0% found this document useful (0 votes)
16 views209 pages

Affle Gurugram AGM Notice 2022-23

Uploaded by

ococ yamaysahar
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
0% found this document useful (0 votes)
16 views209 pages

Affle Gurugram AGM Notice 2022-23

Uploaded by

ococ yamaysahar
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd

AIL/Annual Report/2022-23 August 29, 2023

To
BSE Limited National Stock Exchange of India Ltd
Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No. C-l, G
Dalal Street, Mumbai 400 001 Block, Bandra Kurla Complex, Bandra (East),
Mumbai - 400 051

Scrip Code: 542752 Symbol: AFFLE

Sub: Announcement of AGM Schedule and submission of Integrated Annual Report along with
Notice of AGM, for the financial year 2022-23

Dear Sir/ Madam,

The 28th Annual General Meeting (“AGM”) of the Company will be held on Friday, September 22, 2023
at 10:30 A.M.(IST) through video conferencing / audio-visual means.

Pursuant to Regulation 34(1) of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we are submitting herewith the Integrated
Annual Report of the Company including Business Responsibility and Sustainability Report, along with
the Notice of AGM for the financial year 2022-23.

Notice of AGM and instructions for participation at the AGM, can be read from page 392 to 409 of the
Integrated Annual Report 2022-23. The same is being circulated through electronic mode to all the members
of the Company whose email addresses are registered with the Company and/or Depository Participant(s).

Following are important dates for kind attention of members of the Company:

Remote e-voting start date & time Tuesday, September 19, 2023 (09:00 A.M. IST)
End date & time of remote e-voting Thursday, September 21, 2023 (05:00 P.M. IST)
Speaker registration start date & time Tuesday, September 19, 2023 (09:00 A.M. IST)
Speaker registration end date & time Thursday, September 21, 2023 (05:00 P.M. IST)
Website for e-voting [Link]
Website for speaker registration and for [Link]
attending the AGM

Kindly take the above information on records.

Thanking you,

For Affle (India) Limited


PARMITA Digitally
by PARMITA
signed

CHOUD CHOUDHURY
Date: 2023.08.29
HURY [Link] +05'30'

Parmita Choudhury
Company Secretary & Compliance Officer

Encl: As above

Affle (India) Limited


Regd. Office | A47 Lower Ground Floor, Hauz Khas, Off Amar Bhawan, New Delhi-110016
Communication Office |3rd Floor, Tower-B, Awfis Unitech Cyber Park, Sector – 39, Gurugram-122002, Haryana
(P) 0124-4598749 (W) [Link] CIN: L65990DL1994PLC408172
Affle (India) Limited

Integrated Annual Report 2022-23

22:23

ROI
RESILIENT OPTIMISTIC INNOVATIVE

EXPANDING HORIZONS, POWERING GROWTH


.

INTEGRATED REPORT CONTENT FY2023 PERFORMANCE HIGHLIGHTS

STRATEGIC REVIEW SUSTAINABILITY APPROACH Revenue: Converted Users:


Rs. 14,340 Mn 256+ Mn
04-05 Reporting Suite 44-45 Value Creation Model
06-07 Capitals and Stakeholders 46-47 Stakeholders Engagement
08-09 Our Legacy, Our Success 48-53 Our People
10-11 MD and CEO’s Address 54-57 Social and Natural Footprint Revenue Growth: Global Reach:
12 Affle at a Glance 58-61 Materiality Assessment 32.6% y-o-y 3.0Bn
13-15 Our Business 62-67 Risk Management connected devices
16-19 Core Differentiation 68-69 Corporate Governance
20-35 Resilient. Optimistic. Innovative 70-71 ESG@Affle
Profit After Tax (PAT)1: Tech Minds:
36-39 Expanding Horizons, Powering Growth 72 Corporate Information
Rs. 2,453 Mn 178
40 Management Team
41-42 Awards and Recognition

PAT1 Growth: Total Patents (Granted/Filled)


33.8% y-o-y 21
STATUTORY REPORTS FINANCIAL STATEMENTS
74-91 Management Discussion and Analysis 182-293 Consolidated Financial Statements Note: 1. Normalized PAT adjusted for non-operating items (Gain on financial instruments and Share of associate).
Refer page 86 for a detailed working.
92-124 Directors’ Report 294-391 Standalone Financial Statements
Data is as of March 31, 2023. Numbers are rounded off to the nearest absolute/decimal point.
125-153 Corporate Governance Report
154-180 Business Responsibility and
Sustainability Report

NOTICES APPENDIX
392-409 Notice of AGM 410-412 GRI Index

To view this report To know more of


and our previous years our sustainability
report online, visit disclosures, visit
[Link]fl[Link] [Link]fl[Link]/esg-affle

2 3
*GRI 102-51
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

REPORTING SUITE ABOUT THE REPORT


Affle is in the third year of its journey towards Integrated Reporting following the <IR> framework,
alongwith its Sustainability Reporting in adherence to the standards provided by the Global Reporting
Initiative (GRI). This report also includes the Business Responsibility and Sustainability Report (BRSR) as
BOARD'S WELCOME ADDRESS per SEBI's BRSR framework 2021.

We extend a warm welcome to all shareholders as we present Affle This report refers to the United Nations Sustainable Development Goals (UN SDGs) to demonstrate the
(India) Limited's Integrated Annual Report for the year 2022-23. The Company's commitment and contribution to the global goals for sustainable development. Out of the 17 UN
SDGs, we have identified 10 SDGs which are relevant to our business and the ones which we can support
Company is committed to fostering resilience, driven by optimism through our operations.
and a strong culture of innovation. We place significant importance
on our corporate responsibility, ensuring sustainable growth through
robust governance, unwavering integrity and transparent business
practices.

This report outlines a comprehensive overview of the Company's REPORTING PRINCIPLES AND FRAMEWORK REPORTING PERIOD

financial and non-financial performance during FY2022-23. The information presented in this report is in line This report covers consolidated and standalone
In addition, it also provides relevant information about the with the requirements and guidelines of: financial information of the Company for the
period April 1, 2022 to March 31, 2023. It also
Company's strategy, governance, stakeholder engagement, risk • The Companies Act, 2013 (including the rules covers Key Performance Indicators which are
management and prospects, providing a deeper understanding of made thereunder) also as of March 31, 2023 except for the Board of
Directors and Management Team which are as of
our business activities and its progress. • The Indian Accounting Standards
July 1, 2023.
• The Securities and Exchange Board of
SCOPE AND BOUNDARY
This Report is an outcome of the application of collective minds India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 The report extends beyond financial and
and we have reviewed this report for adequacy and completeness statutory reporting and includes non-financial
• The Securities and Exchange Board of India
of disclosures, to ensure that it provides a holistic view of our value Circulars on Business Responsibility and performance including operating metrics,
creation efforts for FY2022-23. Sustainability Report (BRSR) strategy, risks, materiality and sustainability
disclosures. The report showcases our purpose,
• National Guidelines on Responsible Business
mission and strategic focus leading to value
Conduct (NGRBC)
creation for all our stakeholders. In preparing this
• Secretarial Standards issued by the Institute of report, we have considered financial information
Company Secretaries of India for all the operations for Affle (India) Limited on a
standalone and consolidated basis.
• Integrated Reporting <IR> framework of the
International Integrated Reporting Council PRECAUTIONARY APPROACH
(IIRC)
At Affle, we are committed to creating a positive
• Global Reporting Initiative (GRI) Standards
impact for all our stakeholders, including the
• United Nations Sustainable Development environment and society at large. Being a
Goals (UN SDGs) technology company, the potential for direct
negative impacts on the environment is limited.
DISCLAIMER
This document is prepared by Affle (India) Limited (“Affle” or the “Company”), is solely for information purposes and does not constitute an offer to buy,
Yet, we continue to monitor our operations with
sell, or recommendation or solicitation of an offer to subscribe for, or purchase any securities of the Company or enter into any agreement with regard to an approach to avoid any potential hazardous
any investment. Nothing contained herein shall form the basis of any contract or commitment whatsoever. Certain statements in this report concerning
the future growth prospects are forward-looking statements, which involve a number of risks and uncertainties that could cause actual results to differ
effect of our actions on the environment, the
materially from those in such forward-looking statements. Forward looking statements contained in this document should not be taken as a sector, or stakeholders in general.
representation that such trends or activities will continue in the future and no undue reliance should be placed on them. The Company assumes no
obligation to revise or update any forward-looking statements.
You acknowledge and agree that the Company, its Promoters, Directors and/or its affiliated companies and/or their respective employees and/or agents CONTACT
have no responsibility or liability (express or implied) whatsoever and howsoever arising (including, without limitation for any claim, proceedings, action,
suits, losses, expenses, damages or costs) which may be brought against or suffered by any person as a result of acting in reliance upon the whole or any
For any queries on this report, please contact
part of the contents of this document; and neither any liability in respect of any inaccuracy therein or omission therefrom, which might otherwise arise is compliance@affl[Link]
hereby expressly disclaimed.

4 5
*GRI 2-1, 2-22 *GRI 2-2, 2-3
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

OUR CAPITALS AND STAKEHOLDER ECOSYSTEM

FINANCIAL INTELLECTUAL SOCIAL AND OUR


CAPITAL CAPITAL RELATIONSHIP CAPITAL STAKEHOLDERS

We are committed to deliver technology-led Our Manufactured and Intellectual Capitals are We strongly emphasize on corporate governance Stakeholder engagement is a continuous process
sustainable value creation for all our stakeholders. deeply integrated. Our Intellectual Capital and work collaboratively with our stakeholders. at Affle and the stakeholders form an integral part
Our growth figures reflect the robust business represents the core technology competencies We are conscious of social sustainability towards of our decision-making process. We continue to
fundamentals. Financial Capital has a significant that we continue to expand and capitalize upon, a better tomorrow. engage with them regularly and stakeholder
impact across our other capitals too. to spearhead breakthrough technology projects inclusiveness is a part of our core strategy.
and deliver differentiated solutions at scale.

Key Metrics Key Metrics Key Metrics Customers


Operating Cash Flows Patents Patents Filed CSR Spending
Rs. 2,603 million 6 Granted in US
15 and Pending Rs. 10.63 million in FY2022-23
in FY2022-23

Government, Regulatory
Read more on Pages: Read more on Pages: Read more on Pages:
and Trade Bodies
26-27, 84-89 32-35, 38 46-47, 54-57

Employees

MANUFACTURED HUMAN NATURAL


CAPITAL CAPITAL CAPITAL

Shareholders
and Investors

We continue to invest in our platforms and We are committed to nurturing a healthy work Given the nature of our technology-focused
technology, shaped by the emerging needs of the environment that drives innovation, thought business, we have a limited impact on the
customers globally. We disrupt both traditional leadership and collective growth. Our people and environment. Our environmental sustainability Publishers and
and digital marketing business models by culture are fundamental to our long-term initiatives are largely proactive and collaborative. Ecosystem-level Partners
leveraging AI & ML capabilities to drive user success. Hence, we see our Natural Capital as mutually
conversions across the connected devices. inclusive to our Social and Relationship Capital.

Key Metrics Key Metrics Key Metrics NGOs and


Society at large
Connected #Great Place to Usage of
3.0 Bn Devices Reached
86 Work Certified
100% LED Lighting
(Trust Index Mean Score)

Read more on Pages: Read more on Pages: Read more on Page: Read more on Pages:
20-25, 36-39 48-53 57 46-47

6 7
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

OUR LEGACY, OUR SUCCESS


2005 Expanding Horizons,
We have come a long way since 2005 when
Affle (as a group) was founded in Singapore, Powering Growth
with early India team set up in 2006

2007
With our launch of SMS2.0 in 2007, we begun to Having the strength We continue to reinvent ourselves, be it through product
redefine mobile media by blending deeper digital and credibility of a innovation, expanding on-ground presence in global markets,
functionalities within elementary mobile ecosystem global brand, Affle deepening our reach across high-growth industry verticals,
2014 aspires to stay at the
forefront of the next
augmenting supply-side partnerships or fortifying our teams.
We are aiming to play a bigger role in the new post-pandemic
wave of emerging world, with short-term macro challenges fully embraced. Our
Launched our 1st mobile advertising
scenarios and global DNA of unrelenting innovation, an explorer mindset and
platform – MAAS, in 2014
tech megatrends, perpetual efforts to always do better than before, is guiding us
2015 where innovation into the future.
timeframes will
Our early innovations to launch ROI-driven CPCU
continue to shorten and We are augmenting our business and investing to harness the
model started to play out 2015 onwards, with us
disrupting the mobile marketing ecosystem in the opportunity lies in potential of emerging technologies in a secure and responsible
India and Global Emerging Markets reimagined customers' way as part of our Growth Vision 2030.
2020 business impact points
and user experiences
Successfully navigated challenges including powering the …We are Expanding Horizons and Powering
Covid-19 in 2020 and Apple's ATT Privacy
changes in 2021, to emerge even stronger
connected ecosystem. Growth.
2021
Invested for the future in acquisitions
and turned them around to unlock all-
round profitable growth
2023
Today - with 7 mobile tech platforms, Data Protection Trustmark
Certification, 560+ employees, 12 global offices, 11 industry
verticals, numerous use cases, we serve thousands of advertisers
with our reach spanning 130+ countries

At Affle, we bring passion to transform digital lives differentiated value-creation approach integrated
and produce distinctive business results for leading with our data management platform, robust tech
global brands by helping them cater to their IP, backed by our consistent double-digit results,
consumers more effectively. We enable the long-established industry thought leadership
intersection of technology and intelligence to and significant market opportunity, makes us
disrupt the world of digital advertising with an
approach proven to drive superior ROIs. Our Resilient | Optimistic | Innovative.

18+ years of successfully navigating industry and technological changes


Our Journey is underlined by consistent growth and mapped by outstanding milestones

8 9
*GRI 2-1
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

MD AND CEO’S MESSAGE platform solutions that power the mobile SUCCESSFUL TECH ACQUISITIONS
marketing ecosystem. We launched our full- We have a proven track record of unlocking
funnel proposition on iOS Appstore Apple Search greater profitable growth for the acquired
Delivering with Resilience, Ads, enabling advertisers to drive premium
conversions of iOS users effectively. We also
companies through successfully turning them
around over time. This has helped us leverage on

Progressing with Optimism rolled out CPCU model on Connected TV with


household ID sync technology, that has
our past acquisitive experience and sound
financial position to penetrate deeper into the
established a unique competitive advantage for high-growth gaming vertical globally through the
us as one of the first few companies to offer acquisition of YouAppi. It complements our CPCU
conversion-linked capabilities on the Connected business model, verticalization strategy and
TV ecosystem. Further, we augmented our overall culture to deliver a comprehensive range
Dear Shareholders, mobile OEMs, operators and publisher of programmatic mobile app marketing solutions
partnerships to power an open internet for leading gaming companies globally.
We take great pride in our 18+ years of success connected ecosystem across the global
driven by our vision of ‘Built to Last’ and anchored emerging markets. This has further strengthened CREATING VALUE SUSTAINABLY
on our differentiated business model, our consumer platform and enabled greater As a responsible corporate citizen, we have
entrepreneurial culture, continuous innovations ROI impact for our customers. always upheld business integrity and sound
and robust financial fundamentals. We would not governance as the cornerstone of consistent
have made it this far without the unwavering STRENGTHENED OUR CORE stakeholder value creation. We have taken
support of our shareholders, the dedication of all We continued to capitalize on broader proactive measures towards ESG reporting and
Afflers and the trust of our customers. transformational industry shift to further implemented various policies that promote
strengthen our core by focusing on talent building, sustainable business practices. Our pursuit of
Affle’s core differentiation of being a consumer- empowering our teams with futuristic capabilities excellence in corporate governance, risk
centric technology business powering and riding deeper into new markets. We made management and sustainability initiatives has
conversions at scale, while ensuring consumers’ efforts towards enhancing our team capabilities in enabled us to emerge as a resilient organization.
data privacy has led us to consistently deliver India as well as augmented on-ground presence in
strong profitable growth. We continued our some of the international geographies like South CHARTING THE FUTURE: TOWARDS NEW
growth momentum in FY2022-23 to conclude the East Asia, Middle East Africa, North America and WORLD REALITIES
year with highest revenue, conversions, Latin America. Further, we realigned our on- As we look ahead, we are excited about growth
profitability and cash flows from operations till ground resources in North America to ensure opportunities that await ahead of us. We remain
date. It was an exciting year marked with several greater alignment of our teams to upsell and cross- committed to staying at the forefront of the
important milestones and well supported by our sell all our platform use cases on the CPCU business industry, driving innovation, thought leadership
focus on enhancing the quality of revenue and model, linked to the aggressive growth plans and creating a significant impact. As an AI
bottom-line fundamentals by further scaling our powering our Vision 2030. algorithm powered consumer platform business,
tech platforms and ecosystem level partnerships. we are investing our resources in identifying
SPIRITED PERFORMANCE future technological trends, leveraging our core
A PERIOD OF NEW NORMS We concluded FY2022-23 as a landmark year R&D capabilities to build new IP, new patents and
VISION 2030 Last financial year ushered a period of new norms having achieved over 5X growth in topline and pursue innovative use cases for responsible
– new customer needs, new normal macro profitability over the last 5 financial years. Our integration of Generative AI large language
environment and new avenues of technological Revenue from Operations increased by 32.6% y- models. This proactive approach allows us to
We will continue to augment
evolution. Building further on our focused efforts o-y. Our Profit After Tax increased by 14.4% y-o-y strike a balance between short-term product-
our global market position to to augment our value proposition with Affle2.0 and Normalized PAT (attributable to equity based innovation and making long-term
power our ambition of scaling Consumer Platform Stack, we were extremely holders of the parent) increased by 33.8% y-o-y. decisions to strengthen our pole position.
over 10Bn connected devices agile to strategically realign our teams, products, Our cashflow from operations increased at a
powering integrated omni- offerings and go-to market approach to power CAGR of 52.8% over the period FY2019-23. With this, I conclude by extending my gratitude to
the emerging realities and tech use cases at an Powered by ROI-linked CPCU business model, all our stakeholders. Together, we will continue to
channel online and offline enhanced scale. This has further strengthened our consumer platform delivered 256.8 million chart new territories and shape a successful and
consumer journeys, as well as our moat, enhanced mutual trust with our converted users crossing the ‘250 million’ mark sustainable future.
leveraging our core R&D customers & partners and laid a solid foundation for the first time and our CPCU revenue increased
capabilities towards for long-term future growth. by 35.3% y-o-y. Our strong cash flow and balance
responsible integration of sheet ensures that we continue to invest to drive Anuj Khanna Sohum
TECHNOVATION: BOLD AND FUTURE-READY long-term sustainable growth through
Generative AI technology. We have made tremendous strides in Managing Director and
technology innovation, market expansion and
strengthening our impactful tech capabilities and Chief Executive Officer
consolidation.
10 11
*GRI 2-22
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

AFFLE AT A GLANCE OUR BUSINESS

Affle is a global Affle has ever since been in the forefront of developing and Integrated Offerings, Impactful Solutions
technology company transforming the mobile technology ecosystem with an
with a proprietary integrated platform approach to drive competitive Affle unifies and simplifies the fragmented advertising and marketing tech ecosystem by providing an
differentiation for the customers by reimagining the emerging end-to-end integrated mobile marketing platform. Our AI-powered deep learning algorithms and
consumer intelligence
advanced platform solutions transform ads into consumer recommendations delivering enhanced
platform that delivers possibilities in a deeply connected world.
engagements, conversions and ROI for the brands globally.
consumer
recommendations and We have been a long-trusted partner for many of the world's Affle operates through two business platforms:
conversions through biggest B2C brands across the industry verticals. We are
relevant Mobile enabling innovative, on-the-go and digitally empowered ways CONSUMER PLATFORM
Advertising. Affle for the advertisers to deeply engage with consumers.
powers unique and Our consumer platform delivers consumer recommendations and conversions through relevant
integrated consumer mobile advertising. Our solutions help apps and businesses to advertise with greater transparency,
control and efficiency and discover as well as re-engage their most valuable customers.
journeys for marketers
to drive high ROI,
OUR MISSION
measurable outcome- “Driven by passion, innovation and entrepreneurial Our Consumer Platform Highlights
led advertising through commitment, Afflers create sustainable value for
its Affle2.0 Consumer stakeholders globally, through our consumer
Platform Stack. intelligence marketing platform for consumer Predictive
acceptable ads on connected devices” machine learning and
High-impact
advanced data
measurable
science models
Connected TV
that optimize both
(CTV) advertising
Integrated online behavioral and
OUR PURPOSE contextual intent
with Household
to offline Sync
Enable a Sustainable Connected Ecosystem shopping signals
technology
experiences and
To make the connected landscape — personalized
Omnichannel Unified access
• Accessible • Affordable • Ethical • Inclusive engagement
audience of channels across
at scale Full-funnel
management and directly integrated
user acquisition
proximity marketing publishers, OEMs,
and in-app user
with incrementality programmatic
conversions
measurement platforms and app
recommendations
Out of the Box
Experience (OOBE)
that successfully On-device app
High-impact
navigates a user's discovery that
creatives with
first experience with blends into the
proprietary
their connected users' mobile journey
Dynamic Creative
device enabling a personalized
Optimization
intuitive
experience

Powering Impactful Consumer Journeys across Connected Devices

12 13
*GRI 2-6 *GRI 2-6
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

Consumer Platform Value Chain

An omnichannel connected ecosystem powered growth

Impact & Grow


offline transactions
Acquire new users &
Identify online shoppers
Interested Users

Performance Driven End-to-end Mobile Technology Ecosystem


DMP
Affle is redefining the connected landscape by leveraging its big data and machine learning capabilities to
target real online shoppers from a large set of users while simultaneously reducing ad fraud through its end-
to-end mobile technology platform. The technology is based on user-intent insights derived from
behavioural signals, marketing attribution and intent signals, which are processed and optimized in real
time. We deliver consumer acceptable ads and recommendations which paired with data-centric scientific
targeting enable a higher likelihood of user conversions.
Re-engage users & Maximize
Our Consumer Platform drives user recommendations and conversions across the omnichannel online transactions
connected ecosystem

AUDIENCE AI/ML PROCESSING QUALITY FILTERS EXPERIENCE INSIGHT ENTERPRISE PLATFORM


(Good Data) (Bad Data)
Our Enterprise Platform offers a comprehensive array of digital transformation services to build audience-
centric digital assets using cutting-edge technologies to enable competitive advantage and online success
for the enterprises.

OEMs and Filtered


Operators Raw Data from
all Platforms
a App development for third parties
Direct App
Integrations
Prediction
of Shoppers
vs. Non-Shoppers Enabling offline to online commerce for offline businesses
b
Apps via
FaaS Accelerating with Direct-to-Consumer aspirations
Ad Exchanges

Digital
Vertical
Integration Affinity Transformation c
Enterprise grade data analytics for online
with Walled Classification
Gardens
Advanced Relevant Ads and Transparent and offline companies
fraud App recommendations In-depth analysis
detection across relevant across
systems to placements to channels for
block suspicious maximize conversion business
Advertiser Vernacular traffic probability decisions
Apps Classification d Cloud Services

14 15
*GRI 2-6 *GRI 2-6
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

CORE DIFFERENTIATION

We empower our PUTTING THE PERFORMANCE BACK IN MARKETING ASSET LIGHT, AUTOMATED AND SCALABLE PLATFORMS
customers by helping
them harness the true Affle is driving a paradigm change with its ROI-driven CPCU Through our unified platform approach, we continue to foster greater transparency and
potential of hyper- business model powered by the deep connected device optimization opportunities for both advertisers and publishers. Our platforms are asset light,
contextual advertising intelligence. In a digital world driven by Cost Per Click (CPC) automated and have continuously delivered outcomes profitably, resulting in a healthy margin
through our unique or Cost Per Impressions (CPM) models, we have and positive cash flow business model.
business model. At its differentiated ourselves with our CPCU model, which enable
core is the ROI-driven deep funnel user engagements and conversions, unlocking
ARTIFICIAL INTELLIGENCE
Cost per Converted greater ROIs for the advertisers globally. Most of these MACHINE LEARNING DEEP LEARNING
User (CPCU) model, conversions are linked to the deep funnel matrix which are
powered by our always post click and post app install events done by the
proprietary data consumers on their smart devices. FLEXIBLE AND SCALABLE
management platform More ads/recommendations delivered
designed to deliver Our CPCU revenue is realized through three conversion
Growth in connected devices reached
targeted outcomes in a events as below:
cost-effective manner. Self learning & predictive algorithm

Delivery of more precisely targeted ads/recommendations

STRONG NETWORK EFFECTS


Generate actionable outcomes and conversions for more
businesses to use Affle's platforms

New user Existing user repeat New/existing user


conversion (online) conversion (online) conversion (offline) IN-HOUSE PLATFORM LEVERAGING
CLOUD COMPUTING INFRASTRUCTURE
Secure and trusted platform to process and
store large scale data over cloud
computing infrastructure

PROPRIETARY AND REAL TIME


Affle’s prediction and
recommendation algorithm
operates in real time

USE CASE USE CASE USE CASE


Targeted new user Target interested Online bookings
acquisition optimized to user to complete to drive offline RESEARCH & DEVELOPMENT
in-app transaction/ the transaction walk-ins (O2O) A result of 18+ years of
registration/event focused R&D

16 17
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

GLOBAL BUSINESS ANCHORED IN EMERGING MARKETS

Being a digital-first
company means being
able to service our
clients anywhere and
everywhere. Our global
reach allows us to
interact with and serve
clients from across the
world. Being one of the
leading companies of
our kind in India with a
strong on-ground
presence across global
emerging markets, we
enjoy robust access to
some of the fastest
growing economies in
the world.

Revenue by Geography (FY2022-23)


Primary markets:
India, South East Asia, Middle East
& Africa and Latin America 32.9%
India
Other key markets:
North America, Europe and Japan, 3.0Bn 130+ 67.1%

International
Korea and Australia Connected devices Global Reach (Countries)
Note: Connected devices reached during FY2022-23. All numbers are rounded off to the nearest absolute/decimal point
18 19
*GRI 2-1, 2-6 *GRI 2-1, 2-6
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

OPTIMIZING FOR EFFICIENCY, BUILDING FOR THE LONG-TERM

We have significantly invested our manufactured and intellectual capitals in Affle2.0 Consumer
Platform stack that is unparalleled in its ability and efficiency to solve various needs of the
advertisers in trying to understand their consumers, connect with them on the right channels and
drive conversions to deliver the right value proposition.

Our advanced consumer tech stack empowers brands to engage with relevant consumers at
scale across the connected devices through multiple use cases and propositions and drive results
with real-time insights. It leverages Affle's mDMP based connected device intelligence to engage
the most relevant users while utilising Affle's mFaaS platform to maximize the ad quality.

Affle2.0 Consumer Platform Stack


7 Ecosystem-level Transitions with Deeper Verticalization

6 Connected Devices I Online & Offline Conversions

5 Maximizing Consumer LTV I Conversions

RESILIENCE New User Repeat User

POWERS SUSTAINABLE 4 Transforming Ads into Consumer Recommendations

GROWTH On-Device In-App Timeline


Data Science
3 Core Tech & Data Platform I Patents & Privacy

mDMP mFaaS Data Science

We derive 2 Affle2.0 Strategy I Consumer Platform


continued success from our Vernacular Verticals Emerging Markets
differentiated business model 1 Affle2.0 Culture I Built to Last
that powers consistent profitable Entrepreneurship & Governance Tech & Innovation Sustainable Growth
growth, our product innovations,
entrepreneurial culture and
perpetual initiatives toward
UNLOCKING VERNACULAR POTENTIAL
enabling a sustainable well-
governed ecosystem. This Vernacular and Video form important parts of Affle's growth strategy and we power scalable opportunities
for our advertisers to reach out to their target audience in local languages. Our Consumer Platform aims to
demonstrates our resilience and be present across all consumer touchpoints, also focusing on gaining significant reach among audiences for
commitment towards inclusive whom English is not the language of choice. We have seen an increasing share of advertisers deploy local
language creatives in their campaigns and this trend continues to grow. We have worked with some of the
value creation for all our largest apps to drive their local language campaigns and acquire users who were hard to engage without
stakeholders. such customizations.

20 21
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

KEY SUCCESS STORIES FOR FY2022-23

Business Case Study Alive by AIA | Growing the reach for financial services in Thailand

About the Advertiser


AIA Group is the largest life insurer in Asia and a reputed public listed company.
Its Alive super app is a popular app helping consumers to achieve their physical,
mental and financial health goals
Objective
To grow the awareness and adoption of the Alive app in Thailand
Affle Consumer Platform Solutions
Affle’s Consumer platform helped AIA’s Alive app achieve its objectives by
• Generating AI-led high intent, premium audience cohorts to maximize unique
campaign reach among Millennial urban professionals with a high-affinity to
avail doorstep wellness services
• A/B testing of channels and creatives to identify and optimize high-
performing channels to enhance ROI
Q3 Q4
VERTICALIZED FOCUS ON HIGH-GROWTH CATEGORIES • Premium ad placements to amplify brand recall and nurture quicker conversions

We are focused on the industry verticals which are high-growth, have shown strong resilience during Covid-19 Results
• 2X growth in conversions
and driven by the accelerated consumer adoption of digital. During the year, we continued to multiply
• 60%+ average conversion ratio maintained during the quarter
strategic value for our customers through our deeply verticalized solutions, accelerated their digital
• Delivered 30K+ conversions in Mar-23 itself which was the highest in H2
transformational journeys and established new thought leadership benchmarks in our industry globally.
*Campaign Period: Jan - Mar 2023

Fast Growing & Resilient Top Verticals across Revenue Contribution from
E, F, G, H Categories E, F, G, H Categories Business Case Study Spotify| Addressing the growing appetite for online entertainment in India

About the Advertiser


CATEGORY Spotify is one of the leading global music and podcast app disrupting the
E E-commerce Entertainment EdTech
90%+ 90%+ 90%+
audio entertainment category
Objective
74% Being late entrant to the already crowded audio OTT landscape in India, Spotify wanted to
position itself as premium differentiated offering to gain top-end of the market
CATEGORY Affle Consumer Platform Solutions
$
F Fintech Foodtech FMCG
Affle’s Consumer platforms helped deliver a diversified targeting & channel
strategy to help acquire premium high value users by:
• Algorithms powered by AI & ML created audience segments based on
FY2019-20 FY2020-21 FY2021-22 FY2022-23 th
inclination to consume audio content beyond music to podcasts, ow

Conversion Growth
gr
X
7.5
storytelling, audiobooks, etc.
CATEGORY
• Once these cohorts of users were identified targeted ads were delivered
G Gaming Groceries Government
across mobile channels optimizing for sign-ups & retention June 22 June 22

Monthly Conversions

Results
• 7.5X growth in monthly conversions from Jan’22 to Jun’22
• Conversion Rate > 60%
CATEGORY • Consistent quarterly growth of 1.7X
H Healthtech Hospitality & Travel
*Campaign Period : Jan - Jun 2022

Note: 1. All case studies are based on First Party data consented and shared by the advertiser/agency together with Affle’s platform data
2. The ads and/or platform modules/screenshots shown here are for illustrative purpose only
22 23
*GRI 203-2
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

Business Case Study Tata Neu | Driving adoption for India’s super app Business Case Study McDonald’s | Driving omnichannel business growth in Indonesia

About the Advertiser About the advertiser


From the house of the illustrious Tata Group, Tata Neu is India’s super app McDonald’s is the world’s largest restaurant chain by revenue. Indonesia is an
that integrates the best of Tata Group’s consumer brands on one platform important and a growing market where it has 200+ stores
Objective Objective
To drive awareness, engagement and conversions with high intent users for McDonald’s wanted to grow it’s omnichannel business by boosting footfalls
the multiple app propositions of this super app and drive through sales leveraging its mobile app
Affle Consumer Platform Solutions Affle Consumer Platform Solutions
Affle’s Consumer platform helped Tata Neu by Affle’s Consumer platform helped McDonald’s implement a unique
• Leveraging Affle’s mDMP platform to segment and target users based on gamification led couponing strategy to grow its drive through business
intent and affinity for the key propositions of this super app • Leveraged Affle’s mDMP platform to target millennial users based on their
th
ow
Gr
• Enhancing impact with a unique multichannel approach to increase user Q
oQ demographics, location and their gaming affinity
3x
2.

awareness, engagement and conversions • Enhanced impact with innovative gaming led ad units to increase
engagement and affinity
• Platform led real time optimizations of key audience cohorts to drive Jan-Sept. 2021 Jan-Sept. 2022
• With greater personalization and optimizations, helped drive omnichannel
effectiveness across the marketing funnel
conversions at scale
Results
Results
• 2.3X Quarterly Growth (Q3 vs. Q2) in conversions
• 75% coupon redemption rate led to high impact
• 4.1X monthly growth in conversions from start to now
• 70% conversion rate led to building long term loyalty
• A very healthy ~60% conversion ratio maintained for the quarter
• 40% growth in conversions in Jan-Sep ‘22 vs. same period in ‘21

*Campaign Period : Jul – Dec 2022 *Campaign Period : Jan - Sep 2022

Business Case Study TapNation | Driving growth and usage for hyper casual games Business Case Study Mr. D | Growing the penetration of online food delivery in Africa

About the Advertiser About the advertiser


TapNation is a French company and one of the leading hyper casual game Mr D, part of Naspers Group, is a leading Foodtech app in South Africa
publishers having 830Mn downloads for its various titles. It is focused on the specializing in restaurant-to-home delivery. The brand connects 8,000+
most resilient and popular categories of hyper casual gaming. Some of its restaurants to their patrons across the country
top titles have been the #1 games in Google Play
Objective
Objective To discover, engage & convert foodies in South Africa to order from their
While TapNation’s hyper casual games are very popular, they were looking favorite restaurants using Mr D’s app
to drive greater global growth for some of their key titles while aiming to
achieve high ROI Affle Consumer Platform Solutions
Affle’s Consumer platforms provided a customized strategy to identify right
Affle Consumer Platform Solutions cohorts and maximize conversions across relevant channels:
Affle’s Consumer platform helped TapNation to
• Leveraged mDMP to identify right audience segments who would have
• Deliver personalized recommendations directly to the devices of potential high propensity to order food online.
new users who are likely to install and play the game • Strategic placements of vernacular and video ads to drive attention and
• Integrate personalized and vernacular recommendations into each user’s impact
daily mobile journey and deliver them at high engagement times • Intelligent App recommendations to drive campaign reach further among
• Maximise ROI through complex data science based algorithmic user base with low spending power but having high potential to grow
Results
optimizations
• ~25% growth in conversions Q2 vs. Q
Results • Monthly Conversion Rate > 7%
• >1.5M New Users onboarded during the quarter • Consistent monthly growth in first time onboarded users
• Top Advertised game reached #1 On Android in the US
• >150% ROI delivered across titles during this period *Campaign Period : Apr - Sep 2022
*Campaign Period : Oct – Dec 2022
Note: 1. All case studies are based on First Party data consented and shared by the advertiser/agency together with Affle’s platform data
2. The ads and/or platform modules/screenshots shown here are for illustrative purpose only
24 25
*GRI 203-2 *GRI 203-2
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

GROWING SUSTAINABLY THROUGH THE YEARS

Leveraging the best of our capabilities to drive greater performance, benefiting our
clients across the wide spectrum of our digital firmament is what we do at Affle. Our Normalized Profit After Tax 2,4532
(Rs. Mn)
growth figures reflect the strong business fundamentals, prudent financial Attributable to equity 1,8342
management and our continued focus on risk management. holder of the parent
1,0312
655
488
49.7%
CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23

Consolidated Financials

Revenue from Operations 14,340 Operating Cash Flows 2,603


(Rs. Mn) (Rs. Mn) 2,060
10,817

5,168 1,0323
3,338 719
2,494 478
54.9% 52.8%
CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23 CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23

14,883
Total Revenue CPCU Revenue
(Rs. Mn) (Rs. Mn) 13,175
11,533
9,740
5,580
3,399 4,294
2,498 2,220 2,965
56.2% 56.1%
CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23 CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23

EBITDA 2,9301 Converted Users


(Rs. Mn) 256.8
(Mn)
2,1351
195.3
1
1,303
105.3
703 8881 72.3
55.0
42.9% 47.0%
CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23 CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23

Reported Profit After Tax 2,446 Note:


(Rs. Mn) 2,139 1. Adjusted for liabilities written back amounting to Rs. 9.37 million in FY2019-20, Rs. 3.42 million in FY2020-21, Rs. 3.76 million in FY2021-22 and Rs. 42.06
Attributable to equity million in FY2022-23. Liabilities written back which are part of 'Other Income' in the reported financial statements, are operating income in nature and
holder of the parent adjusted in EBITDA.
1,348
2. FY2020-21, FY2021-22 and FY2022-23 PAT (Net of Non-controlling Interest) normalized for the non-cash gain and other exceptional items (net of tax),

488 655
3. FY2020-21 Operating Cash flows adjusted for Deferred Tax Liability on account of Goodwill of Rs. 14.18 million (one-time expense)

49.6% *Data is rounded off to the nearest absolute numbers/decimal point. CAGR is computed on the rounded-off numbers.
CAGR FY2018-19 FY2019-20 FY2020-21 FY2021-22 FY2022-23 **CPCU data for some years may be unaudited.

26 27
*GRI 201-1 *GRI 201-1
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

ACCELERATING DIGITAL GROWTH WITH AFFLE2.0 STRATEGY

15 years of Affle1.0 strategic framework till FY2019-20 clearly laid the foundations for us to deliver long-
term value creation for all our stakeholders. In FY2020-21, we conceptualized Affle2.0 strategic
foundation for the decade ahead underpinning four transformative pillars:

India Market Verticalization Vernacular Powering Omni-channel


leadership of AI Innovations Deep Learning Connected Ecosystem

2.0 Strategy
(2020-2030)

DIGITALLY INCLUSIVE GROWTH


OPTIMISM
INSPIRES

Ve
r

r
la

ti
cu

ca
POSSIBILITIES

liz
na

STRONG ECONOMIC
at
r
BUSINESS MODEL

Ve
DIFFERENTIATED

PERFORMANCE
on
END-TO-END
Affle2.0
beholds the
exponential
growth
factor ‘X’
Our future-backed

Ec Pa
os rtn
strategic approach and

ys er
te sh
X
investments across products and

m ip
Continuing Low

-l s
ty e

ev
Environmental Impact
platforms have enabled us to ili ffl

el
ab A t) Robust Social Engagement
consistently scale our end-to-end ain e – Las
st om to Good Governance practices
Martech value chain proposition COMMITTED LEADERSHIP Su tc ilt
u u
and stay ahead of the curve. Affle (O is B

being one of the industry pioneers


will continue to leverage the
Affle2.0 Strategy is
evolving market dynamics and
unlock greater growth opportunity 2Vs anchored on the 2Vs -
(Vernacular &
Verticalization) and 2Os -
across the connected
(OEMs and Operator) level
ecosystem. partnerships to drive

2Os digitally inclusive growth for


all our stakeholders.

28 29
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

EMERGING INDUSTRY TRENDS DRIVING OPTIMISM OF LONG-TERM SUSTAINABLE GROWTH


Ÿ Vernacular: Our solutions allow enterprises to impact for the customers. It significantly
drive their marketing campaigns in a multitude diversifies our operations and ensures steady
Hyper-personalization is the game changer within the ad tech
of local languages, furthering our agenda of revenue growth over the long-term. HYPER-PERSONALIZATION
industry. We see this marketing trend to continue, aiding the
supporting digital inclusion. It enables hyper-
advertisers in providing targeted experiences to the
personalized consumer recommendations, • Ecosystem-Level Partnerships: Partnerships
consumers through segmenting and smart audience
targeting another set of users coming from with OEMs and Mobile Operators to enable
management with the help of technologies including AI / ML
tier-2, 3+ areas across India and other exclusive access to on-device touchpoints and
and data analytics. AI and ML led contextual ads to drive app
emerging markets where native, regional help unlock more premium and highly
& product recommendations and user conversions, have just
languages are predominant. It magnifies our monetizable advertising opportunities for our
started to take off and is expected to grow significantly.
reach to power user conversions efficiently at platforms. It lets us support advertisers in their
scale, leading to a greater growth. growth efforts by interacting with OEM &
Operators' valued users directly on their smart With easy availability of smart TVs and dongles together with
CONNECTED TV (CTV)
• Verticalization: It draws vertical-focused teams, devices, augmenting holistic advertisement content propositions of leading OTT players is accelerating
platform-level optimizations and deeper user opportunity across the consumers' connected the CTV adoption globally. As consumers spend more time on
intent insights verticalized across the high- journey. this device and content format, ad dollars are expected to
growth industries, leading to greater ROI also move in this direction and the growth is expected for
both SVOD (Subscription Video-on-Demand) content and
advertiser funded AVOD (Advertising Video-on-Demand)
content on CTV.
BLUEPRINT EMPOWERING OUR VISION

Consumer journeys online and offline have blended together,


We offer our clients a comprehensive range of mobile app marketing solutions to drive targeted INTEGRATED CONSUMER
making the ad spends consumer-focused rather than media-
outcomes, guided by our blueprint that comprises five strategic virtues, empowering our vision for the JOURNEYS
focused. The consumer is present across multiple channels
decade ahead.
and advertiser is looking to reach out to the consumer across
online and offline channels to drive incremental engagements
FIVE STRATEGIC VIRTUES AT AFFLE at the right time, right price and with the right content.

DOOH options now have become a lot more sophisticated.


DIGITAL
Advertisers can use programmatic geolocation signals and
OUT-OF-HOME (DOOH)
blend online and offline usage data to better connect with their
audiences on the go. While the pandemic impacted it
Aspire Strategize Evolve Accelerate Sustainable negatively, 2023 is expected to be the time for it to bounce
back with the growth being driven through greater adoption
We invest our We strike a We factor in the We continually We are
of programmatic.
resources to balance between 360-degree optimize our consistently
identify and short-term effectiveness of operations and fortifying our
understand the product-based our operating technology to brand value by Post pandemic, there has been a significant acceleration in
future trends innovation & strategy, teams help our clients expertly AUGMENTED REALITY (AR)
the adoption and use of Augmented/Virtual Reality. AR, VR
relevant to our teams expansion skills & reach their goals. managing risks AND VIRTUAL REALITY (VR)
business and and long-term aspirations, and Our unique and delivering offers multitude of possibilities for brands to engage with
those of our decision-making streamline them offerings and excellence in consumers both online & offline, in real world or virtual, drive
clients. to strengthen our to keep it aligned systematic operations as branding campaigns, in-store navigation and innovative
competitive with our approach help us well as corporate online product discovery-cum-trial that mirrors a physical
advantage. It organizational thrive in an governance.
helps us drive goals. It enables intensely dynamic Moving forward, shopping experience.
innovations us to plan for the market in which we are also
across domains future and take technological strengthening our Generative AI is at a nascent stage of the consumer adoption
and functions. decisive steps disruptions are commitments to GENERATIVE AI
cycle. It is expected that that over the next 3-5 years, GenAI
that benefit us all. common. ESG principles
that enable us to powered use cases will penetrate most parts of industrial and
rise as a technological value proposition. Specifically in Martech, it is
responsible expected to create more democratized advertising
corporate citizen
environment. With our unique and ROI-linked CPCU business
model, we are confident of developing, integrating and
leveraging upon the newer avenues of Generative AI
capabilities in the coming future.

30 31
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

PIONEERING CONSUMER TECH FOR A HYPER-CONNECTED WORLD

Our innovation endeavours are guided by the needs and expectations of our customers, employees,
regulators and society at large. Our Consumer Platform is a result of 18+ years' of innovation, supported by a
team of over 178 Technology and 168 Data Platforms & Operations personnel. Our proprietary AI and ML
powered technology brings advanced predictive personalization which is the biggest frontier to consumer
INNOVATION ecosystem development.

IS OUR Over the years, we have gained deeper insights across markets globally to identify shoppers from large
number of content consuming web-surfers, thus enabling hyper-personalized user engagements for our
clients leveraging various advertising channels, mediums and supply-side partnerships.
PASSION Our innovation endeavours are focused on building customer-centric technologies that have a global
appeal. They are primarily anchored upon a 3X3 matrix underpinned by our commitment towards data
privacy and security.

