic fusion of beauty ingredients from India and Switzerland for the quality conscious consumers. The wet wipes brand 'Kara' enhanced numeric distribution and weighted distribution across general trade and modern trade to over 20,000 outlets from 10,000+ outlets over last year. During the year under review, the sensational acetone free 'Kara' nail polish removal wipes were launched in four variants. During the year under review, the brand 'Clean Mate', the company's largest brand in the Home and Personal care segment, tapped into new format stores like Easy Day. The company also made a tie up with Saint Gobain's subsidiary firm Grindwell Norton for providing 13,000 scrubbers free of cost for Clean Mate's Utensil Gel launch. Several margin improvement and risk mitigation initiatives were undertaken through avenues of alternate vendor development. During the year under review, the brand 'Care Mate' saw the launch of smaller packs targeted at providing convenience to consumers and generating new trials. Distribution also saw an upswing, with the brand entering into more channels. During the year under review, Future Consumer has undertaken focused initiatives to enhance brand equity of various brands under its portfolio. During the fiscal year 2016-17, the company significantly enhanced its distribution network across various channel. The commercial operations for Rice Mill facilities, operated by a joint venture company Genoa Rice Mills Private Limited started from February 2017. During the fiscal 2016-17, Avante Foods commenced its operations of manufacturing foods products from facility set up at India Food Park, Tumkur. During the fiscal 2016-17, MNS Foods commenced its operations for manufacturing of wafer biscuits and wafflets from its manufacturing facilities set up at India Food Park, Tumkur. During the year under review, Future Consumer entered into joint venture with a local unit of US organic food company Hain Celestial Group Inc. to introduce products under health and wellness category. The company also joined hands and entered into joint venture arrangement with LT Foods Limited, a leading company in India undertaking the business of rice. During the year under review, Future Consumer issued and allotted 29,985 and 13,400 Compulsorily Convertible Debentures (CCDs) having face value of Rs. 1,00,000/- each to Black River Food 2 Pte. Ltd. and International Finance Corporation on preferential allotment basis. The CCDs carry a coupon of 8.5% p.a. compounded on a quarterly basis. During the year under review, Genoa Rice Mills Private Limited (Genoa) became a subsidiary of the Company. Consequent to issue of shares to LT Foods Limited, joint venture partner, Genoa became a joint venture of the company with effect from 25 January 2017. Consequent to preferential allotment made by Sarjena Foods Private Limited (Sarjena) to its promoters, the shareholding of Future Consumer in Sarjena has reduced from 21.26% to 19.59%. Accordingly, in terms of the provisions of the Companies Act, 2013, Sarjena ceased to be an associate of the company with effect from 3 January 2017. During the financial year ended 31 March 2018, Future Consumer expanded its footprint across Food, Beverages and Home and Personal Care (HPC) category. During the year under review, the company established its presence as a new age food and HPC company for a new era with operations ranging from sourcing, manufacturing, branding and distribution, striking a widespread cord between the lives of the farmers, a factory labourer, a worker on the shop floor and the house wife. The company's brand 'Golden Harvest' crossed the milestone of crossing Rs 1,000 crore in sales during the fiscal 2018. Golden Harvest Prime extended its portfolio with the launch of high quality super foods such quinoa, pearl millet, black rice, jasmine rice etc. During the year under review, the Company launched its first organic, all natural, pesticide free brand 'Mother Earth', offering pulses, spices, rice and sugar along with the launch of a dedicated rice brand, 'Shubra', offering 99.5% fat free alternatives. During the year under review, Future Consumer's brand 'Tasty Treat' became the company's first processed food brand to cross Rs 100 crore in sales. The highlight of fiscal year 2018 was the launch of Tasty Treat biscuits and cookies range, competing with the best brands in the market in terms of taste and quality. In the fiscal year 2018, Future Consumer launched products in several value-added and high margin categories. The brand 'Karmiq' achieved one of the biggest milestones during the year under review by touching ~ Rs. 50 crore sales in dry fruit category. During the year under review, the look & feel of 'CleanMate', the company's largest brand in the HPC space was revamped to a more uniform architecture. The brand 'CleanMate' further forayed its journey into the range of home cleaning products with the launch of bathroom cleaner. Further the brand 'CleanMate' also featured in Bollywood superstar Akshay Kumar's movie, 'Toilet, Ek Prem Katha' and created a fund, Swachh Bharat Kosh. This gained a lot of traction for CleanMate and helped achieve record sales of ~ Rs 70 crore during the fiscal year 2018. Furthermore, understanding the self-cleansing