3 x 3

Design-Thinking Approach Core Tech Competencies

Ideate Proactive
Approach
to Data Privacy

Strategize and Robust Patent


We continue Collaborate Portfolio and
Tech IP
to leverage on our AI & ML
capabilities to drive
innovation at scale. Our
Intellectual Capital Implement and Accreditations
represents the core Recalibrate

technology competencies
that we continue to expand
and capitalize upon, to
spearhead breakthrough
technology projects and
deliver differentiated
solutions at scale.

32 33
*GRI 203-2 *GRI 203-2
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

STRONG DATA GOVERNANCE PRACTICES LEADING WITH PATENTS AND RESEARCH physical user interactions with ads, but rather go SG DIGITAL (SG:D) ACCREDITED BASED
deep towards gesture-based, voice-intelligence CREDIBILITY
We are deeply committed to protecting the user's Ours is a legacy of protecting consumer privacy driven interactions within the live streams such
privacy and keep consumer interest & privacy and prioritizing the relevance of our offerings to as podcasts.
concerns as central to our innovation. We have a the advertisers. These two critical aims drive Singapore Government
comprehensive governance policy that enables research & development and innovation at Affle. 2. The technology of creating decentralized Organization
Data Privacy by Design, Private Data Impact repository of fraud IPs and publishers using
Assessment, Private Data Risk & Control Matrix One of our earliest patents filed and now granted Blockchain – This grant fortified our mobile ad
and Incident Management. We strive to ensure in the US Patent Office was on 'Consumer fraud detection and prevention capabilities Our platforms were accredited under the
that both privacy and security through every Acceptable Advertising' which emphasized on and uses sophisticated Blockchain technology Accreditation@SG Digital programme for the 3rd
phase of the data lifecycle such as collection, use, consumer content and/or privacy. We have a to create an immutable decentralized shared consecutive time in FY2020-21 by the Infocomm
retention, storage, disposal or destruction is rich portfolio of 21 patents, across India, US and ledger of fraudulent characteristics scoring Media Development Authority of Singapore
critically managed. Singapore. These patents help fortify AI-driven them into backlists and whitelists through (IMDA). This was a result of stringent evaluation
intelligence and automation for consumer continual interactions verification based on on various aspects of the company, fortifying
Data governance at Affle is also a key aspect of acceptable conversion-driven advertising. smart contracts. This technology has many Affle's credentials of following the highest
our robust risk management which is overseen applications and use cases for the future standards in product development, business
directly by our Board of Directors. During the especially in fraud with the proliferation of practices, data security, sustainability, and
reporting year, no complaint regarding loss of Patents granted in US devices such as IoT devices growing scalability. This accreditation significantly
data or data privacy was registered with Affle
(India) Limited.
6 related to digital advertising,
detection of fraud and
exponentially. enhances our credibility in terms of security,
reliability, usability and maintainability of the
voice-based intelligence 3. The technology of click to install behaviour- products/ platforms/ processes.
Our systems are designed and geared to process based detection of fraud – It uses trained
only the appographic, behavioural and intent machine learning models to detect human
signals of customers without having any access Patents filed in US, India natural engagements vs. non-human bot traffic
to a user's personal and financial information. 15 and/or Singapore related to
innovative futuristic
and other real-time signals and patterns to
minimise ad fraud.
use cases

DTPM (Singapore) certified Platform: Our


wholly-owned Singapore subsidiary - Affle
International Pte. Ltd. has been awarded the
In FY2021-22, we were granted 3 more Patents in
Data Protection Trustmark (DPTM)
the US, taking our count of US granted Patents to
Certification by the Infocomm Media
6 while 15 patents are filed and pending across
Development Authority of Singapore
jurisdictions. These granted Patents were related
(IMDA) in 2022, for a period of three years.
to:
The Data Protection Trustmark (DPTM) is a
1. The technology of driving app installations and
voluntary enterprise-wide certification
user interactions during podcasts - This grant
based on Singapore's Personal Data
fortified our AI-driven intelligence and
Protection Act (PDPA) and international
automation for conversion-driven marketing
best practices, for organisations to
spanning the entire consumers' digital journey.
demonstrate accountable data protection
This patented technology powers a futuristic
practices, validate their data protection
use case where the app installations and
regime and comply with the Act.
conversions are not limited to on-screen

34 35
*GRI 203-2, 418-1 *GRI 203-2
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

EXPANDING HORIZONS, POWERING GROWTH

INVESTING FOR THE 1. ADVANCING OUR SOLUTIONS AND OFFERINGS

FUTURE Launched Full-Funnel Proposition on iOS Appstore Apple Search Ads

We have launched our full-funnel Proposition on Apple Search Ads, enabling advertisers to drive premium
conversions of iOS users and that makes us early forerunners on advanced use cases on the Apple ecosystem
including SKAN. The changes in Apple ATT privacy framework in 2021, resulted in significantly reduced
options for advertisers to target and engage iOS users. Through our ROI driven use cases powering multiple
touchpoints across OEM & Operators ecosystem, we are equipping advertisers to leverage our platform and
reach the desired premium users effectively at an enhanced scale.

Our iOS Appstore Proposition with Multi-Placement Strategy

Technology adoption We are leveraging on our strengths to build a formidable integrated


and Connected Digital product portfolio which will enable us to tap greater growth
Solutions globally are opportunities and drive excellence at scale. We are investing in:
undergoing a
transformational shift
due to constantly Advancing our Developing Today Tab Product Pages Search Tab Search Results
evolving consumer Solutions and GenAI-enabled AWARENESS INTEREST DESIRE ACTION
Offerings Tech Use Cases
trends accelerated
towards mobile-first
priorities. We continue
Value Accretive Launched CPCU Model on Connected TV with Household Sync Capabilities
to expand realms of our Fortifying
Markets Supply-side
business, adapted to Connected TV (CTV) which was until few years back seen as an alternative to linear TV, is emerging as a device
and Teams Partnerships
the macro-economic of choice for audiences to consume content. It has already made a significant impact on the digital advertising
and our core industry industry in the Americas Region and is now following suit in India and global emerging markets. We aim to
trends, aiming to play a maximize advertisers reach with our CTV solution unified with household ID sync capabilities, allowing
Inorganic Growth targeting of users on their living room devices and synchronizing ad campaigns across all household devices
much bigger role in the
Springboards Our for a seamless, omnichannel video experience for maximum brand impact and cost efficiency.
new post-pandemic
Verticalized Reach
world for the long-term.

36 37
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

3. FORTIFYING MARKETS AND TEAMS 4. VALUE ACCRETIVE SUPPLY-SIDE


PARTNERSHIPS
India Leadership Position
The 2Os - (OEMs and Operators) level
Our deep understanding of the market that is partnership strategy is a key driver of Affle's
demographically extremely diverse and our growth plans for the future. Mobile OEMs and
continued success driven by unique value Operators have a deep understanding of the user
proposition and proven technological excellence, behaviour, by virtue of users at scale being an
counts for our competitive edge and a strong inseparable part of their digital world. This
moat. enables them to provide precise targeting at
scale and the ability to reach users across various
India as a market is characterized by its disjointed on-device touchpoints including their app stores.
demographics, its price sensitiveness, relatively Combined with Affle's advanced recommendation
low smartphone penetration and much lower algorithms, they create a vehicle to reach users in
online shoppers as compared to the overall a targeted manner and deliver high quality
internet users. In this market, Affle innately conversions for our clients.
Boosting Performance with understands its clients' expectations as well as
Cross-Screen Conversions those of their end-consumer. This gives us a Affle already has strategic partnerships with such
strategic advantage in client acquisitions and several large players in the market and we are
user conversions and we continue to invest further realigning these partnerships with greater
towards enhancing our team capabilities to scope and deeper lock-ins, offering significant
We recently introduced CPCU business model as goal is to apply our new tech IP to generate better augment our market position in India. monetization opportunities for years to come.
part of our CTV proposition and have completed outcomes towards consumer privacy protection,
technology integrations with leading mobile new data simulations based on past learnings, 5. INORGANIC GROWTH SPRINGBOARDS OUR
measurement platforms to strengthen our enhanced decisions for vernacular creatives and VERTICALIZED REACH
competitive advantage as the only ROI-linked campaigns, self-learning algorithms to detect
CPCU driven CTV platform for the advertisers digital identities and advanced fraud prevention Through the past few years, we have continued to
globally. Our cutting-edge Household Sync in digital advertising. strengthen our technological edge to better
technology layered with CPCU model will play a serve our customers globally. On May 24, 2023,
pivotal role in capturing the audience's attention We foresee to produce more sophisticated we announced the signing of a definitive
and amplifying user engagements through CTV results with integration of Generative AI as part of agreement to acquire 100% ownership of
ads synced on their mobile devices. our end-to-end value proposition. YouAppi, a global gaming focused programmatic
mobile app marketing platform.
2. DEVELOPING GENERATIVE AI ENABLED
FUTURISTIC TECH USE CASES

Artificial Intelligence is poised to be one of the


In-Roads to Global Markets and Teams
most transformative technologies of our digital
Expansion
age and its practical application throughout the
economy is growing apace. A 2018 McKinsey
We continue to build and expand our local on-
analysis of more than 400 advanced use cases
ground presence in some of the key international
and 19 industries showed that marketing was the
markets including South East Asia, Middle East The acquisition of YouAppi is aligned to our CPCU
domain where AI could contribute significant
Africa, North America and Latin America. business model on both iOS and Android
value.
platforms, to unlock greater consumer
Given the large market opportunity in Developed conversions for leading game developers
We are investing our resources in building new
Markets particularly North America, we have globally. We see a lot of mutual synergies to
tech IP, new patents and pursuing innovative use
realigned our on-ground resources in these strengthen YouAppi as a Consumer Platform
cases for responsible integration of Generative AI
markets to ensure greater alignment of our teams business in the fast-growing and resilient gaming
large language models enabled solutions that will
to upsell and cross-sell all our platform use cases vertical, further enhancing our deeply
transform the way our platforms operate. Our
on the CPCU business model, linked to the verticalized suite of innovative and data-driven
aggressive growth plans powering our Vision full-funnel marketing solutions for global gaming
2030. companies.

38 39
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

MANAGEMENT TEAM AWARDS AND RECOGNITION


Our entrepreneurial culture is underpinned by a quest for innovation and continuous learning,
supported by the vision and commitment of our leadership team. SPECIAL AWARDS

ANUJ KHANNA SOHUM ANUJ KUMAR


Managing Director & Chief Revenue &
Chief Executive Officer Operating Officer

CHARLES YONG JIEN FOONG GUILLERMO FERNANDEZ SANZ


Chief Architect & Technology Officer Chief Technology Officer (Mediasmart)
Affle awarded the Affle wins ‘Enabling Affle’s mediasmart YouAppi ranked
prestigious Data Technology platform wins amongst the top 10
ERAN KARITI Protection Company of the recognition in G2’s gaming focused
MARTJE ABELDT
Trustmark Year’ for the fourth summer report for mobile app
Chief Technology Officer (Appnext) Chief Executive Officer (RevX) Certification by the consecutive time, at high performance, remarketing
Infocomm Media Mobile Marketing partnerships and platforms across
Development Association (MMA) product innovations geographies in
KAPIL MOHAN BHUTANI NOELIA AMOEDO Authority of Smarties Awards AppsFlyer’s latest bi-
Chief Financial & Operations Officer Chief Executive Officer (Mediasmart) Singapore (IMDA) India, 2022 annual Performance
Index 2022

VIPUL KEDIA VIRAJ SINH


Chief Data & Platforms Officer Managing Partner - International

36
40 41
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

AWARDS AND RECOGNITION

Won 7+ Gold across Programmatic, Won 3 Gold for ‘Best Cross Platform
Performance Marketing, Media & Campaign’ for Discovery+, ‘Best
Entertainment, Foodtech & Sports Data Driven marketing Strategy’ for
categories for Games24x7, MX MX Takatak and ‘Best Emerging Tech
Takatak, KukuFM and Swiggy at - Mobile / Video / Voice’ for Lotus
Adgully’s Digixx awards, 2023 Herbal at e4m’s Real-Time
Programmatic Advertising 2022,
Won 4 Gold for ‘Best Use of Data’ & IDMA & Maddies awards 2023,
‘Multi-Channel Marketing’ for
Games24x7 & MX Takatak and for
respectively
SUSTAINABILITY
‘Best Multi Mobile Channel
Campaign’ & ‘Best Cross Platform
Won 2 Gold for ‘Best Use of
Programmatic Advertising’ for KFC APPROACH
Campaign’ for Games24x7 at and for ‘Best Use of Mobile’ for MX
Adgully’s Datamatixx & Gamexx Takatak at IAMAI’s India Digital
awards, 2022 respectively Awards 2022 and at ET Brand Bharat
GOLD AWARDS North Awards 2023, respectively
Won 3 Gold for ‘In-App Advertising
Campaign’, ‘App Install Campaign’ & Won 2 Gold for ‘iOT & Connected
‘Health & Fitness’ categories for Intelligent Devices’ and ‘Lead
Swiggy & Healthifyme at Adgully’s Generation’ for Swiggy and Lotus
Mobexx awards, 2022 Herbal at MMA Smarties India, 2022

Won 12+ Silver for ‘Best CTV/OTT Won 4 Silver for ‘Use of Mobile, ‘Use of
Ad Campaign’, ‘Best Omni-Channel Content Marketing Campaign’ and
Campaign’, ‘Location Based ‘Media & Entertainment’ at ET’s Brand
Targeting’ and more categories for Bharat Awards & DigiPlus awards,
Discovery+, KFC, MX Takatak at 2022-23
e4m's - Maddies Awards & Real-
Time Programmatic Advertising Won 3 Silver for Healthfyme,
Awards, 2022 Games24x7 & MX Takatak across
categories including ‘In-App Installs’,
Won 3 Silver for ‘Personalization’, ‘Mobile In-App Advertising’, ‘Data
SILVER AWARDS ‘Real-time Marketing’ & ‘Lead Gen’ Analytics & Optimization’ and more at
for Lotus Herbals & McDonalds at Adgully’s Digixx Awards and
MMA Smarties awards, 2022 Datamatixx awards, 2022-23

Won 3 Bronze for the ‘Best Won 3 Bronze for ‘Brand Experience’,
Omnichannel Campaign, Best ‘The Internet of Innovations’ and
Mobile Ad’ and Best Cross-Platform ‘O2O/New Retail’ for Lotus Herbal,
Campaign’ for Games 24x7 and MX Spotify & KFC at MMA Smarties
Taka Tak at e4m’s - Real-Time Awards, 2022
Programmatic Awards, 2022

BRONZE AWARDS Won 2 Bronze for Healthfyme at ET


India DigiPlus awards, 2022

42 43
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

OUR VALUE CREATION MODEL

AFFLE IS ENABLED BY FOCUSED ON ANCHORED ON DELIVERED BUILDING UPON

CAPITAL INPUTS STAKEHOLDERS VALUE CREATION APPROACH FY2022-23 OUTPUTS FY2022-23 CAPITAL OUTCOMES SDGS IMPACTED

Financial Our Values Developed our advanced Financial


Martech SKAdNetwork
Ÿ Total equity Innovation Agility Leadership Integrity Social focused offering, to now Ÿ Revenue growth: 32.6%
Ÿ Cash and cash equivalents Consciousness drive consumer Ÿ EBITDA growth: 37.2%
Ÿ Intangible assets engagements within the Ÿ Normalized PAT growth: 33.8%
iOS Appstore ecosystem
Ÿ ROE: 20.0%
as well
Manufactured Manufactured

• Tech-enabled mobile Ÿ User conversions: 256.8 million


advertising platform Received the prestigious
Ÿ Fortified Affle2.0 Consumer Platform Stack
Consumer-Centric End to End Mobile Data Protection Trustmark
Intellectual Advertising Technology Platform (DPTM) certification by Intellectual
IMDA Singapore
• Intelligent enterprise Ÿ Tech minds: 178
• Data-driven systems Ÿ Total patents: 21
• R&D Ÿ Enhanced our data-science models and
• Continuous Innovation Awarded as ‘Enabling have identified the areas of investment to
Advertiser Consumer
endeavours Powered By Technology Company of significantly deepen our AI capabilities
the Year’ for the 4th
Human consecutive time award at Human
Verticalization Vernacular
Consumer Platform
Business MMA Smarties India 2022
• Equal Opportunity Ÿ Total employee base: 562
• Employee welfare Supported By Ÿ Women employees: 204
• Employee training and Ÿ Gender inclusive policies in place
engagements DMP FaaS Ranked amongst the top Ÿ Women@Affle initiative
• Work Culture media sources globally to Ÿ 'We Care for You’ Policy
ROI Converted Users
deliver ROI on Apple iOS Ÿ Hybrid working model
SKAN campaigns in the
Ÿ Training on corporate policies imparted to
Singular ROI Index 2023 100% employees and voluntary skill
trainings attended by 27.8% employees

Social and Relationship Growth Enablers Social and Relationship


Reinforced our thought
• Stakeholders' engagement Committed Leadership Global Reach and Opportunity leadership position with Ÿ Strengthened relationship with direct customers,
• CSR programmes 21+ Gold, 22+ Silver publishers and ecosystem-level partners
awards as well as many Ÿ Share of direct customers revenue: 74.5%
Entrepreneurial Culture Credible Customer Base other top rankings, across Ÿ Regular capital market interactions
various categories Ÿ CSR expenditure: Rs. 10.63 million
Technology and Innovation Prudent Financial Management including programmatic &
Natural performance marketing, Natural
Differentiated Business Model Effective Risk Management internet of innovation,
• Energy-saving equipment and connected intelligent Adopted two new policies
infrastructure devices, best omni-channel Ÿ 1. ESG Policy 2. Vendor Code of Conduct
• E-Waste Management Policy Scalable Data Platforms campaign, In-app installs Ÿ Reviewed and revised our “IT Hardware
• ESG mapping and best digital marketing Standards Policy” to promote business
sustainability and foster long-term resilience
Note:
campaigns. with more responsible e-waste management
1. All KPI and financial data is as of March 31, 2023.
2. Total employees and women employees count includes permanent, contractual and full-time consultant employees.
3. Numbers are rounded off to the nearest decimal and growth % is the increase in FY2022-23 vs. FY2021-22.

44 45
*GRI 2-6 *GRI 2-6
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

STAKEHOLDERS ENGAGEMENT

We Listen, Adapt and Improve


Stakeholder engagement is a continuous process at Affle and stakeholders form an integral PROCESS OF STAKEHOLDER ENGAGEMENT
part of our decision-making process. We proactively interact with our stakeholders to
understand their expectations and adapt quickly as an organization to further strengthen We have identified global stakeholders groups that can be impacted by our strategic and operational
mutual relationships. Consistent engagement with our key stakeholders helps us identify decisions or instead impact us. We consistently engage with them through formal and informal means and
and effectively manage the topics material to our business. collaborate frequently to understand and address their concerns, if any.

STAKEHOLDER GROUPS MODES OF KEY STAKEHOLDER STAKEHOLDER GROUPS MODES OF KEY STAKEHOLDER
AND PURPOSE OF ENGAGEMENT EXPECTATIONS AND PURPOSE OF ENGAGEMENT EXPECTATIONS
ENGAGEMENT ENGAGEMENT

CUSTOMERS SHAREHOLDERS
(Advertisers) AND INVESTORS Ÿ Quarterly & Annual Report
Ÿ Online communication
Ÿ Online communication Ÿ Quality assurance Ÿ Quarterly conference calls Ÿ Consistent growth
Managing customers' expectations related to Ÿ Regular interactions and Ÿ Anticipating key Understanding shareholders and investors key Ÿ Investor conferences Ÿ Wealth creation
the scope of work, quality of output and Meetings requirements expectations and concerns, as well as seeking Ÿ AGM/EGM and stock Ÿ Robust operations
deliverable timelines is vital to our business Ÿ Feedback from customers Ÿ Delivering high ROI guidance with respect to broader macro- exchange announcements Ÿ Strong governance
growth. Ÿ Industry events Ÿ Continued innovation economic trends. Ÿ Other Ad-hoc call requests Ÿ Risk Management

CAPITALS INTERLINKED CAPITALS INTERLINKED

GOVERNMENT, REGULATORY Ÿ Online communication PUBLISHERS AND


AND TRADE BODIES Ÿ Adherence to policy ECOSYSTEM-LEVEL
updates
Ÿ Regulatory filings and Ÿ Being fully complaint PARTNERS
As a responsible corporate citizen, it is meeting compliance & Ÿ Robust audit and Ÿ Online communication
essential to fulfill compliance, legal, taxation other statutory reporting frameworks Understanding evolving business practices in Ÿ Tech discussions Ÿ Timely payouts
and other statutory requirements, and requirements Ÿ Promoting ethical the industry, collaborating on operational Ÿ Regular interactions and Ÿ Long-term partnerships
participate in collective action / knowledge Ÿ Trade events business practices deliverables as well as strategic partnerships to meetings Ÿ Fairness
sharing as a key member of the industry. Ÿ Marketing & PR events Ÿ Maintaining Transparency deliver robust business solutions. Ÿ Informal feedbacks Ÿ Value creation

CAPITALS INTERLINKED CAPITALS INTERLINKED

NGOs AND SOCIETY


Ÿ Employee engagement AT LARGE
EMPLOYEES
initiatives
Ÿ Health & well-being related Ÿ Career progression
initiatives Ÿ Health insurance, well- As a responsible corporate citizen, we are
Employees are pivotal to our business success Ÿ Annual performance being, learning and committed to creating shared value with a
as they shape the quality and efficiency of our appraisals development strong focus on generating long-term Ÿ Continuous engagements
operations, client success and impart us the Ÿ Weekly and monthly Ÿ Employee benefits positive impact for the society at large. Our Ÿ Projects and funds
ability to innovate and be agile. It is imperative review meetings Ÿ Transparency partnership with NGOs is essential to ensure Ÿ Long-term commitments monitoring
to align their expectations to our long-term Ÿ Exit interviews Ÿ Work-life balance the reach and successful adoption of our Ÿ Inclusive and equitable Ÿ Online communication and
organizational goals. Ÿ Employee surveys Ÿ Equality initiatives within local communities. growth informal engagement

CAPITALS INTERLINKED CAPITALS INTERLINKED

46 47
*GRI 2-25, 2-29 *GRI 2-25, 2-29
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

OUR PEOPLE

AFFLE2.0 CULTURE Affle2.0 culture has inspired us to pursue


HEALTHY CULTURE, Organisational culture is a key value driver where
strategic goals through the following 4Cs:

COLLECTIVE GROWTH intellectual capabilities are central to the success


of a business. Affle2.0 Culture rises above the
usual norm of employee performance, skill
Connect
development, diversity and aims to
institutionalize the Employee Happiness Index as
a holistic measure of motivation and well-being of
all the Afflers. Our people-focused culture
ensures that Afflers are:
Commit
Affle2.0
Celebrate Culture
Exc
ell
en
Lear ce
nin
g-

-d
Futu o

riv
re- Collaborate

rie

e
F

n
nt
oc
Ag

ed
i

u sed
le
Employees are one of the KEY STATISTICS1
most valuable assets and
we immensely value their
contribution to drive our
vision forward. We strive 562 36.3%
to cultivate a healthy Total number Women
environment that drives of employees in our Our culture drives our competitive differentiation
innovation, thought (including workforce and ensures business sustainability towards
leadership and where contractual & serving organisational goals for the long run. Our
people are inspired to full-time culture, beliefs and policies aim to encourage an
work as one unified team consultants) inclusive workplace where everyone from the
towards collective diverse mix feels valued, respected, treated fairly
organisational growth. and empowered. We are focused on maintaining
With this objective in transparency, team collaboration, continuous
place, we have a learning and development, open communication
* and effective governance for sustainable and
comprehensive strategy
which addresses all key
86 responsible growth. We continue to augment our
(Trust Index Mean Score) efforts of building and sustaining a high-trust,
aspects of human
resources and promotes high-performance culture that boosts innovation,
inclusive development. collaboration, learning and entrepreneurship.
*For the period of March 2022 to March 2023

Note:
1. Employee data as of March 31, 2023

48 49
*GRI 2-23, 2-24 *GRI 2-23, 2-24
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

1
1. CONNECT: 2. COMMIT: Employees by Entity Health and Well-being: We are committed
ENSURING THE RIGHT POOL OF TALENT FOSTERING A FAIR, HEALTHY AND (Affle India vs. International) towards maintaining a safe and healthy
THRIVING WORK ENVIRONMENT workplace with a key focus on hygiene,
We meticulously select individuals who cleanliness of the work area, women's safety,
demonstrate the right mix of abilities and mindset, Fairness and Transparency: During FY2022-23, employees health, adequate natural lighting,
experience or credentials and have a drive for no complaints related to discrimination, ventilation, smoke-free offices, medical support
continuous learning and growth. We nurture the harassment, corruption, bribery or employee services and taking proactive measures to
entrepreneurial spirit within our employees and fraud were received by the Company. We are identify and minimize unforeseen accidents. We
provide them with latest resources to augment highly conscious of how the stakeholders help our people with benefits such as life
their performance potential. perceive our culture and engage with the insurance and health insurance.
Company. We continue to demonstrate high 53.7%
46.3%
Smooth Onboarding Experience: Newly standards of ethics to safeguard any irrational Affle Care Program: Affle Care is our organization-
onboarded Afflers undergo a structured damage to our brand and reputation. All our wide Employee Assistance Program (EAP)
orientation program which provides them a permanent employees are covered by formal operational since FY2021-22. Under this program,
seamless experience to understand the Mission, agreements which clearly state applicable notice consistent support and impactful counselling is
Purpose, internal processes, policies, role clarity, periods (ranging from 1-2 months). Furthermore, accessible to all Afflers and their families 24x7. We
team structure and quickly integrate into the the Company does not have any trade union and dedicate the 10th of every month towards the
organizational culture. hence collective bargaining agreements are not Affle India International emotional and mental fitness of our people.
(all subsidiaries combined)
applicable.
Being an Equal Opportunity Employer: We are an Key benefits include:
equal opportunity employer, committed to Diversity and Inclusion: Embracing a holistic As of March 31, 2023, the Company did not have Ÿ Access to 5 counselling sessions per issue, per
providing a work environment free of perspective, we recognize diversity beyond any Differently Abled employees. As part of our year, completely paid by Affle
discrimination against factors such as race, gender, valuing employees from diverse socio- organizational culture, we do not segregate Ÿ Confidential. Although we receive the
gender, age, religion, disability, or any other cultural and economic backgrounds that helps employees by their age and hence no employee statistics on the number of sessions utilized
protected characteristic. We prioritize being a foster collaboration, learning and mutual respect. disclosures are applicable related to the age but no personal information or issues are
workplace with zero tolerance for any form of Affle follows gender inclusive policies to support groups. disclosed
harassment, thus providing a level playing field women and men employees in different phases of Ÿ The Employee Assistance Programme is
for all individuals. We remain committed to their careers. With its 'We Care for You' Policy, Women@Affle: We extend our unwavering completely independent and does not
making Affle a place where all talent thrives. Afflers can avail half day: half pay and choose to support to women colleagues and celebrate their represent any organization, including Affle
work for half day after maternity or paternity contributions through our internal program
1
leaves. It helps them to maintain the work-life called 'Women@Affle'. Under this program, we During FY2022-23, we conducted sessions as part
*Total Employees balance as they continue their professional host events every quarter which are aligned to of our quarterly EAP series facilitated by qualified
(including contractual & full-time consultants) aspirations while managing their little ones at key themes pertaining to women's issues and try counsellors and addressed issues related to:
home. to address key concerns of our women
colleagues'. The programme provides them a
Ÿ 'Recognize & Respond' - Helping Employees
Functional Diversity platform to connect and create a supportive
Become an Agent of Change
network at work. It also enables us to engage
1 Ÿ 'How to Lead Hybrid High Performing Team' -
Business Functions FY2023 FY2022 better with other employees and exchnage
63.7% To support well-being of our employees
Data Platforms and Operations 168 164 thoughts on specific concerns. During FY2022-
23, Women@Affle sported the following themes:
General Administration 74 69 In our commitment towards ensuring a secure
and supportive work environment, we have
Management 16 17 established an informal forum that allows our
36.3%
Technology 178 186 Leadership Embracing people to express their thoughts and concerns
Challenges Equity
regarding mental well-being. During FY2022-23,
Sales and Marketing 126 121
no workplace accidents were reported,
Total Employees 562 557 highlighting our continuous focus on safety.
Men Women
(including contractual & full-time Additionally, we introduced an employee self-
consultants) assistance insurance portal, streamlining
Embracing Diversity,
Hobbies Equity &
insurance-related queries through one accessible
inclusion platform (E-Cards, Network hospital list, Claim
intimation, etc.).

Note: 1. Previous year data is reclassified due to


Note: 1. Employee data as of March 31, 2023 reorganized teams structure #Healthy Affler = #Happy Affler!

50 51
*GRI 2-4, 2-7, 2-23, 2-24, 2-30, 205-3, 401-3, 402-1, 405-1, 406-1 *GRI 2-7, 2-23, 2-24, 405-1
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

3. COLLABORATE: Some of the specific training modules covered


UNIFYING OUR STRENGTHS, AMPLIFYING during the year include:
OUR IMPACT
Bootcamp on Web Development
As a team of 562 employees, we understand that
unlocking our best potential requires the Digital Product Management
collective effort of every member. To achieve this,
it is imperative to invest in the continuous growth Practical Accounting
of the individuals and teams. Our Learning and
Development programme is specifically designed ERP System (NetSuite) open training, granting
to empower Afflers to upskill and enhance their access to various modules throughout the year
capabilities.
Language courses offering English, Spanish
Learning and development: Being a technology and Portuguese options
company, it is crucial for us to constantly reskill and
upskill ourselves to stay ahead of the curve. We Mandatory Training on Corporate Policies
ensure that our employees understand this related to Human Rights & Anti-Bribery and Employee Diaries Performance Management at Affle: During
approach and actively participate in various POSH policy In June 2022, one week of Tech and Product FY2022-23, we introduced Affle Framework for
programs such as Learning@Affle, Waffle – focused event was organized in the absolutely compensation structure aligned to our
Webinars@affle, Offsites, Tech & Sales competitions Training on Human Resources Management electric Buenos Aires (Argentina) with teams Remuneration Policy. The key objective for this
and various other internal learning events. System for the global HR teams from mediasmart and Jampp platforms Framework is to retain, reward and incentivize
participating in it. team members transparently across the
Our training focus areas include: organization. This guideline is, thus intended to
We also enable our colleagues within technical The individuals were split across various squads, be followed by Team Leaders and HR teams to
functions to stay ahead of the curve by including multi-disciplinary teams such as data ensure that there is consistency in our
Technical Behavioral sponsoring trainings by the top providers and science, DevOps and more. They brainstormed compensation structures and our desired
partners such as Amazon Web Services (AWS). on key areas of product development and objectives of reward, retention and growth are
We also help them get certified through these technological solutions viz. achieved for all Afflers.
trainings and enhance their professional skills
from a long-term perspective. Dynamic Audience & Supply Optimizations Rewards and Recognition at Affle: We have
Functional Business rewards and recognition portal - Affle
100.0% Dynamic Creative Optimization Rendezvous! This is designed to recognize the
Afflers received mandatory trainings hard work and achievements of our incredible
on corporate policies Cloud Cost Optimization team members, their workversaries, birthdays
and more. With Affle Rendezvous, employees can
Psychological Prevention of Apple’s SKAN 4.0 nominate their colleagues for the Monthly
27.8%
Sexual Excellence Awards. Afflers also use it to send and
Harassment Afflers received voluntary skill Google’s Privacy Sandbox receive wishes, convey their appreciation and
(POSH) upgradation training feedback to their colleagues through a single
Other Technical Processes interface communication channel.

Employee Engagement Initiatives: The team that


Learning@Affle is our digital learning platform offering 200+ courses across core technical areas 4. CELEBRATE plays together stays together – This is exactly the
and soft skills to help our people be more effective at work. We believe that it has become the first EMBRACING OUR IDENTITY AND ASPIRATIONS spirit we look to celebrate through a diverse
source of knowledge due to its easy accessibility and wide range of topics. We have curated several range of team-bonding activities that uplift the
courses across different skills and focus areas. These courses reflect the current mindset and We are committed to maintain an inspiring vibe and create candid memories promoting the
technical requirements. workplace, where every Affler feels valued, feeling of unparalleled collaboration and
motivated and driven to contribute their best to happiness. We direct our innovative capabilities
We also promote individual skills mapping where feedback from Business Unit Heads is taken to our collective success. We deliver this through also towards conceptualizing our team
design the learning initiatives for each of the respective teams as per the role, project needs, our well-established performance management engagement initiatives around interesting
business strategy and career aspirations. system, which includes rewards, recognition and themes and trending topics ensuring higher
incentivization programme, as well as various participation from employees.
employee engagement efforts.

52 53
*GRI 2-23, 2-24, 404-2 *GRI 2-23, 2-24, 404-3
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

SOCIAL AND NATURAL FOOTPRINT CSR Expenditure Split during FY2022-23 • 1,000 low-income households to enable better
learning of the children
9.4% Education & - Enabled parents to understand the learning
levels of their children and assess the
SHARED VALUE TOWARDS Skill Development
performance as well as facilitated online tech
18.8%
A BETTER TOMORROW 53.0%
Environment channels to extend guidance and support to
parents over WhatsApp, chatbots and calls
Community - Provided free access to relevant content
18.8% Well-being
• Formal education for underprivileged children
Healthcare
- Enrolled children in a formal school and
provided them with access to quality
education
CSR Expenditure Trend
10.63 - Onboarded qualified teachers for teaching
(Rs. million)
10.00 Mathematics and Science to elder kids
- Supplied essential materials such as books
and uniforms
- Provided internet connectivity and laptop
for online classes and assignments
5.41
• We contributed to skill development focused
2.25 on online skilling program to improve the
employability of underserved youth (primarily
0.81 from Tier-2 & 3+ cities) by focusing on their
English communication skills. Through this
FY19 FY20 FY21 FY22 FY23 program, our NGO partner supported 1,398
youth, of which 588 were women.
Growth in CSR expenditure of 1,312.3% over the
last five financial years.

Embracing the concept of COMMUNITY INITIATIVES Education and Skill Development Initiatives
creating shared value, we
work collaboratively with Affle has formulated robust CSR framework that identifies key focus We firmly believe that education is an enabler of
our stakeholders and areas for community development and welfare activities. We have social change. Our view of good education
actively contribute identified Education, Skill Development, Healthcare and Environment envisages holistic development in multiple
towards well-being of the as the support areas as they are widely recognized to be key enablers dimensions, including cognitive, social,
society through numerous of societal progress and community-resilience having a long-term emotional, physical and ethical abilities. We
welfare initiatives aimed positive impact. recognize the existing gaps in the education
at uplifting communities system and have taken up several initiatives to
as well as supporting To ensure the effective reach of our initiatives in the local communities, positively impact the lives of underprivileged
environmental we implement our CSR projects directly or in partnership with non- children. Last year, through our NGO partner,
sustainability. profit organizations (NGOs). Our CSR initiatives are also aligned with Affle supported:
global goals and focused on creating long term positive impact for
society at large.

Education Skill
Development

Our CSR
Focus Areas
Environment Healthcare

54 55
*GRI 413-1 *GRI 413-1
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

Environmental Initiatives and Local Livelihood Key Activities undertaken: Healthcare


Support
• Water pipeline and hand pump repairing We are deeply focused on strengthening the primary healthcare system for our local communities and
We supported a unique model of Dignity For Work • Setting up the kitchen garden in the school supported the implementation of Mobile Medical Unit (MMU) in Gurgaon in August 2022, to provide
initiative wherein local people in remote areas were healthcare services to underprivileged people. These units were equipped with essential equipments
premises
provided aid and relief for carrying out efforts including BP machines, Oximeters, PPE kits, Surgical masks and more.
towards water conservation, plantation, essential • Land bunding to curb soil erosion
infrastructure repair and other local environmental • Canal cleaning
causes. Through this program, our NGO partner • Drain restoration Number of Patients Benefitted
reached out to 1,906 Households providing • Road repair
comprehensive family kits for their efforts.
8,341

8,015
7,965

Quarter 2 Quarter 3 Quarter 4

OUR NATURAL FOOTPRINT

Our operations seek to create a positive This initiative also contributes to digital
Community Well-being
environmental impact as we plan to further inclusiveness and the academic well-being of the
enhance our resource utilization efficiency. As a communities around us.
We supported installation of portable toilets and composting machines across various government
technology company, our impact on environment
schools. As part of this initiatives, many Afflers conducted sensitization sessions for promoting the
is significantly limited. However, we strive to Starting with our Gurgaon office, we have almost
importance of health & hygiene, waste segregation and composting in rural areas.
further enhance our positive environmental eliminated the procurement and usage of Single-
footprint by identifying ways to optimize our use plastics and we are looking to implement this
resources. practice across our other offices in India as well as
globally. As part of our forward action plan, we
As a company, we majorly operate through intend to undertake the following initiatives:
leased office spaces in commercial buildings,
having centralized electricity & water supply and • Support a precautionary approach to
waste management systems. Due to this, we environmental challenges and implement
cannot solely manage or optimize these systems. Energy Management practices in our offices.
Despite exercising due diligence, it is challenging This will include but not limited to optimum
for us to accurately track and quantify our usage of air conditioners, LED/LCD monitors,
utilization of day-to-day resources. We are in the identification of non-peak working hours,
process of engaging with a third-party consultant energy-saver lights and electronic items
on this matter.
• Engage with external consultants and draft a
comprehensive plan for water saving and
As part of our responsible waste management
waste management initiatives
approach, we have revised our "IT Hardware
Standards Policy" with the primary objective of • Organize tree plantation drives in the vicinity
minimizing e-waste and its environmental impact. of our offices
The updated policy entails donating used laptops • Conduct awareness sessions to encourage
and hardware in working condition to charitable reduction in paper, plastic usage and promote
organizations, aligning with the 3R (Reduce, Recycle, increased use of biodegradable material
and Reuse) principle of waste management.

56 57
*GRI 413-1 *GRI 302-1, 303-1, 305-1, 306-1, 413-1
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

MATERIALITY ASSESSMENT

We have identified and mapped key material topics that have the potential to influence our value topics. As part of our FY2022-23 annual materiality review, we revisited our material topics for their
creation process and strategic business interests. For the materiality assessment, a thorough review importance and continued relevance to our business. This integrated annual report was reviewed by the
of online available literature, industry benchmarking and discussion with select stakeholders was Board of Directors.
conducted. A materiality assessment exercise was carried out in August 2021 to identify our material

MATERIALITY BOUNDARY MATRIX


Material topics Why is it important to us How we manage it Capitals Interlinked GRI Mapping ESG Impact

Low Importance to the Stakeholders High


Customers and Managing customers and partners’ We proactively seek out to our customers 418-1 Social
Partners expectations, resolving issues and and partners for their feedback to 1
Satisfaction providing utmost satisfaction is vital to continuously optimize for greater 7
2 3
the business growth. efficiency and effectiveness. 11

6 8
Data Security Any breach of data security can have Our data protection and privacy 418-1 Governance
and Privacy implications for our brand reputation framework is backed by SGD
and our relationship with customers and Accreditation with IMDA, GDPR through
partners. We also respect the consumers’ GDPR lawyers and 3rd party review by
privacy and align to the data privacy auditors. We have comprehensive
norms to the best of our governance and policy that enables data
capabilities. privacy by design, private data impact
4 5
assessment, private data risk & control
matrix, incident management. 10 12 9

Technology Innovation is part of our organizational We foster a culture of innovation at work 203-2 Social
Innovation culture. Future growth prospects are to further improve our platforms and
aligned to our capability to innovate and products as well as identify new areas of
develop and enhance newer tech R&D/ Patent filings to further strengthen
Monitoring Direct Immediate
offerings. our competitive moat. We also promote Issues Business Impact
learning & development programs and Impact
host innovation-related tech events at on Affle
work.
1 Customers and Partners Satisfaction
Brand and Our brand reputation helps us attract We manage our brand reputation - Social
Reputation quality customers and maintain our through two-pronged endeavours: 2 Data Security and Privacy
Management relationship with all our stakeholders, 1. W e a d o p t i n d u s t r y - l e a d i n g 3 Technology Innovation
thus providing us with opportunities for operating practices to enhance our
consistent growth. Any irrational loss to deliverability and meet our 4 Brand and Reputation Management

our brand and reputation mainly driven stakeholder expectations, ensuring 5 Employee Training and Upskilling
by unverified rumours can impact the credibility of our brand is upheld.
6 Employee Welfare and Well-being
business. 2. Through our PR team, we continually
monitor media coverage to identify 7 Transparency, Disclosures & Regulatory Compliance
any irrational news and our senior
8 Economic Performance and Financial Inclusion
management proactively responds
whenever necessary. 9 Risk Management

10 Board Diversity, Performance and Independence


Employee Training We operate in an automated environment We provide our employees with 404-2, 404-3 Social
and Upskilling and make use of the latest technologies. opportunities to continuously learn and 11 Stakeholders Relations
Our employees need to be trained and improve their capabilities. We enable
12 Environmental Sustainability
upskilled to remain ahead of the curve to them with access to an online portal
drive sustainable growth. having hundreds of training modules,
participation in webinars and organizing
tech events that foster innovation and
knowledge sharing. Financial Manufactured Intellectual Human Social and Natural
Capital Capital Capital Capital Relationship Capital
Capital

58 59
*GRI 2-14, 3-1, 3-2, 3-3 *GRI 2-14, 3-1, 3-2, 3-3
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

Material topics Why is it important to us How we manage it Capitals Interlinked GRI Mapping ESG Impact

Employee Welfare It fosters a culture of happiness and We provide our employees with a 401-3, 402-1, Social
and Well-being directly impacts the confidence, progressive & diverse culture that 405-1, 406-1
development and health of the encourages open exchange of ideas and
employees. It help our people perform at entrepreneurial problem-solving mindset.
their highest potential. We strive to provide employees with
opportunities for growth while ensuring a
safe & healthy work environment.

Transparency, Timely disclosures and transparent We have a dedicated in-house 2-(16-23) Governance
Disclosures and corporate governance policies are secretarial and compliance team that
Regulatory essential for maintaining trust and manages all the compliances effectively.
Compliance
credibility of the Company. Lapses in We also have all the necessary
compliance can have direct and Corporate Policies in place to ensure the
immediate impact on our operations, regulatory compliances are well met.
affecting our brand reputation.

Economic Prudent deployment of financial capital Anchored on our asset-light, scalable tech 201-1 Governance
Performance and and maximizing our returns enable us to platforms and unique business model, we
Financial Inclusion deliver desired outcomes that positively continue to enhance on our revenue,
affect our other capitals as well, directed profitability and margin profile while
at delivering an integrated growth. effectively managing working capital,
cash flow generated from operations, and
maintaining a healthy balance sheet.

Risk Effective risk management mechanism is We have instituted an elaborate risk - Governance
Management critical for identification, monitoring and management framework that enables us
mitigating risks across our operating to proactive assess our internal and
environment. external risk environment and help
mitigate any potential risk before it can
cause any major downside impact.

Board Diversity, The performance and independence of We ensure all the strategic disclosures 2-(9, 10, 12, 13, 14, Governance
Performance and the Board, is crucial to ensure that the are duly placed for review of the Board 16, 17, 19, 20),
Independence Company is fully complaint with all as well as any lapse in meeting 405-1
statutory requisites as well as the compliances is communicated to the
diversity of experience on Board Board. Our auditors are also provided
promote greater intellectual approach in with access to the Board for discussion
navigating challenges and steering the on statutory matters.
Company to greater heights.

Stakeholder Strong stakeholder relationships help us Our Board is led by a Non-executive 2-(29, 30), 413-1 Social
Relations to identify the needs of our stakeholders Chairperson who is an Independent Director
and proactively address them. and our corporate governance framework
strives to upkeep a diverse Board.

Environmental We recognize the larger environmental We engage with our stakeholders around 302-1, 303-1, Environment
Sustainability risk our planet is facing and environmental the year and the formal/informal 305-1, 306-1
sustainability is critical to the long-term feedback that we receive, helps us in
collective health of our society. better shaping our procedures towards a
more responsible business. Affle being in
the mobile advertising technology
business, is significantly less resource
intensive in terms of environmental impact
or related material inputs. However, as a
responsible Company, we resolve to
accelerate ESG initiative to make a
positive impact on people and the planet.

60 61
*GRI 3-2, 3-3 *GRI 3-2, 3-3
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

RISK MANAGEMENT

LAYERS OF
RISK ASSESSMENT FRAMEWORK
MITIGATING RISKS, GOVERNANCE

AUGMENTING OPPORTUNITIES Risk Identification Risk Mitigation


Board of
Directors

Impact
Understand risk Continue to monitor measurement Risk
01 environment and the the risk and closely 06 and forward 05 Management
Committee
potential exposure manage the related strategy
internal control systems

Audit
Committee

Leadership
l Team
ica
rit
-C
on
N

Business
Cr Unit Heads
iti
ca
l

Risk Auditing and


treatment continuous
Categorize risk as and internal
We take an integrated approach to risk management, where proactive assessment of risks and threats
02 Critical or Non-critical mitigation 03 reporting 04
is at the core of our strategic agenda. We strive to achieve a balance between our goals of growth and
the related risks. As a global technology company, Affle may be exposed to a range of external as well
as internal risks that can have an impact on its performance. In order to efficiently manage these, we
have built a structured risk management framework that helps us identify, assess the potential risks
ESG Ethos in Risk Management
and effectively adopt the mitigation strategy.
Risk management is an essential element of our ESG policy framework. We strive to foster an effective
resource allocation aligned to our ESG principles and ensure high awareness of business risks backed by
stringent internal controls. We take an integrated approach to risk management where proactive
assessment of risks and threats is at the core of our strategic agenda. Our structured risk management
Risk Management Framework framework helps us identify, assess the potential risks and effectively adopt the mitigation strategy.

Risk management policy and framework is monitored by the Risk Management Committee. Our risk
management framework is based upon identification of the potential risks as critical or non-critical. Business Continuity Plan
Risks identified as critical are subject to risk treatment and mitigation strategy, while risks identified as
non-critical continue to be monitored and the related internal control systems are managed The Company has a well-structured Business Continuity Plan for the major contingent situation covering key
accordingly. The risk management committee periodically reviews the risk management system and perceivable circumstances such as in the event of a major disruption caused by a pandemic. The business
reports to the Board with the recommended actions, if any required. continuity response may be reviewed and amended by the Risk Management Committee, if so required.

62 63
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

External Risk Environment

Risk Defining the Risk Mitigation Strategy Impact on Capitals

We consistently track the markets we operate in, followed by close coordination


between the business teams and finance teams to discuss any business concerns
with respect to broader economic scenario, business-related developments or
regarding the customers we serve in specific.
Macro-economic Risk Customers can reduce their marketing spends due to economic uncertainties in
or Economic key markets like India, South East Asia, Middle East Africa, Latin America, US and Further, our business is well diversified across industry verticals and across
Uncertainties Europe. geographies with no major negative impact expected.

We have the necessary Standard Operating Procedures and Business Continuity


Plan that addresses disruptions which could be faced by our teams or the
employees, across our India and International offices.

We have Work from Home policy in place, event specific succession planning,
Business Continuity Potential natural or man-made hazards may impact business operations and even medical insurance for the employees, a dedicated quick-response team and
Risk pose a risk to employee safety. related contingency plans.

Most of our business is mobile apps focused and our exposure to browsers is
highly limited, where such technological changes have been predominant till
now.
If our ability to reach connected devices is restricted by certain disruptive Further, we have developed competencies across various technologies and
Technological and changes in technology, it could have an adverse impact on our business model operating environments; and our R&D teams continually strive to be future-ready
Data-related Changes and operations. for any such risks.

We continue to invest in enhancing our product offerings and platform


capabilities, with a greater technology emphasis. These are the key
differentiators for our business sustainability.

We do not head-on compete with any of the walled gardens but rather see
ourselves co-existing and being in a symbiotic relationship with them.

Mobile advertising industry is competitive, dominated by digital giants such as We focus on further strengthening our relationship with the customers, with
Google and Facebook and rapidly changing with multiple smaller players coming consistent efforts going in to strengthen operations, sales and customer success
Competition Risk in. teams.

We monitor currency movements closely, but our business is naturally hedged as


Foreign Exchange the revenue is majorly split between INR and USD, with no major impact
Fluctuations Company may be exposed to foreign exchange fluctuations. expected.

We have an effective receivable management framework in place to maintain the


Default or inability of the customers to pay on time may impact the balance sheet receivable days. Our finance team deploys strong checks and balances to
Credit Risk position and/or the profitability. mitigate any credit risks or any possibility of an increase in bad debts.

We proactively keep a track of any potential regulatory changes across the key
Any coming off new regulations that either affects our industry or the industry verticals that we serve and stand agile to minimize any negative impact. Also, we
Regulatory Risk verticals we serve, have the potential to impact our business. are well-diversified in terms of customer base as well as the markets we serve.

We manage our brand reputation through two-pronged endeavors:


Ÿ We adopt industry-leading operating practices to enhance our deliverability
and meet our stakeholder expectations, ensuring credibility of our brand is
Our brand reputation helps us attract quality customers and maintain our upheld.
relationship with all our stakeholders, thus providing us with opportunities for Ÿ Through our PR team, we continually monitor media coverage to identify any
Brand and Reputation consistent growth. Any irrational loss to our brand and reputation mainly driven irrational news and our senior management proactively responds whenever
Risk by unverified rumours can impact the business. necessary.

Affle being in the mobile advertising technology business, is significantly less


resource intensive in terms of environmental impact or related material inputs.
However, as a responsible company, we resolve to accelerate the evolution of
We recognize the larger environmental risk our planet is facing and ESG to make a positive impact on people and the planet. We are committed to
Environmental environmental sustainability is critical to the long-term collective health of our make conscious efforts towards managing energy, water and waste more
Sustainability society. efficiently.
64 65
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

Internal Risk Environment

Risk Defining the Risk Mitigation Strategy Impact on Capitals

We have a comprehensive disaster recovery and business recovery plan. The


information we collect is stored on cloud storage and in the case of our Affle
Consumer Platform, archived on tapes. Our information is then stored on to our
databases, which are automatically backed up daily. A backup of the codebase is
also stored offsite for added security. This adds to five layers of security.
Systems, Data
and Digital We deploy a continuous upgradation strategy to increase the security and
Infrastructure Failures in systems and the digital infrastructure supporting our systems could reliability of our platforms and infrastructure that will meet our business
Security Failures significantly disrupt our operations. demands.

Our data protection and privacy framework is backed by SGD Accreditation with
IMDA, GDPR through GDPR lawyers and 3rd party review by auditors. We have
comprehensive governance and policy that enables data privacy by design,
private data impact assessment, private data risk & control matrix, incident
management. Affle has a Data Protection team who handles all private data and
compliance issues.

Any breach of privacy of our data or that of our customer data can have Affle also ensures that our data is protected through multi-layer password-
Data Security implications for our brand reputation and our relationships with customers and protected authentication systems, automatic tools and tracking mechanisms,
and Privacy partners. audits and information sharing on a need-to-know basis.

Our Interest Coverage Ratio (EBIT/Finance cost) stood at 21.3x, representing the
Company’s ability to service its interest obligations out of its operating income
was 21.3 times during FY2022-23. Also, we have been maintaining positive cash
Liquidity Risk Any threat to the liquidity could be a risk factor. flows from operations.

Timely disclosures and transparent corporate governance policies are essential We have a dedicated in-house secretarial and compliance team that manages all
for maintaining trust and credibility of the Company. Lapses in compliance can the compliances effectively. We also have all the necessary Corporate Policies in
Compliance Risk have direct and immediate impact on our operations. place to ensure the regulatory compliances are well met.

Financial Manufactured Intellectual Human Social and Natural


Capital Capital Capital Capital Relationship Capital
Capital

66 67
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

CORPORATE GOVERNANCE BOARD OF DIRECTORS AND GLOBAL ADVISORS

Leading with Experience Our Board comprises of nine Directors, led by a Non-Executive Chairperson who is an Independent Director
and further guided by two global advisors.

and Foresight
We are a value-driven organisation with a purpose to establish a long-standing, trust-driven
relationship with all our stakeholders. We strive to ensure that our performance is driven by
utmost integrity and transparency. The Board is at the core of our corporate governance
practice and oversees how the long-term interest of our stakeholders is served and
protected. Harnessing strength from a variety of backgrounds and experiences, the Board Bijynath Anuj Khanna Sohum
brings diversity and add depth to the long-term strategic direction of the Company.
Non-Executive Managing Director
Chairperson and and Chief Executive Officer
Independent Director

BOARD DIVERSITY AND TRAINING FUNCTIONING OF THE BOARD AND ITS


COMMITTEES
Gender Diversity
Details regarding the functioning of the Board of
MEN: 66.7% Directors and the Board Committees is available
under Corporate Governance section on pages
125-153. Corporate Governance policies are
WOMEN: 33.3% Anuj Kumar Elad Natanson Noelia Amoedo
available under investor relations section on the
website of the Company and can be directly Non-Executive Director Non-Executive Director Non-Executive Director
accessed at [Link]

VIGIL MECHANISM
44.4% The Company has a vigil mechanism and Whistle
Independent Directors
Blower Policy under which employees are free to
report fraudulent practices, corruption and
breaches of Code of Conduct. During the year
under review, no complaint under the whistle
blower mechanism was received by the Company. Lay See Tan Sumit Mamak Chadha Vivek Narayan Gour
4 Hours The Company has zero tolerance towards any
Non-Executive
Independent Director
Non-Executive
Independent Director
Non-Executive
Independent Director
Time spent by the forms of bribery or corruption. All stakeholders
Independent Directors
cumulatively in are always required to act honestly and with
Familiarization Programmes integrity. During the year under review, no
during FY2022-23 complaint regarding bribery or corruption was
received by the Company.

Vipul Kedia Richard Humphreys Jay Snyder


Executive Director Advisor Advisor

Note: Effective from May 14, 2023, Mei Theng Leong has resigned as Non-Executive Director of the Company and is excluded from the list above.
68 69
*GRI 2-9, 2-16, 2-17, 2-25, 2-26, 205-3 *GRI 2-9, 2-11, 405-1
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

ESG@Affle ESG CORE FOCUS AREAS


Stewardship And Active Ownership

Being Intelligent.
Being Sustainable ENVIRONMENT SOCIAL GOVERNANCE

We recognize the importance of integrating sustainability across our organization and aim
to achieve innovative, intelligent and sustainable outcomes for all our stakeholders and
communities we serve. Affle being in mobile advertising technology business, is significantly
Energy Management Equality, Diversity and Business Ethics, Data
less resource intensive in terms of direct environmental impact or related material inputs.
Inclusion Security and Privacy
However, as a responsible company, we resolve to accelerate the evolution of ESG and
further optimize our resources to make a positive impact on people and the planet. Water Management Education, Learning and Board Diversity, Performance
Development and Independence

CONTRIBUTING TO A BETTER TOMORROW ESG POLICY FRAMEWORK Waste Management Innovation – Tech/ Corporate Governance,
Products/Work-place Reporting and Compliances
As a part of our commitment to responsible business Our Board formalized the ESG Committee on
practices and proactive adoption of ESG reporting, August 7, 2021. The primary role of the ESG Paper and Plastic Usage Transparency and Internal Control Systems
we are dedicated to disclosing our sustainability Committee is to integrate sustainability Stakeholders Satisfaction and Risk Management
initiatives and their outcomes through various policy considerations across our business processes,
documents and our Integrated Annual Report. With corporate decisions and strategic goals. It is Awareness Programs Health and Well-being Business Continuity Planning
the growing significance of climate action and the directly supported in its tasks by the CSR
importance of a growth paradigm that benefits Committee and indirectly by our Risk
diverse stakeholders, we have embedded a strong Management Committee and Audit Committee.
ESG focus in our sustainability strategy. We aim to OUR ESG PROFILE
continually step up our efforts to make a positive Guided by the ESG Committee, we have adopted
impact across E, S and G, with robust governance a formal ESG Policy guiding our sustainability We have outlined and benchmarked our sustainability initiatives as per Global ESG standards across
practices particularly anchored to our ESG initiatives and is applicable to the Company along multiple Frameworks and our ESG Profile is available under the Sustainability Section on the Company's
principles. with its subsidiaries. Our ESG policy is available website at [Link]
under investor relations section on the website of
We shall continue to examine our broader role the Company and can be directly accessed at
towards holistic upliftment of society at large [Link]
while ensuring we remain one of the most trusted [Link]
partners of choice to power the connected
ecosystem for the advertisers globally.

ESG Committee

Responsible Innovation and Direct


Business People-oriented Support
Culture

CSR Committee
Sustainability
Principles

Indirect
Uplift the Repay enablement
Society the Planet
Risk Management Committee
and Audit Committee
Guided by Material topics and
United Nation Sustainable Development Goals

70 71
*GRI 2-12, 2-13, 2-14 *GRI 2-12, 2-13
STRATEGIC SUSTAINABILITY STATUTORY FINANCIAL NOTICES
REVIEW APPROACH REPORTS STATEMENTS .

INTEGRATED ANNUAL REPORT 2022-23

CORPORATE INFORMATION

CHIEF FINANCIAL OFFICER COMMITTEES OF THE BOARD


Mr. Kapil Mohan Bhutani Audit Committee
Nomination & Remuneration Committee
COMPANY SECRETARY Risk Management Committee
Ms. Parmita Choudhury Stakeholders' Relationship Committee

STATUTORY AUDITORS
Corporate Social Responsibility Committee
Investment Committee - International Investments
STATUTORY
S.R. Batliboi & Associates LLP Investment Committee - Domestic Investments REPORTS
Capital Committee
INTERNAL AUDITORS ESG Committee
Mazars Advisory LLP
COMPANY INFORMATION
SECRETARIAL AUDITORS Affle (India) Limited
Kiran Sharma & Co., Company Secretaries CIN: L65990DL1994PLC408172

BANKERS Membership of Associations


Axis Bank Limited Mobile Marketing Association (MMA)
HDFC Bank Limited Internet and Mobile Association of India (IAMAI)
Interactive Advertising Bureau (IAB)
PUBLIC LISTING
Date of Listing: August 8, 2019 Corporate Office:
BSE Limited (Scrip Code: 542752) 3rd Floor, Tower-B, Awfis Unitech Cyber Park,
National Stock Exchange of India Limited Sector-39, Gurugram-122002, Haryana
(Symbol: AFFLE)
Registered Office:
REGISTRAR & TRANSFER AGENT A47 Lower Ground Floor, Hauz Khas, Off Amar
KFin Technologies Limited Bhawan, New Delhi-110016
Selenium Building, Tower B,
Plot 31-32, Financial District, Email: compliance@affl[Link]
Nanakramguda, Serilingampally, Website: [Link]fl[Link]
Hyderabad, Rangareddy,
Telangana-500032, India

Email: [Link]@kfi[Link]
Website: [Link]

72 73
*GRI 2-1, 2-9, 2-28
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

MANAGEMENT DISCUSSION
India and China, the two largest emerging 2022, mobile technologies and services generated
market economies of the region, are projected to 5% of global GDP, contributing to USD 5.2 trillion
contribute over half of the world’s growth in 2023, of economic value added and supported 28

AND ANALYSIS
with India expected to grow at a rate of 5.9% and million jobs across the wider mobile ecosystem.
6.3%, and China at 5.2% and 4.5% in 2023 & 2024 The growing affordability of smartphones has
respectively. contributed to the increased adoption of mobile, as
average selling prices continue to decline.
Asia-Pacific is expected to contribute
The growing significance of smartphones in enabling
MACRO-ECONOMIC SCENARIO Policymakers have a narrow path to walk to improve
70% of the global growth in 2023.
mobile internet access and driving connectivity
prospects and manage risks. Central banks need on a global scale underscores the potential of
Global Outlook: Treading cautiously amid risks to remain steady with their tighter anti-inflation Source: IMF World Economic Outlook, April 2023; digital technologies to reshape industries and
stance, while there is less room left for expansionary IMF Regional Economic Outlook: Asia and Pacific, drive economic growth. The increasing usage of
The global economy faced severe headwinds for fiscal policy any further. Global economic growth is May 2023; KPMG Global Economic Outlook, March mobile internet and fast-paced digitalization will
most part of 2022 induced by surging commodity projected to be relatively modest but to stay below 2023 enable businesses to leverage faster and more
prices and supply disruptions leading to high its long-term average in the near term. reliable connectivity for enhanced productivity
inflation amid weaker growth, has begun to show INDUSTRY STRUCTURE, DEVELOPMENTS AND and innovation, thereby further boosting the digital
early signs of stabilization and improvement in According to the International Monetary Fund (IMF), OPPORTUNITIES economy.
2023. While trade disruptions, legacy effect of the the global economy is projected to grow at 2.8%
COVID-19 and the recent financial sector turmoil in in 2023, with a gradual increase to 3.0% in 2024. Digitization: One of the Most Influential Global UNIQUE MOBILE SUBSCRIBERS
the US and Europe impacted the economic activity Advanced economies are expected to experience Mega Trends
worldwide, many economies performed better than growth rate of 1.3% and 1.4% in 2023 and 2024
anticipated supported by declining commodities respectively, while US is expected to outperform Digitalization is one of the most influential mega-
2022 5.4Bn
6.3Bn
and energy prices. the Advanced economies by few percentage points trends that will not only affect development
in 2023. The macroeconomic factors that shaped outcomes in the short and medium term, but also 2030
Stubbornly high inflationary pressure has begun the global economy in 2022 are expected to persist determine the future we ought to live in. The Fourth
to somewhat ease, with global energy prices back in 2023 as well, however, their intensity will vary. Industrial Revolution, accelerated by COVID-19 Penetration rate
at levels last seen prior to the Russia-Ukraine war. (Percentage of population)
pandemic and digitization, has acted as a catalyst

68% 73%
In addition, base effect from the rise in energy Emerging Market and Developing Economies and developed transformative ways of connecting
prices following the invasion is now slowly coming (EMDEs) are expected to achieve growth rate with customers and reshaping the business
off, putting downward pressure on the projected of 3.9% and 4.2% in 2023 and 2024 respectively. 2022 2030
landscape. One of the distinguishing features of
inflation for the rest of this year. Prices of other Within this, Emerging and Developing Asia digital transformation has been the exponential
commodities as well as global food prices have including countries such as India, China, Indonesia, growth in machine-readable information over the MOBILE INTERNET USERS
also eased. Side effects from the fast rise in Malaysia, Philippines, Thailand, Vietnam and more, Internet, powering at scale a data-driven digitally
policy rates have become apparent as banking is expected to significantly outperform growing
sector vulnerabilities came into focus and fears of at 5.3% and 5.1% in 2023 and 2024 respectively.
intelligent ecosystem. 2022 4.4Bn
contagion rose across the broader financial sector. In terms of growth prospects, Emerging and

5.5Bn
The World Bank estimates that the digital economy
Developing Asia will be followed by Sub-Saharan contributes to over 15% of GDP at present and it 2030
Africa, Middle East & Central Asia and Latin America increased 2.5x faster than the physical world GDP
& the Caribbean, with Emerging and Developing in the last decade. Penetration rate
Central banks are nearing the end Europe projected towards the lowest. (Percentage of population)
of the tightening cycle, partly as a
response to tensions risen in global
financial markets.
Asia-Pacific: Resilient Growth
70% of the new value created in
next decade will come from digitally 55%
2022
64%
2030
Despite weakening external demand, such as the enabled platform business models.
downturn in demand for tech exports toward the end
Easing supply chain pressures and of 2022, domestic demand in Asia-Pacific region has Global Mobile Economy and the 5G Opportunity
resilient labor markets to support so far remained strong. The IMF has revised its forecast SMARTPHONES
recovery but uncertainity about the for the Asia-Pacific region primarily due to the resilient The demand for mobile internet has experienced
outlook is on the air. growth of India and China’s recovery expected to exponential growth over the past five years,
Percentage of connections

provide fresh impetus. Growth in Asia-Pacific is


projected to increase in 2023 to 4.6% from 3.8% in
expanding more than eightfold. By the end of
2022, over 5.4 billion people globally subscribed
2022 76%
92%
2022, an upgrade of 0.3% relative to the October 2022 to a mobile service and 4.4 billion people used the
World Economic Outlook; and this region is expected mobile internet. The mobile internet usage gap 2030
to contribute around 70% of global growth. has narrowed markedly in the last five years. In

74 75
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

The Global 5G Opportunity Global Mobile Apps Landscape Mobile web browsers accounted for only 8% of economy will reach USD 1 trillion, driven by various
the users time spent. While web continues to be government initiatives to promote digitization,
The key determinant of future competitiveness In 2022, the mobile industry witnessed substantial a touchpoint for marketing and user acquisition availability of affordable data plans driving internet
in the digital economy is the next generation of growth across various metrics including app funnel, mobile apps commanded most of the and smartphone penetration and a large untapped
networks such as 5G. With faster speed, lower downloads, usage and ad spends. The total number consumers’ attention and meaningful engagement. market in Tier-2 & 3+ cities. It will be a broad-based
latency, lower energy consumption and more of new app downloads on mobile platforms growth, to be witnessed across diverse categories
connected devices per base station, 5G is expected (including iOS, Google Play and third-party stores INDIA’S “DIGITAL DECADE” of products, services and industries. A strong policy
to enable new connected businesses. By 2030, 5G in China) reached 255 billion, averaging over framework has ushered India towards mainstream
adoption is projected to reach 54% globally and 485,000 app downloads per minute throughout India holds a significant position in the global adoption of digital solutions, enabling Indians to
it is anticipated to contribute an additional USD 1 the year. Emerging markets, led by China and India, digital landscape, with a rapidly expanding digital gain better access to public and private services
trillion to the global economy across a wide range played a significant role in driving this growth, and economy. By 2030, it is projected that India’s digital digitally.
of industries. countries like Brazil, Indonesia, Mexico, Philippines,
Turkey and Vietnam also experienced significant
5G adoption will be over 85% in increase in app downloads. India’s internet economy is expected to reach USD 1 Trillion by 2030, double the value of IT services
the top 5G markets by 2030, led by
the developed Asia Pacific, North New App Downloads Internet economy Technology sector1
America and GCC. 255 Billion Internet economy’s
Emerging trends shaping the mobile ecosystem 15% of technology sector share of GDP
+11% 2010 USD 8Bn-10Bn USD 50Bn-60Bn 0.5%
1. 5G consumer monetisation comes into focus: Y-o-Y Growth

iOS, Google Play, Third


Throughout 2023, some 30 new markets will launch 48% of technology sector
Party in Android in China
5G services; importantly, many of these will be 2022 USD 155Bn-175Bn USD 320Bn-350Bn 4-5%
developing markets across Africa and Asia, making 485,000 apps
5G a truly global trend. As 5G adoption continues downloaded per
to scale, the monetisation imperative will grow. minute in 2022 62% of technology sector
2030 USD 900Bn-1,000Bn USD 1,450Bn-1,550Bn 12-13%
2. Mixed Reality to gain traction:
Mobile Usage (Total Hours Spent)
Momentum for the mixed reality to grow, alongside Note: 1. Technology Sector includes information technology (IT), business process management (BPM) and the internet
advancements in enabling technologies like 5G,
AI and wearables. The growing interest from key
4.1 Trillion economy.

stakeholders and ecosystem players has led to the


emergence of important building blocks for its +9% India’s internet usage numbers tell the story of a connected, young country with nearly half of the population
younger than 25 years old, adopting technology for greater convenience and having significant room to grow
advancement, notably content and applications, Y-o-Y Growth
further. As of 2022, India had 840 million internet users and 600 million smartphone subscribers. The swift
standards and devices, which will be at the forefront pace of digital adoption has fueled India’s digital economy, which accelerated at 2.5 times the pace of the
Android Phones
of activities in 2023 and beyond. overall economy in the past five years.

3. Mobile Industry shifts towards Circularity: 11.2 Billion hours India’s digital economy has grown ~2.5 times faster than the overall Indian economy since 2016
collectively per
Across the mobile ecosystem, sustainability has day in 2022
extended beyond corporate social responsibility
to become a core strategic priority. Original
Equipment Manufacturers (OEMs) and Mobile
Operators are increasingly adopting a model of
Global mobile usage increased 9% y-o-y to 4.1
trillion hours spent on mobile in 2022. This trend is Internet users in 2022
~840 ~600 Smartphone subscribers in 2022
production, service offering, consumption and expected to continue and gradually surpass 6 trillion Mn Mn
partners that involves sharing, leasing, reusing, hours spent on mobile, by 2028. The sustained
refurbishing and recycling materials and products growth in mobile usage can be attributed to several
for as long as possible. This circular approach is factors such as mobile-centricity, advancements in
important to operate in a more sustainable and connected technology, expansion of casual and
energy-efficient way, and will reshape the business core gaming, rollout of 5G networks, demand for
partnerships in the mobility space. digital connection, self-expression and deepened
personalization of apps.

76 77
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

While digital adoption has swept the country, digital commerce still has a low share. Out of the 840 million The expansion of India’s internet economy lies on three pillars to achieve digital maturity.
Indians using the internet, about 450 million were avid consumers of digital content, spending an average of 7
hours a day on activities such as social media, messaging, and entertainment. But only 165 million engaged in
digital commerce i.e. buying goods and services online. That means around 75% of Indians who have internet
access are yet to turn to online shopping. This offers headroom for massive growth for many years to come.

Large, traditional businesses MSMEs Startups

India online consumers funnel 2022, million With the strongest reach, brand Being the backbone of India’s Startup-led innovation, supported
equity and potential to scale, economy, MSMEs require the by favourable regulations has
large corporations are investing most effort to digitize. However, been central to the rise of India’s
100% 50-60% 35-40% significantly in building a strong once they reach a tipping point, digital reputation - at home and
20-25%
1-2% digital core. Once they become there will be sizable step-change around the world. Now operating
digital mainstream, they can in growth and efficiency. Critical in a more mature ecosystem, there
800- 850 400-450 300-350 165-190 10-15 potentially shift consumption challenges stand in the way of needs to be a greater focus on
dynamics considerably. MSME’s digitisation journey, but balancing profitability, growth and
supportive efforts including innovation.
various government initiatives
and digital solutions offered by
Access Content Digital E-retail Power startups, are proving effective.
to internet Consumers Payment Users transactors Users
1. Large Traditional Businesses
Population with Use of internet E.g., bill pay, Online buyers Regular transactors
internet access for social media, ticketing of products & on digital commerce
messaging and services India’s biggest companies are building large digital ecosystems, at pace
entertainment

Digital-first Investments and Initiatives


Spurring on a fast-growing Digital economy
Reliance JioSaavn, Netmeds, Subsidiary for digital ventures - Jio Platforms
By the end of 2030, the number of digital commerce users in India are expected to reach 500 million with a Zivame, Urban, Ladder, Digital commerce platforms Jiomart, Ajio, Tira
significant increase in the online presence of MSMEs, a 10 times rise in the count of self-employed individuals Clovia, Milkbasket
and a 4-5 times surge in the utilization of digital products and services.
Tata Group BigBasket, 1mg, Curefit Wholly owned subsidiary Tata digital for digital ventures
Umbrella app, Tata Neu, enables access to all its
consumer businesses. Digital commerce initiative Tata
FY2022 FY2030 CLiQ

Aditya Birla Group Bewakoof, Berrylush, B2B e-commerce platform for building materials
Juneberry, Natilene, Nauti
4-5x 3-4x Nati, Nobero, Urbano, Digital-first house of brands, TMRW, is an incubator of
Veirdo fashion and lifestyle brands

ITC Mylo, Yoga Bar Has its own direct-to-customer (D2C) website for its
portfolio of brands
320-340 450-500
Emami Tru Native F&B, The Man Has its own D2C websites for flagship brands Zandu,
company Kesh King, Boroplus
60-70 165-190
Marico Beardo, Just Herbs, True Saffola Stores owns its D2C website for its Saffola
Elements brands. Portfolio of digital-first personal care brands,
Pure Sense and Coco Soul

Digital products and services Digital Transacting Note: 1. Above list is non-exhaustive
consumption, USD billion Consumers, million

78 79
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

2. Micro, Small & Medium Enterprises (MSMEs) Digital Advertising Ecosystem

MSMEs can present huge impetus to India’s economy Global Digital Advertising Trend and Opportunities

Digital is now well established as the largest and most adaptable advertising medium globally. It is often the
of 60Mn+ MSMEs are already medium that marketers turn to in times of macro headwinds, both to build revenue and brand equity in a
60Mn MSMEs exist in India
6Mn actively buying and/or selling
products online domestically
measurable and accountable way.

After a record-breaking year for global digital ad spends in 2021, grown globally by 32.4% y-o-y to USD 347
billion in 2021, growth continued in 2022 at 13.7% y-o-y. Over the past two decades, Digital’s share of ad spend
of MSMEs see higher sales
64%
people employed by has jumped on average 3% points each year, but it accelerated during the pandemic in 2020 and 2021 when it
120Mn MSMES
when using digital or
e-commerce channels
increased by 5% points per year due to surge in consumer demand.

The overall share of digital media in global ad spending continues to be on the rise and accounted for 55.3%
(USD 394 billion) in 2022. It is expected to increase to 57.1% in 2023 with over 70% of spending allocated
of goods or services procured
$40Bn
share of contribution to to programmatic advertising. Given increasing emphasis on performance and measurable outcomes, global
30% India’s GDP by MSMEs
from MSMEs via online
Government e-Marketplace
programmatic ad spend is expected to grow by 17.9% in 2023.

812
3. New-Age Startups 777
714 741
661
India’s fast-growing startup culture has played a pivotal role to drive innovation and contributed meaningfully
to the overall growth of digital economy. Additionally, the government’s support through policies and initiatives 55.3% 57.1% 58.2% 59.5%
such as Digital India, Make in India and Startup India created an enabling environment for the digital ecosystem. 52.5%
In 2022, India became the world’s third-largest hub for unicorn companies, with 108 unicorn firms. Most of
these unicorns (98%) are digital-first companies, indicating a promising future for India’s digital economy.
2021 2022F 2023F 2024F 2025F
Investor confidence and interest in India remains strong despite short-term headwinds, with deal value
surpassed USD 60 billion for a third consecutive year Total Advertising (USD Bn) Digital Advertising Share

Resilience
Covid-19 Watershed in face of Within digital, mobile advertising accounted for a considerable and growing chunk of the digital ad spends
Early Innings Growth Stage Impact Year headwinds in 2022. With significant increase in consumers adoption of mobile, engrained mobile habits, on-demand
content consumption, gaming and short video platforms, mobile advertising landscape continued to rapidly
Megadeal investmenst 69.8 evolve, powering advertisers to target deeper funnel audiences with increased ROI. Thus, ad dollars continued
made in 2020 in Jio & Reliance to flow to mobile as the primary channel for engaging consumers online.
Annual PE and VC investments

62.2
retail of over USD 27 Bn 61.6
As another digital touchpoint, Connected TV (CTV) in particular witnessed significant growth of 23.7% y-o-y
45.1 in 2022. While linear television remains a major advertising platform, brands are recognizing the need to
include CTV to effectively reach younger audiences and maximize their reach. As a targeted and measurable
in India USD billion

advertising platform, CTV complements the omnichannel digital strategy, allowing brands to optimize their
22.9 26.8 26.3 campaigns and effectively engage their desired audience.
15.1 16.8
11.8 Indian Digital Advertising Market

India’s digital economy is geared up towards reaching a milestone of USD 1 trillion by 2030. This generational
leap is revolutionizing Indian digital advertising ecosystem and digital ad spends are projected to reach USD
2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 6.61 billion in 2024, up from USD 3.85 billion in 2022. India is one of the select markets in the world where
digital advertising spends continue to grow at a rapid pace.
Number
696 810 1433 976 700 785 1,051 1,106 2,067 2,046
of Deals
The improving digital infrastructure has accelerated the growth of digital advertising share from 29% in
2021 to 35% in 2022 and it is expected to increase further to 45% in 2024. This growth is attributed to the
Source: [Link] Report titled “State of Mobile”, 2023; Ericsson Mobility Report Business Review 2023 and June consistent improvement in digital infrastructure, government’s push to boost the digital economy, growing
2023 edition; GSMA Report titled “The Mobile Economy 2023”; World Economic Forum blog titled “The Digital internet penetration, rise in smartphone adoption, innovation in mobile technologies and increased adoption
Economy”, August 2022; India: Economic Survey 2022-23; Google, Temasek and Bain & Company Report titled of digital payments.
“India e-Conomy Report” 2023; ONDC Report titled “Democratising digital commerce in India”, May 2023

80 81
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Share of digital advertising in India Unique Revenue Model

45% We primarily earn revenue from our Consumer Platform on a Cost Per Converted User (“CPCU”) basis, which
40% comprises user conversions based on consumer acquisition and transaction models. Our revenue model is
35% largely driven by performance marketing spends of advertisers, which has milestone-based payments based
29% on the achieved outcomes.
26%
20%
17%

Advertisers pay Affle buys inventory


Affle on CPCU basis from app publishers
2018 2019 2020 2021 2022 2023F 2024F to drive outcomes on CPM basis
Gross
Margin

$ Cost
Mobile advertising continues to play a significant role in the growth of the digital advertising segment
and the rise of M-commerce. This is primarily due to the widespread adoption of smartphones, increased Revenue
screen time, affordable data packages and proliferation of mass market mobile apps. Additionally, higher
penetration of social media, e-commerce, gaming, OTT platforms and emerging technologies like virtual Cost Per Converted User
reality/mixed reality are expected to further enhance the impact and reach of mobile advertising. Inventory Cost Data Cost
(CPCU) Platform Cost + Cloud
Cost per Impression
(CPM) x Number of Hosting Charges (Net)
# Converted Users x
Impressions
Average CPCU
Sources: Dentsu Report titled “2023 Global Ad Spend Forecast”; Denstu Report titled “Digital Advertising
in India”, 2023; Google, Temasek and Bain & Company Report titled “India e-Conomy Report” 2023; ONDC
Report titled “Democratising Digital Commerce in India”, May 2023

Our CPCU revenue for FY2022-23 on a consolidated basis was Rs. 13,175 million, a y-o-y growth of 35.3%
BUSINESS REVIEW and it contributed 91.9% to our Revenue from contracts with customers. Our Consumer Platform also earns
2. Enterprise Platform: Provides end-to- revenue through brand awareness type advertising, further combined with the revenue from our enterprise
Affle is a global technology company with a end solutions for enterprises to enhance platform (jointly categorized as non-CPCU business), which contributed 8.1% to our Revenue from contracts
proprietary consumer intelligence platform their engagement with mobile users, such with customers in FY2022-23.
that delivers consumer recommendations and as developing Apps, enabling offline to
conversions through relevant Mobile Advertising. online commerce for offline businesses
Affle powers unique and integrated consumer with e-commerce aspirations and providing CPCU vs. Non-CPCU Revenue (FY2022-23)* FY2022-23 Average Users
journeys for marketers to drive high ROI, enterprise-grade data analytics for online and
CPCU Revenue = CPCU x Converted
measurable outcome-led advertising through its offline companies.
Affle2.0 Consumer Platform Stack which includes
Appnext, Jampp, MAAS, mediasmart, RevX, Vizury CPCU Non-CPCU
and YouAppi. Revenue Break-up (FY2022-23)* Rs. 13,175 Mn = Rs. 51.3 x 256.8 Mn
91.9% 8.1%

The Company operates through two business *CPCU data is unaudited and on a Consolidated
platforms: Consumer Enterprise Basis
Platform Platform *On a Consolidated Basis
1. Consumer Platform: Delivers user acquisitions,
99.3% 0.7%
recommendations and conversions through
relevant mobile advertising for leading brands
and B2C companies globally. Our Consumer
Platform primarily provides the following *On a Consolidated Basis
services: (1) new consumer conversions
(acquisitions, recommendations, engagements
and transactions); (2) retargeting existing
consumers, taking them closer to transactions;
and (3) online to offline (“O2O”) engagements
that convert online consumer engagement into
measurable in-store walk-ins.

82 83
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

CONSOLIDATED FINANCIAL RESULTS CONSOLIDATED RESULTS OF OPERATIONS (P&L)

In Rs. million FY2022-23 FY2021-22 Change (%) Revenue Profile


Revenue from contracts with customers 14,339.56 10,816.56 32.6%
Our Revenue from contracts with customers comprises of (a) Revenue from Consumer Platform and (b)
Revenue from Enterprise Platform.
Inventory and data costs 8,843.32 6,789.26 30.3%
Employee benefits expenses 1,872.14 1,296.06 44.4% In Rs. million FY2022-23 FY2021-22 Change (%)
Other expenses 736.46 600.01 22.7% Consumer Platform 14,233.89 10,722.55 32.7%
Add: Liabilities written back (other operating income) 42.06 3.76 Enterprise Platform 105.67 94.01 12.4%
EBITDA 2,929.70 2,134.99 37.2% Revenue from contracts with customers 14,339.56 10,816.56 32.6%
% EBITDA Margin 20.4% 19.7%
Revenue from our Consumer Platform increased by 32.7% y-o-y primarily on account of our ROI-driven CPCU
Depreciation and amortisation expenses 494.18 324.40
business model which continued to be well recognized by advertisers resulting in higher business wins from
Finance costs 114.08 70.77 both existing and new customers across the industry verticals.
Other income (Excl. Liabilities written back, if any) 501.18 712.99 (29.7%)
Profit Before Tax and Share of (loss) of an associate 2,822.62 2,452.81 15.1% Our total revenue consists of (a) Revenue from contracts with customers and (b) Other income.
Share of (loss) of an associate (7.11) (4.85)
Profit Before Tax (PBT) 2,815.51 2,447.96 15.0% In Rs. million FY2022-23 FY2021-22 Change (%)
Less: Total tax 360.85 301.04 Revenue from contracts with customers 14,339.56 10,816.56 32.6%
Less: Non-controlling interest 8.77 8.14 Other income 543.24 716.75 (24.2)%
Profit After Tax (PAT) net of non-controlling interest 2,445.89 2,138.78 14.4% Total revenue 14,882.80 11,533.31 29.0%
% PAT Margin 16.4% 18.5%
The Company reported Revenue from contracts with customers of Rs. 14,339.56 million and total revenue of
Normalized PAT (net of non-controlling interest) 2,453.00 1,833.57 33.8%
Rs. 14,882.80 million in FY2022-23, an increase of 32.6% and 29.0% respectively as compared to FY2021-22.
% Normalized PAT Margin 16.5% 16.4%
Other income declined to Rs. 543.24 million in FY2022-23 as compared to Rs. 716.75 million in FY2021-22
primarily due to non-operating gain on fair value assessment of financial instruments of Rs. 350.80 million
during FY2021-22, which was nil in FY2022-23. However, this was partially offset by the increase in interest
Key Financial Ratios income on fixed deposits, gain on overnight funds and net gain on foreign exchange.

As of Total Expenses
Key Ratios March 31, 2023 March 31, 2022
Our total expenses comprise: (a) Inventory and data costs; (b) Employee benefits expenses; (c) Finance costs;
Return on Net Worth (%)* 20.0% 27.2% (d) Depreciation and amortisation expenses; and (e) Other expenses.
Return on Capital Employed (%)* 19.7% 18.5%
Total Debt/Equity (x)* 0.10x 0.20x In Rs. million FY2022-23 FY2021-22 Change (%)
Days Sales Outstanding (DSO) 89 105 Inventory and data costs 8,843.32 6,789.26 30.3%
Employee benefits expenses 1,872.14 1,296.06 44.4%
Interest Coverage Ratio (x) 21.3x 25.6x
Finance costs 114.08 70.77 61.2%
Current Ratio (x) 2.9x 2.2x
Depreciation and amortisation expense 494.18 324.40 52.3%
Diluted Earnings per Share (Rs.) 18.43 16.18
Other expenses 736.46 600.01 22.7%
*Adjusted to normalize the unutilized portion of QIP Proceeds as of March 31, 2023 Total expense 12,060.18 9,080.50 32.8%

Inventory and data costs were Rs. 8,843.32 million for FY2022-23 and is a major part of our total expenses.
Inventory and data costs as a percentage of revenue from contracts with customers stood at 61.7% in FY2022-
23 from 62.8% in FY2021-22. We continued to strategically invest in the Inventory and data costs to expand
our reach across connected devices and build deeper insights toward the next billion online shoppers.

Employee benefits expenses increased by 44.4% y-o-y, driven by our efforts to deepen access across existing
and new markets globally.

84 85
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Finance costs are comprised of: (a) interest on borrowings; (b) interest on lease liabilities; (c) interest on Other equity attributable to equity holders of the parent increased by 24.9% on a y-o-y basis. This increase
income tax; (d) bank charges; and (e) others. Our Interest Coverage Ratio (EBIT/Finance cost) stood 21.3x, was primarily driven by growth in retained earnings of 51.0% and growth in other reserves of 452.3% on a
which represents that the Company’s ability to service its interest obligations out of its operating income was y-o-y basis.
21.3 times during FY2022-23.
The growth in other reserves of 452.3% on a y-o-y basis was primarily on account of Rs. 542.92 million added
Depreciation and amortisation expense was Rs. 494.18 million for FY2022-23, an increase of 52.3% y-o-y. This due to translating the financial statements of foreign subsidiaries.
was primarily due to the increase in amortisation of software application development.
Debt Position (Short-term and Long-term Borrowings)
Other expenses for FY2022-23 were Rs. 736.46 million and represented 5.1% of our revenue from contracts
with customers vs. 5.5% in FY2021-22. As of
In Rs. million March 31, 2023 March 31, 2022
Profitability
Current borrowings 510.15 593.09

In Rs. million FY2022-23 FY2021-22 Change (%) Non-Current borrowings 520.75 891.26
A. Profit After Tax (net of non-controlling interest) 2,445.89 2,138.78 14.4% Total Debt 1,030.90 1,484.35
Total Debt/Equity(x)* 0.10x 0.20x
1. Other Income
(Excl. liabilities written back) comprises:
*Adjusted to normalize the unutilized portion of QIP Proceeds as of respective financial year end.
a. Gain on fair valuation of financial instruments - 350.80
b. Other income in ordinary course of business 501.18 362.20 Total debt for the Company as of March 31, 2023 was Rs. 1,030.90 million and the debt-to-equity ratio was
2. Tax outgo on gain on financial instruments - 40.73 0.10x as of March 31, 2023 as compared to 0.20x as of March 31, 2022. The decrease in Company’s debt was
primarily on account of repayment of loans amounting to Rs. 453.45 million during FY2022-23.
3. Share of (loss) of an associate (7.11) (4.85)
B. Normalized PAT (net of non-controlling interest) 2,453.00 1,833.57 33.8% Assets Position (Line items with significant changes)
% Normalized PAT Margin 16.5% 16.4%
As of
Profit before tax was Rs. 2,815.51 million in FY2022-23 as compared to Rs. 2,447.96 million in FY2021-22, an
increase of 15.0% y-o-y. In Rs. million March 31, 2023 March 31, 2022
Current assets (key line items)
Profit attributable to equity holders of the parent (i.e. Profit after tax net of non-controlling interest) registered Cash & cash equivalent and Other bank balance (combined) 6,457.08 6,046.19
a growth of 14.4% on a y-o-y basis and was Rs. 2,445.89 million for FY2022-23 as compared to Rs. 2,138.78
Trade receivables 2,452.45 2,347.11
million in FY2021-22. This profit has been further normalized to exclude the impact of non-operating gain on
fair value assessment of financial instruments and the related tax impact. Our Normalized PAT stood at Rs. Investment held for sale 1,338.33 -
2,453.00 million in FY2022-23 as compared to Rs. 1,833.57 million in FY2021-22, a y-o-y growth of 33.8%. Contract assets (unbilled revenue) 1,035.72 757.90
Other financial assets (current) 94.28 46.52
CONSOLIDATED FINANCIAL POSITION (BALANCE SHEET)
Non-current assets (key line items)
Total Shareholders’ Equity Goodwill 6,640.01 6,162.97
Intangible assets 1,163.29 804.05
As of Intangible assets under development 485.18 422.21
In Rs. million March 31, 2023 March 31, 2022
Investment in an associate - 1,345.44
Equity share capital 266.35 266.50
Other equity attributable to equity holders of the parent 14,384.16 11,514.65 Cash & cash equivalent and Other bank balance increased to Rs. 6,457.08 million as of March 31, 2023 from
Rs. 6,046.19 million as of March 31, 2022 on account of net cash generated from operations, partially offset
Non-controlling interests 21.15 12.38
by cash utilised in repayment of loans, payment of contingent incremental consideration and investment in
Total equity 14,671.66 11,793.53 internally generated software.