regimes of the Indian consumer, the Company relaunched its brand 'Think Skin' body wash in attractive packaging and fragrances at a disruptive price proposition. With the new launches, the visual identity of 'Swiss Tempelle' was also revamped to make it look more contemporary and 'Product of Switzerland' was reinforced on the packaging. The brand 'Kara' significantly increased penetration across general trade and modern trade to over 32,000 outlets from 20,000+ outlets over last year. The company introduced a new personal care brand 'TS', offering grooming tools and accessories with a distinct character that openly glorifies vanity, not hide it, and revels in its outcome. During the year under review, Future Consumer tapped into new modern trade formats such as HyperCity, WHSmith, Foodworld and Heritage. During the fiscal year 2018, Future Consumer's subsidiary MNS Foods commenced its operations for manufacturing of Tasty Treat wafer biscuits and Pooof! wafflets from its manufacturing facilities set up at India Food Park, Tumkur. Future Consumer holds 50.01% stake in MNS Foods. Hain Future Natural Products Private Limited (Hain), Future Consumer's 50:50 joint venture with Tilda Hain India Private Limited, launched the Soya milk brand 'Dream', during the year under review and introduced brands and products comprising Terra vegetable chips, Garden of Eatin Tortilla chips, Dream rice etc manufactured at the India Food Park. During the year under review, Nilgiri's Mechanised Bakery Private Limited and Appu Nutritions Private Limited outsourced their bakery related manufacturing operations to a third party. During the year under review, Future Consumer issued and allotted 14,96,56,999 equity shares to Black River Food 2 Pte. Ltd upon c onversion of 29,985 Compulsorily Convertible Debentures and unpaid coupons thereon. The company issued and allotted 6,68,64,981 equity shares to International Finance Corporation upon conversion of 13,400 Compulsorily Convertible Debentures and unpaid coupons thereon. Star and Sitara Wellness Limited and Express Retail Services Private Limited ceased to be subsidiary of the company with effect from 31 March 2018. Affl uence Food Processors Private Limited become a wholly owned subsidiary of the Company with effect from 6th November, 2018, consequent to acquisition of entire stake from of the joint venture partner by the Company. Consequent to allotment of shares to Future Consumer constituting 50% of the paid-up share capital of Affluence Food Processors Private Limited, it became the joint venture of the Company with effect from 2 April 2018. The Company acquired 75,40,000 equity shares of Integrated Food Park Private Limited (IFPPL) from Capital Foods Private Limited. Consequent to the said acquisition of equity shares, the Company holds 99.93% of the paid-up share capital of IFPPL. During the year 2019, Company expanded its distribution footprint to over ~120,000 touch points. It expanded its presence though the 3,500 Canteen Stores Department (CSD). Further, it launched its rural distribution strategy through a membership-based program 'Mitra'. The Company created presence in over 4 states with 7 centers and has enrolled over 60 Mitras. Company has expanded its distribution footprint to over 56,000 touchpoints in 2020. Company has launched India's first fashion-forward fabric care brand 'Voom' in liquid detergents and powder detergent categories in 2020. FCL Tradevest Private Limited, a wholly owned subsidiary of the Company acquired 50% stake in Genoa Rice Mills Private Limited from the joint venture partner LT Foods Limited and Genoa became a wholly owned subsidiary of FCL Tradevest and step-down subsidiary of the Company. Further FCL Tradevest has made an additional investment in Delect Spices and Herbs Private Limited and consequent to the said investment, Delect became a subsidiary of FCL Tradevest and step-down subsidiary of the Company. FCL Tradevest acquired 67.03% stake in Avante Snack Foods Private Limited from Sublime Foods Limited and Avante became a subsidiary of FCL Tradevest and step-down subsidiary of the Company in 2020. During year 2021-22,the Company launched new packing designs and beauty products under the brand 'TS beauty', 'Voom' Bucket Wash Powder under HPC category and mix dry fruits pack under the brand 'Karmiq'. In 2021-22, the Scheme of Arrangement between the Company, Athena Life Sciences Private Limited and their respective shareholders and creditors was made effective from 6th October, 2021. In terms of said Scheme approved by NCLT, the Company on 6th October, 2021 allotted in aggregate 99,93,764 Equity Shares to equity shareholders of Athena Life Sciences Private Limited. Similarly, Scheme of Arrangement for consolidation of few subsidiary companies by way of amalgamation of viz. Affluence Food Processors Private Limited, Genoa Rice Mills Private Limited, Avante Snack Foods Private Limited, FCEL Food Processors Limited and Future Consumer Products Limited with FCL Tradevest Private Limited, a wholly owned subsidiary of the Company became effective from 30th March, 2022. Upon the said Scheme becoming effective, the above companies were merged with FCL Tradevest Private Limited and ceased to be subsidiary of the Company.