The paid-up equity share capital of the Company as of March 31, 2023 was Rs. 266.35 million comprising Trade receivables increased to Rs. 2,452.45 million as of March 31, 2023 from Rs. 2,347.11 million as of March
133,251,060 equity shares of face value Rs. 2/- each. The difference in the paid-up equity share capital of the 31, 2022, primarily due the growth in our revenues from contracts with customers.
Company for the year under review as compared to the previous year was on account of treasury shares acquired
by the Company’s ESOS Trust from the secondary market. The par value of treasury shares was reduced from Contract assets comprises revenue that is not yet billed to customers. The contract assets as a percentage of
paid-up equity share capital and the corresponding premium reduced from Securities premium, to be stated as revenue from contracts with customers was 7.2% for FY2022-23 as compared to 7.0% in FY2021-22.
a separate line item of ‘Treasury shares’, as per applicable accounting standard. For further details, refer to our
Consolidated statement of changes in equity on pages 201-203 for the year ended March 31, 2023.

86 87
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Other financial assets (current) increased during appoint its nominee as a director on the Board This increase was primarily driven by (a) Increase INTERNAL CONTROL SYSTEMS AND THEIR
the year under review primarily on account of of Bobble, which was duly exercised. Given the in Profit before tax adjusted for gain on fair value ADEQUACY
interest accrued but not due on fixed deposits in shareholding of 17% on such date and the board assessment of financial instruments, other non-cash
FY2022-23. seat, the Company had considered Bobble as items such as (depreciation, amortisation expense, Affle has well-established Internal Control Systems,
an associate over which it was deemed to have unrealised foreign exchange loss/(gain), Interest commensurate with the size, scale and nature of its
Goodwill increased to Rs. 6,640.01 million as significant influence. income and more), and adjusted for changes in operations. Stringent controls and processes are in
of March 31, 2023 from Rs. 6,162.97 million as of working capital and taxes; (b) lower outgo on place to monitor and control our operations across
March 31, 2022, on account of foreign exchange However, during the year under review i.e. Acquisition of a subsidiary; (c) lower outgo on the markets we operate in. These controls have
differences on restatement of balances as at March FY2022-23, the Company in its board meeting, Investments in bank deposits (having original been designed to provide reasonable assurance
31, 2023. had authorized the management to either divest maturity of more than three months); (d) nil outgo with regard to maintaining of proper accounting
or invest further in Bobble. Accordingly, the on Investment in associate; (e) Interest received on controls for ensuring the reliability of financial
Intangible assets and Intangible assets under management decided to classify the investment in bank deposits; (f) Gain/Loss on overnight funds; reporting, monitoring of operations, protecting
development (combined) increased to Rs. 1,648.47 Bobble as held for sale in accordance with Ind AS and (g) lower outgo on Repayment of borrowings. assets from unauthorized use or losses and
million as of March 31, 2023 from Rs. 1,226.26 105 considering a possibility of divestment. Bobble compliance with applicable regulations.
million as of March 31, 2022 primarily due to Rs. ceased to be an associate of the Company w.e.f However, the above increase was partially offset
710.36 million added on account of new technology May 14, 2022, and the investment in Bobble has by (a) higher outgo on Purchase of property, The Company has appointed Mazars Advisory
modules developed or under development phase. been disclosed as an investment held for sale as of plant and equipment, intangible assets including LLP as Internal Auditors, an outside independent
This increase was partially offset by the amortisation March 31, 2023. The Company holds 26.24% stake intangible assets under development; (b) lower agency to conduct the internal audit to ensure
of other intangible assets amounting to Rs. 465.11 on fully diluted basis in Bobble. value of Redemption of bank deposits (having the adequacy of an internal control system,
million charged during FY2022-23. original maturity of more than three months); compliance of rules and regulations applicable to
Hence, the decrease in Investment in an associate (c) nil Proceeds from sale of investment; (d) no the Company and adherence to the management
- Investment in Talent Unlimited Online Services was on account of its reclassification under the Proceeds from borrowings; and (e) Purchase of policies. To maintain its independence, the Internal
Private Limited (“Bobble”) Current assets as an Investment held for sale of treasury shares. Auditor reports to the Audit Committee chaired by
Rs. 1,338.33 million (adjusted for share of loss of an Independent Director of the Board. The internal
During the previous year FY2021-22, w.e.f. January associate of Rs. 7.11 million for the period of April ACQUISITION UPDATE (Recent Event) Audit team conducts quarterly audits, which
1, 2022, the Company had received the right to 1, 2022 to May 14, 2022), during the year under include a review of the operating effectiveness
review. On May 24, 2023, the Company through its of internal controls. Based on the report of the
subsidiaries (“Affle”), announced the signing of a Internal Auditor, reviewed quarterly by the Audit
definitive agreement to acquire 100% ownership of Committee, process owners undertake corrective
LIQUIDITY AND CAPITAL RESOURCES (CONSOLIDATED)
YouAppi, a global gaming focused programmatic action in their respective areas and thereby
mobile app marketing platform. strengthen the controls.
Cash Flows Position
Key Transaction Details: The Risk Management Committee oversees the
Net Cash generated from / (used in) (In Rs. million) FY2022-23 FY2021-22 overall process of risk management throughout the
a. Operating activities 2,603.03 2,059.83 • Acquirer: Affle International Pte. Ltd., a wholly- organization. Business Heads and Support Function
owned Singapore subsidiary of the Company Heads are also responsible for establishing effective
b. Investing activities (1,974.32) (5,559.19)
• 100% ownership of YouAppi Inc., USA internal controls within their respective functions.
c. Financing activities (590.45) 6,149.72 (“YouAppi”) The Company’s business units and corporate
Net change in cash and cash equivalent (a+b+c) 38.26 2,650.36 • Total consideration of USD 45 million functions address risks through an institutionalized
• Upfront cash consideration of USD 35.44 million approach aligned to the Company’s objectives.
Net foreign exchange difference 109.25 21.31
• Contingent incremental consideration of USD
Impact of reinstatement of overnight funds 9.46 - 9.56 million HUMAN RESOURCES REVIEW
Cash and cash equivalent as at the beginning of year 3,163.16 491.49
YouAppi Inc. was incorporated in USA in 2011 and We continue to expand the horizon of our
Total Cash and cash equivalent as at the end of year 3,320.13 3,163.16
they have a strong ground presence with teams technology, products, offerings and our aspiration
(excluding Other bank balance)
based out of USA, Israel and Japan. YouAppi delivers to achieve even higher milestones with each
a comprehensive range of programmatic mobile passing year. We immensely value the contribution
Our liquidity requirements arise principally from our operating activities, working capital needs and investment
app marketing solutions with real-time results of our human resources to drive our vision forward.
activities (primarily acquisition of businesses and strategic investments).
optimization for the gaming industry globally. We are committed to nurturing an environment
YouAppi’s programmatic mobile app marketing that promotes inclusive growth and drives thought
Our net cash flows generated from operating activities were Rs. 2,603.03 million and Rs. 2,059.83 million
platform deploys AI & ML-powered proprietary leadership. To achieve this goal, we have developed
during FY2022-23 and FY2021-22, respectively.
technology with sophisticated algorithms and a comprehensive human resource strategy that
granular audience segmentation for many of the encompasses various essential elements of human
Our cash and cash equivalent as of March 31, 2023 (excluding Other bank balance) was Rs. 3,320.13 million, as
global companies. resource development. These include (i) adoption
compared to Rs. 3,163.16 million as of March 31, 2022.
of fair and ethical business practices; (ii) promotion

88 89
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

of workforce diversity and inclusiveness; (iii) THREATS, RISKS & CONCERNS We have grown in scale significantly and have a well-defined Affle2.0 strategic roadmap for organic and
evolution of performance-based compensation inorganic growth:
packages to attract and retain the talent; (iv) As a global company, Affle may be exposed to a
implementation of rewards & recognition programs range of external as well as internal risks that can
to inspire and encourage a culture of excellence have an impact on its performance. In order to
and continuous improvement; and (v) delivery of efficiently manage these, we have built a strong Affle 2.0 growth plan anchored on Invest in to develop and
continuous learning and development programs risk management framework which includes 2Vs – Vernacular and Verticalization continuously enhance technological
to improve technical, functional and managerial identification of the identified risks, their impact and 2Os – mobile OEMs and and IP capabilities
competence. By implementing these key aspects and our mitigation strategy. You should carefully Operator partnerships
of our human resource strategy, we aim to create consider these risks and all other information in the
an environment that nurtures talent, fosters growth Annual Report. Any of these risks could adversely
and drives excellence within our organization. affect our business, operating results, financial
condition and prospects.
As of March 31, 2023, our total employee count Penetrate further in emerging Continue to develop solutions
(including contractual and full-time consultant Further details on the risks and our risk markets with a verticalized focus powering futuristic use cases and
workforce) on a consolidated basis was 562, management approach, are available on pages on delivering deeper conversions address key industry challenges
with 178 employed in Technology, 168 employed 62-67 of this integrated annual report. across industry verticals
in Data Platforms and Operations, 126 employed
in Sales and Marketing, 74 employed in General GROWTH STRATEGY AND OUTLOOK
Administration and 16 in the Management team.
Of the total 562 employees, 63.7% were men and Affle is anchored in India - our dominant and largest Expand the scope of products from Continue to selectively pursue
36.3% were women employees. market, and in international markets particularly just mobile to connected devices consolidation opportunities
emerging markets including South East Asia, Middle mapping consumers
Affle strives to provides a workplace environment East & Africa and Latin America, where we have a end-to-end digital journey
that is safe, hygienic, humane and offers dignified strong on-ground presence. We are also investing
workplace environment for our employees. During our resources to expand in developed markets in
the year, the company conducted various training certain high growth verticals such as gaming, etc.,
sessions, covering topics such as Prevention leveraging our unique CPCU business model to Enhance revenue from existing and
of Sexual Harassment, Human Rights, Anti- offer a one-stop ROI driven solution for advertisers new customers and strategically
Corruption and Anti-Bribery. Affle believes in to engage and re-engage with their consumers, invest in inventory and data cost to
providing equal opportunities and fostering an spanning across the users’ digital journey. reach the next billion shoppers on
inclusive culture where employees are valued connected devices
and treated with respect, resulting in enhanced
creativity, productivity, innovation and overall
business performance. To support technical skill CAUTIONARY STATEMENT
development of certain departments, the company
offered NetSuite Training in multiple languages, Certain statements in this Management Discussion and Analysis Report concerning the future growth
including English, Spanish and Portuguese. prospects are forward-looking statements, which involve a number of risks and uncertainties that could cause
Additionally, Affle conducted various training actual results to differ materially from those in such forward-looking statements. The risks and uncertainties
programs such as Web Development Bootcamp, relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in
Practical Accounting and Digital Product earnings, ability to manage growth, intense competition in our industry including those factors which may
Management to empower employees with relevant affect company’s cost advantage, seasonality of business, wage increases, company’s ability to attract and
skills. To ensure well-being of our employees, we retain highly skilled professionals, time and cost overruns on fixed-price, client concentration, company’s
continued to support them through Affle Care ability to manage its international operations, company’s ability to successfully complete and integrate
Program which was launched in FY2021-22 as an potential acquisitions, liability for damages on company’s contracts, the success of the companies in which
organization-wide holistic initiative to promote Affle has made strategic investments, political instability, legal restrictions on raising capital or acquiring
the overall well-being of all Afflers and their companies outside India, and unauthorized use of our intellectual property and general economic conditions
families 24x7 through consistent, free support and affecting our industry or the global economy.
impactful counseling.

Further details on our human capital are available


on pages 48-53 of this integrated annual report.

90 91
*GRI 2-23, 2-24, 205-2, 404-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

DIRECTORS’
REVIEW OF OPERATIONS On a standalone basis, the Company had no debt as
of March 31, 2023 and total cash & cash equivalent
Consolidated Financial Review (including ‘other bank balance’) was Rs. 4,830.49

REPORT
million as of March 31, 2023.
During the year under review, the Company
reported Revenue from contracts with customers DIVIDEND
of Rs. 14,339.56 million, a y-o-y increase of 32.6%
from Rs. 10,816.56 million in the previous financial The Directors wish to invest the profits back into
year. The Company reported total income of Rs. the Company for further growth and expansion,
14,882.80 million, a y-o-y increase of 29.0% from and therefore do not recommend any dividend for
Rs. 11,533.31 million in the previous financial year. FY2022-23.
Profit before tax registered a growth of 15.0%
Dear Member(s), to stand at Rs. 2,815.51 million for the year under TRANSFER TO RESERVES
review as compared to Rs. 2,447.96 million in the
The Board of Directors hereby submits the Report of the business and operations of Affle (India) Limited previous financial year. Profit after tax attributable The Company did not transfer any amount to the
(“Affle” or the “Company”), along with the audited financial statements, for the financial year ended March to equity holders of the parent (after adjusting general reserve during the year.
31, 2023. for non-controlling interests) registered a growth
of 14.4% to stand at Rs. 2,445.89 million for the MATERIAL CHANGE AND COMMITMENT
The results of operations for the year under review are given below: year under review as compared to Rs. 2,138.78 AFFECTING THE FINANCIAL POSITION OF THE
million in the previous financial year. However, the COMPANY OCCURRED BETWEEN THE END
FINANCIAL HIGHLIGHTS Company’s profit after tax in the previous financial OF THE FINANCIAL YEAR TO WHICH THESE
(in Rs. million) year i.e. FY2021-22, included non-operating gain on FINANCIAL STATEMENTS RELATE AND THE
Consolidated Standalone fair valuation of financial instruments amounting DATE OF THE REPORT
Particulars to Rs. 310.06 million (net of taxes). Excluding this
FY2022-23 FY2021-22 FY2022-23 FY2021-22
impact, the profit after tax attributable to equity No material change and commitment affecting the
Revenue from contracts with customers 14,339.56 10,816.56 4,947.97 3,975.21 holders of the parent for the year under review, financial position of the Company has occurred
Other income 543.24 716.75 225.69 311.82 registered a growth of 33.8% as compared to the between the end of the financial year to which
Total income 14,882.80 11,533.31 5,173.66 4,287.03 previous financial year. these financial statements relate and the date of
Total expenses 12,060.18 9,080.50 4,273.25 3,528.81 the report.
Total debt for the Company was Rs. 1,030.90
Profit before share of loss of an associate 2,822.62 2,452.81 900.41 758.22
million as of March 31, 2023 and total cash & cash CHANGE IN NATURE OF BUSINESS OF THE
and tax
equivalent (including ‘other bank balance’) was Rs. COMPANY
Share of loss of an associate (7.11) (4.85) - - 6,457.08 million as of March 31, 2023.
Profit before tax 2,815.51 2,447.96 900.41 758.22 There was no change in the nature of business of
Less: Current tax 371.12 285.41 237.50 179.71 The Company generated cash flows from the Company.
Less: Deferred tax (credit) / charge (10.27) 15.63 (5.87) 13.03 operations of Rs. 2,603.03 million during the
year, a growth of 26.4% from Rs. 2,059.83 million SHARE CAPITAL
Profit for the year 2,454.66 2,146.92 668.78 565.48
generated in the previous financial year.
Other comprehensive income / (loss) net 438.50 114.81 (0.65) 0.27 The Authorised Share Capital of the Company
of income tax Standalone Financial Review is Rs. 300,000,000/- divided into 150,000,000
Total comprehensive income for the year 2,893.16 2,261.73 668.13 565.75 equity shares of face value Rs. 2/- each and the
Non-controlling interests 8.77 8.14 - - During the year under review, the Company Paid-up Share Capital of the Company is Rs.
reported Revenue from contracts with customers 266,502,120 divided into 133,251,060 equity shares
Profit for the year attributable to equity 2,445.89 2,138.78 668.78 565.48
of Rs. 4,947.97 million, a y-o-y increase of 24.5% of face value Rs. 2/- each.
holders of the parent
from Rs. 3,975.21 million in the previous financial
Total comprehensive income for the year 2,884.39 2,253.59 668.13 565.75 year. The Company reported total income of Rs. FINANCIAL STATEMENTS OF SUBSIDIARIES AND
attributable to equity holders of the parent 5,173.66 million, a y-o-y increase of 20.7% from ASSOCIATES
Earnings per equity share – Face value of Rs. 4,287.03 million in the previous financial year.
18.43 16.18 5.02 4.26
Rs. 2/- each Profit before tax stood at Rs. 900.41 million for A statement containing the salient features of
the year under review as compared to Rs. 758.22 the financial statements of the subsidiaries in the
million in the previous financial year. Profit after prescribed Form AOC-1 is annexed to this Report
tax stood at Rs. 668.78 million for the year under as Annexure I.
review as compared to Rs. 565.48 million in the
previous financial year.

92 93
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

CORPORATE GOVERNANCE policy is available under investor relations section S. POLICY ON DIRECTORS’ APPOINTMENT AND
on the website of the Company at [Link] Name of the Director Designation REMUNERATION
No.
In terms of Regulation 34 of the SEBI (Listing [Link].
Obligations and Disclosure Requirements) Mr. Elad Shmuel Non-Executive The Nomination & Remuneration Committee has framed
1.
Regulations, 2015 (“Listing Regulations”), a ADEQUACY OF INTERNAL FINANCIAL Natanson Director a policy for selection and appointment of Directors
separate section on “Corporate Governance” with CONTROLS WITH REFERENCE TO FINANCIAL 2. Ms. Lay See Tan Independent Director including determining qualifications and independence
a detailed Report on Corporate Governance forms STATEMENTS Ms. Noelia Amoedo Non-Executive of a Director, Key Managerial Personnel (KMP), Senior
part of this Annual Report. 3. Management Personnel and their remuneration as part
Casqueiro Director
The Company has in place adequate internal of its charter and other matters provided under Section
4. Mr. Vipul Kedia Executive Director
MANAGEMENT DISCUSSION & ANALYSIS financial controls with reference to financial 178(3) of the Companies Act, 2013.
statements. During the year under review, such
The Management Discussion & Analysis Report for controls were tested and no reportable material Further, designation of Mr. Anuj Kumar has been Pursuant to Section 134(3) of the Companies Act,
the year under review as stipulated under Listing weakness in the design or operation was observed. changed to Non-Executive Director with effect 2013, the Nomination & Remuneration Policy of the
Regulations is presented separately as part of this from July 01, 2022. Company which lays down the criteria for determining
Annual Report. PARTICULARS OF LOANS, GUARANTEES OR qualifications, competencies, positive attributes and
INVESTMENTS MADE UNDER SECTION 186 OF The Board took note of the resignation of Ms. Mei independence for appointment of Directors and policies
NUMBER OF MEETINGS OF THE BOARD OF THE COMPANIES ACT, 2013 Theng Leong (effective from May 14, 2023) in its of the Company relating to remuneration of Directors,
DIRECTORS meeting held on May 13, 2023. KMP and Senior Management Personnel is available
Particulars of investments made by the Company under investor relations section on the Company’s
The Board of Directors of the Company met 7 in securities of other companies are set out in note Retire by Rotation website at [Link]
(Seven) times during the year under review. The 5 of the Standalone Financial Statements of the
details of the meetings of the Board including Company. In accordance with the provisions of the Companies Further, the Company also has a Board Diversity
that of its Committees are given in the Report on Act, 2013, not less than 2/3rd of the total number of Policy to assure that the Board is fully diversified
Corporate Governance forming part of this Annual During the year under review, the Company Directors (other than Independent Directors) shall and comprises of an ideal combination of Executive
Report. gave a loan of USD 10 million to its wholly owned be liable to retire by rotation out of which 1/3rd and Non-Executive Directors, including Independent
subsidiary, Affle International Pte. Ltd. (AINT), out Directors shall retire by rotation at every Annual Directors, with diverse backgrounds.
ESTABLISHMENT OF THE VIGIL MECHANISM of which USD 5 million was repaid by AINT on General Meeting. Accordingly, the details of the
August 8, 2022 and the remaining USD 5 million Director liable to retire by rotation are given at the DECLARATION FROM INDEPENDENT DIRECTORS
The Company has an effective Vigil Mechanism / was converted to equity on March 10, 2023. notice of Annual General Meeting.
Whistle Blower Policy that lays down the process The Company received declaration from Independent
for raising concerns about unethical behavior, PARTICULARS OF CONTRACTS OR Key Managerial Personnel Directors in accordance with Section 149(7) of the
actual or suspected fraud or violation of the ARRANGEMENTS WITH RELATED PARTIES Companies Act, 2013 and Listing Regulations, that he/
Company’s Code of Conduct or Ethics Policy. The During the year under review, the following persons she meets the criteria of independence as laid out in
full text of the policy is available under investor During the year under review, all contracts/ were designated as Key Managerial Personnel sub-section (6) of Section 149 of the Companies Act,
relations section on the website of the Company arrangements/transactions entered into by the of the Company pursuant to Section 2(51) and 2013 and Listing Regulations.
at [Link] Company with related parties under Section 188(1) Section 203 of the Act, read with the Rules framed
of the Companies Act, 2013 were in the ordinary thereunder: The Board confirms that Ms. Lay See Tan, who was
No complaints were received through the said course of business and on arm’s length basis. Thus, appointed as Independent Director during the year,
mechanism during the financial year ended March the transactions reported in Form AOC-2 annexed Mr. Anuj Khanna Sohum, Managing Director & fulfills the conditions with regard to integrity, expertise
31, 2023. to this Report as Annexure II are all at arm’s length Chief Executive Officer and experience (including proficiency). Ms. Lay See
basis. Tan has passed the online proficiency self-assessment
RISK MANAGEMENT POLICY Mr. Vipul Kedia, Executive Director (w.e.f. July 1, test conducted by the Indian Institute of Corporate
PUBLIC DEPOSITS 2022) Affairs (IICA).
The Company has an effective risk management
procedure, which is governed at the highest level The Company has neither invited nor accepted any Mr. Anuj Kumar, Non-Executive Director (upto PERFORMANCE EVALUATION OF THE BOARD OF
by the Board of Directors, covering the process deposits from the public falling within the preview June 30, 2022) DIRECTORS
of identifying, assessing, mitigating, reporting and of Section 73 of the Act read with the Companies
review of critical risks impacting the achievement (Acceptance of Deposits) Rules, 2014 during the Mr. Kapil Mohan Bhutani, Chief Financial & Pursuant to the provisions of the Companies Act,
of Company’s objectives or threaten its existence. year. Operations Officer 2013 and Listing Regulations, the Board carried out an
annual performance evaluation of its own performance,
To further strengthen & streamline the procedures DIRECTORS AND KEY MANAGERIAL PERSONNEL Ms. Parmita Choudhury, Company Secretary & the Directors individually, as well as the evaluation of
about risk assessment and minimization Compliance Officer the working of its Committees.
procedures, the Board of Directors has a Risk During the year under review, the following
Management Committee and has also formulated Directors were inducted on the Board of Directors The Board evaluation was conducted through
a Risk Management Policy. The full text of the of the Company with effect from July 1, 2022. questionnaire designed with qualitative parameters

94 95
*GRI 2-16, 2-25, 2-26 *GRI 2-18, 2-20
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

and feedback based on ratings. Evaluation of the The notes on financial statements referred to in the BRSR mandatory for the top 1,000 listed companies integrating improved folder installation,
Board was based on criteria such as composition Auditors’ Report are self-explanatory and do not (by market capitalization) from financial year tablet support and widget support.
and role of the Board, Board communication and call for any further comments. The Auditors’ Report 2022-2023. The Company has adopted the
relationships, functioning of Board Committees, does not contain any qualification, reservation or Business Responsibility and Sustainability Policy 4. Mediasmart: Mediasmart added supported
review of performance of Executive Directors and adverse remark except the following Emphasis of to provide enhanced disclosures on ESG practices DOOH campaigns and Programmatic
strategic planning. Matter: and priorities of the Company. Guaranteed Deals, strengthened its cross-
device tracking with an in-house solution
Evaluation of Committees was based on criteria “We draw your attention to note 39.2 of the The Business Responsibility and Sustainability and integrations with Appsflyer and Adjust,
such as adequate independence of each consolidated financial statements and note 38.1 of Report in accordance with the Listing Regulations, and enhanced video content with viewability
Committee, frequency of meetings and time the standalone financial statements, which indicate is presented separately as part of this Annual segments and measurement. Additionally, we
allocated for discussions at meetings, functioning that business combination under common control Report. launched a new Backoffice and Dashboards
of Board Committees and effectiveness of its has been accounted for using purchase method on an updated web application tech stack,
advice/recommendation to the Board. in accordance with previous GAAP resulting in INFORMATION RELATING TO ENERGY further advancing our platform’s capabilities.
recognition of goodwill amounting to INR 59.24 CONSERVATION, TECHNOLOGY ABSORPTION,
Evaluation of Directors was based on criteria such million as on March 31, 2023 as prescribed under AND FOREIGN EXCHANGE EARNINGS AND 5. DevOps Developments: Our DevOps team
as participation and contribution in Board and court scheme instead of using pooling of interest OUTGO continually improves our infrastructure costs
Committee meetings, experience and expertise method as prescribed under Ind AS 103 Business by working closely with the cloud providers
to provide feedback and guidance to top
Combinations as the approved court scheme will a. Conservation of energy to ensure that we optimize for the most
management on business strategy, governance,
prevail over applicable accounting standard. optimum costs. Also, after our certifications
risk and understanding of the organisation’s
The Company being in the mobile advertising the DevOps team has integrated these
strategy.
Our opinion is not qualified in respect of this technology business, is relatively less resource learnings into the governance and processes
matter.” intensive in terms of material inputs. However, as within Affle. The team also continually
The outcome of the Board Evaluation for the
financial year 2022-23 was discussed by the a responsible corporate entity, the Company improves our automation and security within
Independent Directors at its meeting held on SECRETARIAL AUDITORS endeavors to reduce its energy consumption by the system. In the year, we have implemented
March 25, 2023, and by the Board at its meeting tracking the consumption of resources critically. additional security checks and ensured
held on May 13, 2023. Pursuant to the provisions of Section 204 of systems adopt appropriate security for our
the Companies Act, 2013 read with Companies b. Technology absorption and innovation internal as well as 3rd party applications
INDEPENDENT DIRECTORS MEETING (Appointment and Remuneration of Managerial deployed internally and externally.
Personnel) Rules, 2014, the Company had appointed The Company innovates and enhances its
A separate meeting of Independent Directors Kiran Sharma & Co., Company Secretaries as the technology capabilities to deliver sustainable, 6. Governance and Process: Apart from our
without the attendance of Executive Directors and Secretarial Auditors of the Company to undertake profitable growth to all its shareholders. During the using ITGC (IT General Controls) audits,
members of management was held on March 25, Secretarial Audit of the Company for the FY2022- year, the Company has worked towards building during the year under review, we have:
2023. 23. The Secretarial Audit Report is annexed to this expertise in the following technology domains:
Report as Annexure III. a. Recertified by IMDA to receive
ANNUAL RETURN 1. Data Science Developments: During the accreditation of Affle’s products in
The Secretarial Audit Report does not contain any year, we continued to grow the data science Singapore government projects in May
Pursuant to Section 92(3) of the Companies qualification, reservation or adverse remark. team both organically and inorganically 2022.
Act, 2013 read with Rule 12 of the Companies through hiring. Affle, during this year, has b. Obtained DPTM (Data Protection
(Management and Administration) Rules, 2014, INTERNAL AUDITORS converted developers to data science roles Trademark) certification in June 2022.
copy of the Annual Return of the Company for the and continues to organically train developers c. Embarked on external validation of our
financial year 2022-23 prepared in accordance with Mazars Advisory LLP performs the duties of on machine learning/data science, analytics, security and privacy from a 3rd party
Section 92(1) of the Act is available on the website Internal Auditors of the Company, and their Report and statistics. Inorganically, we engaged Privisec.
of the Company at [Link] is reviewed by the Audit Committee quarterly. with cloud providers, external conferences, d. Undergone training with Singapore
pdf/2023/Annual%20Return%[Link] and external training to ramp up our Management University on Data Privacy.
DETAILS ON CORPORATE SOCIAL understanding of the latest technologies to
STATUTORY AUDITORS
RESPONSIBILITY INITIATIVES improve our margins/efficiencies. c. Foreign exchange earnings and outgo
M/s. S.R. Batliboi & Associates LLP, Chartered
The Annual Report on CSR activities of the 2. Jampp: Jampp also improved its intelligence The Foreign Exchange earned in terms of actual
Accountants (FRN:101049W / E300004), were
appointed as the Statutory Auditors of the Company in prescribed format is annexed to this with AI/ML initiatives such as Apple’s iOS inflows and the Foreign Exchange in terms of
Company in the 24th Annual General Meeting of Report as Annexure IV. 15/16 increase limited ad tracking capabilities. actual outflows, during the FY2022-23 are as
the Company for carrying out the audit of the Jampp also had a significant reduction in the follows:
financial statements of the Company for a term of BUSINESS RESPONSIBILITY AND SUSTAINIBILITY operational costs of its cloud environment. (in Rs.)
five years. REPORT (BRSR) Earnings 1,262,132,219
3. Appnext: Appnext continued improving their
Outgo 2,860,164,798
SEBI, vide its circular dated May 10, 2021, made Out-of-Box-Experience (OOBE) solution,

96 97
*GRI 2-18, 2-20
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

PARTICULARS OF EMPLOYEES The details of the employee stock options as • Jampp HQ S.A., Argentina (earlier known as REASONS THEREOF
per Rule 12 of the Companies (Share Capital and Devego S.A.) (Step-down Subsidiary with
Details of the top ten employees in terms of Debentures) Rules, 2014 and SEBI (Share Based effect from July 1, 2021) The Company has not entered into any one-time
remuneration drawn, as required under the Employee Benefits and Sweat Equity) Regulations, settlement with its creditors and has not taken
provisions of Section 197 of the Act, read with 2021 (“SBEB Regulations”) is annexed to this • Jampp Inc., USA (Step-down Subsidiary with any loan from any Banks or Financial Institutions
Rules 5(2) & 5(3) of the Companies (Appointment Report as Annexure VII and is also available on effect from July 1, 2021) during the financial year 2022-23.
and Remuneration of Managerial Personnel) Rules, our website [Link]
2014, is annexed to this Report as Annexure VI. Esop%20Disclosure%20(2022-23).pdf. • Jampp Ltd., UK (Step-down Subsidiary with DETAILS OF SIGNIFICANT AND MATERIAL
effect from July 1, 2021) ORDERS PASSED BY THE REGULATORS, COURTS
The ratio of remuneration of each Director and A certificate from the Secretarial Auditor of the AND TRIBUNALS
Key Managerial Personnel to the median of Company that the Scheme is implemented in • Jampp Veiculacao de Publicidade Limitada
employees’ remuneration, the percentage increase accordance with the SBEB Regulations shall be (Step-down Subsidiary with effect from July 1, No significant and material order has been passed
in remuneration, as required under the provisions obtained and the same would be available at 2021) by the regulators, courts, tribunals impacting the
of Section 197(12) of the Companies Act, 2013 the Annual General Meeting for inspection by going concern status and Company’s operations
read with Rule 5 of Companies (Appointment and shareholders. Talent Unlimited Online Services Private Limited in future.
Remuneration of Managerial Personnel) Rules, was held for sale effective May 14, 2022 and hence
2014 is annexed to this Report as Annexure VI. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE ceased to be an Associate Company. DIRECTORS RESPONSIBILITY STATEMENT
COMPANIES
There were no employees who were employed The Company does not have any Joint Venture as In accordance with the provisions of Section 134(5)
throughout the financial year or part thereof, by As on March 31, 2023, the Company has the on March 31, 2023. of the Companies Act, 2013, the Board hereby
himself/ herself or along with his/ her spouse and following subsidiary and step-down subsidiaries: submit its responsibility Statement:
dependent children, held more than two percent DISCLOSURE, AS TO WHETHER MAINTENANCE
of the equity shares of the Company. • Affle International Pte. Ltd., Singapore (Wholly OF COST RECORDS AS SPECIFIED BY THE a. in the preparation of the Annual Accounts, the
owned Subsidiary with effect from April 01, CENTRAL GOVERNMENT UNDER SUB-SECTION applicable accounting standards have been
Further, there are no employees posted and 2018) (1) OF SECTION 148 OF THE COMPANIES ACT, followed along with proper explanation relating
working outside India and drawing salary in excess 2013, IS REQUIRED BY THE COMPANY AND to material departures.
of the prescribed limits under the above Rules and • PT. Affle Indonesia, Indonesia (Step-down ACCORDINGLY SUCH ACCOUNTS AND RECORDS
accordingly, the statement included in this Report Subsidiary with effect from July 01, 2018) ARE MADE AND MAINTAINED b. the Directors have selected such accounting
does not contain the particulars of employees who policies and applied them consistently and
are posted and working outside India. • Affle MEA FZ-LLC, Dubai (Step-down The provisions of maintenance of cost records made judgements and estimates that are
Subsidiary with effect from April 01, 2019) as specified by the Central Government under reasonable and prudent so as to give a true and
EMPLOYEE STOCK OPTION sub-section (1) of Section 148 of the Act are not fair view of the state of affairs of the Company
• Mediasmart Mobile S.L, Spain (Step-down applicable to the Company. as at March 31, 2023 and of the profit of the
The Company believes in motivating employees Subsidiary with effect from January 22, 2020) Company for that year.
and rewarding them for their continuous hard DETAILS OF APPLICATION MADE OR
work, dedication and support, which has led the • Appnext Pte. Ltd., Singapore (Step-down ANY PROCEEDING PENDING UNDER THE c. the Directors have taken proper and sufficient
Company on the growth path. In view of the above, Subsidiary with effect from June 8, 2020) INSOLVENCY AND BANKRUPTCY CODE, 2016 care for the maintenance of adequate
pursuant to a resolution of the Board of Directors DURING THE YEAR ALONGWITH THEIR STATUS accounting records in accordance with the
passed on August 7, 2021, and the shareholders’ • Appnext Technologies Limited, Israel (Step- AS AT THE END OF THE FINANCIAL YEAR provisions of the Act for safeguarding the
approval through special resolution passed on down Subsidiary with effect from July 19, assets of the Company and for preventing and
September 23, 2021, the Company instituted 2020) During the financial year 2022-23, there was detecting fraud and other irregularities.
Affle (India) Limited Employee Stock Option no application made and proceeding initiated/
Scheme-2021 (“Scheme”). Pursuant to a Trust • Jampp (Ireland) Ltd., Ireland (Step-down pending under Insolvency and Bankruptcy Code, d. the Directors have prepared the annual
Deed dated October 28, 2021, a Trust by the name Subsidiary with effect from July 1, 2021) 2016 by the financial and/or operational Creditors accounts on a going concern basis.
“Affle (India) Limited Employees’ Welfare after against the Company.
Trust (“Trust”) has been set up for implementation • Atommica LLC, USA (Step-down Subsidiary e. the Directors have laid down internal financial
of the Scheme. The current trustee of the Trust is with effect from July 1, 2021) As on the date of this report, there is no application controls to be followed by the Company and
Axis Trustee Services Limited. or proceeding pending against the Company under that such financial controls are adequate and
• Jampp EMEA GmbH, Germany (Step-down Insolvency and Bankruptcy Code, 2016. were operating effectively.
During the year, the Nomination & Remuneration Subsidiary with effect from July 1, 2021)
Committee approved the grant of 25,057 stock DETAILS OF DIFFERENCE BETWEEN AMOUNT f. the Directors have devised proper systems to
options to eligible employees of the Company • Jampp APAC Pte. Ltd., Singapore (Step-down OF THE VALUATION DONE AT THE TIME OF ensure compliance with the provisions of all
at an exercise price of Rs. 990 with the effective Subsidiary with effect from July 1, 2021) ONE TIME SETTLEMENT AND THE VALUATION applicable laws and that such systems were
grant date being March 23, 2023. DONE WHILE TAKING LOAN FROM THE BANKS adequate and operating effectively.
OR FINANCIAL INSTITUTIONS ALONG WITH THE

98 99
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ACKNOWLEDGEMENTS ANNEXURE I
The Directors place on record their sincere thanks to the customers, employees, bankers, business associates, FORM AOC-1
consultants, various Government Authorities and other stakeholders for their continued support extended to
the Company during the year under review. Your Directors also acknowledge gratefully the shareholders for [Pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5
their support and confidence reposed on your Company. of Companies (Accounts) Rules, 2014]

For and on behalf of the Board of Directors Statement containing salient features of the financial statement of subsidiaries or
Affle (India) Limited associate companies or joint ventures

Part A: Subsidiaries
(in Rs. million)
Name of the subsidiary Affle PT. Affle Affle MEA Mediasmart Appnext Appnext
Anuj Khanna Sohum Vipul Kedia International Indonesia FZ-LLC Mobile S.L. Pte. Ltd. Technologies
Managing Director Director Pte. Ltd. Limited
& Chief Executive Officer DIN: 08234884
DIN: 01363666 Date since 01.04.2018 01.07.2018 01.04.2019 22.01.2020 08.06.2020 19.07.2020
when subsidiary
Date: May 13, 2023 Date: May 13, 2023 was acquired /
Place: Singapore Place: Gurugram incorporated
Reporting period Not Not Not Not Not January to
for the subsidiary applicable applicable applicable applicable applicable December
concerned, if different
from the holding
company’s reporting
period
Reporting currency US Dollars Indonesian US Dollars Euro US Dollars Israeli Shekel
in the case of foreign Rupiah
subsidiaries
Exchange rate as on 82.15 0.0054 82.15 89.36 82.15 22.95
the last date of the
relevant financial year
in the case of foreign
subsidiaries
Share capital 3,019.13 24.81 1.12 11.11 1.64 0.02
Reserves and surplus 1,093.58 29.13 3,136.43 50.75 468.49 18.17
Total assets 6,820.93 137.74 3,085.11 247.25 1,063.04 72.21
Total liabilities 6,820.93 137.74 3,085.11 247.25 1,063.04 72.21
Investments 5,676.88 - - - - -
Turnover 2,139.59 221.67 3,070.28 703.99 2,419.06 442.02
Profit before taxation 92.09 9.97 1,213.67 12.61 208.16 15.95
Provision for taxation 15.02 0.53 - 3.15 36.03 3.68
Profit after taxation 77.07 9.44 1,213.67 9.45 172.12 12.27
Proposed Dividend - - - - - -
Extent of shareholding 100% 100% 100% 100% 95% 100%
(in percentage)

100 101
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

(in Rs. million) Part B: Associates and Joint Ventures


Name of the Jampp Jampp Atommica Jampp Jampp Jampp Jampp Jampp
subsidiary (Ireland) Ltd. LLC EMEA APAC Pte. Inc HQ S.A. Veiculacao Statement pursuant to Section 129(3) of the Companies Act, 2013 related to
Limited GmbH Ltd. (earlier de Associate Companies and Joint Ventures
known as Publicade
Devego Ltd. Name of Associate/Joint Ventures -
S.A.)
Latest audited Balance Sheet Date -
Date since 01.07.2021 01.07.2021 01.07.2021 01.07.2021 01.07.2021 01.07.2021 01.07.2021 01.07.2021
when Date on which the Associate/Joint Ventures was associated or acquired -
subsidiary was Shares of Associate/Joint Ventures held by the Company on the year end -
acquired / Amount of Investment in Associate/Joint Ventures -
incorporated
Extent of Holding (in percentage) -
Reporting Not Not January to January to Not Not January to January to
period for the applicable applicable December December applicable applicable December December Description of how there is significant influence -
subsidiary Reason why the Associate/Joint Ventures is not consolidated -
concerned, if Networth attributable to shareholding as per latest Balance Sheet -
different from Profit or Loss for the year / period -
the holding
company’s i. Considered in Consolidation -
reporting period ii. Not considered in Consolidation -
Reporting US Great US Euro Singapore US Argentinian Brazilian
currency in the Dollars British Dollars Dollar Dollars Peso Real Notes:
case of foreign Pound 1. Talent Unlimited Online Services Private Limited ceased to be an Associate with effect from May 14, 2022.
subsidiaries 2. As on March 31, 2023, the Company had no Associate or Joint Venture.
Exchange 82.15 101.49 82.15 89.36 82.15 82.15 0.39 16.05
rate as on the
last date of For and on behalf of the Board of Directors
the relevant Affle (India) Limited
financial year CIN No: L65990DL1994PLC408172
in the case
of foreign
subsidiaries Anuj Khanna Sohum Vipul Kedia
Share capital 0.12 409.49 - 2.45 0.00 - 64.77 0.68 Managing Director Director
Reserves and 665.24 (314.38) - (0.35) 8.14 109.13 83.82 208.56 & Chief Executive Officer DIN: 08234884
surplus DIN: 01363666
Total assets 666.44 282.34 - 2.09 13.96 595.04 165.89 156.70
Total liabilities 666.44 282.34 - 2.09 13.96 595.04 165.89 156.70
Kapil Mohan Bhutani Parmita Choudhury
Investments 552.68 63.28 - - - - - -
Chief Financial & Operations Officer Company Secretary
Turnover - 1,362.74 - - 55.41 3,566.07 379.53 461.95 Membership No.: 26261
Profit before 3.54 64.05 - (0.12) 3.34 22.25 (7.20) 388.72
taxation
Provision for 0.24 5.35 - - 0.38 5.92 0.23 58.74
taxation
Profit after 3.30 58.70 - (0.12) 2.96 16.33 (7.43) 329.98
taxation
Proposed - - - - - - - -
Dividend
Extent of 100% 100% 100% 100% 100% 100% 100% 100%
shareholding
(in percentage)

Notes:
1. Names of subsidiaries which are yet to commence operations: None
2. Names of subsidiaries which have been liquidated or sold during the year: None

102 103
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ANNEXURE II ANNEXURE III iii. The Depositories Act, 1996 and the regulations
and Bye-laws framed thereunder to the extent
FORM NO. AOC-2 SECRETARIAL AUDIT REPORT of Regulation 76 of Securities and Exchange
Board of India (Depositories and Participants)
[Pursuant to clause (h) of sub-section (3) of Section 134 of the Act and Rule 8(2) For the financial year ended March 31, 2023 Regulations, 2018;
of the Companies (Accounts) Rules, 2014]
[Pursuant to Section 204(1) of the Companies iv. Foreign Exchange Management Act, 1999 and
1. Details of contracts or arrangements or transactions not at arm’s length basis. Act, 2013 and Rule No.9 of the Companies the rules and regulations made thereunder
(Appointment and Remuneration Personnel) to the extent of Foreign Direct Investment,
There were no contracts or arrangements or transactions entered into during the year ended March 31, Rules, 2014] Overseas Direct Investment and External
2023, which were not at arm’s length basis. Commercial Borrowings;
To,
2. Details of contracts or arrangements or transactions at arm’s length basis. The Members v. The following Regulations and Guidelines
Affle (India) Limited prescribed under the Securities and Exchange
Name of the related Nature of Duration of the Nature of Amount A47 Lower Ground Floor, Board of India Act, 1992 (‘SEBI Act’):
party relationship contracts/ transaction (in Rs. Hauz Khas, Off Amar Bhawan,
arrangements/ million) New Delhi-110016 a. The Securities and Exchange Board of
transaction India (Substantial Acquisition of Shares and
I have conducted the secretarial audit of the Takeovers) Regulations, 2011;
Affle International Pte. Wholly owned Not applicable Rendering of service 151.01 b. The Securities and Exchange Board of India
compliance of applicable statutory provisions and
Ltd. subsidiary by the Company (Prohibition of Insider Trading) Regulations,
the adherence to good corporate governance
Rendering of service to 36.04 practices by AFFLE (INDIA) LIMITED (hereinafter 2015;
the Company called the Company). Secretarial Audit was c. The Securities and Exchange Board of
Reimbursement 90.67 conducted in a manner that provided me with a India (Issue of Capital and Disclosure
of expenses to the reasonable basis for evaluating the corporate Requirements) Regulations, 2018;
Company conducts/statutory compliances and expressing d. The Securities and Exchange Board of India
Reimbursement of 334.65 my opinion thereon. (Share Based Employee Benefits and Sweat
expenses by the Equity) Regulations, 2021;
Company Based on my verification of the books, papers, e. The Securities and Exchange Board of India
minute books, forms and returns filed and other (Registrars to an Issue and Share Transfer
Investment in shares 646.31
records maintained by the Company and also the Agents) Regulations, 1993 regarding the
Loan given 775.45 information provided by the Company, its officers, Companies Act and dealing with client;
Loan received back 387.73 agents and authorised representatives during the
Affle MEA FZ-LLC Step-down Not applicable Rendering of service 114.14 conduct of secretarial audit, I hereby report that vi. As confirmed and certified by the management,
subsidiary by the Company in my opinion, the Company has, during the audit there is no law specifically applicable to the
period covering the financial year ended on March Company based on the Sectors / Businesses.
Rendering of service to 769.02
the Company 31, 2023 complied with the statutory provisions
listed hereunder and also that the Company I have also examined compliance with the
Mediasmart Mobile S.L Step-down Not applicable Rendering of services 168.40 applicable clauses/regulations of the following:
has proper Board processes and compliance
subsidiary to the Company
mechanism in place to the extent, in the manner
Appnext Pte. Ltd. Step-down Not applicable Rendering of service to 127.68 and subject to the reporting made hereinafter: i. Secretarial Standards issued by the Institute
subsidiary the Company of Company Secretaries of India (ICSI) and
Reimbursement of 126.74 I have examined in the best possible manner the notified by the Ministry of Corporate Affairs.
expenses by the books, papers, minute books, forms and returns
Company filed and other records maintained by the Company ii. Securities and Exchange Board of
Talent Unlimited Online Associate Not applicable Rendering of service to 10.45 for the financial year ended on March 31, 2023, India (Listing Obligations and Disclosure
Services Private Limited the Company according to the provisions of: Requirements) Regulations, 2015.
(Ceased to be an
Associate with effect i. The Companies Act, 2013 (the Act) and the During the period under review the Company
from May 14, 2022) rules made thereunder; has generally complied with the provisions
of the Act, Rules, Regulations, Guidelines,
Jampp Inc. Step-down Not applicable Rendering of service to 39.56
ii. The Securities Contracts (Regulation) Act, 1956 Standards, etc. mentioned above.
subsidiary the Company
(‘SCRA’) and the rules made thereunder;

104 105
*GRI 2-15
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

I further report that For Kiran Sharma & Co., ANNEXURE A


Company Secretaries to the Secretarial Audit Report
i. The Board of Directors of the Company is
duly constituted with proper balance of Kiran Sharma
Executive Directors, Non-Executive Directors Proprietor
and Independent Directors including Woman FCS No.: 4942 To,
Director. The changes, if any, in the composition C.P No.: 3116 The Members
of the Board of Directors that took place during UDIN: F004942E000270746 Affle (India) Limited
the period under review were carried out in A47 Lower Ground Floor,
compliance with the provisions of the Act. Date: 08.05.2023 Hauz Khas, Off Amar Bhawan,
Place: New Delhi New Delhi-110016
ii. Adequate notice is given to all Directors to
schedule the Board Meetings, agenda and Note: This Report is to be read with my letter of 1. Maintenance of Secretarial records is the responsibility of the management of the Company. My responsibility
detailed notes on agenda were sent at least even date which is annexed as Annexure A and is to express an opinion on these secretarial records based on my audit.
seven days in advance (and at a Shorter Notice forms an integral part of this Report.
for which necessary approvals were obtained) 2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance
and a system exists for seeking and obtaining about the correctness of the contents of the secretarial records. The verification was done on the random
further information and clarifications on the text basis to ensure that correct facts are reflected in secretarial records. I believe that the processes and
agenda items before the meeting and for practices I followed provide a reasonable basis for my opinion.
meaningful participation at the meeting.
3. I have not verified the correctness and appropriateness of the financial records and Books of Accounts of
iii. All decisions at Board Meetings and Committee the Company.
Meetings are carried out unanimously as
recorded in the minutes of the meetings of the 4. Wherever required, I have obtained the Management representation about the compliance of laws, rules
Board of Directors or Committee of the Board, and regulations and happening of events, secretarial records and other factual position which cannot be
as the case may be. otherwise verified etc. wherever required or necessary.

I further report that there are adequate systems 5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the
and processes in the Company commensurate with responsibility of management. My examination was limited to the verification of procedures on random test
the size and operations of the Company to monitor basis.
and ensure compliance with applicable laws, rules,
regulations and guidelines. 6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the
efficacy or effectiveness with which the management has conducted the affairs of the Company.
I further report that during the audit period, no
event took place having a major bearing on the
Company’s affairs in the pursuance of the above For Kiran Sharma & Co.,
referred laws, rules, regulations, guidelines, Company Secretaries
standards, etc.
Kiran Sharma
I further report that during the audit period there Proprietor
were no instances of: FCS No.: 4942
C.P No.: 3116
a. Right/Preferential issue of shares/debentures/ UDIN: F004942E000270746
sweat equity, etc.
Date: 08.05.2023
b. Redemption/buyback of securities. Place: New Delhi

c. Merger/amalgamation/reconstruction etc.

d. Foreign technical collaborations.

106 107
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ANNEXURE IV d. Community Service

ANNUAL REPORT ON CSR ACTIVITIES i. Promoting gender equality, empowering women, setting up homes and hostels for women and
orphans; setting up old age homes, day care centers and such other facilities for senior citizen and
1. Brief outline on CSR Policy of the Company measures for reducing inequalities faced by socially and economically backward groups.

The focus of the Company’s CSR initiatives is on the all-round development of the communities located 2. Composition of the CSR Committee
mostly in rural and remote areas in and around the Company’s Business office.
S. No. Name of the Director Designation No. of meetings of No. of meetings of CSR
Company’s focus Areas/Activities: / Nature of CSR Committee held Committee attended
Directorship during the year during the year
a. Education 1. Ms. Sumit Mamak Chadha Chairperson 1 1
2. Mr. Anuj Khanna Sohum Member 1 1
i. To undertake, organize and affiliate at different places for undertaking community development
services such as adult literacy, computer literacy programmer’s vocational training and creation of 3. Mr. Vipul Kedia Member 1 1
livelihood opportunities, watershed and sanitation.
3. Web-link where composition of CSR Committee, CSR Policy and CSR projects approved by the Board are
ii. To establish, maintain and run school and render other kinds of financial or other assistance in disclosed on the website of the Company.
kind by way of distribution of books, notebooks, cloths, uniforms, meals stipend, medals and other
incentives for the poor and indigent students either in India or abroad without any distinction as to The composition of CSR Committee can be accessed at [Link]
caste color, race, creed or sex or for providing funds for pursuing studies by any deserving student. [Link]

iii. To provide support to recognized school(s)/ educational institutions which may include inter-alia The CSR Policy is available under the ‘Investors Relation’ Section of the Company’s website which can be
modernization of labs, improving infrastructure, replacement of furniture & fixture, renovation of accessed at [Link]
classrooms & toilets etc. and providing clean & safe drinking water by installing RO Systems.
The CSR projects approved by the Board is available under the ‘Investors Relation’ Section of the Company’s
b. Healthcare website which can be accessed at [Link]
by%20Board%20for%20FY%[Link]
i. To purchase ambulance/s and other health equipments for expanding health care activities and
open healthcare centers for the public at large at different places for the welfare of the society as a 4. Details of Impact Assessment of CSR projects carried out in pursuance of sub-rule (3) of Rule 8 of the
whole. Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable.

ii. To establish dispensary, hospital for providing for quality healthcare services including emergency Not applicable
healthcare services.
5. Details of the amount available for set off in pursuance of sub-rule (3) of Rule 7 of the Companies
iii. To support various medical initiatives aimed at reducing mortality rate of children. (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year,
if any
iv. To undertake other initiatives for eradicating hunger, poverty and malnutrition, promoting preventive
health care and sanitation and making available safe drinking water. Rs. 2.86 million. During the year under review, Company has not set off any amount.

c. Environment 6. Average net profit of the Company as per Section 135(5): Rs. 531.38 million

i. Support a precautionary approach to environmental challenges and work under framework/policies 7. (a) Two percent of average net profit of the Company as per Section 135(5)
such as IT E-Waste Policy. Rs. 10.63 million

ii. Tree plantation at and across the plant and in front of the factory area in approved public land to (b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years
create forest / green belt. Nil

iii. Undertake initiative to promote greater environmental responsibility. (c) Amount required to be set off for the financial year 2021-22, if any
Rs. 2.86 million is available for set off for the financial year 2021-22. During the year under review, Company
iv. To create awareness of cleaner, greener environment and global warming issues at schools and also has not set off any amount.
at villages from the surrounding region.
(d) Total CSR obligation for the financial year 2022-23
v. Other initiatives for ensuring environmental sustainability. Rs. 10.63 million

108 109
8. (a) CSR amount spent or unspent for the financial year 2022-23:

110
Amount Unspent (in Rs.)
Total Amount spent for the Total Amount transferred to Unspent CSR Amount transferred to any fund specified under
financial year 2022-23 (in Rs.) Account as per Section 135(6) Schedule VII as per second provision to Section 135(5)
Amount Date of transfer Name of the Fund Amount Date of transfer
Rs. 10,630,000 - - - - -

(b) Details of CSR amount spent against ongoing projects for the financial year 2022-23:

(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
AFFLE (INDIA) LIMITED

S. Name Items from Local Location Project Amount Amount Amount Mode of Mode of
No. of the the list of area of the duration allocated spent transferred to implementation implementation
project activities (Yes/ project for the in the Unspent CSR - Direct - Through
in Schedule No) project current Account for the (Yes/No) Implementing
VII of the (in Rs.) financial project as per Agency
Act year (in Section 135(6)
Rs.) (in Rs.)
State District Name CSR
Registration
No.
- - - - - - - - - - -
INTEGRATED ANNUAL REPORT 2022-23

(c) Details of CSR amount spent against other than ongoing projects for the financial year 2022-23:

(1) (2) (3) (4) (5) (6) (7) (8)


S. Name Item from the list of Local Location of the Amount Mode of Mode of implementation
No. of the project activities in Schedule area project spent for implementation through implementing agency
VII to the Act (Yes/ State District the project - Direct Name CSR
No) (in Rs.) (Yes/No) registration no.
1. To enable the Clause No. (ii) Yes Delhi/NCR 2,130,000 No Saajha CSR00000418
foundation to Promoting
support low- education, including
income households special education
to enable better and employment
learning of the enhancing vocation
children. skills especially
among children,
women, elderly
and the differently
abled and livelihood
enhancement
projects.
2. To facilitate studies Clause No. (ii) Yes Delhi/NCR 400,000 No Eklavya CSR00009697
of under privileged Promoting
kids, promotes education, including
games and sports special education
and contributing and employment
towards overall enhancing vocation
objective of the skills especially
organisation. among children,
women, elderly
and the differently
abled and livelihood
enhancement
projects.
111
.
3. To support Clause No. (ii) Yes PAN India 2,500,000 No Nudge CSR00000180

112
organisation’s Promoting Foundation
“Future Perfect” education, including
online skilling special education
program to and employment
improve the enhancing vocation
employability of skills especially
underserved youth among children,
primarily from women, elderly
Tier-2 and Tier-3 and the differently
cities. abled and livelihood
enhancement
AFFLE (INDIA) LIMITED

projects.
4. To support “Goonj” Clause No. (i) No Uttar Pradesh 2,000,000 No Goonj CSR00000291
in reaching Eradicating
out to 1906 hunger, poverty
Households with and malnutrition,
comprehensive promoting health
family kits. Helped care including
in activities such preventive health
as water pipeline care and sanitation
and hand pump
repairing, kitchen
garden, Land
bunding.
5. To support the Clause No. (i) Yes Delhi/NCR 2,000,000 No Prabhaav CSR00000335
organisation Eradicating Foundation
in installing hunger, poverty
portable toilets, and malnutrition,
Composting promoting health
machines care including
in different preventive health
government care and sanitation
schools.
Conducting
sensitization
session by Affle
volunteers on
health & hygiene
and waste
segregation and
INTEGRATED ANNUAL REPORT 2022-23

composting.

6. To support Clause No. (i) Yes Delhi/NCR 1,000,000 No Hemkunt CSR00004662


implementation of Eradicating Foundation
the HF Mobile 100 hunger, poverty
- Mobile Medical and malnutrition,
Unit (MMU) in promoting health
Gurugram. The care including
HF Mobile 100 preventive health
MMU is equipped care and sanitation
with all necessary
equipment to
provide holistic
healthcare
opportunities to
the patients.
7. To support Clause No. (ii) No Uttarakhand 600,000 No Him Jyoti CSR00002819
education of six Promoting Foundation
underprivileged education, including
children. special education
and employment
enhancing vocation
skills especially
among children,
women, elderly
and the differently
abled and livelihood
enhancement
projects.
Total 10,630,000
113
.
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

(d) Amount spent in Administrative Overheads 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or
Nil acquired through CSR spent in the financial year: Not applicable

(e) Amount spent on Impact Assessment, if applicable (a) Date of creation or acquisition of the capital asset(s).
Not applicable
(b) Amount of CSR spent for creation or acquisition of capital asset.
(f) Total amount spent for the financial year 2022-23 (8b+8c+8d+8e): Rs. 10,630,000
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is
(g) Excess amount for set off, if any: registered, their address etc.

S. No. Particular Amount (in Rs.) (d) Provide details of the capital asset(s) created or acquired (including complete address and location of
the capital asset).
i Two percent of average net profit of the Company as per Section 135(5) -
ii Total amount spent for the financial year - 11. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per
iii Excess amount spent for the financial year [(ii)-(i)] - Section 135(5)
iv Surplus arising out of the CSR projects or programmes or activities of -
the previous financial years, if any Not applicable
v Amount available for set off in succeeding financial years [(iii)-(iv)] -
For and on behalf of the Board of Directors
Affle (India) Limited
9. (a) Details of Unspent CSR amount for the preceding three financial years: Not applicable

S. No. Preceding Amount Amount Amount transferred to any Amount remaining


financial transferred spent fund specified under to be spent Anuj Khanna Sohum Sumit Mamak Chadha
year to Unspent in the Schedule VII as per in succeeding Managing Director Independent Director
CSR Account reporting Section 135(6), if any. financial Years. & Chief Executive Officer Chairperson, CSR Committee
under financial (in Rs.)
Section 135 year Date: May 13, 2023 Date: May 13, 2023
(6) (in Rs.) (in Rs.) Place: Singapore Place: Gandhinagar
Name of Amount Date of
the Fund (in Rs) transfer
- - - - - - -

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial
year(s): Not applicable

S. No. Project ID Name Financial Project Total Amount Cumulative Status


of the year in duration amount spent on amount of the
project which the allocated the project spent at project -
project was for the in the the end of Completed
commenced project reporting reporting /Ongoing
(in Rs.) financial financial
year year
(in Rs.) (in Rs.)
- - - - - - - -

114 115
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ANNEXURE VI

Previous Shareholding
in the
Company
23,115 equity
shares

1,000 equity
shares

358 equity
shares
-
[Statement pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

I. The ratio of the remuneration of each Director to the median remuneration of the employees of the
(yrs.) employment

KMG
Infotech

IBM

Mobimasta

Bytedance

Inmobi

Lendingkart

Greedy
Game
Y Media
Labs
38 [Link]

SVG Media
Pvt. Ltd.
Company for the financial year 2022-23:

S. No. Name of the Designation Remuneration Median Ratio of


Director (in Rs.) remuneration of remuneration
[Pursuant to Section 197(12) of the Act read with Rule 5(2) & Rule 5(3) of the Companies

employees (in Rs.) to the median


1. Mr. Anuj Khanna Managing Director 253,200 728,400 0.35
Age

50

42

42

39

34

40

41

39

40
Sohum & Chief Executive
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Officer
2. Mr. Anuj Kumar Non-Executive 4,249,321 5.83
Exp.
(yrs.)

27

18

21

17

13

19

19

17

14

13
Director
3. Ms. Mei Theng Non-Executive - -
Leong Director
4. Mr. Bijynath Non-Executive 900,000 1.24
Date of
joining

01-08-2014

06-11-2006

01-03-2012

02-11-2020

16-05-2016
13-07-2020

18-05-2020

17-09-2018

16-03-2020

01-10-2021
Chairperson &
Independent Director
PARTICULARS OF EMPLOYEES

5. Ms. Sumit Mamak Independent Director 1,260,000 1.73

1. All the above employees are permanent employees in the payroll of the Company
Chadha
ANNEXURE V

6. Mr. Vivek Narayan Independent Director 1,170,000 1.61


Educational
qualification

CA

B. Tech, MBA

MBA

PGDM

MBA

PGDM

MBA

PGDBM

MBA

MBA
Gour

2. None of the above employee is a relative of any Director of the Company


7. Ms. Lay See Tan Independent Director 630,000 0.86
8. Ms. Noelia Amoedo Non-Executive - -
Casqueiro Director
9. Mr. Elad Shmuel Non-Executive - -
Natanson Director
10. Mr. Vipul Kedia Executive Director 7,554,259 10.37
Remuneration
Paid (in Rs.
million)
12.00

9.89

8.58

8.52

7.63

6.69

6.66

5.84

5.34

4.25
Notes:
1. Ms. Mei Theng Leong, Ms. Noelia Amoedo Casqueiro and Mr. Elad Shmuel Natanson do not receive any
salary from the Company as Non-Executive Directors.
2. Independent Directors receive only sitting fees for attending Board and Committee meetings.
3. Mr. Anuj Kumar was re-designated as Non-Executive Director, w.e.f. July 1, 2022. Hence, his salary
Operations Officer

Associate Director
Mr. Viraj Sinh Managing Partner

above for FY2022-23 is for the period from April 1, 2022 to June 30, 2022 (i.e. 3 months).
Director- Business
Platforms Officer

Director - Supply
Chief Financial &

- Data Platforms

4. Ms. Lay See Tan was appointed as an Independent Director w.e.f. July 1, 2022. Hence, her sitting fee
Senior Director-
Marketing (IN &

MAAS Global &

Omnichannel -

Director-Sales
- International

above for FY2022-23 is for the period from July 1, 2022 to March 31, 2023 (i.e. 9 months).
Development

Partnerships
Chief Data &
Designation

Marketing &
VP Sales &

5. Mr. Vipul Kedia was appointed as an Executive Director w.e.f. July 1, 2022. Hence, his salary above for
(Executive

Platforms
Director)

FY2022-23 is for the period from July 1, 2022 to March 31, 2023 (i.e. 9 months).
Chief of
PAAS
SEA)
S. No. Name of the

Mr. Sharadh
Maheshwari

Mr. Pranesh

Mr. Nishant
Mr. Raghav
employee

Mr. Nikhil

Mr. Sujoy

Mr. Ankit
Mr. Vipul
Mr. Kapil

Bhutani

Sharma

Manian
Mohan

Kumar

Rawal
Golan
Kedia

Malik

Notes:
10.
4.

6.

8.

9.
5.
3.
2.

7.
1.

116 117
*GRI 2-19, 2-20 *GRI 2-19, 2-20
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

II. The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, III. The percentage increase in the median remuneration of employees on the rolls of the Company in the
Company Secretary or Manager, if any, in the financial year: financial year 2022-23:

S. No. Name Designation Remuneration Remuneration % change Median Remuneration in current year Median Remuneration in previous year % increase
in current year in previous year (FY2022-23) (in Rs.) (FY2021-22) (in Rs.)
2022-23 (in Rs.) 2021-22 (in Rs.) 728,400 565,404 28.9%
1. Mr. Anuj Khanna Managing Director 253,200 253,200 -
Sohum & Chief Executive IV. The number of permanent employees on the rolls of the Company (On a Standalone basis):
Officer
2. Mr. Anuj Kumar Non-Executive Director 4,249,321 14,073,982 - As on March 31, 2023 As on March 31, 2022
3. Mr. Vipul Kedia Executive Director 7,554,259 - -
299 303
4. Mr. Kapil Mohan Chief Financial & 12,300,000 12,332,498 (0.3)
Bhutani Operations Officer
V. Average percentile increase already made in the salaries of employees other than the managerial personnel
5. Ms. Mei Theng Non-Executive - - - in the last financial year and its comparison with the percentile increase in the managerial remuneration
Leong Director and justification thereof and point out if there are any exceptional circumstances for increase in the
6. Ms. Noelia Amoedo Non-Executive - - - managerial remuneration:
Casqueiro Director
7. Mr. Elad Shmuel Non-Executive - - - S. No. Particulars Average %
Natanson Director increase
8. Mr. Bijynath Non-Executive 900,000 1,080,000 (16.7)
1. Increase in salary of Key Managerial Personnel (7.5)1
Chairperson &
Independent Director 2. Increase in salary of employee (other than Key Managerial Personnel) 18.0
9. Ms. Sumit Mamak Independent Director 1,260,000 1,440,000 (12.5)
Note:
Chadha
1. The decrease in salary of Key Managerial Personnel on a y-o-y basis is primarily on account of Mr. Anuj
10. Mr. Vivek Narayan Independent Director 1,170,000 1,260,000 (7.1)
Kumar being re-designated as Non-Executive Director, w.e.f. July 1, 2022. Hence, his salary for FY2022-
Gour
23 is only for the period from April 1, 2022 to June 30, 2022 (i.e. 3 months).
11. Ms. Lay See Tan Independent Director 630,000 - -
12. Ms. Parmita Company Secretary 1,471,998 1,255,000 17.3 VI. Affirmation that the remuneration is as per the remuneration policy of the Company:
Choudhury
Yes
Notes:
1. Ms. Mei Theng Leong, Ms. Noelia Amoedo Casqueiro and Mr. Elad Shmuel Natanson do not receive
any salary from the Company as Non-Executive Directors.
2. Mr. Anuj Kumar was re-designated as Non-Executive Director, w.e.f. July 1, 2022. Hence, his salary
above for FY2022-23 is for the period from April 1, 2022 to June 30, 2022 (i.e. 3 months).
3. Mr. Vipul Kedia was appointed as Executive Director w.e.f July 1, 2022. Hence, his salary above for
FY2022-23 is for the period from July 1, 2022 to March 31, 2023 (i.e. 9 months).
4. Ms. Lay See Tan was appointed as an Independent Director w.e.f July 1, 2022. Hence, her sitting fee
above for FY2022-23 is for the period from July 1, 2022 to March 31, 2023 (i.e. 9 months).

118 119
*GRI 2-19, 2-20 *GRI 2-19, 2-20
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ANNEXURE VII
(d) Exercise price or The exercise price will be decided by the Nomination & Remuneration
INFORMATION REGARDING EMPLOYEES STOCK OPTION SCHEME OF THE COMPANY pricing formula Committee on the basis of the following:

a. In case the shares acquired by the Trust are from secondary acquisition,
A. Relevant disclosures in terms of the accounting standards prescribed by the Central Government in then the exercise price will be the average purchase price of the shares
terms of Section 133 of the Companies Act, 2013 (18 of 2013) including ‘Guidance note on accounting for of the Trust.
employee share‐based payments’ issued in that regard from time to time.
b. In case the shares acquired by the Trust are from direct allotment, then
Refer Note 39 of the standalone Ind AS audited financial statements for the financial year 2022-23. the exercise price will be market price of the shares.

B. Diluted Earnings Per Share (EPS) pursuant to issue of shares on exercise of options calculated in accordance For the above purpose market price means the latest available closing
with Accounting Standard (AS) 20 issued by Central Government or any other relevant accounting price on a recognized stock exchange on which the shares of the Company
standards as issued from time to time. are listed on the date immediately prior to the relevant date i.e. date of the
meeting of the Nomination & Remuneration Committee on which the grant
Not applicable as the options have not been exercised yet. is made.

C. Details related to Employees’ Stock Option Scheme The Nomination & Remuneration Committee has the power to provide
suitable discount or charge premium on such price as arrived above.
i. General terms and condition of the Employees’ Stock Option Scheme is summarized as under: However, in any case the exercise price shall not go below the par value of
the share of the Company.
S. No. Particulars Affle (India) Limited Employee Stock Option Scheme – 2021 (“the Scheme”) (e) Maximum term of The maximum term of options granted will be 5 years i.e. 4 years as vesting
(a) Date of September 23, 2021 options granted period and 1 year as exercise period.
shareholders’
approval Exercise period shall be the time period after vesting within which the
(b) Total number of 3,750,000 eligible employees/ directors shall exercise his right to apply for the equity
options approved shares against the stock options vested pursuant to the Scheme.
under the Scheme (f) Source of shares The Scheme is to be administered through Trust and the source of shares
(c) Vesting Vesting of options will be on an yearly basis and can vary from grantee to (primary, secondary can be a combination of both primary and secondary.
requirements grantee, mentioned in the respective grant letter(s), as per the discretion or combination)
of the Nomination & Remuneration Committee whose decision shall be In case of primary issue, the Scheme may be implemented and administered
final and binding. The vesting should also meet the eligibility criteria, as directly by the Company, if and as may be permitted under the SEBI
determined by the Nomination & Remuneration Committee and mentioned Regulations. However, in case of secondary, the Trust may acquire equity
in the respective grant letter(s). shares of the Company from the secondary market. The equity shares
acquired by the Trust from the allotment and/or the secondary market
The vesting period shall commence after minimum 1 year from the date of shall be transferred to the employees on exercise of stock options.
grant and it may extend up to maximum of 4 years from the date of grant,
(g) Variation in terms of None
at the discretion of and in the manner prescribed by the Nomination &
options
Remuneration Committee.
ii. Method used to account for ESOS intrinsic or fair value

Fair value

iii. If the Company opts for expensing of the options using the intrinsic value of the options, the
difference between the employee compensation cost so computed and the employee compensation
cost that shall have been recognized if it had used the fair value of the options.

The impact of this difference on profits and on EPS of the Company, if any

Not applicable since the Company has used fair value method to account for ESOS.

120 121
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

iv. Option movement during the year: Mr. Vipul Kedia Chief Data & Platforms Officer 69,640 1,050
Mr. Viraj Sinh Managing Partner – 69,640 1,050
Particulars Affle (India) Limited Employee Stock International
Option Scheme – 2021 Mr. Sujoy Golan Chief of Marketing & 17,860 1,050
Number of options outstanding at the beginning of the 1,319,756 Omnichannel – Platforms
year Ms. Parmita Company Secretary & 5,360 1,050
Number of options granted during the year 25,057 Choudhury Compliance Officer
Number of options forfeited / lapsed during the year 130,368
(b) Any other employee who receives a grant in any one year of option amounting to 5% or more
Number of options vested during the year - of option granted during that year.
Number of options exercised during the year -
Number of shares arising as a result of exercise of - None
options
(c) Identified employees who were granted options, during any one year, equal to or exceeding 1%
Money realized by exercise of options (INR), if Scheme -
of the issued capital (excluding outstanding warrants and conversions) of the Company at the
is implemented directly by the Company
time of grant.
Loan repaid by the Trust during the year from exercise -
price received None
Number of options outstanding at the end of the year 1,214,445
vii. Other information:
Number of options exercisable at the end of the year -

v. Weighted-average exercise prices and weighted-average fair values of options for options whose (a) Method and significant assumptions used during the year to estimate the fair value of options.
exercise price either equals or exceeds or is less than the market price of the stock. Refer Note 39 of the standalone Ind AS audited financial statements for the financial year 2022-23.
(b) the weighted-average values of:
(a) Weighted average exercise price of options outstanding at the end of the year whose:
i. Share Price Refer Note 39 of the standalone Ind
ii. Exercise Price AS audited financial statements for the
Particulars Affle (India) Limited Employee Stock financial year 2022-23.
Option Scheme – 2021 iii. Expected Volatility
Exercise price equals market price Refer Note 39 of the standalone Ind iv. Expected Option Life
Exercise price is greater than market price AS audited financial statements for the v. Expected Dividends
financial year 2022-23.
Exercise price is less than market price vi. Risk free interest rates
vii. Any other inputs to the model
(b) Weighted average fair value of options outstanding at the end of the year whose: (c) Method used and the assumptions made to Refer Note 39 of the standalone Ind
incorporate the effects of expected early exercise AS audited financial statements for the
Particulars Affle (India) Limited Employee Stock financial year 2022-23.
Option Scheme – 2021 (d) How expected volatility was determined, including Refer Note 39 of the standalone Ind
Exercise price equals market price Refer Note 39 of the standalone Ind an explanation of the extent to which expected AS audited financial statements for the
Exercise price is greater than market price AS audited financial statements for the volatility was based on historical volatility financial year 2022-23.
financial year 2022-23.
Exercise price is less than market price (e) Whether and how any other features of the options Refer Note 39 of the standalone Ind
granted were incorporated into the measurement of AS audited financial statements for the
vi. Employee wise details of options granted to fair value, such as a market condition financial year 2022-23.

(a) Senior managerial personnel including Key Managerial Personnel as defined under Regulation
16(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

Name Designation Number Grant/Exercise


of options price (in Rs.)
Mr. Anuj Kumar Non- Executive Director, Chief 69,640 1,050
Revenue & Operating Officer
Mr. Kapil Mohan Chief Financial & Operations 69,640 1,050
Bhutani Officer

122 123
*GRI 2-19 *GRI 2-19
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

CORPORATE GOVERNANCE
D. Disclosures in respect of grants made in three years prior to IPO under each ESOS

The Company had no Employee Stock Option Scheme prior to IPO.

E. Details of Trust
REPORT
(i) General Information

S. No. Particulars Details


1. Name of the Trust Affle (India) Limited Employees’
Welfare Trust
2. Details of the Trustee(s) Axis Trustee Services Limited COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE
3. Amount of loan disbursed by Company / any Rs. 83,000,000
Company in the group, during the year Affle (India) Limited (“the Company”) is a value-driven organisation with a purpose to establish a long-standing,
4. Amount of loan outstanding (repayable to Rs. 81,083,577 trust-driven relationship with shareholders, employees, customers, suppliers and all other stakeholders. The
Company / any Company in the group) as at the Company strives to ensure that our performance is driven by utmost integrity and transparency. In pursuit of
end of the year this objective, the policies of the Company are designed to strengthen the ability of the Board of Directors to
supervise the management and to enhance long-term shareholder value.
5. Amount of loan, if any, taken from any other -
source for which Company / any Company in the BOARD STRUCTURE
group has provided any security or guarantee
6. Any other contribution made to the Trust during - The Board is comprised of leaders, who provide strategic direction and guidance to the management. The
the year Board composition comprised of ten Directors consisting of one Executive and Promoter Director, one
Executive Non-Promoter Director, four Non-Executive and Non-Promoter Director and four Non-Executive
(ii) Brief details of transactions in shares by the Trust and Independent Directors, including four Woman Directors (with two Independent Women Directors) as
at the financial year ended March 31, 2023, in accordance with SEBI (Listing Obligations and Disclosures
1. Number of shares held at the beginning of the - Requirements) Regulations, 2015 (hereinafter referred as “Listing Regulations”) and Companies Act, 2013.
year
KEY INFORMATION OF DIRECTORS
2. Number of shares acquired during the year 77,001
through (i) primary issuance (ii) secondary
acquisition, also as a percentage of paid-up Name of the Director Director Designation Age Shareholding as on
equity capital as at the end of the previous Identification March 31, 2023
financial year, along with information on Number (DIN)
weighted average cost of acquisition per share Mr. Anuj Khanna Sohum 01363666 Managing Director & Chief 45 160 equity shares
3. Number of shares transferred to the employees / - Executive Officer
sold along with the purpose thereof Mr. Anuj Kumar 01400273 Non-Executive Director 45 5 equity shares
4. Number of shares held at the end of the year 77,001 Ms. Mei Theng Leong 08163996 Non-Executive Director 46 -
Mr. Bijynath 08160918 Non-Executive Chairperson & 57 -
(iii) In case of secondary acquisition of shares by the Trust Independent Director
Ms. Sumit Mamak Chadha 05207581 Independent Director 58 -
S. No. Number of shares As a percentage of paid-up equity Mr. Vivek Narayan Gour 00254383 Independent Director 60 12,000 equity
capital as at the end of the year shares
immediately preceding the year in
Ms. Lay See Tan 09203616 Independent Director 48 -
which shareholders' approval was
obtained Mr. Vipul Kedia 08234884 Executive Director 42 -
1. Held at the beginning of the year - Ms. Noelia Amoedo 09636776 Non-Executive Director 48 -
Casqueiro
2. Acquired during the year 0.06% (77,001 equity shares)
Mr. Elad Shmuel Natanson 09643792 Non-Executive Director 42 -
3. Sold during the year -
4. Transferred to employees during the year -
5. Held at the end of the year 0.06% (77,001 equity shares)

124 125
*GRI 2-19
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

INFORMATION OF CHAIRPERSONSHIP/ DIRECTORSHIP AND POSITION HELD IN COMMITTEES OF OTHER INDEPENDENT DIRECTORS
COMPANIES AS ON MARCH 31, 2023
The Board comprises of four Independent Directors as on March 31, 2023.
Name of the Chairpersonship/ Position held in Directorship Category of
Director Directorship in other Committees (only Audit in other Listed Directorship The tenure of Independent Directors in accordance with the Companies Act, 2013 and Listing Regulations is
Indian Companies and Stakeholders’ entities as follows:
Relationship Committee)
of the Board of other Name of the Independent Director Tenure
Public Limited Companies Mr. Bijynath June 1, 2020 to May 31, 2025
As As As As Ms. Sumit Mamak Chadha June 1, 2020 to May 31, 2025
Chairperson Director Chairperson Member
Mr. Vivek Narayan Gour June 1, 2020 to May 31, 2025
Mr. Anuj Khanna - - - - - -
Ms. Lay See Tan July 1, 2022 to June 30, 2027
Sohum
Mr. Anuj Kumar - - - - - -
CONFIRMATION IN RESPECT OF INDEPENDENCE
Ms. Mei Theng - - - - - -
Leong The Board of Directors of the Company confirm that in the opinion of the Board, the Independent Directors
Mr. Bijynath - - - - - - of the Company fulfil the conditions specified in Listing Regulations and that of Companies Act, 2013 and are
Ms. Sumit - - - - - - independent of the management.
Mamak Chadha
Mr. Vivek - 3 3 - Indiamart Independent DETAILED REASON OF RESIGNATION OF INDEPENDENT DIRECTORS
Narayan Gour Intermesh Director
Limited During the year, none of the Independent Directors of the Company have resigned from the Directorship of
the Company.
Cyient Independent
Limited Director
FAMILIARIZATION PROGRAMME FOR THE INDEPENDENT DIRECTORS
Ms. Lay See Tan - - - - - -
Mr. Vipul Kedia - - - - - - The Independent Directors are familiarised with the Company’s business model through presentations in
Ms. Noelia - - - - - - the Board Meetings. Interactive sessions with management team in Board Meetings also enable better
Amoedo understanding of business strategy and performance. The roles, rights and responsibilities of Independent
Casqueiro Directors are also updated through discussion in Board Meetings.
Mr. Elad Shmuel - - - - - -
Natanson Details of familiarisation programme imparted to the Independent Directors during the FY2022-23 are available
on the website of the Company at [Link]
The Board Members are not related to each other. The number of Directorships held by Executive, Non- for%20Independent%[Link].
Executive and Independent Directors are within the permissible limits under Listing Regulations and Companies
Act, 2013. Directors have provided necessary disclosures regarding changes in Committee positions, if any, PERFORMANCE EVALUATION CRITERIA FOR INDEPENDENT DIRECTORS
during the year. Further, none of the Directors is a member of more than 10 Committees or Chairperson of
more than 5 Committees (only Audit Committee and Stakeholders’ Relationship Committee) across all Public Pursuant to the provisions of the Companies Act, 2013 and Listing Regulations, for the financial year 2022-23,
Limited Companies during the year. the Board carried out an annual performance evaluation of its own performance, the Directors individually, as
well as the evaluation of the working of its committees.
CHANGE IN COMPOSITION OF BOARD
Evaluation of Directors including Independent Directors was carried out by the Board, excluding the Director
During the year under review, four Directors were inducted on the Board with effect from July 1, 2022. Ms. being evaluated, through questionnaire designed with qualitative parameters and feedback based on ratings.
Lay See Tan as Independent Director, Mr. Elad Shmuel Natanson and Ms. Noelia Amoedo Casqueiro as Non- The evaluation was based on criteria such as participation and contribution in Board and committee meetings,
Executive Directors and Mr. Vipul Kedia as Executive Director. experience and expertise to provide feedback and guidance to top management on business strategy,
governance, risk and understanding of the organisation’s strategy.
Mr. Anuj Kumar has been designated as Non-Executive Director with effect from July 1, 2022.
BOARD DIVERSITY POLICY

The Board Diversity Policy of the Company is formulated to assure that the Board is fully diversified and
comprises of an ideal combination of Executive and Non-Executive Directors, including Independent
Directors, with diverse backgrounds. The objective of this policy is to recognize and embrace the benefits of
having a diverse Board which possesses a balance of skills, experience, expertise and diversity of perspectives
appropriate to the requirements of the business of the Company.

126 127
*GRI 2-19 *GRI 2-9, 2-17, 2-18, 405-1
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

In terms of Listing Regulations, the Company identified the following list of core skills/expertise/competencies BOARD MEETINGS
as required in the context of the Company’s business for it to function effectively and those which are available
with the Board: The Board met 7 (Seven) times during the financial year ended March 31, 2023 on April 9, 2022, May 14, 2022,
July 1, 2022, August 6, 2022, November 7, 2022, December 14, 2022 and February 4, 2023.
Skills/Expertise/Competencies Details
The details regarding attendance of Directors in the above meetings and in the last Annual General Meeting
Business/Domain expertise Ability to understand the current drivers of innovation in the information
(AGM) are as follows:
technology market.
Leadership Leadership experience for a significant enterprise, resulting in a
Name Designation/Category No. of meetings No. of Whether attended
practical understanding of organisations, processes, strategic planning,
held during the meetings last AGM held on
and risk management.
tenure attended September 23, 2022
Financial Knowledge Ability to analyse financial statements and contribute to strategic (Yes/No)
financial planning and efficient use of financial resources.
Mr. Anuj Khanna Sohum Managing Director & Chief 7 6 Yes
Board Service and Governance Board Member are expected to develop insights about maintaining Executive Officer
board and management accountability, protecting shareholders’
Mr. Anuj Kumar Non-Executive Director 7 7 Yes
interest, and observing appropriate governance practices.
Ms. Mei Theng Leong Non-Executive Director 7 7 Yes
Diversity Representation of gender, ethnic, geographic, cultural perspectives that
expand the Board’s understanding of the needs and viewpoints of the Mr. Bijynath Non-Executive Chairperson 7 7 Yes
Company’s customers, partners, employees, governments, and other & Independent Director
stakeholders worldwide. Ms. Sumit Mamak Chadha Independent Director 7 7 Yes
Mr. Vivek Narayan Gour Independent Director 7 6 Yes
Areas of Expertise of Board members
Ms. Lay See Tan Independent Director 4 4 Yes
Mr. Elad Shmuel Non-Executive Director 4 4 Yes
Skills/ Mr. Mr. Mr. Ms. Ms. Mr. Ms. Ms. Mr. Mr.
Natanson
Expertise/ Anuj Bijynath Anuj Sumit Mei Vivek Lay Noelia Vipul Elad
Compe- Khanna Kumar Mamak Theng Narayan See Amoedo Kedia Shmuel Ms. Noelia Amoedo Non-Executive Director 4 4 Yes
tencies Sohum Chadha Leong Gour Tan Casqueiro Natanson Casqueiro
Business/        Mr. Vipul Kedia Executive Director 4 4 Yes
Domain
expertise COMMITTEES OF THE BOARD OF DIRECTORS
Leadership          
AUDIT COMMITTEE
Financial         
Knowledge The Company has constituted Audit Committee in accordance with Section 177 of Companies Act, 2013, and
Board      Listing Regulations.
Service and
Governance Roles, responsibilities and the terms of reference of the Audit Committee:
Diversity          
a. Oversight of the Company’s financial reporting process and the disclosure of its financial information to
Profile of Board Members are available on the website of the Company at [Link] ensure that the financial statement is correct, sufficient and credible;
b. Recommendation for appointment, remuneration and terms of appointment of auditors of the Company;
c. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
d. Review with the management, the annual financial statements and auditor’s report thereon before
submission to the Board for approval, with particular reference to:
i. Matters required to be included in the Director’s responsibility statement to be included in the Board
of Directors Report in terms of clause (c) of sub-Section 3 of Section 134 of the Companies Act,
2013;
ii. Changes, if any, in accounting policies and practices and reasons for the same;
iii. Major accounting entries involving estimates based on the exercise of judgment by the management
of the Company;
iv. Significant adjustments made in the financial statements arising out of audit findings;
v. Compliance with listing and other legal requirements relating to financial statements;
vi. Disclosure of any related party transactions; and
vii. Modified opinion(s) in the draft audit report.

128 129
*GRI 2-9, 405-1 *GRI 2-9
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

e Review, with the management, the quarterly financial statements before submission to the Board of The details regarding attendance of members in the above meetings are as follows:
Directors for their approval;
f. Review, with the management, the statement of uses / application of funds raised through an issue Name Designation/Category No. of meetings No. of meetings
(public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than held during the attended
those stated in the offer document / prospectus / notice and the report submitted by the monitoring tenure
agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate
Mr. Vivek Narayan Gour Chairperson, Independent Director 4 4
recommendations to our Board of Directors to take up steps in this matter;
g. Review and monitor the auditor’s independence and performance, and effectiveness of audit process; Ms. Sumit Mamak Chadha Member, Independent Director 4 4
h. Approve or subsequently modify transactions of the Company with related parties; Ms. Lay See Tan 1
Member, Independent Director 1 1
i. Make recommendations to the Board in case of non-approval of transactions other than those referred Ms. Mei Theng Leong 2
Member, Independent Director 3 3
to in section 188 of the Companies Act, 2013;
j. Scrutinize inter-corporate loans and investments; Notes:
k. Valuation of undertakings or assets of the Company, wherever it is necessary; 1. Ms. Lay See Tan was inducted as a member of the Audit Committee on November 7, 2022.
l. Evaluate internal financial controls and risk management systems; 2. Ms. Mei Theng Leong ceased to be the member of the Audit Committee with effect from November 7,
m. Review, with the management, performance of statutory and internal auditors, adequacy of the internal 2022.
control systems;
n. Review the adequacy of internal audit function, if any, including the structure of the internal audit NOMINATION & REMUNERATION COMMITTEE
department, staffing and seniority of the official heading the department, reporting structure coverage
and frequency of internal audit; The Company has constituted Nomination & Remuneration Committee in accordance with Section 178 of
o. Discuss with internal auditors of any significant findings and follow up there on; Companies Act, 2013 and Listing Regulations.
p. Review the findings of any internal investigations by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting Roles, responsibilities and the terms of reference of the Nomination & Remuneration Committee:
the matter to the Board;
q. Discuss with statutory auditors before the audit commences, about the nature and scope of audit as a. Identify persons who are qualified to become Directors and who may be appointed in Senior Management
well as post-audit discussion to ascertain any area of concern; in accordance with the criteria laid down, recommend to the Board their appointment and removal and
r. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, specify the manner for effective evaluation of performance of Board, its Committees and individual
shareholders (in case of non-payment of declared dividends) and creditors; Directors to be carried out either by the Board, by the Nomination & Remuneration Committee or
s. To review the functioning of the whistle blower mechanism; by an independent external agency and review its implementation and compliance (including that of
t. Approve the appointment of the chief financial officer of the Company after assessing the qualifications, Independent Directors);
experience and background, etc. of the candidate;
u. Oversee the vigil mechanism established by the Company and the Chairperson of Audit Committee b. For every appointment of an independent director, the Nomination and Remuneration Committee
shall directly hear grievances of victimization of employees and Directors, who use vigil mechanism to shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such
report genuine concerns; evaluation, prepare a description of the role and capabilities required of an independent director. The
v. Carry out any other function as is mentioned in the terms of reference of the Audit Committee and any person recommended to the Board for appointment as an independent director shall have the capabilities
other terms of reference as may be decided by the Board of Directors of the Company or specified/ identified in such description. For the purpose of identifying suitable candidates, the Committee may:
provided under the Companies Act, 2013 or by the SEBI Listing Regulations or by any other regulatory
authority; i. use the services of an external agencies, if required;
w. Reviewing the utilization of loans and/ or advances from/investment by the Company in the subsidiary ii. consider candidates from a wide range of backgrounds, having due regard to diversity; and
exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including iii. consider the time commitments of the candidates.
existing loans / advances / investments existing as on the date of coming into force of this provision;
and c. Formulate the criteria for determining qualifications, positive attributes and independence of a Director;
x. To consider and comment on rationale, cost-benefits and impact of scheme involving merger, demerger,
amalgamation etc. on the Company and its shareholders. d. Formulate criteria for evaluation of performance of Independent Directors and the Board;

The members of the Audit Committee are as follows: e. Devise a policy on diversity of the Board;

• Mr. Vivek Narayan Gour (Independent Director) - Chairperson f. Determine whether to extend or continue the term of appointment of Independent Directors, on the
• Ms. Sumit Mamak Chadha (Independent Director) - Member basis of the report of performance evaluation of Independent Directors;
• Ms. Lay See Tan (Independent Director) - Member
g. Recommend to the Board a policy, relating to the remuneration for the Directors, Key Managerial
The Audit Committee met four times during the year on May 12, 2022, August 6, 2022, November 7, 2022 and Personnel and other employees; and
February 4, 2023.
h. Recommend to the Board, all remuneration, in whatever form, payable to Senior Management.

130 131
*GRI 2-9 *GRI 2-9, 2-10, 2-18, 2-19
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

The members of the Nomination & Remuneration Committee are as follows: The Stakeholders’ Relationship Committee met once during the year on March 25, 2023.

• Ms. Sumit Mamak Chadha (Independent Director) - Chairperson The details regarding attendance of members in the above meeting is as follows:
• Mr. Bijynath (Independent Director) - Member
• Ms. Lay See Tan (Independent Director) - Member Name Designation/Category No. of meetings No. of meetings
held during the attended
The Nomination & Remuneration Committee met once during the year on July 1, 2022. tenure
Mr. Bijynath1 Chairperson, Independent Director 1 1
The details regarding attendance of members in the above meeting is as follows:
Ms. Mei Theng Leong1 Chairperson, Non-Executive Director - -
Mr. Anuj Khanna Sohum Member, Managing Director & CEO 1 0
Name Designation/Category No. of meetings No. of meetings
Ms. Lay See Tan2 Member, Independent Director 1 1
held during the attended
tenure
Notes:
Ms. Sumit Mamak Chadha Chairperson, Independent Director 1 1 1. Ms. Mei Theng Leong ceased to be the Chairperson of the Stakeholders’ Relationship Committee with
Mr. Bijynath Member, Independent Director 1 1 effect from November 7, 2022, pursuant to which Mr. Bijynath has been designated as Chairperson of
Ms. Mei Theng Leong1 Member, Non-Executive Director 1 1 the Committee.
Ms. Lay See Tan2 Member, Independent Director - - 2. Ms. Lay See Tan was inducted as a member of the Stakeholders’ Relationship Committee on November
7, 2022.
Notes:
1. Ms. Mei Theng Leong ceased to be the member of the Nomination & Remuneration Committee with RISK MANAGEMENT COMMITTEE
effect from November 7, 2022.
2. Ms. Lay See Tan was inducted as a member of the Nomination & Remuneration Committee on November The Company has constituted Risk Management Committee in accordance with Companies Act, 2013 and
7, 2022. Listing Regulations.

STAKEHOLDERS’ RELATIONSHIP COMMITTEE Roles, responsibilities and the terms of reference of the Risk Management Committee:

The Company has constituted Stakeholders’ Relationship Committee in accordance with Listing Regulations. 1. to formulate a detailed risk management policy which shall include:
a. A framework for identification of internal and external risks specifically faced by the Company, in
Roles, responsibilities and the terms of reference of the Stakeholders’ Relationship Committee: particular including financial, operational, sectoral, sustainability (particularly, ESG related risks),
information, cyber security risks or any other risk as may be determined by the Committee.
a. Redressal of all security holders’ and investors’ grievances including complaints related to general b. Measures for risk mitigation including systems and processes for internal control of identified risks.
meetings, transfer/ transmission of shares, non-receipt of share certificates and review of cases for c. Business continuity plan;
refusal of transfer/transmission of shares and debentures, non-receipt of balance sheet, non-receipt of 2. to ensure that appropriate methodology, processes and systems are in place to monitor and evaluate
declared dividends, issue of new/ duplicate certificates, non-receipt of annual reports, etc. and assisting risks associated with the business of the Company;
with quarterly reporting of such complaints; 3. to monitor and oversee implementation of the risk management policy, including evaluating the
b. Giving effect to all transfer/transmission of shares and debentures, dematerialization of shares and re- adequacy of risk management systems;
materialization of shares, split and issue of duplicate/consolidated share certificates, compliance with 4. to periodically review the risk management policy, at least once in two years, including by considering
all the requirements related to shares, debentures and other securities from time to time; the changing industry dynamics and evolving complexity;
c. Overseeing the performance of the registrars and transfer agents of our Company and to recommend 5. to keep the board of directors informed about the nature and content of its discussions, recommendations
measures for overall improvement in the quality of investor services; and actions to be taken; and
d. Review of adherence to the service standards adopted by our Company in respect of various services 6. the appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject
being rendered by the registrar and share transfer agent; to review by the Risk Management Committee.
e. Review of the various measures and initiatives taken by our Company for reducing the quantum of
unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices The Risk Management Committee shall also coordinate its activities with other Committees, in instances
by the shareholders of our Company; and where there is any overlap with activities of such Committees, as per the framework laid down by the Board
f. Carrying out such other functions as may be specified by the Board from time to time or specified/ of Directors.
provided under the Companies Act, 2013 or SEBI Listing Regulations, or by any other regulatory
authority. The members of the Risk Management Committee are as follows:

The members of the Stakeholders’ Relationship Committee are as follows: • Mr. Anuj Khanna Sohum (Managing Director & CEO) - Chairperson
• Mr. Anuj Kumar (Non-Executive Director) - Member
• Mr. Bijynath (Independent Director) - Chairperson • Mr. Vivek Narayan Gour (Independent Director) - Member
• Mr. Anuj Khanna Sohum (Managing Director & CEO) - Member • Mr. Elad Shmuel Natanson (Non-Executive Director) - Member
• Ms. Lay See Tan (Independent Director) - Member • Ms. Noelia Amoedo Casqueiro (Non-Executive Director) - Member

132 133
*GRI 2-9, 2-10, 2-12, 2-13, 2-16, 2-18, 2-19, 2-25, 2-26 *GRI 2-9, 2-12, 2-13
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

The Risk Management Committee met twice during the year on September 17, 2022 and March 9, 2023. Notes:
1. Mr. Vipul Kedia was inducted as a member of Corporate Social Responsibility Committee on November
The details regarding attendance of members in the above meetings are as follows: 7, 2022.
2. Ms. Mei Theng Leong ceased to be the member of the Corporate Social Responsibility Committee with
Name Designation/Category No. of meetings No. of meetings effect from November 7, 2022.
held during the attended
tenure INVESTMENT COMMITTEE – INTERNATIONAL INVESTMENTS
Mr. Anuj Khanna Sohum Chairperson, Managing Director & CEO 2 2
The Company has constituted an Investment Committee-International Investments with the following
Mr. Anuj Kumar Member, Non-Executive Director 2 2 members:
Mr. Vivek Narayan Gour Member, Independent Director 2 1
Mr. Elad Shmuel Natanson 1
Member, Non-Executive Director 1 1 • Mr. Anuj Khanna Sohum (Managing Director & CEO) - Chairperson
• Mr. Bijynath (Independent Director) - Member
Ms. Noelia Amoedo Member, Non-Executive Director 1 1
• Ms. Mei Theng Leong (Non-Executive Director) - Member
Casqueiro1
The role of the Investment Committee – International Investments is as follows:
Note:
1. Mr. Elad Shmuel Natanson and Ms. Noelia Amoedo Casqueiro were inducted as a member of the Risk
a. To review investment proposals and approve Letter of Intent/Memorandum of Understanding (MOU)
Management Committee on November 7, 2022.
for potential investments, merger & acquisitions and any other investments;
b. To present the key due diligence findings, if any together with management report to Board of Directors
CORPORATE SOCIAL RESPONSIBILITY COMMMITTEE
for final agreement approval; and
c. To perform such other activities as may be delegated by the Board.
The Company has constituted a Corporate Social Responsibility (CSR) Committee in accordance with Section
135 of the Companies Act, 2013.
The Investment Committee – International Investments met thrice during the year on December 10, 2022,
December 31, 2022 and March 15, 2023.
Roles, responsibilities and the terms of reference of the CSR Committee:
The details regarding attendance of members in the above meetings are as follows:
a. To formulate and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate
the activities to be undertaken by the Company in areas or subject, specified in Schedule VII of the
Companies Act, 2013 and make any revisions therein as and when decided by the Board; Name Designation/Category No. of meetings No. of meetings
b. To recommend the amount of expenditure to be incurred on the activities referred to in (a); held during the attended
c. To monitor the Corporate Social Responsibility Policy of the Company from time to time; tenure
d. To do such other acts, deeds and things as may be required to comply with the applicable laws; and Mr. Anuj Khanna Sohum Chairperson, Managing Director & CEO 3 3
e. To perform such other activities as may be delegated by the Board or specified/ provided under the Mr. Bijynath Member, Independent Director 3 3
Companies Act, 2013 or by the SEBI Listing Regulations or statutorily prescribed under any other law or
Ms. Mei Theng Leong Member, Non-Executive Director 3 2
by any other regulatory authority.
INVESTMENT COMMITTEE-DOMESTIC INVESTMENTS
The members of the CSR Committee are as follows:
The Company has constituted an Investment Committee-Domestic Investments with the following members:
• Ms. Sumit Mamak Chadha (Independent Director) - Chairperson
• Mr. Anuj Khanna Sohum (Managing Director & CEO) - Member
• Mr. Anuj Khanna Sohum (Managing Director & CEO) - Chairperson
• Mr. Vipul Kedia (Executive Director) - Member • Mr. Vivek Narayan Gour (Independent Director) - Member
• Mr. Kapil Mohan Bhutani (Chief Financial & Operations Officer) - Member
The CSR Committee met once during the year on March 31, 2023.
The role of the Investment Committee-Domestic Investments is as follows:
The details regarding attendance of members in the above meetings are as follows:
a. To review investment proposals and approve Letter of Intent/Memorandum of Understanding (MOU)
Name Designation/Category No. of meetings No. of meetings for potential investments, merger & acquisitions and any other investments;
held during the attended b. To present the key due diligence findings, if any together with management report to Board of Directors
tenure for final agreement approval; and
Ms. Sumit Mamak Chadha Chairperson, Independent Director 1 1 c. To perform such other activities as may be delegated by the Board.
Mr. Anuj Khanna Sohum Member, Managing Director & CEO 1 1
The Investment Committee-Domestic Investments met twice during the year on December 10, 2022 and
Mr. Vipul Kedia1 Member, Executive Director 1 1
March 31, 2023.
Ms. Mei Theng Leong2 Member, Non-Executive Director - -

134 135
*GRI 2-9, 2-12, 2-13 *GRI 2-9
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

The details regarding attendance of members in the above meetings are as follows: g. Authorisation of any director or directors of the Company or other officer or officers of the Company,
including by the grant of power of attorneys, to do such acts, deeds and things as the authorised person
Name Designation/Category No. of meetings No. of meetings in its absolute discretion may deem necessary or desirable in connection with the issue and allotment
held during the attended of the securities;
tenure
h. Seeking, if required, the consent of the Company’s lenders, parties with whom the Company has entered
Mr. Anuj Khanna Sohum Chairperson, Managing Director & CEO 2 1
into various commercial and other agreements, all concerned government and regulatory authorities
Mr. Vivek Narayan Gour Member, Independent Director 2 2 in India or outside India, and any other consents that may be required in connection with the issue and
Mr. Kapil Mohan Bhutani Member, Chief Financial & 2 2 allotment of the securities;
Operations Officer
i. Seeking the listing of the securities on the Stock Exchanges, and submitting the listing application to
CAPITAL COMMITTEE the Stock Exchanges and taking all actions that may be necessary in connection with obtaining such
listing;
The Company has renamed Fund Raising Committee as Capital Committee with effect from December 14,
2022, with the following members: j. Determining the form, terms and timing of the issue(s)/ offering(s), issue price (including discount, if
any), the quantum of securities to be issued, including selection of eligible QIBs to whom equity shares
• Ms. Mei Theng Leong (Non-Executive Director) - Chairperson and/ or other securities convertible into or exchangeable into equity shares (including warrants or
• Mr. Bijynath (Independent Director) - Member otherwise) are proposed to be offered, issued and allotted and matters related thereto, as per applicable
• Mr. Anuj Khanna Sohum (Managing Director & CEO) - Member laws, regulations or guidelines;

Roles, responsibilities and the terms of reference of the Capital Committee: k. To open one or more bank accounts in the name of the Company as may be required in connection with
the aforesaid issue, including with any escrow bank;
a. Decide the date for the opening and closing of the issue of securities, including determining the form and
manner of the issue, number of equity shares and/ or other securities convertible into or exchangeable l. To settle all questions, difficulties or doubts that may arise in regard to such issue(s) or allotments and
into equity shares (including warrants or otherwise) to be allotted, determining the relevant date, issue utilization of the issue proceeds as it may, in its absolute discretion deem fit, without being required
price, face value and execution of various transaction documents (such as placement, marketing and to seek any further consent or approval of the member or otherwise, to the end and intent that they
depository agreements), undertakings, deeds and declarations; giving or authorizing the giving by the shall be deemed to have given their approval thereto expressly by the authority of this resolution, and
concerned persons of such declarations, affidavits, certificates, consents and authorities as may be accordingly any such action, decision or direction of the Board shall be binding on all the members of
required from time to time; the Company;

b. Finalization of the allotment of the securities on the basis of the subscriptions received and approving m. To file make appropriate regulatory filings as required under applicable law with the authorized dealer,
the allotment of the equity shares and/ or other securities convertible into or exchangeable into equity RBI or any other regulatory authority with respect to the issuance of the securities;
shares (including warrants or otherwise);
n. To do all such acts, deeds, matters and things as the Capital Committee may, in its absolute discretion,
c. Finalization and arrangement for the submission of the preliminary and final placement document(s) consider necessary, proper, expedient, desirable or appropriate for making the said issue as aforesaid
and any amendments and supplements thereto, with the Stock Exchanges or any other applicable and to settle any question, query, doubt or difficulty that may arise in this regard including the power to
government and regulatory authorities, institutions or bodies, as may be required; allot under subscribed portion, if any, in such manner and to such persons(s) as the Board, may deem
fit and proper in its absolute discretion to be most beneficial to the Company; and
d. Approval of the preliminary and final placement document(s) (including amending, varying or modifying
the same, as may be considered desirable or expedient) as finalized in consultation with the lead o. Delegating all or any of the powers herein conferred, to any one or more Directors or officers of the
manager(s)/ advisor(s), in accordance with all applicable rules, regulations and guidelines; Company in accordance with the Companies Act.

e. Entering into any arrangement for managing and marketing the proposed offering of securities and to No meeting of Capital Committee was held during the financial year.
appoint, in its absolute discretion, managers (including lead manager(s)), investment banker(s), merchant
banker(s), underwriter(s), guarantor(s), financial and/or legal advisor(s), depositories, custodians,
listing agents, escrow bank(s)/agent(s) and other agents as may be required in order to facilitate or
consummate the issue/ offering, and sign all applications, filings, deeds, documents, memorandum of
understanding and agreements with any such entities and to pay any fees, commissions, remunerations,
and expenses in connection with the proposed Issue;

f. Approval of the transaction agreements including the placement agreement, escrow agreement,
listing application, engagement letter(s), memorandum of understanding and any other agreements or
documents, as may be necessary in connection with the issue/offering (including amending, varying or
modifying the same, as may be considered desirable or expedient), in accordance with all applicable
laws, rules, regulations and guidelines;

136 137
*GRI 2-9 *GRI 2-9
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ESG COMMITTEE a. Pecuniary Relationship of Non-Executive Directors:

The Company has constituted ESG Committee with the following members: Non-Executive Directors of the Company have no pecuniary relationship or transaction with the
Company, except the payment of sitting fees to Independent Directors for attending meetings of the
• Mr. Vivek Narayan Gour (Independent Director) - Chairperson Board and its Committees.
• Mr. Anuj Kumar (Non-Executive Director) - Member
• Mr. Anuj Khanna Sohum (Managing Director & CEO) - Member b. Criteria of making payment to Non-Executive Directors:
• Ms. Sumit Mamak Chadha (Independent Director) - Member
• Mr. Vipul Kedia (Executive Director) - Member Sitting Fees: The Independent Directors of the Company are entitled to sitting fees as determined by
the Board from time to time for attending Board / Committee meetings thereof in accordance with
The role of the ESG Committee is as follows: the provisions of Companies Act, 2013. The Non-Executive & Non-Independent Directors may be paid
sitting fees in accordance with the provisions of Companies Act, 2013. Currently the Company does not
a. To integrate sustainability considerations across Affle’s business processes, and decisions; and pay any sitting fee to its Non-Executive & Non-Independent Director.

b. To ensure long-term positive value creation across the enterprise-wide materiality topics identified and Commission: Commission may be paid within the monetary limit approved by shareholders, subject to
for all stakeholders. the limit not exceeding 1% of the profits of the Company computed as per the applicable provisions of
the Act. The aggregate commission payable to the Independent Directors and Non-Executive & Non-
The ESG Committee met once during the year on March 31, 2023. Independent Directors will be recommended by the Nomination & Remuneration Committee to the
Board based on Company’s performance, profits, return to investors, shareholder value creation and
The details regarding attendance of members in the above meeting are as follows: any other significant qualitative parameters as may be decided by the Board. Currently, the Company
does not pay any commission to its Directors.
Name Designation/Category No. of meetings No. of meetings
held during the attended The above criteria for making payment to Non-Executive Directors is also detailed in Nomination &
tenure Remuneration Policy of the Company which can be accessed at [Link]
Mr. Vivek Narayan Gour Chairperson, Independent Director 1 1
Remuneration of Executive Directors
Ms. Sumit Mamak Chadha 1
Member, Independent Director 1 1 (In Rs.)
Mr. Anuj Khanna Sohum Member, Managing Director & CEO 1 1 Mr. Anuj Khanna Mr. Anuj Kumar Mr. Vipul Kedia
Mr. Vipul Kedia1 Member, Executive Director 1 1 Sohum (Upto June 30, (With effect from
Mr. Anuj Kumar 2
Member, Non-Executive Director 1 1 2022) July 1, 2022)
Salary paid during the FY2022-23 253,200 4,249,321 7,554,259
Notes: Fixed Component 253,200 1,876,801 6,404,997
1. Ms. Sumit Mamak Chadha and Mr. Vipul Kedia were inducted as members of the ESG Committee on Performance Linked Incentive - 76,075 1,149,262
November 7, 2022. Gratuity - 2,296,445 -
2. Mr. Anuj Kumar was designated as member of the ESG Committee with effect from November 7, 2022.
Sitting Fee & Commission - - -
RECOMMENDATION OF COMMITTEE Stock Option Not applicable 69,6401 69,6401

Note:
During the year under review, there are no such cases where the recommendation of any Committee of the
1. Mr. Anuj Kumar and Mr. Vipul Kedia were granted 69,640 stock options under Affle (India) Limited
Board has not been accepted by the Board, which is mandatorily required to be accepted as per the law.
Employee Stock Option Scheme-2021 during the FY2021-22. The options are yet to be exercised.
REMUNERATION OF DIRECTORS
Remuneration of Independent Directors
(In Rs.)
The Company has a well-defined Nomination & Remuneration Policy for Directors, Key Managerial Personnel
and Senior Management of the Company as formulated by Nomination & Remuneration Committee, pursuant Mr. Bijynath Ms. Sumit Mamak Mr. Vivek Narayan Ms. Lay See Tan
to provisions of Section 178 of the Act and Para A of Part D of Schedule II of the Listing Regulations, which Chadha Gour (With effect from
lays down the criteria for determining, inter-alia, qualifications, positive attributes and independence of a July 1, 2022)
Director and matters relating to the remuneration, appointment, removal and evaluation of performance of Fee for attending 630,000 630,000 540,000 360,000
the Directors, including Non-Executive Directors, Key Managerial Personnel and Senior Management. This Board Meetings
policy acts as guidelines on matters relating to the appointment/re-appointment, remuneration, removal and Fee for attending 180,000 540,000 540,000 180,000
evaluation of performance of the Directors, Key Managerial Personnel and Senior Management. Committee Meetings
Fee for Independent 90,000 90,000 90,000 90,000
Directors Meeting
Total 900,000 1,260,000 1,170,000 630,000

138 139
*GRI 2-9, 2-12, 2-13, 2-19, 2-20 *GRI 2-9, 2-19, 2-20
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

The Company does not pay any commission to the Independent Directors. Sitting fee is paid only to Extraordinary General Meeting
Independent Directors as approved by the Board of Directors from time to time.
During the year under review, no Extraordinary General Meeting was held.
The tenure of Independent Directors of the Company is five (5) years. Tenure of Mr. Anuj Khanna Sohum
(Managing Director & CEO) and Mr. Vipul Kedia (Executive Director) is five (5) and three (3) years respectively. Postal Ballot
Notice period shall be as per the terms of appointment of Director. There are no service contracts or separate
provisions for payment of severance fees. No resolution was passed by the Company through Postal Ballot during the previous three years.

GENERAL MEETINGS AND POSTAL BALLOT MEANS OF COMMUNICATION

Annual General Meetings of the previous three years: Website

2019-20 2020-21 2021-22 The Company maintains an active website i.e., [Link] wherein all the information relevant for
the shareholders are displayed. Copy of the press releases, financial results (quarterly/half yearly/yearly),
Day, date & Thursday, September Thursday. September 23, 2021 Friday, September 23, 2022 at
presentations to Financial Analysts and Institutional Investors, policies of the Company, earnings conference
time 24, 2020 at 10 a.m. at 10:00 a.m. 10:30 a.m.
call transcripts, shareholding patterns, stock exchange disclosures as required under Regulation 46 of Listing
Venue Meeting was held Meeting was held through Video Meeting was held through Regulations are made available on the website.
through Video Conferencing. The Registered Video Conferencing. The
Conferencing. The office of the Company was the Registered office of the Financial Results and Newspaper Publications
Registered office of deemed venue. Company was the deemed
the Company was the venue. The Registered Office of the Company has shifted from Mumbai (Maharashtra) to NCT of Delhi on December
deemed venue. 13, 2022, owing to which the quarterly financial results were published in English and Regional (Marathi)
Details of 1. Re-appointment of 1. Approval of Affle (India) Limited 1. Appointment of Ms. Lay newspapers, i.e. Financial Express and Pratahkal till declaration of financial results for the quarter ended
Special Mr. Bijynath as Employee Stock Option Scheme See Tan (DIN: 09203616) as September 30, 2022. From December, 2022 quarter onwards quarterly financial results were published in
Resolution Independent Director – 2021. Independent Director. English and Regional (Hindi) newspapers i.e. Financial Express and Jansatta. The financial results for the
passed of the Company. quarter ended June 30, 2022 was published on August 8, 2022, for the quarter and half year ended September
2. Approval of grant of stock 2. Re-appointment of Mr. Anuj 30, 2022 was published on November 8, 2022 and for the quarter and nine months ended December 31, 2022
2. Re-appointment of options to the employees Khanna Sohum as Managing was published on February 6, 2023.
Ms. Sumit Mamak of holding Company and Director.
Chadha as subsidiary Company (ies) under The management participates in the press call and earnings call every quarter, after the announcement of
Independent Director Affle (India) Limited Employee results. The transcripts of the quarterly earnings calls with Analysts have also been published on the website.
of the Company. Stock Option Scheme – 2021.
Stock Exchange Filings
3. Re-appointment of 3. Approval of grant of employee
Mr. Vivek Narayan stock options by way of The Company also uploads its disclosures and announcements under the Listing Regulations at the link,
Gour as Independent secondary acquisition under [Link] to NSE Electronic Application Processing System
Director of the Affle (India) Limited Employee (NEAPS) and to BSE Online Listing Centre at the link [Link] During the year, the
Company. Stock Option Scheme – 2021. Company also submitted quarterly compliance report on Corporate Governance to the Stock Exchanges
within 21 days from the close of quarter as per the format given under the Listing Regulations.
4. Authorisation under 4. Approval for sub-division/split
Section 186 of the of shares. SEBI COMPLAINTS REDRESS SYSTEM (SCORES)
Companies Act, 2013.
5. Approval for alteration of The investors can raise complaints in a centralized web-based complaints redress system called “SCORES”. The
5. Authorisation under the Capital Clause of the Company uploads the action taken report on the complaints raised by the shareholders on “SCORES”, which
Section 180 of the Memorandum of Association. can be viewed by the shareholder. The complaints are closed to the satisfaction of the shareholder and SEBI.
Companies Act, 2013.
6. Approval for shifting of
Registered Office from the
“State of Maharashtra” to “NCT
of Delhi”

7. Approval for alteration of


Articles of Association of the
Company

140 141
*GRI 2-9, 2-19, 2-20
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Details of complaints/requests etc., received and resolved during the FY2022-23 are as below: ANNUAL GENERAL MEETING

Source Received during Resolved during Not solved Pending The schedule of Annual General Meeting for the FY2022-23 of the Company shall be intimated to the
the period from the period from to the as shareholders in due course.
01.04.2022 to 01.04.2022 to satisfaction of on
31.03.2023 31.03.2023 shareholders 31.03.2023 FINANCIAL YEAR
SEBI 0 0 0 0
The financial year of the Company is from April 1, 2022 to March 31, 2023.
Stock Exchange(s) 1 1 0 0
Investors’ Associations/ Others 0 0 0 0 MARKET PRICE DATA: HIGH, LOW DURING EACH MONTH IN THE FY2022-23
Direct 0 0 0 0
The Company’s monthly high and low share price data as well as the total volume during each month in the
Total 1 1 0 0
FY2022-23 on the BSE Limited and National Stock Exchange of India Limited are as mentioned below:
The investors may raise complaints directly to the Company by writing an email to Ms. Parmita Choudhury,
Company Secretary and Compliance officer at compliance@[Link]. Month BSE Limited National Stock Exchange of India Limited
High Low Total Volume High Low Total Volume
GENERAL SHAREHOLDERS’ INFORMATION April 2022 1,335.00 1,164.40 299,140 1,336.60 1,163.40 4,264,209
May 2022 1,227.50 871.00 1,096,106 1,228.60 871.55 13,596,237
Corporate Identity Number (CIN)
June 2022 1,069.70 924.40 663,510 1,068.70 922.35 7,594,064

The Corporate Identity Number (CIN) allotted by the Ministry of Corporate Affairs, Government of India, is July 2022 1,099.45 1,002.00 689,563 1,100.00 1,002.00 4,630,964
L65990DL1994PLC408172. August 2022 1,369.25 1,065.00 987,348 1,369.00 1,065.05 13,367,569
September 2022 1,362.55 1,178.70 722,445 1,363.00 1,178.00 5,952,334
Registered Office October 2022 1,289.45 1,138.85 778,366 1,289.40 1,138.05 3,370,045
November 2022 1,300.00 1,143.80 532,863 1,300.00 1,143.55 6,564,721
A47 Lower Ground Floor, Hauz Khas, Off Amar Bhawan, New Delhi-110016
December 2022 1,269.70 1,002.50 507,978 1,270.00 1,003.00 5,764,724
Communication Address January 2023 1,109.90 1,015.40 231,633 1,110.00 1,015.00 3,778,253
February 2023 1,112.65 928.05 319,794 1,114.75 927.55 4,278,377
3rd Floor, Tower-B, Awfis Unitech Cyber Park, Sector – 39, Gurugram-122002, Haryana March 2023 1,049.40 928.20 333,208 1,049.85 928.05 3,730,537
Phone: 0124-4598749, email: compliance@[Link], website: [Link]
Stock Market Data
Listing on Stock Exchanges
Affle Share Price Performance vs. Nifty 500
The Company’s equity shares are listed on the following Stock Exchanges: (Share price and index value rebased to 100)

Name and address of the Stock Exchange Scrip code


120
National Stock Exchange of India Limited
Exchange Plaza, 5th Floor, Plot No. C-l, G Block,
AFFLE 100
Bandra Kurla Complex, Bandra (East),
Mumbai - 400 051
80
BSE Limited
Phiroze Jeejeebhoy Towers, Dalal Street, 542752 60
Mumbai – 400001
40
Listing fees for the FY2023-24 has been paid to both BSE Limited and National Stock Exchange of India
Limited.
20
International Securities Identification Number (ISIN)
0
Apr-22 May-22 Jun-22 Jul-22 Aug-22 Sep-22 Oct-22 Nov-22 Dec-22 Jan-23 Feb-23 Mar-23
ISIN is an identification number for traded shares. This number needs to be quoted in each transaction
relating to the dematerialised equity shares of the Company. The Company’s ISIN number for its equity
shares is INE00WC01027. Affle Nifty 500

142 143
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Affle Share Price Performance vs. S&P BSE 500 TOP TEN SHAREHOLDERS OF THE COMPANY AS ON MARCH 31, 2023
(Share price and index value rebased to 100)
S. No. Name of Shareholder No. of shares % of total
120 shares of the
Company
100
1. Affle Holdings Pte. Ltd. 59,715,465 44.8
80 2. Affle Global Pte. Ltd. 20,089,555 15.9
3. ICICI Prudential Life Insurance Company Limited 4,302,745 3.2
60 4. Malabar India Fund Limited 4,123,312 3.1
5. Nippon Life India Trustee Ltd-A/C Nippon India SMA 2,202,622 1.6
40
6. Nippon Life India Trustee Ltd-A/C Nippon India FOC 1,974,328 1.4
20 7. Aberdeen Standard Asia Focus PLC 1,339,985 1.1
8. Aberdeen Global Indian Equity Limited 1,060,600 0.8
0 9. ICICI Prudential Multicap Fund 855,638 0.6
Apr-22 May-22 Jun-22 Jul-22 Aug-22 Sep-22 Oct-22 Nov-22 Dec-22 Jan-23 Feb-23 Mar-23 10. ICICI Prudential Midcap Fund 845,046 0.6

Affle S&P BSE 500 DEMATERIALIZATION OF SHARES AND LIQUIDITY

The Company’s shares are held with both the Depositories i.e. National Securities Depository Limited
(‘NSDL’) and Central Depository Services (India) Limited (‘CDSL’). 133,250,550 of the Company’s shares are
DISTRIBUTION OF SHAREHOLDING AS ON MARCH 31, 2023 held in electronic/ demat form as on March 31, 2023. As on March 31, 2023, the number of shares held in
dematerialized and physical mode are as under:
S. No. No. of shares No. of shareholders % of shareholding Amount (in Rs.) % of Amount
1. 1-5000 364,095 99.9 30,650,066.00 11.5 No. of shares in dematerialized form in CDSL 10,166,498
2. 5001- 10000 263 0.1 1,888,678.00 0.7 No. of shares in dematerialized form in NSDL 123,084,052
3. 10001- 20000 105 0.0 1,472,288.00 0.5 No. of shares in Physical 510
4. 20001- 30000 31 0.0 738,306.00 0.3 Total no. of shares 133,251,060
5. 30001- 40000 17 0.0 561,824.00 0.2
DISCLOSURE IN RESPECT OF EQUITY SHARES TRANSFERRED IN THE UNCLAIMED SUSPENSE ACCOUNT
6. 40001- 50000 16 0.0 734,606.00 0.3
7. 50001- 100000 16 0.0 1,144,246.00 0.4 As on March 31, 2023 there is no balance outstanding in the unclaimed suspense account of the Company.
8. 100001 & above 72 0.0 229,312,106.00 86.1
OUTSTANDING GDRS/ADRS/WARRANTS
Total 364,615 100.0 266,502,120.00 100.00

The Company has not issued GDRs/ ADRs/ Warrants as on March 31, 2023.
SHAREHOLDING PATTERN AS ON MARCH 31, 2023
COMMODITY PRICE RISK/FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES
S. No. Category of No. of No. of fully Total no. Shareholding
Shareholder shareholders paid-up equity of shares as a % of total The nature of business of the Company does not involve any direct purchase or sale of commodity that
shares held held no. of shares imposes risk. The foreign exchange risks are hedged from time to time as required.
1. Promoter & 3 79,805,180 79,805,180 59.9
Promoter Group DETAILS OF PUBLIC FUNDING OBTAINED IN THE LAST THREE YEARS
2. Public 364,611 53,368,879 53,368,879 40.1
3. Non Promoter- The Company has made the initial public offering in August 2019.
Non Public
During the financial year 2021-22, the Company allotted 1,153,845 equity shares through Qualified Institutional
i. Shares 0 0 0 0 Placement (QIP) at an issue price of Rs. 5,200 per equity share (including a premium of Rs. 5,190 per equity
underlying DRs share) aggregating to Rs. 5,999.99 million on May 4, 2021. The issue was made in accordance with the SEBI
ii. Shares held by 1 77,001 77,001 0.0 (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended and Sections 42 and 62 of
Employees Trusts the Companies Act, 2013 as amended, including the rules made thereunder. The proceeds of the funds are
Total 364,615 133,251,060 133,251,060 100.0 utilised as follows (upto March 31, 2023):

144 145
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

(In Rs. million) The Dividend Distribution Policy is available under the investor relations section of the Company’s website
Particulars Amount which can be accessed at [Link]
Amount raised from QIP (Net of expenses of Rs. 93.09 million) 5,906.90
The Policy for determining material subsidiaries is available under the investor relations section of
Amount utilised for General Corporate Purpose 2,524.25 the Company’s website which can be accessed at [Link]
Unutilised Amount 3,382.65 determining%20material%[Link].

SHARE TRANSFER SYSTEM DISCLOSURE ON MATERIALLY SIGNIFICANT RELATED PARTY TRANSACTIONS

KFin Technologies Limited (“KFINTECH”). is the Company’s Registrar and Share Transfer Agent (RTA) During the year under review, the Company had not entered into material transaction with any of its related
for equity shares (kept in physical as well as electronic mode). The requests, if any, for share transfer, parties.
transmission, sub-division, consolidation, renewal, re-mat, duplicate share certificate etc. are processed and
share certificates duly endorsed / issued are dispatched within the prescribed time. The Company has made full disclosures of transactions with the related parties as set out in the financial
statement, forming part of the Annual Report.
Members are requested to note that our RTA, KFINTECH has a mobile app named ‘KPRISM’ and a website
[Link] for the members holding shares in physical form. Members can download this All related party transactions are in the ordinary course of business and on arm’s length basis and are
android mobile application from the play store and view their portfolios serviced by KFINTECH. In addition, intended to further the Company’s interests.
members can also visit the Investor Service Center (ISC) webpage, [Link]
isc/[Link] and get benefited from the list of services that can be executed from the page like post or The Policy on Related Party Transactions is available under the investor relations section of the Company’s
track a query, view the demat / remat request and download the required ISR forms and check KYC status website which can be accessed at [Link]
for physical folios, as per the Common Simplified Norms for Processing Investor Requests (SEBI Circular Party%[Link].
dated November 3, 2021 and March 16, 2023).
WHISTLE BLOWER POLICY
The communication address of the Registrar and Share Transfer Agent is given hereunder:
The Company promotes ethical behaviour in all its business activities and has put in place a mechanism for
Selenium Building, Tower-B, reporting illegal or unethical behaviour. The Company has a Vigil Mechanism / Whistle Blower Policy under
Plot No 31 & 32, which employees are free to report fraudulent practices, corruption and breaches of the Code of Conduct.
Financial District, Employees may also report any reportable matter directly to the Chairperson of the Audit Committee.
Nanakramguda, Serilingampally, During the year under review, no employee was denied access to the Audit Committee.
Hyderabad, Rangareddy,
Telangana, India - 500 032. PREVENTION OF SEXUAL HARRASSMENT AGAINST WOMEN AT WORKPLACE

CODES/ POLICIES RELATING TO CORPORATE GOVERNANCE The Company is committed towards providing a safe and conducive work environment to the employees of
the Company and also have in place, a policy for Prevention of Sexual Harassment of Women at Workplace
The Board has laid down the following codes/ policies to ensure governance in an ethical manner: and an Internal Complaints Committee in accordance with the provisions of Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
1. Code of Conduct for Directors & Senior Management
2. Policy on Board Diversity No complaint was pending or was received by the Company during the year under review.
3. Policy on Familiarization Programme for Independent Directors
4. Risk Management Policy CODE OF CONDUCT
5. Policy on Document Retention
6. Policy on Related Party Transactions The Board has laid down a Code of Conduct for all Board Members and Senior Management of the Company.
7. Policy on Determination of Materiality of Disclosures The Code is displayed on the website of the Company. All Board Members and Senior Management personnel
8. Whistle Blower Policy have affirmed compliance with the Code of Conduct. A declaration signed by the Chief Executive Officer
9. Code of Conduct for Prevention of Insider Trading (CEO) to this effect is enclosed at the end of this Report.
10. Dividend Distribution Policy
11. ESG Policy COMPLIANCE CERTIFICATE BY CEO AND CFO
12. Nomination & Remuneration Policy
13. Corporate Social Responsibility Policy The Compliance Certificate by CEO and CFO are provided on a quarterly basis. The Compliance Certificate
14. Policy for determining material subsidiaries as required under the Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
15. Anti-Bribery & Anti-Corruption Policy 2015, for the year is enclosed at the end of this Report.
16. Human Rights Policy Statement
17. Code of Conduct for vendors

The above codes and policies are also available under investor relations section on the website of the
Company at [Link]
146 147
*GRI 2-15
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

COMPLIANCE WITH SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, Appnext Pte. Ltd. March 17, 2020 Singapore Ernst and Young LLP October 12, 2020
2015 (Public Accountants
and Chartered
A Certificate on Corporate Governance obtained from Kiran Sharma & Co., Practicing Company Secretary Accountants,
for compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed Singapore)
at the end of this Report.
Jampp Ltd. July 22, 2010 London, United Coveney Nicholls March 2, 2022
Kingdom Partnership LLP
CERTIFICATE FROM PRACTICING COMPANY SECRETARY
Chartered Accountants
& Statutory Auditor
The Company has obtained a certificate from Company Secretary in Practice that none of the Directors on the
Board of the Company have been debarred or disqualified from being appointed or continuing as Directors Jampp Inc. October 30, 2015 United States of Not applicable Not applicable
of companies by the SEBI/ Ministry of Corporate Affairs or any such statutory authority in accordance with America
Listing Regulations and is enclosed at the end of this Report.
DETAILS OF NON-COMPLIANCE BY THE COMPANY, PENALTIES, STRICTURES IMPOSED ON THE COMPANY
DISCLOSURE ON ACCOUNTING TREATMENT IN PREPARATION OF FINANCIAL STATEMENTS BY THE STOCK EXCHANGE(S) OR SEBI OR ANY STATUTORY AUTHORITY, ON ANY MATTER RELATED TO
CAPITAL MARKETS, DURING THE LAST THREE YEARS
The Company has prepared financial statements in accordance with Indian Accounting Standards (“Ind AS”)
notified under the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules No penalty or stricture was imposed by the stock exchanges or SEBI or any other authority, during the last 3
issued thereafter. (three) years since all applicable requirements were fully complied with.

AUDITORS’ REMUNERATION DISCLOSURE OF COMPLIANCE WITH MANDATORY AND ADOPTION OF DISCRETIONARY REQUIREMENTS
UNDER SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
The total fees for all services paid by Affle (India) Limited and its subsidiaries, on a consolidated basis, to
the statutory auditors and all entities in the network firm/ network entity of which the statutory auditor is a The Company has complied with corporate governance requirements specified in Regulation 17 to 27 and
part of are as follows: Clause (b) to (i) of sub-regulation (2) of Regulation 46 under Listing Regulations.
(In Rs. million)
Among discretionary requirements, as specified in Part E of Schedule II of Listing Regulations, the Company
Audit Fee 34.27
has adopted the following:
Advisory & Certification charges 4.87
Reimbursement of expenses 0.74 • The Company has appointed separate persons to the post of the Chairperson and the Managing Director
Total 39.88 or the Chief Executive Officer with effect from April 1, 2022, such that the Chairperson is – (a) a non-
executive director; and (b) not related to the Managing Director or the Chief Executive Officer as per the
LOANS AND ADVANCES BY THE COMPANY AND ITS SUBSIDIARIES IN THE NATURE OF LOANS TO FIRMS/ definition of the term “relative” defined under the Companies Act, 2013
COMPANIES IN WHICH DIRECTORS ARE INTERESTED
• Reporting of internal auditor - The internal auditor reports directly to the Audit Committee.
The Company has not given any loans and advances to firms/companies in which Directors are interested.
• Audit Qualifications – The auditors of the Company have issued Audit Reports with unmodified opinion
DETAILS OF MATERIAL SUBSIDIARIES OF THE COMPANY on the standalone and consolidated financial statements for the year ended March 31, 2023.

SECRETARIAL AUDIT
NAME OF DATE OF PLACE OF NAME OF STATUTORY DATE OF
MATERIAL INCORPORATION INCORPORATION AUDITOR APPOINTMENT
Secretarial Audit for FY 2022-23 was conducted as required under the provisions of Section 204 of the
SUBSIDIARIES OF STATUTORY
Companies Act, 2013. Kiran Sharma & Co., Practicing Company Secretary, Membership Number: 4942; CP
AUDITOR
Number: 3116 conducted the audit and the Secretarial Audit Report is attached as Annexure III to the Directors
Affle International April 1, 2018 Singapore Ernst and Young LLP June 29, 2018 Report.
Pte. Ltd. (Public Accountants
and Chartered NON-COMPLIANCE OF REGULATIONS RELATING TO CORPORATE GOVERNANCE UNDER SEBI (LISTING
Accountants, OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015, IF ANY
Singapore)
Affle MEA FZ-LLC April 1, 2019 Dubai, United Ernst & Young Middle June 2, 2020 The Company is fully compliant with Listing Regulations and there are no such non-compliances.
Arab Emirates East (Dubai Branch)

148 149
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

CEO’S DECLARATION TO COMPLIANCE OF CODE OF CONDUCT CERTIFICATION BY CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER OF THE COMPANY

This is to confirm that the Company has adopted a Code of Conduct for its Board Members and Senior We, Anuj Khanna Sohum, Managing Director & Chief Executive Officer, and Kapil Mohan Bhutani, Chief
Management and the same is available under investor relations section on the website of the Company https:// Financial & Operations Officer of Affle (India) Limited, to the best of our knowledge and belief, certify that:
[Link].
a. We have reviewed financial statements and cash flow statement for the year ended on March 31, 2023
I confirm that the Company has in respect of the financial year ended March 31, 2023, received from Members and that to the best of our knowledge and belief:
of the Board & Senior Management team of the Company a declaration of compliance with the Code of
Conduct as applicable to them. i. these statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading;
ii. these statements together present a true and fair view of the Company’s affairs and are in
compliance with existing accounting standards, applicable laws and regulations.

b. There are, to the best of our knowledge and belief, no transactions entered into by the Company during
Anuj Khanna Sohum the year which are fraudulent, illegal or violative of the Company’s Code of Conduct.
Managing Director
& Chief Executive Officer c. We accept responsibility for establishing and maintaining internal controls for financial reporting and that
we have evaluated the effectiveness of internal control systems of the Company pertaining to financial
Date: May 13, 2023 reporting and we have disclosed to the auditors and the Audit Committee, deficiencies in the design or
Place: Singapore operation of such internal controls, if any, of which we are aware and the steps we have taken or propose
to take to rectify these deficiencies.

d. We have indicated to the auditors and the Audit Committee:

i. Significant changes in internal control over financial reporting during the year;
ii. Significant changes in accounting policies during the year and that the same have been disclosed
in the notes to the financial statements; and
iii. Instances of significant fraud of which we have become aware and the involvement therein, if any,
of the management or an employee having a significant role in the Company’s internal control
system over financial reporting.

Anuj Khanna Sohum Kapil Mohan Bhutani


Managing Director Chief Financial &
& Chief Executive Officer Operations Officer

Date: May 13, 2023 Date: May 13, 2023


Place: Singapore Place: Gurugram

150 151
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

CERTIFICATE ON COMPLIANCE WITH THE CONDITIONS OF CORPORATE GOVERNANCE UNDER SEBI CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
(LISTING OBLIGATION AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015)
To To
The Members The Members
Affle (India) Limited Affle (India) Limited
A-47 Lower Ground Floor, Off Amar Bhawan A-47 Lower Ground Floor,
Hauz Khas, New Delhi-110016 Off Amar Bhawan Hauz Khas,
New Delhi -110016
We have examined all the relevant records for the purpose of certifying of all the conditions of compliance
of Corporate Governance by Affle (India) Limited (The Company) having CIN L65990DL1994PLC408172 for I have examined the relevant registers, records, forms, returns and disclosures received from the Directors
the year ended March 31, 2023 under SEBI (Listing Obligation and Disclosure Requirements) Regulations, of Affle (India) Limited having CIN L65990DL1994PLC408172 and having registered office at A-47 Lower
2015. We have obtained all the information and explanations which to the best of our knowledge and belief Ground Floor, Off Amar Bhawan Hauz Khas, New Delhi -110016 and (hereinafter referred to as ‘the Company’),
were necessary for the purposes of certification, as stipulated under Regulation 17 to 27, clause (b) to (i) of produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation
sub-regulation (2) of Regulation 46 and Para C, D and E of Schedule V of the SEBI (Listing Obligations and 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing
Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”). Obligations and Disclosure Requirements) Regulations, 2015.

The compliance of the conditions of Corporate Governance is the responsibility of the management. This In my opinion and to the best of my information and according to the verifications (including Directors
responsibility includes the design, implementation and maintenance of internal control and procedures to Identification Number (DIN) status at the portal [Link]) as considered necessary and explanations
ensure compliance with the conditions of the Corporate Governance stipulated in the listing Regulations. furnished to me by the Company & its officers, I hereby certify that none of the Directors on the Board of the
Company as stated below for the Financial Year ended on 31st March, 2023 have been debarred or disqualified
Our examination was limited to the review of procedures and implementation thereof, as adopted by the from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India,
Company for ensuring compliance with conditions of Corporate Governance. It is neither an audit nor an Ministry of Corporate Affairs, or any such other Statutory Authority.
expression of opinion on the financial statements of the Company.
S. No. Name of Director DIN Date of appointment
In our opinion and to the best of our information and according to the explanation given to us, and the 1. Mr. Anuj Khanna Sohum 01363666 25/01/2006
representations made by the Directors and Management, we certify that the Company has complied with 2. Mr. Anuj Kumar 01400273 25/01/2006
conditions of Corporate Governance as stipulated in the SEBI (Listing Obligations and disclosure Requirements) 3. Mr. Bijynath 08160918 01/06/2018
Regulations, 2015 for the year ended on March 31, 2023. 4. Ms. Sumit Mamak Chadha 05207581 01/06/2018
5. Mr. Vivek Narayan Gour 00254383 01/06/2018
We further state that such compliance is neither an assurance as to the future viability of the Company nor of
6. Ms. Mei Theng Leong 08163996 01/06/2018
the efficiency or effectiveness with which the management has conducted the affairs of the Company.
7. Mr. Vipul Kedia 08234884 01/07/2022
8. Ms. Lay See Tan 09203616 01/07/2022
9. Ms. Noelia Amoedo Casqueiro 09636776 01/07/2022
10. Mr. Elad Shmuel Natanson 09643792 01/07/2022
For Kiran Sharma & Co.
Company Secretaries
Ensuring the eligibility of for the appointment/ continuity of every Director on the Board is the responsibility of
the management of the Company. Our responsibility is to express an opinion on these based on our verification.

This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or
Kiran Sharma
effectiveness with which the management has conducted the affairs of the Company.
(Proprietor)
FCS 4942 For Kiran Sharma & Co.
C.P No. 3116 Company Secretaries
UDIN: F004942E000270163
Date: 08.05.2023
Place: New Delhi Kiran Sharma
(Proprietor)
FCS 4942
C.P No. 3116
UDIN: F004942E000270262

Date: 08.05.2023
Place: New Delhi

152 153
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

BUSINESS RESPONSIBILITY AND 15. Products / Services sold by the entity (accounting for 90% of the entity’s turnover):

S. No. Product/Service NIC Code % of total turnover

SUSTAINABILITY REPORT 1. Consumer Platform 62099


contributed
99.3%
2. Enterprise Platform 62099 0.7%

III. Operations

16. Number of locations where plants and / or operations / offices of the entity are situated:

SECTION A: GENERAL DISCLOSURES Location No. of plants No. of offices Total


National Not applicable 3 3
I. Details of the listed entity
International 9 9

S. No. Particulars 17. Markets served by the entity


1. Corporate Identity Number (CIN) L65990DL1994PLC408172
2. Name Affle (India) Limited a. Number of locations:
3. Year of incorporation 1994
Locations No.
4. Registered office address A47 Lower Ground Floor, Hauz Khas, Off Amar
Bhawan, New Delhi-110016 National (no. of states) Pan-India
5. Corporate address 3rd Floor, Tower-B, Awfis Unitech Cyber Park, International (no. of countries) >130
Sector – 39, Gurugram-122002, Haryana
b. What is the contribution of exports as a percentage of the total turnover of the entity?
6. E-mail compliance@[Link]
7. Telephone 0124-4598749 The contribution of exports of Affle (India) Limited on a standalone basis was 13.4% as a percentage
8. Website [Link] of the total turnover of the entity for the financial year 2022-23.
9. Financial year for which reporting is FY 2022-23
being done c. A brief on types of customers
10. Paid-up capital Rs. 266.50 million
Our customers primarily comprise of Business to Consumer (“B2C”) companies who engage
11. Name of the Stock Exchange(s) where 1. BSE Limited
with us either directly or through their advertising agencies across industry verticals including (1)
shares are listed 2. National Stock Exchange of India Limited
e-commerce, ed-tech and entertainment; (2) fintech, FMCG and foodtech; (3) gaming, government
12. Name and contact details (telephone, Karish Manchanda, and groceries; and (4) health-tech and hospitality (collectively, the “Category EFGH” industries for
email address) of the person who may be Investors Relations and Strategy, the Company).
contacted in case of any queries on the Email – [Link]@[Link]
BRSR report As of March 31, 2023, we had over 90% of our revenue from the categories E, F, G & H and 74.5%
13. Reporting boundary Disclosures made in this report are on a of our revenue came from customers who directly engaged with us, while the rest 25.5% of our
consolidated basis unless otherwise stated revenue came from customers who engaged with us through their advertising agencies.

II. Products/services

14. Details of business activities (accounting for 90% of the turnover):

S. No. Description of Main Description of % of turnover in


Activity Business Activity FY2022-23
1. Information and Mobile Advertising (Consumer Platform) 99.3%
Communication App Development, Offline-to-Online commerce 0.7%
and data analytics (Enterprise Platform)

154 155
*GRI 2-1
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

IV. Employees 20. Turnover rate for permanent employees and workers:

18. Details as at the end of the financial year FY 2022-23 FY 2021-22 FY 2020-2021
Male Female Total Male Female Total Male Female Total
a. Employees and workers (including differently abled):
Permanent 30.3% 30.9% 30.6% 25.2% 21.7% 23.4% 26.7% 18.1% 22.4%
S. No. Particulars Total Male Female employees
(A) No. (B) % (B / A) No. (C) % (C / A) Permanent - - - - - - - - -
workers
Employees
1. Permanent (D)
1
551 353 64.1% 198 35.9% V. Holding, Subsidiary and Associate Companies (including Joint Ventures)
2. Other than permanent (E)
2
11 5 45.5% 6 54.5%
3. Total employees (D + E) 562 358 63.7% 204 36.3% 21. (a) Names of Holding / Subsidiary / Associate Companies / Joint Ventures:
Workers
1. Permanent (F) - - - - - S. No. Name of the Holding/ Indicate whether % of Does the entity
Subsidiary/ Associate/ Joint Holding/ Subsidiary/ shares indicated at column
2. Other than permanent (G) - - - - -
Ventures (A) Associate/Joint held A, participate
3. Total workers (F+G) - - - - - Venture by the in the Business
Company Responsibility
Notes: initiatives of the
1. Permanent - Employees without any fixed/pre-defined period of employment. This includes Company? (Yes/No)
full-time as well as contractual employees if the employment agreement or the contract does
1. Affle Holdings Pte. Ltd. Holding Company 46.8% Yes, Business
not has any fixed expiry or termination date.
2. Affle International Pte. Ltd Wholly owned 100.0% Responsibility
2. Other than permanent - Employees whose agreement or contract expires after a fixed period
Subsidiary initiatives of the
or once a particular project is complete.
Company are
3. PT. Affle Indonesia Step-down Subsidiary 100.0%
extended to the
4. Affle MEA FZ-LLC Step-down Subsidiary 100.0% foreign subsidiaries
b. Differently abled employees and workers:
5. Mediasmart Mobile S.L Step-down Subsidiary 100.0% to the extent as
6. Appnext Pte. Ltd. Step-down Subsidiary 95.0% required under laws
S. No. Particulars Total Male Female of the country of
7. Appnext Technologies Limited Step-down Subsidiary 100.0%
(A) No. (B) % (B / A) No. (C) % (C / A) their operation.
8. Jampp (Ireland) Ltd. Step-down Subsidiary 100.0%
Differently abled employees
9. Atommica LLC Step-down Subsidiary 100.0%
1. Permanent (D) - - - - -
10. Jampp EMEA GmbH Step-down Subsidiary 100.0%
2. Other than permanent (E) - - - - -
11. Jampp APAC Pte. Ltd. Step-down Subsidiary 100.0%
3. Total differently abled - - - - -
employees (D + E) 12. Jampp HQ S.A. (earlier known as Step-down Subsidiary 100.0%
Devego S.A.)
Differently abled employees
13. Jampp Ltd. Step-down Subsidiary 100.0%
1. Permanent (F) - - - - -
14. Jampp Veiculacao de Publicidade Step-down Subsidiary 100.0%
2. Other than permanent (G) - - - - -
Limitada
3. Total differently abled - - - - -
15. Jampp Inc. Step-down Subsidiary 100.0%
employees (F + G)
VI. CSR Details
19. Participation/Inclusion/Representation of women:
22. CSR Activities
Total No. and percentage of females
(A) No. (B) % (B / A) i. Whether CSR is applicable as per section 135 of Companies Act, 2013: Yes
Board of Directors 10 4 40.0% ii. Turnover: Rs. 4,947.97 million
iii. Net worth: Rs. 9,090.72 million
Key Managerial Personnel 4 1 25.0%

Note: Board of Directors & Key Managerial Personnel of Affle (India) Limited are on a standalone basis.

156 157
*GRI 2-7 *GRI 2-2, 2-7
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

VII. Transparency and Disclosures Compliances S. Material issue identified Indicate Financial implications of the risk
No whether risk or opportunity (Indicate positive
23. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on or opportunity or negative implications)
Responsible Business Conduct (NGRBC):
1. Customers and Partners Satisfaction Opportunity Positive implication

Stakeholder Grievance FY 2022-23 FY 2021-22


2. Data Security and Privacy Risk Negative implication
group from redressal
whom mechanism
complaint is in place 3. Technology Innovation Opportunity Positive implication
Number of Number of Remarks Number of Number of Remarks
received (Yes/No)
complaints complaints complaints complaints
If Yes, then 4. Brand and Reputation Management Opportunity Positive implication
filed pending filed during pending
provide
during the resolution the year resolution
web-link for 5. Employee Training and Upskilling Opportunity Positive implication
year at the end at the end
grievance
of the year of the year
redress
6. Employee Welfare and Well-being Opportunity Positive implication
policy
Communities Grievance - - - - - -
7. Transparency, Disclosures and Risk Negative implication
Investors Redressal/ - - - - - - Regulatory Compliance
(other than Whistle
Blower 8. Economic Performance and Financial Opportunity Positive implication
shareholders)
Policy Inclusion
Shareholders 1 - - 2 - -
available 9. Risk Management - Negative Implication
Employees at: https:// - - - - - -
and workers [Link]/ 10. Board Diversity, Performance and Opportunity Positive implication
Customers images/pdf/ - - - - - - Independence
Value Chain Whistle%20 - - - - - - 11. Stakeholders Relations Opportunity Positive implication
Partners Blower%20 - - - - - -
[Link]
Others - - - - - - 12. Environmental Sustainability Risk Neutral implication
(please
specify)

Further details on ‘Rationale for identifying the risk/opportunity’ and our ‘approach to adapt or mitigate the
24. Overview of the entity’s material responsible business conduct issues: impact’ is available under the Materiality Assessment on pages 58-61 of this integrated annual report.

Please indicate material responsible business conduct and sustainability issues pertaining to
environmental and social matters that present a risk or an opportunity to your business, rationale
for identifying the same, approach to adapt or mitigate the risk along-with its financial implications:

The Company, being a technology business is low resource intensive with minimal impact on the
environment or society. As such, many of the material topics identified and mapped are proactive in
nature and offer an opportunity towards sustainable growth instead of being a risk to the business.

158 159
*GRI 2-16, 2-25, 2-26
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

SECTION B: MANAGEMENT AND PROCESS DISCLOSURES Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9


Governance, leadership and oversight
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place
towards adopting the NGRBC Principles and Core Elements. 7. Statement by director responsible for the At Affle, we recognize the importance of integrating
business responsibility report, highlighting sustainability across our organisation. We continue to
ESG related challenges, targets and benchmark our governance, ESG practices and financial
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
achievements reporting with industry leading standards. Our proactive
Policy and management processes adoption of ESG in FY2020-21 and perpetual initiatives
1. a. Whether your entity’s policy / policies Yes Yes Yes Yes Yes Yes Yes Yes Yes towards enabling a sustainable well-governed ecosystem
cover each principle and its core elements reinforces our commitment towards inclusive value
of the NGRBCs. (Yes/No) creation for the stakeholders and the society at large.
b. Has the policy been approved by the Yes Yes Yes Yes Yes Yes Yes Yes Yes
Board? (Yes/No) Affle being in the mobile advertising technology
c. Web Link of the Policies h t t p s : //a f f l e . c o m / i m a g e s / p d f / B u s i n e s s % 2 0 business, is significantly less resource intensive in
Responsibility%20and%20Sustainibility%[Link] terms of environmental impact or related material
2. Whether the entity has translated the Yes Yes Yes Yes Yes Yes Yes Yes Yes inputs. However, as a responsible Company, we resolve
policy into procedures. (Yes / No) to accelerate the evolution of ESG to make a positive
3. Do the enlisted policies extend to your Yes Yes Yes Yes Yes Yes Yes Yes Yes impact on people and the planet. We are committed
value chain partners? (Yes/No) to make conscious efforts towards managing energy,
4. Name of the national and international None water and waste more efficiently. Recently, we revised
codes/certifications/labels/standards (e.g. our e-waste strategy as part of our waste management
Forest Stewardship Council, Fairtrade, approach, with the aim of minimizing waste and its
Rainforest Alliance, Trustea) standards (e.g. environmental impact. Our revised policy aims to
SA 8000, OHSAS, ISO, BIS) adopted by the minimize e-waste by donating used laptops/hardware
Company and mapped to each principle. to charitable organisations in the working condition,
aligned to the 3R (Reduce, Recycle and Reuse) principle
5. Specific commitments, goals and targets • Set up the process for donating used laptops/
of waste management. This shall also contribute to the
set by the entity with defined timelines, hardware to charitable organisations and reduce
digital inclusiveness and academic well-being of the
if any. direct disposal of e-waste
communities around us.
• Implement Vendor Code of Conduct
• Enhance ESG data collection and disclosure process
During the year FY2023, we continued our efforts of
• Engage with external consultants to establish goals
implementing sustainable business practices across
and targets along with optimization/improvement
organisation, focused on: 1. enhancing cyber security
plan in the upcoming 18 months
and data protection capabilities to ensure the security
6. Performance of the entity against the Affle has established qualitative ESG standards and
and privacy for our customers and 2. creating an
specific commitments, goals and targets policies for FY2023 and is currently in the process of
inclusive workplace free from all forms of discrimination
along-with reasons in case the same are engaging with external technical consultants to help
and harassment. On the governance front, our ESG
not met. establish quantitative targets of the Company. The
Committee conducts regular evaluations of the
Company's progress towards achieving these qualitative
Company’s ESG practices. We assess all critical policies
targets may be reported in the next fiscal year.
to ensure that they align with our values & objectives
and integrate sustainability considerations into all our
business processes, corporate decisions and strategic
goals. In order to reinforce our policy framework, during
FY2023 we have introduced two new policies, namely
the ESG Policy and the Vendor Code of Conduct.
Additionally, we have revised and updated the BRSR
and IT Hardware Standards Policy to promote business
sustainability and foster long-term resilience.

With the aim of positive impact towards a better


tomorrow, Affle is broadening its sustainability
initiatives and working more closely to address
previously identified major material topics which have
high relevance to its business.

160 161
*GRI 2-23, 2-24 *GRI 2-22, 306-1
162
policy (ies):

provide details.
AFFLE (INDIA) LIMITED

8. Details of the highest authority

9. Does the entity have a specified


Committee of the board / director

sustainability related issues? If yes,


responsible for decision making on
responsible for implementation and
oversight of the business responsibility

for all the stakeholders.

on sustainability related issues.


The ESG Committee is responsible for decision making
across the enterprise-wide materiality topics identified
committee ensures long-term positive value creation
Committee related to business responsibility. ESG
The Board oversees recommendations of the ESG
INTEGRATED ANNUAL REPORT 2022-23

10. Details of Review of NGRBCs by the Company:


Subject for Review Indicate whether review was undertaken Frequency
by Director / Committee of the Board/ (Annually/ Half yearly/ Quarterly/
Any other Committee Any other – please specify)
P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8 P9
A. Performance against above policies and Y Y Y Y Y Y Y Y Y Annually
follow up action
B. Compliance with statutory requirements Affle complies with the applicable laws of the land it operates in.
of relevance to the principles, and
rectification of any non-compliances
11. Has the entity carried out independent P1 P2 P3 P4 P5 P6 P7 P8 P9
assessment/ evaluation of the working of
its policies by an external agency? (Yes/ No
No). If yes, provide name of the agency.
12. If answer to question (1) above is “No” i.e.
not all Principles are covered by a policy,
reasons to be stated:
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
A. The entity does not consider the Our response to question (1) in table above is Yes for all principles and hence this is not
Principles material to its business applicable.
(Yes/No)
B. The entity is not at a stage where it is in a
position to formulate and implement the
policies on specified principles (Yes/No)
C. The entity does not have the financial or/
human and technical resources available
for the task (Yes/No)
D. It is planned to be done in the next
financial year (Yes/No)
E. Any other reason (please specify)
163
.
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE 3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where
monetary or non-monetary action has been appealed.
This section sets out the Company’s performance in integrating the Principles and Core Elements with key
processes and decisions. The sustainability disclosure pertaining to the essential indicators under each of the Case Details Name of the regulatory / enforcement agencies / judicial institutions
nine principles is given below.
Not applicable
Principle 1: Businesses should conduct and govern themselves with integrity and in a manner that is Ethical,
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available,
Transparent and Accountable.
provide a web-link to the policy.
Essential Indicators
Anti-Bribery and Anti-Corruption Policy of the Company is available at the website of the Company at
[Link]
1. Percentage coverage by training and awareness programmes on any of the principles during the financial
year:
5. Number of Directors / KMPs / employees / workers against whom disciplinary action was taken by any law
enforcement agency for the charges of bribery / corruption:
Segment Total number of Topics / principles covered % of persons in respective
training and awareness under the training and its category covered by the
FY 2022-23 FY 2021-22
programmes held impact awareness programmes
Directors
Board of Directors 1 i. Roles, responsibilities and 100.0%
KMPs
duties as director None
ii. Business Overview Employees
iii. Company’s vision and Workers
growth ahead
iv. Overview of policies and 6. Details of complaints with regard to conflict of interest:
code of conduct as per
applicable rules FY 2022-23 FY 2021-22
Key Managerial 2 i. Training on Human Rights 100.0% Number Remarks Number Remarks
Personnel & Anti-Corruption & Anti
Number of complaints received in relation to issues of
Employees other Bribery Policies
Conflict of Interest of the Directors
than BoD and ii. Training on Prevention
Number of complaints received in relation to issues of None
KMPs of Sexual Harassment at
Workplace Conflict of Interest of the KMPs
Workers
7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action
2. Details of fines / penalties / punishment / award / compounding fees / settlement amount paid in taken by regulators / law enforcement agencies / judicial institutions, on cases of corruption and conflicts
proceedings (by the entity or by directors / KMPs) with regulators / law enforcement agencies / judicial of interest.
institutions, in the financial year, in the following format (Note: the entity shall make disclosures on the
basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Obligations) Not applicable
Regulations, 2015 and as disclosed on the entity’s website):
Principle 2: Businesses should provide goods and services in a manner that is sustainable and safe
Monetary
NGRBC Name of the Amount Brief Has an Essential Indicators
Principle regulatory / (In INR) of the appeal
enforcement case been 1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the
agencies judicial preferred? environmental and social impacts of product and processes to total R&D and capex investments made by
institutions (Yes/No) the entity, respectively.
Penalty / Fine None
Settlement FY 2022-23 (%) FY 2021-22 (%) Details of improvements in environmental
and social impacts
Compounding fee
R&D The Company is in the business of mobile advertising and the R&D / Capex is spent towards
Non-monetary
Capex building and enhancing mobile technologies which have very limited direct impact on
Imprisonment None utilization of environmental resources. However, as an indirect impact, our tech R&D helps
Punishment reduce the usage of paper involved in traditional forms of advertising, thus our technology is
environmental and social friendly.

164 165
*GRI 2-17, 205-2, 404-2 *GRI 2-15, 205-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

2. Does the entity have procedures in place for sustainable sourcing? If yes, what percentage of inputs were b. Details of measures for the well-being of workers:
sourced sustainably?
% of workers covered by
The Company is in the process of setting up procedures for sustainable sourcing to the extent applicable
Total Health Accident Maternity Paternity Day care
to the Company.
(A) Insurance Insurance benefits benefits facilities
3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the No.(B) %(B/A) No.(C) %(C/A) No.(D) %(D/A) No.(E) %(E/A) No.(F) %(F/A)
end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) Other waste. Permanent employees
Male - - - - - - - - - - -
Not applicable. Affle, being in mobile advertising technology business has no tangible product for reusing,
recycling and disposing at the end of life.
Female - - - - - - - - - - -
Total - - - - - - - - - - -
4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities. If yes, whether Other than permanent employees
the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to
Pollution Control Boards? If not, provide steps taken to address the same.
Male - - - - - - - - - - -
Female - - - - - - - - - - -
Not applicable Total - - - - - - - - - - -
Principle 3: Businesses should respect and promote the well-being of all employees, including those in their 2. Details of retirement benefits, for current financial year and previous financial year:
value chains

Essential Indicators FY 2022-23 FY 2021-22


Benefits No. of No. of Deducted No. of No. of Deducted
1. a. Details of measures for the well-being of employees: employees workers and employees workers and
covered as covered as deposited covered as covered as deposited
a % of total a % of total with the a % of total a % of total with the
% of employees covered by
employees workers authority employees workers authority
Cate- Total Health Accident Maternity Paternity Day care PF 93.6% - Yes 91.7% - Yes
gory (A) Insurance Insurance benefits benefits facilities Gratuity 100.0% - Not 100.0% - Not
No.(B) %(B/A) No.(C) %(C/A) No.(D) %(D/A) No.(E) %(E/A) No.(F) %(F/A) applicable applicable

Permanent employees
Employee State - - Not - - Not
Insurance (ESI) applicable applicable
Male 353 320 90.7% 320 90.7% - - 340 96.3% 340 96.3% Others - - - - - -
Female 198 179 90.4% 179 90.4% 193 97.5% - - 193 97.5%
Note:
Total 551 499 90.6% 499 90.6% 193 35.0% 340 61.7% 533 96.7% Retirement benefits of Affle (India) Limited are on a standalone basis
Other than permanent employees
Male 5 - - - - - - - - - - 3. Accessibility of workplaces
Female 6 - - - - - - - - - -
Are the premises / offices of the entity accessible to differently abled employees and workers, as per the
Total 11 - - - - - - - - - - requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken
by the entity in this regard?

The Company currently do not have differently abled employees. The Company has an equal opportunity
policy statement and is open to employing differently abled in its human resource base.

4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016?
If so, provide a web-link to the policy.

The Company’s statement on equal opportunity is part of its Human Rights Policy Statement available on
the website at [Link]

166 167
*GRI 401-3 *GRI 2-23, 2-24
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

5. Return to work and Retention rates of permanent employees and workers that took parental leave. 9. Details of performance and career development reviews of employees and worker:

Permanent employees Permanent workers FY 2022-23 FY 2021-22


Gender Return to work rate Retention rate Return to work rate Retention rate Total (A) No. (B) % (B / A) Total (C) No. (D) % (D / C)
Male 100.0% 100.0% - - Employees
Female 100.0% 100.0% - - Male 358 358 100.0% 361 361 100.0%
Total 100.0% 100.0% - - Female 204 204 100.0% 196 196 100.0%
Total 562 562 100.0% 557 557 100.0%
6. Is there a mechanism available to receive and redress grievances for the following categories of employees Workers
and workers? If yes, give details of the mechanism in brief: Male - - - - - -
Female - - - - - -
Yes/No. If yes, then give details
of the mechanism in brief
Total - - - - - -

Permanent Workers Yes, The Vigil Mechanism/ Whistle Blower


10. Health and safety management system
Other than Permanent Workers Policy is available on the website of the
Company at [Link]
Permanent Employees a. Whether an occupational health and safety management system has been implemented by the entity?
Whistle%20Blower%[Link]
Other than Permanent Employees (Yes/No). If yes, the coverage of such system?

7. Membership of employees and worker in association(s) or unions recognised by the Company: No, there are no significant occupational health and safety risks due to the nature of our business.
With regards to safety, relevant alerts are sent to employees on safety related aspects on a need basis.
The Company does not have employees and workers association(s) or unions. Psychological training was conducted to help employees develop mental fitness through Mind Fitness
and Stress Management, particularly during the pandemic times. During Covid-19, an internal assistance
8. Details of training given to employees and workers: channel was formed to extend medical information to the employees on a real-time basis and an internal
Covid Response Team was formed for continuous employees’ assistance.
FY 2022-23 FY 2021-22
Affle Care program is established for all the Afflers and their families. It is a holistic counselling program
Total Health and safety Skill Total Health and Skill to support the emotional, practical and physical well-being available 24x7 and completely free of cost.
(A) measures upgradation (D) safety measures upgradation
No.(B) % (B/A) No.(C) % (C/A) No.(E) % (E/D) No. (F) % (F/D) b. What are the processes used to identify work-related hazards and assess risks on a routine and non-
Employees routine basis by the entity?

Male 358 358 100.0% 85 23.7% 361 15 4.2% 240 66.5%


Given the nature of our business, this is not directly applicable.
Female 204 204 100.0% 71 34.8% 196 6 3.1% 125 63.8%
Total 562 562 100.0% 156 27.8% 557 21 3.8% 365 65.5% c. Whether you have processes for workers to report the work-related hazards and to remove themselves
Workers from such risks.
Male - - - - - - - - - -
Not applicable
Female - - - - - - - - - -
Total - - - - - - - - - - d. Do the employees / worker of the entity have access to non-occupational medical and healthcare
services? (Yes/No).

Yes

168 169
*GRI 2-16, 2-25, 2-26, 2-30, 401-3, 404-2 *GRI 404-3
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

11. Details of safety related incidents: Principle 4: Businesses should respect the interests of and be responsive to all its stakeholders

Safety Incident/Number Category FY 2022-23 FY 2021-22 Essential Indicators


Lost Time Injury Frequency Rate Employees - - 1. Describe the processes for identifying key stakeholder groups of the entity.
(LTIFR) (per one million-person Workers - -
hours worked)
Stakeholder engagement is a continuous process at Affle. We have identified our global stakeholders’
Total recordable work-related Employees - - groups that can be impacted by our strategic and operational decisions or instead impact us. We continue
injuries to engage with them regularly and stakeholder inclusiveness is a part of our core strategy.
Workers - -
No. of fatalities Employees - - 2. List stakeholder groups identified as key for your entity and the frequency of engagement with each
Workers - - stakeholder group.
High consequence work-related Employees - -
injury or ill-health (excluding Stakeholder Whether Channels of communication Frequency of Purpose and scope
Workers - -
fatalities) Group identified as (Email, SMS, Newspaper, engagement of engagement
vulnerable and Pamphlets, Advertisements, (annually / half including key topics
12. Describe the measures taken by the entity to ensure a safe and healthy workplace. marginalized Community Meetings, yearly / quarterly / and concerns
group Notice Board, Website), others) raised during such
The Company provides a workplace environment that is safe, hygienic, humane and upholds the dignity (Yes/No) Other engagement
of the employees. The Company has imparted training to all the employees on Prevention of Sexual The Company recognizes stakeholders’ groups which includes shareholders, investors, employees,
Harassment at Workplace. Psychological training was conducted to help employees develop mental fitness customers, publishers & ecosystem-level partners, government, regulators, trade bodies, NGOs
through Mind Fitness and Stress Management, particularly during the pandemic times. During Covid-19, and the society at large. For detailed stakeholder mapping including channels of communication,
Affle formed an internal assistance channel to extend medical information to the employees on a real-time stakeholders’ expectations and other details, please refer pages 46-47 of this Annual Report.
basis. Affle Care program was launched for all Afflers and their families. It is a holistic counselling program
to support the emotional, practical and physical well-being available 24x7 and completely free of cost. Principle 5: Businesses should respect and promote human rights

13. Number of complaints on the following made by employees and workers: Essential Indicators

FY 2022-23 FY 2021-22 1. Employees and workers who have been provided training on human rights issues and policy(ies) of the
Filed during Pending Remarks Filed Pending Remarks entity:
the year resolution during the resolution
at the end year at the end FY 2022-23 FY 2021-22
of year of year Total (A) No. of % (B / A) Total (C) No. of % (D / C)
Working conditions - - - - - - employees employees
Health & Safety - - - - - - / workers / workers
covered (B) covered (D)
14. Assessments for the year: Employees
Permanent 551 551 100.0% 543 543 100.0%
% of your plants and offices that were assessed Other than 11 11 100.0% 14 14 100.0%
(by entity or statutory authorities or third parties) permanent
Health & Safety practices Not applicable Total Employees 562 562 100.0% 557 557 100.0%
Working conditions Workers
Permanent - - - - - -
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any)
Other than - - - - - -
and on significant risks / concerns arising from assessments of health & safety practices and working
permanent
conditions.
Total Workers - - - - - -
Not applicable
Note:
1. Split between Permanent employees and Other than Permanent employees for FY2021-22 has been
reclassified.

170 171
*GRI 2-29
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

2. Details of minimum wages paid to employees and workers: 4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or
issues caused or contributed to by the business? (Yes/No)
FY 2022-23 FY 2021-22
Yes, the ESG Committee is responsible for addressing all matters related to Environment, Social and
Total Equal to More than Total Equal to More than
Governance.
(A) Minimum Minimum (D) Minimum Minimum
Wage Wage (C) Wage Wage (C)
5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

No. (B) % No. (C) % No. (E) % No. (F) % The Company is committed to protecting the fundamental rights of the individuals that have a direct
(B/A) (C/A) (E/D) (F/D) business relationship with the Company. It strives to uphold the human rights principles and contribute to
Employees the fulfilment of human rights based upon the United Nations Guiding Principles on Business and Human
Permanent 299 0 0.0% 299 100.0% 303 0 0.0% 303 100.0% Rights (“UN Guiding Principles”).
Male 199 0 0.0% 199 100.0% 206 0 0.0% 206 100.0%
6. Number of complaints on the following made by employees and workers:
Female 100 0 0.0% 100 100.0% 97 0 0.0% 97 100.0%
Other than - - - - - - - - - - FY 2022-23 FY 2021-22
Permanent
Filed during Pending Remarks Filed Pending Remarks
Male - - - - - - - - - - the year resolution during the resolution
Female - - - - - - - - - - at the end year at the end
Workers of year of year
Permanent - - - - - - - - - - Sexual Harassment - - - - - -
Male - - - - - - - - - - Discrimination at - - - - - -
Female - - - - - - - - - - workplace
Other than - - - - - - - - - - Child labour - - - - - -
Permanent Forced labour / - - - - - -
Male - - - - - - - - - - involuntary labour
Female - - - - - - - - - - Wages - - - - - -
Other human rights - - - - - -
Note: related issues
The minimum wages paid to employees of Affle (India) Limited are on standalone basis.
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
3. Details of remuneration/salary/wages:
The Company strives to ensure that the complaint shall be examined independently without any prejudice
Particulars Male Female or influence to prevent adverse consequences to the complainant.
Number Median remuneration/ Number Median remuneration/
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No)
salary/ wages of respective salary/ wages of respective
category category
Yes
Board of 5 1,170,000 2 945,000
Directors (BoD) 9. Assessments for the year:
Key Managerial 4 5,901,790 1 1,471,998
Personnel (KMP) % of plants and offices that were assessed (by entity or
Employees other 263 773,754 139 678,893 statutory authorities or third parties)
than BoD and Child labour No complaint or concern was received by the Company and as
KMP such no assessment was required.
Forced / involuntary labour
Workers - - - -
Sexual harassment
Note: Discrimination at workplace
Board of Directors, Key Managerial Personnel and employees of Affle (India) Limited are on standalone Wages
basis. Others – please specify

172 173
*GRI 2-16, 2-25, 2-26, 406-1
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising 3. Provide details of the following disclosures related to water:
from the assessments at Question 9 above.
Parameter FY2022-23 FY2021-22
Not applicable
Water withdrawal by source (in kilo litres)
Principle 6: Businesses should respect and make efforts to protect and restore the environment i. Surface water - -
ii. Groundwater - -
Affle majorly operates through leased office spaces in commercial buildings, having centralized electricity
& water supply and waste management systems. Due to this, Affle cannot solely manage or optimize these
iii. Third party water - -
systems. Despite exercising due diligence during the year, it was challenging for the Company to accurately iv. Seawater / desalinated water - -
track and quantify our utilization of day-to-day resources. v. Others - -
Essential Indicators Total volume of water withdrawal - -
(in kilolitres) (i + ii + iii + iv + v)
1. Details of total energy consumption (in Joules or multiples) and energy intensity: Total volume of water consumption (in kilolitres) - -
Water intensity per rupee of turnover - -
Parameter FY 2022-23 FY 2021-22 (Water consumed / turnover)
Total electricity consumption (A) - - Water intensity (optional) – the relevant metric - -
may be selected by the entity
Total fuel consumption (B) - -
Energy consumption through other sources (C) - - Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
Total energy consumption (A+B+C) - - agency? (Yes/No) If yes, name of the external agency.
Energy intensity per rupee of turnover - -
(Total energy consumption/ turnover in rupees) The Company is in the process of engaging an external agency.
Energy intensity (optional) – the relevant metric - - 4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage
may be selected by the entity
and implementation.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
Not applicable
agency? If yes, name of the external agency.
5. Please provide details of air emissions (other than GHG emissions) by the entity:
The Company is in the process of engaging an external agency.

2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Parameter FY 2022-23 FY 2021-22
Achieve and Trade (PAT) Scheme of the Government of India? If yes, disclose whether targets set under the NOx Though the very nature of the business of the
PAT scheme have been achieved. In case targets have not been achieved, provide remedial action taken. Sox Company has limited impact on environment, the
Company continuously aims to reduce even the
Particulate matter (PM)
Not applicable limited impact on the environment by identifying
Persistent organic pollutants (POP) ways to optimize resources. The Company is in the
Volatile organic compounds (VOC) process of engaging with a third-party consultant
Hazardous air pollutants (HAP) on this matter.
Others – please specify

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? If yes, name of the external agency

The Company is in the process of engaging an external agency.

174 175
*GRI 302-1, 303-1
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) and its intensity: For each category of waste generated, total waste recovered through recycling, re-using or other
recovery operations (in metric tonnes)
Parameter Unit FY 2022-23 FY 2021-22 Category of waste
Total Scope 1 emissions (Break-up Metric Though the very nature of the business of the
i. Recycled
of the GHG into CO2, CH4, N2O, tonnes Company has limited impact on environment, the
HFCs, PFCs, SF6, NF3, if available) of CO2 Company continuously aims to reduce even the ii. Re-used
equivalent limited impact on the environment by identifying iii. Other recovery operation
Total Scope 2 emissions (Break-up Metric ways to optimize resources. The Company is in the Total
of the GHG into CO2, CH4, N2O, tonnes process of engaging with a third-party consultant For each category of waste generated, total waste disposed by nature of disposal method (in metric
HFCs, PFCs, SF6, NF3, if available) of CO2 on this matter. tonnes)
equivalent Category of waste
Total Scope 1 and Scope 2
(i) Incineration
emissions per rupee of turnover
(ii) Landfilling
Total Scope 1 and Scope 2 emission
intensity (optional) – the relevant (iii) Other disposal operations
metric may be selected by the entity Total

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external
agency? If yes, name of the external agency. agency? If yes, name of the external agency.

The Company is in the process of engaging an external agency. The Company is in the process of engaging an external agency.

7. Does the entity have any project related to reducing Green House Gas emission? If yes, then provide 9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy
details. adopted by your company to reduce usage of hazardous and toxic chemicals in your products and
processes and the practices adopted to manage such wastes.
Not applicable
Not applicable
8. Provide details related to waste management by the entity:
10. If the entity has operations / offices in / around ecologically sensitive areas (such as national parks,
wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones
Parameter FY 2022-23 FY 2021-22 etc.) where environmental approvals / clearances are required, please specify details:
Total Waste generated (in metric tonnes)
Plastic waste (A) Though the very nature of the business of the S. No. Location of Type of Whether the conditions of environmental
E-waste (B) Company has limited impact on environment, the operations/ operations approval / clearance are being complied
Company continuously aims to reduce even the offices with? (Yes/No) If no, the reasons thereof
limited impact on the environment by identifying and corrective action taken, if any.
ways to optimize resources. The Company is in the
Not applicable
process of engaging with a third-party consultant
on this matter.
11. Details of environmental impact assessments of projects undertaken by the entity based on applicable
Bio-medical waste (C) laws, in the current financial year:
Construction and demolition waste (D)
Battery waste (E) Name and EIA Date Whether conducted by Results Relevant
brief details Notification independent external communicated web link
Radioactive waste (F) of project No. agency in public
Other Hazardous waste. Please specify, if any. (G) (Yes / No) domain
Other Non-hazardous waste generated (H). (Yes / No)
Please specify, if any. (Break-up by composition i.e. Not applicable
by materials relevant to the sector)
Total (A+B + C + D + E + F + G+ H)

176 177
*GRI 305-1
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

12. Is the entity compliant with the applicable environmental law / regulations / guidelines in India, such 3. Describe the mechanisms to receive and redress grievances of the community.
as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act,
Environment protection act and rules thereunder. If not, provide details of all such non-compliances: The Company follows an open grievance policy and as such members of the community can send an email
at compliance@[Link] to the Company sharing their concerns, if any.
There are no instances of non-compliance with applicable environmental law/ regulations/ guidelines in
India, such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) 4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
Act, Environment Protection Act and rules thereunder.
Parameter FY 2022-23 FY 2021-22
Principle 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner
Directly sourced from MSMEs small producers Not applicable
that is responsible and transparent
Sourced directly from within the district and
Essential Indicators neighbouring districts

1. a. Number of affiliations with trade and industry chambers / associations. Three (3) Principle 9: Businesses should engage with and provide value to their consumers in a responsible manner

b. List the top 10 trade and industry chambers / associations (determined based on the total members of Essential Indicators
such body) the entity is a member of / affiliated to:
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
S. No. Name of the trade and industry chambers/ Reach of trade and industry chambers/
The Company is in the B2B domain. Our customers are organisations for whom we have a dedicated team
associations associations (State/National/ International)
internally to handle their complaints, provide support and receive feedback.
1. Mobile Marketing Association (MMA) International
2. Internet and Mobile Association of India (IAMAI) National 2. Turnover of products and / services as a percentage of turnover from all products / service that carry
3. Interactive Advertising Bureau (IAB) International information about:

2. Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by Parameter As a percentage to
the entity, based on adverse orders from regulatory authorities. total turnover
Environmental and social parameters relevant to the product Not applicable
S. No. Name of authority Brief of the case Corrective action taken
Safe and responsible usage
Not applicable
Recycling and / or safe disposal

Principle 8: Businesses should promote inclusive growth and equitable development


3. Number of consumer complaints in respect of the following:

Essential Indicators
FY 2022-23 FY 2021-22
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, Received Pending Remarks Received Pending Remarks
in the current financial year. during the resolution during the resolution
year at end of year at end of
Name and SIA Date of Whether conducted by Results Relevant web year year
brief details Notification notification independent external communicated link Data privacy - - - - - -
of project No. agency in public Advertising - - - - - -
(Yes/No) domain Cyber-security - - - - - -
(Yes/No)
Delivery of essential - - - - - -
Not applicable services
Restrictive trade - - - - - -
2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being
practice
undertaken by your entity.
Unfair trade - - - - - -
practices
S. Name of State District No. of Project % of PAFs Amounts paid to
No. Project for Affected covered by PAFs in the FY (In INR) Other - - - - - -
which R&R is Families R&R
ongoing (PAFs)
Not applicable

178 179
*GRI 2-28, 305-1 *GRI 2-16, 2-25, 2-26
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

4. Details of instances of product recalls on account of safety issues:

Number Reasons for recall


Voluntary recalls Not applicable
Forced recalls

5. Does the entity have a framework / policy on cyber security and risks related to data privacy? (Yes / No)
If available, provide a web-link of the policy.

The Company’s Privacy Statement is available at [Link]

6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery
of essential services; cyber security and data privacy of customers; re-occurrence of instances of product
recalls; penalty / action taken by regulatory authorities on safety of products / services.

None

180 181
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

INDEPENDENT AUDITOR’S
in our report. We have fulfilled the responsibilities our assessment of the risks of material misstatement
described in the Auditor’s responsibilities for the of the consolidated financial statements. The results
audit of the consolidated financial statements of audit procedures performed by us, including

REPORT
section of our report, including in relation to those procedures performed to address the matters
these matters. Accordingly, our audit included the below, provide the basis for our audit opinion on the
performance of procedures designed to respond to accompanying consolidated financial statements.

Key audit matters How our audit addressed the key audit matter
TO THE MEMBERS OF AFFLE (INDIA) LIMITED Responsibilities for the Audit of the Consolidated
Financial Statements’ section of our report. We are Revenue recognition and recoverability of trade receivables and contract assets (as described in Note 10 and
Report on the Audit of the Consolidated Financial independent of the Group in accordance with the 19 of the consolidated financial statements)
Statements ‘Code of Ethics’ issued by the Institute of Chartered
Accountants of India together with the ethical The Group derives its revenue mainly from rendering Our audit procedures included the following, amongst
Opinion requirements that are relevant to our audit of the of mobile advertising services using a network of others:
financial statements under the provisions of the publishers. The Group recognizes revenue from its
We have audited the accompanying consolidated Act and the Rules thereunder, and we have fulfilled customers at the time of delivery of advertisement. • We obtained an understanding of the systems,
financial statements of Affle (India) Limited our other ethical responsibilities in accordance with We identified revenue recognition as a key audit processes and controls implemented for
(hereinafter referred to as “the Holding Company”), these requirements and the Code of Ethics. We matter because revenue is one of the Group’s key recognizing revenues.
its subsidiaries (the Holding Company and its believe that the audit evidence we have obtained performance indicators and there is an inherent risk • We have tested the operating effectiveness of
subsidiaries together referred to as “the Group”) is sufficient and appropriate to provide a basis for around the accuracy of revenue recorded which is the controls related to revenues and associated
comprising of the consolidated Balance sheet as our audit opinion on the consolidated financial dependent upon reconciliations of billing data as per receivables and contract assets.
at March 31 2023, the consolidated Statement of statements. Group records with those of customer. • For a sample of transactions, we performed the
Profit and Loss, including other comprehensive following procedures:
income, the consolidated Cash Flow Statement Emphasis of Matter Further, the Group has a significant balance of trade a. assessed the supporting documents including
and the consolidated Statement of Changes in receivables and contract assets amounting to INR contractual terms and conditions, release order
Equity for the year then ended, and notes to the We draw your attention to note 39.2 to the 3,488.17 million as at March 31, 2023. The Group has from customers, delivery documents in the form
consolidated financial statements, including a consolidated financial statements, which indicate determined the allowance for credit losses based on of email confirmation,
summary of significant accounting policies and that business combination under common control past experience and adjusted to reflect current and b. tested the reconciliation of service provided to
other explanatory information (hereinafter referred has been accounted for using purchase method estimated future economic conditions. the customer with the amount of invoice raised.
to as “the consolidated financial statements”). in accordance with previous GAAP resulting in • We assessed the Group’s accounting policies
recognition of goodwill amounting to INR 59.24 Due to significance of carrying values of trade relating to revenue recognition.
In our opinion and to the best of our information million as on March 31, 2023 as prescribed under receivables and judgments involved in assessing
and according to the explanations given to us and court scheme instead of using pooling of interest recoverability of trade receivables and contract assets Our audit procedures on the carrying value of
based on the consideration of reports of other method as prescribed under Ind AS 103 Business and calculating the expected credit losses, this matter trade receivables and contract assets, included the
auditors on separate financial statements and on the Combinations as the approved court scheme will was considered key audit matter to our audit. following, amongst others:
other financial information of the subsidiaries, the prevail over applicable accounting standard.
aforesaid consolidated financial statements give the • We obtained an understanding of the systems,
information required by the Companies Act, 2013, Our opinion is not modified in respect of this matter. processes and controls implemented for recording
as amended (“the Act”) in the manner so required allowance for credit losses.
and give a true and fair view in conformity with the Key Audit Matters • We tested the ageing of contract assets and trade
accounting principles generally accepted in India, of receivables for a sample of invoices;
the consolidated state of affairs of the Group as at Key audit matters are those matters that, in our • We obtained direct confirmation of trade
March 31, 2023, their consolidated profit including professional judgment, were of most significance in receivables and performed other alternate
other comprehensive income, their consolidated our audit of the consolidated financial statements procedures which included testing of invoice,
cash flows and the consolidated statement of for the financial year ended March 31, 2023. These testing of customer purchase/release order
changes in equity for the year ended on that date. matters were addressed in the context of our audit and subsequent collection of invoices for the
of the consolidated financial statements as a whole, confirmations not received
Basis for Opinion and in forming our opinion thereon, and we do not • We tested billings and receipts after year-end
provide a separate opinion on these matters. For • We examined the Group’s assessment of
We conducted our audit of the consolidated financial each matter below, our description of how our audit recoverability basis historical payment patterns
statements in accordance with the Standards addressed the matter is provided in that context. and macroeconomic information.
on Auditing (SAs), as specified under section • We tested the management computation of the
143(10) of the Act. Our responsibilities under those We have determined the matters described below allowance for credit loss.
Standards are further described in the ‘Auditor’s to be the key audit matters to be communicated

182 183
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Key audit matters How our audit addressed the key audit matter Key audit matters How our audit addressed the key audit matter

Internally generated intangible assets (as described in Note 4 of the consolidated financial statements) Impairment of goodwill and other intangible assets (as described in Note 2(xi) of the consolidated Ind AS
financial statements)
The Group recognizes internally generated intangible Our audit procedures including the audit procedures
assets i.e. software and application platform carried out by the component auditor for the
The Group holds significant amounts of goodwill and Our audit procedures on impairment test included
amounting to INR 1,609.80 million. Initial recognition subsidiary included the following, amongst others:
intangible assets arising from business combinations the following, amongst others:
is based on assessing each project in relation to
and including self-generated and other intangibles, on
specific recognition criteria that needs to be met for • Assessed the management process and procedures
the balance sheet amounting to INR 8,288.49 million. • We assessed the key information used in
capitalization. The assessment involves management related to initial recognition criteria for intangible
Accounting Standard (‘Ind AS’) 36, “Impairment of determining the valuation including the weighted
judgment on matters such as technical feasibility, assets, allocation of budgets, measurement of
Assets requires management to test the goodwill average cost of capital, cash flow forecasts and
intention and ability to complete the development of time recorded on development and establish the
for impairment as part of the non-current assets of the implicit growth.
such intangible asset, ability to use or sell the asset, basis for capitalization.
(groups of) Cash Generating Unit (“CGUs”) to which • We assessed the Group’s valuation methodology
generation of future economic benefits and the ability • Tested the amount capitalized from the underlying
it is allocated, both annually and if there is a trigger applied in determining the value in use;
to measure costs reliably. Due to the materiality of records and information for expenses;
for testing. • We assessed the assumptions used in the cash
the assets recognized and the level of management • Performed inquires with management regarding
flow forecasts including discount rates, expected
judgement involved being significant, initial key assumptions used and estimates made in
Such goodwill and other intangible assets are tested growth rates and terminal growth rates used;
recognition and measurement of internally generated capitalizing development costs and assessed
for impairment using discounted cash-flow model • We assessed historical accuracy of management’s
intangible assets is a key audit matter. those assumptions and estimates.
of the CGU’s recoverable value compared to the budgets and forecasts by comparing them to
• Considered the useful economic life attributed to
carrying value of the assets. A deficit between the actual performance;
the assets.
recoverable value and the CGU’s net assets would • We assessed the recoverable value headroom by
result in impairment. performing sensitivity testing of key assumptions
Accounting for business combination (as described in Note 39.1 of the consolidated financial statements) used;
The impairment tests were a key audit matter due to • We tested the arithmetical accuracy of the models;
the significant judgements and assumptions made • We also assessed the disclosures given in the
For the business combinations as detailed in Note Our audit procedures on PPA included the following,
by management which are affected by uncertainties consolidated financial statements for compliance
39.1, the Group has used an expert for the purchase amongst others:
around future market or economic conditions. with disclosure requirements under the accounting
price allocations (‘PPA’) to determine the fair value of
standards.
assets acquired. • In respect of PPA performed in the books of
subsidiary, we made inquiries on audit procedures
Further, the group recognized earn-out liabilities performed by the component auditor.
based on the contingent consideration as part of • We also assessed the disclosures given in the
business combination at fair value. consolidated financial statements for compliance
with disclosure requirements under the accounting
Considering, the identification and valuation of standards.
intangible assets is inherently subjective and involves
significant judgements and assumptions around The audit procedures carried out by component
future cash flows and discount rates and fair value auditor for the subsidiary included the following:
measurement of contingent consideration require
management’s estimation and significant judgement • Read the business purchase agreement and
on post-acquisition performance of acquired business, assessed identification and measurement of fair
we have considered this as a key audit matter. value of the acquired assets and liabilities and
contingent consideration payable.
• Evaluated the competences, capabilities and
objectivity of the management’s expert.
• Involved valuation specialists to evaluate and test
the methodologies used by the management’s
expert.

Evaluated performance forecast and key assumptions


used by management for contingent consideration
payable.

184 185
*GRI 2-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Other Information and completeness of the accounting records, misstatement resulting from fraud is higher audits carried out by them. We remain solely
relevant to the preparation and presentation of than for one resulting from error, as fraud may responsible for our audit opinion.
The Holding Company’s Board of Directors is the consolidated financial statements that give involve collusion, forgery, intentional omissions,
responsible for the other information. The other a true and fair view and are free from material misrepresentations, or the override of internal We communicate with those charged with
information comprises the information included misstatement, whether due to fraud or error, which control. governance of the Holding Company and such
in the Annual report, but does not include the have been used for the purpose of preparation • Obtain an understanding of internal control other entities included in the consolidated financial
consolidated financial statements and our auditor’s of the consolidated financial statements by the relevant to the audit in order to design statements of which we are the independent
report thereon. Directors of the Holding Company, as aforesaid. audit procedures that are appropriate in the auditors regarding, among other matters, the
circumstances. Under section 143(3)(i) of the planned scope and timing of the audit and
Our opinion on the consolidated financial In preparing the consolidated financial statements, Act, we are also responsible for expressing significant audit findings, including any significant
statements does not cover the other information the respective Board of Directors of the companies our opinion on whether the Holding Company deficiencies in internal control that we identify
and we do not express any form of assurance included in the Group are responsible for has adequate internal financial controls with during our audit.
conclusion thereon. assessing the ability of their respective companies reference to financial statements in place and
to continue as a going concern, disclosing, as the operating effectiveness of such controls. We also provide those charged with governance
In connection with our audit of the consolidated applicable, matters related to going concern • Evaluate the appropriateness of accounting with a statement that we have complied
financial statements, our responsibility is to read and using the going concern basis of accounting policies used and the reasonableness of with relevant ethical requirements regarding
the other information and, in doing so, consider unless management either intends to liquidate the accounting estimates and related disclosures independence, and to communicate with them all
whether such other information is materially Group or to cease operations, or has no realistic made by management. relationships and other matters that may reasonably
inconsistent with the consolidated financial alternative but to do so. • Conclude on the appropriateness of be thought to bear on our independence, and
statements or our knowledge obtained in the audit management’s use of the going concern basis where applicable, related safeguards.
or otherwise appears to be materially misstated. Those respective Board of Directors of the of accounting and, based on the audit evidence
If, based on the work we have performed, we companies included in the Group are also obtained, whether a material uncertainty exists From the matters communicated with those
conclude that there is a material misstatement of responsible for overseeing the financial reporting related to events or conditions that may cast charged with governance, we determine those
this other information, we are required to report process of their respective companies. significant doubt on the ability of the Group to matters that were of most significance in the
that fact. We have nothing to report in this regard. continue as a going concern. If we conclude that audit of the consolidated financial statements
Auditor’s Responsibilities for the Audit of the a material uncertainty exists, we are required for the financial year ended March 31, 2023 and
Responsibilities of Management for the Consolidated Financial Statements to draw attention in our auditor’s report to the are therefore the key audit matters. We describe
Consolidated Financial Statements related disclosures in the consolidated financial these matters in our auditor’s report unless law or
Our objectives are to obtain reasonable assurance statements or, if such disclosures are inadequate, regulation precludes public disclosure about the
The Holding Company’s Board of Directors is about whether the consolidated financial to modify our opinion. Our conclusions are matter or when, in extremely rare circumstances,
responsible for the preparation and presentation statements as a whole are free from material based on the audit evidence obtained up to the we determine that a matter should not be
of these consolidated financial statements in terms misstatement, whether due to fraud or error, and to date of our auditor’s report. However, future communicated in our report because the adverse
of the requirements of the Act that give a true and issue an auditor’s report that includes our opinion. events or conditions may cause the Group to consequences of doing so would reasonably be
fair view of the consolidated financial position, Reasonable assurance is a high level of assurance, cease to continue as a going concern. expected to outweigh the public interest benefits
consolidated financial performance including but is not a guarantee that an audit conducted in • Evaluate the overall presentation, structure and of such communication.
other comprehensive income, consolidated cash accordance with SAs will always detect a material content of the consolidated financial statements,
flows and consolidated statement of changes misstatement when it exists. Misstatements can including the disclosures, and whether the Other Matter
in equity of the Group in accordance with the arise from fraud or error and are considered consolidated financial statements represent the
accounting principles generally accepted in India, material if, individually or in the aggregate, they underlying transactions and events in a manner a. We did not audit the financial statements
including the Indian Accounting Standards (Ind could reasonably be expected to influence the that achieves fair presentation. and other financial information, in respect of
AS) specified under section 133 of the Act read economic decisions of users taken on the basis of • Obtain sufficient appropriate audit evidence 13 subsidiaries, whose financial statements
with the Companies (Indian Accounting Standards) these consolidated financial statements. regarding the financial information of the include total assets of INR 19,472 million as at
Rules, 2015, as amended. The respective Board of entities or business activities within the Group March 31, 2023, and total revenues of INR 13,084
Directors of the companies included in the Group As part of an audit in accordance with SAs, we of which we are the independent auditors, million and net cash inflows of INR 386 million
are responsible for maintenance of adequate exercise professional judgment and maintain to express an opinion on the consolidated for the year ended on that date. These financial
accounting records in accordance with the professional skepticism throughout the audit. We financial statements. We are responsible for statement and other financial information have
provisions of the Act for safeguarding of the assets also: the direction, supervision and performance of been audited by other auditors, which financial
of their respective companies and for preventing the audit of the financial statements of such statements, other financial information and
and detecting frauds and other irregularities; • Identify and assess the risks of material entities included in the consolidated financial auditor’s reports have been furnished to us
selection and application of appropriate misstatement of the consolidated financial statements of which we are the independent by the management. Our opinion on the
accounting policies; making judgments and statements, whether due to fraud or error, design auditors. For the other entities included in consolidated financial statements, in so far as it
estimates that are reasonable and prudent; and and perform audit procedures responsive to the consolidated financial statements, which relates to the amounts and disclosures included
the design, implementation and maintenance of those risks, and obtain audit evidence that is have been audited by other auditors, such in respect of these subsidiaries and our report
adequate internal financial controls, that were sufficient and appropriate to provide a basis for other auditors remain responsible for the in terms of sub-sections (3) of Section 143 of
operating effectively for ensuring the accuracy our opinion. The risk of not detecting a material direction, supervision and performance of the the Act, in so far as it relates to the aforesaid

186 187
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

subsidiaries, is based solely on the reports of explanations given to us by the Management, preparation of the consolidated financial iii. There were no amounts which were
such other auditors. these financial statements and other financial statements; required to be transferred to the Investor
information are not material to the Group. Education and Protection Fund by the
Certain of these subsidiaries are located d. In our opinion, the aforesaid consolidated Holding Company, incorporated in India
outside India whose financial statements and Our opinion above on the consolidated financial financial statements comply with the during the year ended March 31, 2023.
other financial information have been prepared statements, and our report on Other Legal and Accounting Standards specified under
in accordance with accounting principles Regulatory Requirements below, is not modified Section 133 of the Act, read with Companies iv. a) The management of the Holding
generally accepted in their respective countries in respect of the above matters with respect to (Indian Accounting Standards) Rules, 2015, Company which is the company
and which have been audited by other auditors our reliance on the work done and the reports of as amended; incorporated in India whose financial
under generally accepted auditing standards the other auditors and the financial statements statements have been audited under the
applicable in their respective countries. The and other financial information certified by the e. On the basis of the written representations Act has represented to us that, to the best
Holding Company’s management has converted Management. received from the directors of the Holding of its knowledge and belief, no funds have
the financial statements of such subsidiaries Company as on March 31, 2023 taken on been advanced or loaned or invested
located outside India from accounting principles Report on Other Legal and Regulatory record by the Board of Directors of the (either from borrowed funds or share
generally accepted in their respective countries Requirements Holding Company, none of the directors premium or any other sources or kind of
to accounting principles generally accepted of the Group’s companies, incorporated in funds) by the Holding Company to or in
in India. We have audited these conversion 1. As required by the Companies (Auditor’s India, is disqualified as on March 31, 2023 any other persons or entities, including
adjustments made by the Holding Company’s Report) Order, 2020 (“the Order”), issued from being appointed as a director in terms foreign entities (“Intermediaries”), with
management. Our opinion in so far as it relates by the Central Government of India in terms of Section 164 (2) of the Act; the understanding, whether recorded in
to the balances and affairs of such subsidiaries of sub-section (11) of section 143 of the Act, writing or otherwise, that the Intermediary
located outside India is based on the report of based on our audit, we give in the “Annexure f. With respect to the adequacy of the shall, whether, directly or indirectly lend
other auditors and the conversion adjustments 1” a statement on the matters specified in internal financial controls with reference or invest in other persons or entities
prepared by the management of the Holding paragraph 3(xxi) of the Order. to consolidated financial statements of the identified in any manner whatsoever by
Company and audited by us. Holding Company, incorporated in India, and or on behalf of the Holding Company
2. As required by Section 143(3) of the Act, based the operating effectiveness of such controls, (“Ultimate Beneficiaries”) or provide any
b. The accompanying consolidated financial on our audit and on the consideration of report refer to our separate Report in “Annexure 2” guarantee, security or the like on behalf
statements include unaudited financial of the other auditors on separate financial to this report; of the Ultimate Beneficiaries;
statements and other unaudited financial statements and the other financial information
information in respect of one subsidiary, of subsidiaries, as noted in the ‘other matter’ g. In our opinion, the managerial remuneration b) The management of the Holding
whose financial statements and other financial paragraph we report, to the extent applicable, for the year ended March 31, 2023 has been Company which is the company
information reflect total assets of INR 72 million that: paid / provided by the Holding Company incorporated in India whose financial
as at March 31, 2023, and total revenues of incorporated in India to their directors in statements have been audited under
INR 442 million and net cash inflows of INR a. We/the other auditors whose report we accordance with the provisions of section the Act have represented to us that, to
43 million for the year ended on that date. have relied upon have sought and obtained 197 read with Schedule V to the Act; the best of its knowledge and belief, no
These unaudited financial statements and all the information and explanations which funds have been received by the Holding
other unaudited financial information have to the best of our knowledge and belief h. With respect to the other matters to be Company from any persons or entities,
been furnished to us by the management. The were necessary for the purposes of our included in the Auditor’s Report in accordance including foreign entities (“Funding
consolidated financial statements also include audit of the aforesaid consolidated financial with Rule 11 of the Companies (Audit and Parties”), with the understanding,
the Group’s share of net loss of INR 7 Mn for statements; Auditors) Rules, 2014, as amended, in our whether recorded in writing or otherwise,
the period from April 1, 2022 to May 14, 2022, opinion and to the best of our information that the Holding Company shall, whether,
as considered in the consolidated financial b. In our opinion, proper books of account as and according to the explanations given to directly or indirectly, lend or invest in
statements, in respect of one associate (now required by law relating to preparation of us, as noted in the ‘Other matter’ paragraph: other persons or entities identified in any
classified under investment held for sale), whose the aforesaid consolidation of the financial manner whatsoever by or on behalf of the
financial statements, other financial information statements have been kept so far as it i. The consolidated financial statements Funding Party (“Ultimate Beneficiaries”)
have not been audited and whose unaudited appears from our examination of those disclose the impact of pending litigations or provide any guarantee, security or the
financial statements, other unaudited financial books; on its consolidated financial position of like on behalf of the Ultimate Beneficiaries;
information have been furnished to us by the the Group in its consolidated financial and
Management. Our opinion, in so far as it relates c. The Consolidated Balance Sheet, the statements – Refer Note 30(c) to the
amounts and disclosures included in respect of Consolidated Statement of Profit and consolidated financial statements; c) Based on the audit procedures
this subsidiary and our report in terms of sub- Loss including the Statement of Other that have been considered reasonable
sections (3) of Section 143 of the Act in so far Comprehensive Income, the Consolidated ii. The Group did not have any material and appropriate in the circumstances
as it relates to the aforesaid subsidiary is based Cash Flow Statement and Consolidated foreseeable losses in long-term contracts performed by us, which are companies
solely on such unaudited financial statements Statement of Changes in Equity dealt with by including derivative contracts during the incorporated in India whose financial
and other unaudited financial information. In our this Report are in agreement with the books year ended March 31, 2023; statements have been audited under the
opinion and according to the information and of account maintained for the purpose of Act, nothing has come to our or other

188 189
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

auditor’s notice that has caused us or For S.R. Batliboi & Associates LLP Annexure 1
the other auditors to believe that the Chartered Accountants
representations under sub-clause (a) and ICAI Firm Registration Number: TO THE AUDITOR’S REPORT REFERRED TO IN PARAGRAPH [1] OF “REPORT ON OTHER LEGAL AND
(b) contain any material mis-statement. 101049W/E300004 REGULATORY REQUIREMENTS” IN OUR REPORT OF EVEN DATE

v. No dividend has been declared or paid Re: Affle (India) Limited (“the Company”)
during the year by the Holding Company. per Nikhil Aggarwal
Partner [Link] are no qualifications or adverse remarks by the respective auditors in the Companies (Auditors
vi. As proviso to Rule 3(1) of the Companies Membership Number: 504274 Report) Order (CARO) reports of the companies included in the consolidated financial statements.
(Accounts) Rules, 2014 is applicable UDIN: 23504274BGXRFE3510 Accordingly, the requirement to report on clause 3(xxi) of the Order is not applicable to the Holding
only w.e.f. April 1, 2023 for the Holding Company.
Company, hence reporting under this Place of Signature: Gurugram For S.R. Batliboi & Associates LLP
clause is not applicable. Date: May 13, 2023 Chartered Accountants
ICAI Firm Registration Number:
101049W/E300004

per Nikhil Aggarwal


Partner
Membership Number: 504274
UDIN: 23504274BGXRFE3510

Place of Signature: Gurugram


Date: May 13, 2023

190 191
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Annexure 2 Act, to the extent applicable to an audit of internal and directors of the company; and (3) provide Opinion
financial controls, both, issued by ICAI. Those reasonable assurance regarding prevention or
TO THE INDEPENDENT AUDITOR’S REPORT Standards and the Guidance Note require that we timely detection of unauthorised acquisition, use, In our opinion, the Holding Company, which is the
OF EVEN DATE ON THE CONSOLIDATED comply with ethical requirements and plan and or disposition of the company’s assets that could company incorporated in India, has, maintained in
FINANCIAL STATEMENTS OF AFFLE perform the audit to obtain reasonable assurance have a material effect on the financial statements. all material respects, adequate internal financial
(INDIA) LIMITED about whether adequate internal financial controls controls with reference to consolidated financial
with reference to consolidated financial statements Inherent Limitations of Internal Financial Controls statements and such internal financial controls with
Report on the Internal Financial Controls under was established and maintained and if such controls With Reference to Consolidated Financial reference to consolidated financial statements were
Clause (i) of Sub-section 3 of Section 143 of the operated effectively in all material respects. Statements operating effectively as at March 31,2023, based on
Companies Act, 2013 (“the Act”) the internal control over financial reporting criteria
Our audit involves performing procedures to obtain Because of the inherent limitations of internal established by the Holding Company considering
In conjunction with our audit of the consolidated audit evidence about the adequacy of the internal financial controls with reference to consolidated the essential components of internal control stated
financial statements of Affle (India) Limited financial controls with reference to consolidated financial statements, including the possibility of in the Guidance Note issued by the ICAI.
(hereinafter referred to as the “Holding Company”) financial statements and their operating collusion or improper management override of
as of and for the year ended March 31, 2023, we effectiveness. Our audit of internal financial controls, material misstatements due to error For S.R. Batliboi & Associates LLP
have audited the internal financial controls with controls with reference to consolidated financial or fraud may occur and not be detected. Also, Chartered Accountants
reference to consolidated financial statements statements included obtaining an understanding projections of any evaluation of the internal ICAI Firm Registration Number:
of the Holding Company, which is the company of internal financial controls with reference to financial controls with reference to consolidated 101049W/E300004
incorporated in India, as of that date. consolidated financial statements, assessing the financial statements to future periods are subject
risk that a material weakness exists, and testing and to the risk that the internal financial controls with per Nikhil Aggarwal
Management’s Responsibility for Internal Financial evaluating the design and operating effectiveness reference to consolidated financial statements Partner
Controls of internal control based on the assessed risk. may become inadequate because of changes in Membership Number: 504274
The procedures selected depend on the auditor’s conditions, or that the degree of compliance with UDIN: 23504274BGXRFE3510
The Board of Directors of the Holding company, judgement, including the assessment of the risks of the policies or procedures may deteriorate.
which is the company incorporated in India, are material misstatement of the financial statements, Place of Signature: Gurugram
responsible for establishing and maintaining whether due to fraud or error. Date: May 13, 2023
internal financial controls based on the internal
control over financial reporting criteria established We believe that the audit evidence we have
by the Holding Company considering the essential obtained, is sufficient and appropriate to provide a
components of internal control stated in the basis for our audit opinion on the internal financial
Guidance Note on Audit of Internal Financial controls with reference to consolidated financial
Controls Over Financial Reporting issued by statements.
the Institute of Chartered Accountants of India
(ICAI). These responsibilities include the design, Meaning of Internal Financial Controls With
implementation and maintenance of adequate Reference to Consolidated Financial Statements
internal financial controls that were operating
effectively for ensuring the orderly and efficient A company’s internal financial control with
conduct of its business, including adherence to the reference to consolidated financial statements is a
respective company’s policies, the safeguarding of process designed to provide reasonable assurance
its assets, the prevention and detection of frauds regarding the reliability of financial reporting and
and errors, the accuracy and completeness of the the preparation of financial statements for external
accounting records, and the timely preparation of purposes in accordance with generally accepted
reliable financial information, as required under the accounting principles. A company’s internal
Companies Act, 2013. financial control with reference to consolidated
financial statements includes those policies and
Auditor’s Responsibility procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and
Our responsibility is to express an opinion on the fairly reflect the transactions and dispositions of
Holding Company’s internal financial controls with the assets of the company; (2) provide reasonable
reference to consolidated financial statements assurance that transactions are recorded as
based on our audit. We conducted our audit in necessary to permit preparation of financial
accordance with the Guidance Note on Audit of statements in accordance with generally accepted
Internal Financial Controls Over Financial Reporting accounting principles, and that receipts and
(the “Guidance Note”) and the Standards on expenditures of the company are being made only
Auditing, specified under section 143(10) of the in accordance with authorisations of management

192 193
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

CONSOLIDATED Particulars
LIABILITIES
Notes
As at
March 31, 2023 March 31, 2022

BALANCE SHEET IV. Non-current liabilities


(a) Financial liabilities
(i) Borrowings 15 520.75 891.26
as at March 31, 2023
(ii) Lease liabilities 30 (a) 18.37 -
(iii) Other financial liabilities 17 789.24 1,217.56
(b) Provisions 14 19.19 18.37
As at
(c) Deferred tax liabilities (net) 8 54.62 60.50
Particulars Notes March 31, 2023 March 31, 2022
ASSETS Total non-current liabilities 1,402.17 2,187.69
I. Non-current assets V. Current liabilities
(a) Property, plant and equipment 3 30.62 24.24 (a) Contract liabilities 19 22.55 41.01
(b) Right-of-use asset 30 (a) 24.66 2.05 (b) Financial liabilities
(c) Goodwill 4 6,640.01 6,162.97
(i) Borrowings 15 510.15 593.09
(d) Intangible assets 4 1,163.29 804.05
(ii) Trade payables 16
(e) Intangible assets under development 4 485.18 422.21
(f) Investment in an associate 5(b) - 1,345.44 - total outstanding dues of micro enterprises and 30.48 42.25
(g) Financial assets small enterprises
(i) Investments 5 (a) 0.26 0.26 - total outstanding dues of creditors other 2,491.49 2,516.99
(ii) Loans 6 5.73 - than micro enterprises and small enterprises
(iii) Other financial assets 7 10.47 4.57 (iii) Lease liabilities 30 (a) 6.99 2.05
(h) Income tax assets (net) 12 80.46 45.25 (iv) Other financial liabilities 17 698.00 788.28
(i) Deferred tax assets 8 27.73 28.51 (c) Provisions 14 32.40 30.95
Total non-current assets 8,468.41 8,839.55 (d) Liabilities for current tax (net) 14 67.38 69.00
II. Current assets (e) Other current liabilities 18 173.64 204.18
(a) Contract assets (net) 19 1,035.72 757.90
Total current liabilities 4,033.08 4,287.80
(b) Investment held for sale 1,338.33 -
(c) Financial assets Total equity and liabilities (III + IV + V) 20,106.91 18,269.02
(i) Trade receivables 10 2,452.45 2,347.11
(ii) Cash and cash equivalent 11 3,320.13 3,163.16 Summary of significant accounting policies 2
(iii) Other bank balance other than (ii) above 11 3,136.95 2,883.03
(iv) Loans 6 11.53 12.10 As per our report of even date
(v) Other financial assets 7 94.28 46.52
(d) Other current assets 9 249.11 219.65 For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Total current assets 11,638.50 9,429.47 Chartered Accountants Affle (India) Limited
ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
Total Assets (I + II) 20,106.91 18,269.02
No.: 101049W/E300004
EQUITY AND LIABILITIES
III. EQUITY
per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia
(a) Equity share capital 13(a) 266.35 266.50 Partner Managing Director Executive Director
(b) Other equity 13(b) Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Retained earnings 6,936.37 4,594.90 Place: Gurugram [DIN: 01363666] Place: Gurugram
Capital reserve 25.71 25.71 Date: May 13, 2023 Place: Singapore Date: May 13, 2023
Securities premium 6,740.93 6,740.93 Date: May 13, 2023
Treasury shares (80.93) -
Share based payments reserve 99.12 33.07 Kapil Mohan Bhutani Parmita Choudhury
Other reserves 662.96 120.04 Chief Financial & Operations Officer Company Secretary
- Equity attributable to equity holders of the parent 14,384.16 11,514.65 Place: Gurugram Membership No.: 26261
- Non-controlling interests 21.15 12.38 Date: May 13, 2023 Place: Gurugram
Total equity 14,671.66 11,793.53 Date: May 13, 2023

194 195
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

CONSOLIDATED STATEMENT OF Particulars Notes


For the year ended
March 31, 2023 March 31, 2022
X. Profit for the year attributable to: 2,454.66 2,146.92

PROFIT AND LOSS - Equity holders of the parent


- Non-controlling interests
2,445.89
8.77
2,138.78
8.14
for the year ended March 31, 2023 XI. Other comprehensive income/(loss) for the year 438.50 114.81
attributable to:
- Equity holders of the parent 438.50 114.81
For the year ended - Non-controlling interests - -
Particulars Notes March 31, 2023 March 31, 2022 XII. Total comprehensive income for the year attributable 2,893.16 2,261.73
I. Revenue to:
Revenue from contracts with customers 19 14,339.56 10,816.56 - Equity holders of the parent 2,884.39 2,253.59
Other income 20 543.24 716.75 - Non-controlling interests 8.77 8.14
Total revenue (I) 14,882.80 11,533.31 XIII. Earnings per equity share:
II. Expense Equity shares of par value INR 2 each
Inventory and data costs 21 8,843.32 6,789.26 (1) Basic 27 18.43 16.18
Employee benefits expenses 22 1,872.14 1,296.06 (2) Diluted 27 18.43 16.18
Finance costs 23 114.08 70.77
Depreciation and amortisation expense 24 494.18 324.40 Summary of significant accounting policies 2
Other expenses 25 736.46 600.01
Total expense (II) 12,060.18 9,080.50 As per our report of even date
III. Profit before share of (loss) of an associate 2,822.62 2,452.81
and tax (I-II) For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Chartered Accountants Affle (India) Limited
IV. Share of (loss) of an associate (IV) (7.11) (4.85)
ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
V. Profit before tax (III+IV) 2,815.51 2,447.96 No.: 101049W/E300004
VI. Tax expense: 8
Current tax 371.12 286.18 per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia
Adjustment of tax relating to earlier periods - (0.77) Partner Managing Director Executive Director
Deferred tax charge (10.27) 15.63 Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Place: Gurugram [DIN: 01363666] Place: Gurugram
Total tax expense (VI) 360.85 301.04
Date: May 13, 2023 Place: Singapore Date: May 13, 2023
VII. Profit for the year (V-VI) 2,454.66 2,146.92 Date: May 13, 2023
VIII. Other comprehensive income
Items that will be reclassified to profit or loss in Kapil Mohan Bhutani Parmita Choudhury
subsequent years Chief Financial & Operations Officer Company Secretary
Exchange differences on translating the financial Place: Gurugram Membership No.: 26261
statements of a foreign operation 26 542.92 114.54 Date: May 13, 2023 Place: Gurugram
Hyperinflation adjustment in opening retained Date: May 13, 2023
(103.77) -
earnings 26
439.15 114.54
Items that will not be reclassified to profit or loss in
subsequent years
Re-measurement gains/(losses) on defined benefit plans 26 (0.87) 0.36
Income tax effect 0.22 (0.09)
(0.65) 0.27
Other comprehensive income/(loss) net of tax (VIII) 438.50 114.81
IX. Total comprehensive income for the year (VII+VIII) 2,893.16 2,261.73

196 197
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

CONSOLIDATED STATEMENT OF Particulars


For the year ended
March 31, 2023 March 31, 2022
B. Cash flow from investing activities:

CASH FLOWS Purchase of property, plant and equipments, other intangible


assets including intangible assets under development
(921.74) (725.40)

for the year ended March 31, 2023 Acquisition of a subsidiary, net of cash acquired (1,000.99) (2,185.66)
Loan received back /(given to) - 154.08
Investments in bank deposits (having original maturity of (2,678.72) (10,066.87)
For the year ended more than three months)
Particulars March 31, 2023 March 31, 2022 Redemption of bank deposits (having original maturity of 2,424.80 7,324.80
A. Cash flow from operating activities more than three months)
Profit before tax 2,815.51 2,447.96 Investment in associate - (748.63)
Adjustments for : Proceeds from sale of investment - 526.05
Depreciation and amortisation expense 494.18 324.40 Interest received on bank deposits 179.36 162.44
Interest on lease liabilities 0.90 0.73 Gain/Loss on overnight funds 22.97 -
Impairment allowance of trade receivables and contract 33.25 26.65 Net cash flow used in investing activities (B) (1,974.32) (5,559.19)
assets C. Cash flow from financing activities:
Liabilities written back (42.06) (3.76) Interest expense (56.18) (31.42)
Loss on disposal of property, plant and equipments (net) 0.07 0.02 Proceeds from borrowings - 1,503.46
Interest income (225.83) (173.31) Repayment of borrowings (451.08) (1,222.19)
Interest expense 56.46 35.10 Interest on lease liabilities (0.90) (0.73)
Unrealised foreign exchange loss/(gain) 296.59 92.94 Payment of principal portion of lease liabilities (1.21) (6.31)
Advances written off 1.18 3.86 Purchase of treasury shares (81.08) -
Bad debts written off 3.98 - Proceeds from QIP (net of issue expenses) - 5,906.91
Fair value gain on financial instruments - (350.80) Net cash flow generated from financing activities (C) (590.45) 6,149.72
Share of loss of an associate net of tax 7.11 - Net change in cash and cash equivalent (A+B+C) 38.26 2,650.36
Share based payments 67.52 33.07 Net foreign exchange difference 109.25 21.31
Gain/Loss on overnight funds (32.43) Impact of reinstatement of overnight funds 9.46 -
Operating profit before working capital changes 3,476.43 2,436.86 Cash and cash equivalent as at the beginning of year 3,163.16 491.49
Change in working capital: Cash and cash equivalent as at the end of year 3,320.13 3,163.16
(Increase) in contract assets (278.49) (233.54) Components of cash and cash equivalent:
(Increase) in trade receivables (143.00) (1,291.26) Balance with banks
(Increase)/Decrease in financial assets (12.35) (27.85) - On current account 1,606.26 1,830.67
(Increase) in other assets (30.64) (155.51) Deposits with original maturity of less than three months 1,713.77 1,332.36
Increase in contract liabilities (4.52) 22.92 Cash in hand 0.10 0.13
Increase in trade payables (3.14) 1,369.68 Total cash and cash equivalent (refer note 11) 3,320.13 3,163.16
Increase in other financial liabilities 30.44 43.06
Increase in other liabilities (30.54) 150.96
Increase in provisions 1.40 22.52
Net cash generated from operations 3,005.59 2,337.84
Direct tax paid (net of refunds) (402.56) (278.01)
Net cash flow generated from operating activities (A) 2,603.03 2,059.83

198 199
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

The reconciliation between the opening and the closing balances in the balance sheet for liabilities arising from
financing activities is as follows: CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
For the year ended March 31, 2023

Particulars March 31, Cash Other non-cash adjustments March 31,


2022 flow Lease liability Accretion of 2023 for the year ended March 31, 2023
written back interest
during the year
Current borrowings 593.09 (82.94) - - 510.15
Non-current borrowings 891.26 (370.51) - - 520.75
Current lease liabilities 2.05 2.11 - 0.90 6.99 (a) Equity Share Capital
Non-current lease liabilities - (18.37) - - 18.37
Particulars Number of shares Amount (INR)
Total liabilities from financing
activities 1,486.40 (469.70) - 0.90 1,056.26 Balance as at April 1, 2021 25,496,367 254.96
Issued during the year (refer note 46) 1,153,845 11.54
For the year ended March 31, 2022 Shares issued pursuant to stock split (refer note 13(a)) 106,600,848 -
Balance as at March 31, 2022 133,251,060 266.50
Particulars March 31, Cash Other non-cash adjustments March 31,
2021 flow Leases added Accretion of 2022
Balance as at April 1, 2022 133,251,060 266.50
during the year interest
Issued during the year - -
Current borrowings 275.22 317.87 - - 593.09
Less: Treasury shares held by ESOP trust 77,001 0.15
Non-current borrowings 893.21 (1.95) - - 891.26
Balance as at March 31, 2023 133,174,059 266.35
Current lease liabilities 2.05 (0.43) 10.53 0.90 2.05
Non-current lease liabilities - 7.47 - - -
Total liabilities from financing
activities 1,170.47 322.95 10.53 0.90 1,486.40

Summary of significant accounting policies 2

As per our report of even date

For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Chartered Accountants Affle (India) Limited
ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
No.: 101049W/E300004

per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia


Partner Managing Director Executive Director
Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Place: Gurugram [DIN: 01363666] Place: Gurugram
Date: May 13, 2023 Place: Singapore Date: May 13, 2023
Date: May 13, 2023

Kapil Mohan Bhutani Parmita Choudhury


Chief Financial & Operations Officer Company Secretary
Place: Gurugram Membership No.: 26261
Date: May 13, 2023 Place: Gurugram
Date: May 13, 2023

200 201
(b) Other Equity (Amount in INR million, unless otherwise stated)

202
Particulars Reserves and surplus Other reserves Equity Non Total
Retained Capital Securities Treasury Share Exchange differences attributable con- other
earnings reserve premium shares based on translating the to holders of trolling equity
payments financial statements the parent interests
reserve of a foreign operation
Balance as at April
01, 2021 2,455.85 25.71 845.56 - - 5.50 3,332.62 4.24 3,336.86
Profit for the year 2,138.78 - - - - - 2,138.78 8.14 2,146.92
Other
comprehensive
loss 0.27 - - - - 114.54 114.81 - 114.81
AFFLE (INDIA) LIMITED

Issue of share
capital
(refer note 46) - - 5,988.46 - - - 5,988.46 - 5,988.46
Transaction cost for
issued share capital
(refer note 46) - - (93.09) - - - (93.09) - (93.09)
Share based
payments
(refer note 40) - - - - 33.07 - 33.07 - 33.07
Balance as at
March 31, 2022 4,594.90 25.71 6,740.93 - 33.07 120.04 11,514.65 12.38 11,527.03

Balance as at
April 01, 2022 4,594.90 25.71 6,740.93 - 33.07 120.04 11,514.65 12.38 11,527.03
Profit for the year 2,445.89 - - - - - 2,445.89 8.77 2,454.66
Other
comprehensive
income (104.42) - - - - 542.92 438.50 - 438.50
Acquisition of
treasury shares - - - (80.93) - - (80.93) - (80.93)
Issue of share cap-
ital (refer note 46) - - - - - - - - -
Transaction cost for
issued share capital
(refer note 46) - - - - - - - - -
Share based pay-
ments
(refer note 40) - - - - 66.05 - 66.05 - 66.05
Balance as at
March 31, 2023 6,936.37 25.71 6,740.93 (80.93) 99.12 662.96 14,384.16 21.15 14,405.31
INTEGRATED ANNUAL REPORT 2022-23


As per our report of even date

No.: 101049W/E300004

Date: May 13, 2023


Place: Gurugram
Membership No.: 504274
Partner
per Nikhil Aggarwal
ICAI Firm’s Registration
Chartered Accountants
For S. R. Batliboi & Associates LLP





Summary of significant accounting policies (refer note 2)

CIN No.: L65990DL1994PLC408172

Date: May 13, 2023


Place: Gurugram
Chief Financial & Operations Officer
Kapil Mohan Bhutani
Date: May 13, 2023
Place: Singapore
[DIN: 01363666]
& Chief Executive Officer
Managing Director
Anuj Khanna Sohum
Affle (India) Limited
For and on behalf of the Board of Directors of

203
Date: May 13, 2023

Date: May 13, 2023


Place: Gurugram
Membership No.: 26261
Company Secretary
Parmita Choudhury
Place: Gurugram
[DIN: 08234884]
Executive Director
Vipul Kedia
.
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

NOTES FORMING PART OF


• Exposure, or rights, to variable returns The financial statements of all entities used
from its involvement with the investee, for the purpose of consolidation are drawn
and up to same reporting date as that of the

CONSOLIDATED FINANCIAL • The ability to use its power over the


investee to affect its returns
Company, i.e., the year ended on March
31, 2023. When the end of the reporting
period of the parent is different from that

STATEMENTS Generally, there is a presumption that a


majority of voting rights result in control.
To support this presumption and when
of a subsidiary, the subsidiary prepares, for
consolidation purposes, additional financial
information as of the same date as the
for the year ended March 31, 2023
the Group has less than a majority of the financial statements of the parent to enable
voting or similar rights of an investee, the the parent to consolidate the financial
Group considers all relevant facts and information of the subsidiary, unless it is
1. CORPORATE INFORMATION Accounting policies have been consistently circumstances in assessing whether it impracticable to do so.
applied except where a newly issued has power over an investee, including:
The consolidated financial statements comprise accounting standard is initially adopted or a Consolidation procedure:
of financial statements of Affle (India) Limited revision to an existing accounting standard • The contractual arrangement with the
(“the Company”), its subsidiaries and associate requires a change in the accounting policy other vote holders of the investee Subsidiary:
(collectively, the Group) for the year ended hitherto in use. • Rights arising from other contractual
March 31, 2023. The Company is a public limited arrangements i. Combine like items of assets, liabilities,
company, domiciled in India, incorporated The consolidated financial statements have • The Group’s voting rights and potential equity, income, expenses and cash flows
under the provisions of the Companies Act, been prepared on an accrual basis as a voting rights of the parent with those of its subsidiaries.
1956, and is a subsidiary of Affle Holdings Pte. going concern and under the historical cost • The size of the group’s holding of voting For this purpose, income and expenses of
Ltd. The Company was incorporated on 18 convention, except for certain financial assets rights relative to the size and dispersion the subsidiary are based on the amounts
August 1994. The shares of the Company got and financial liabilities that are measured at of the holdings of the other voting rights of the assets and liabilities recognised in
listed on National Stock Exchange Limited and fair value as required under relevant Ind AS. holders the consolidated financial statements at
Bombay Stock Exchange Limited on August 8, the acquisition date.
2019. The consolidated financial statements are The Group re-assesses whether or
presented in Indian rupees (INR) and all not it controls an investee if facts and ii. Offset (eliminate) the carrying amount of
The Group is engaged in providing mobile values are rounded to the nearest millions circumstances indicate that there are the parent’s investment in each subsidiary
advertisement services through information upto two decimals, except when otherwise changes to one or more of the three and the Company’s portion of equity of
technology and software development services stated. elements of control. Consolidation of a each subsidiary. Business combinations
for mobiles. The registered office of the Group subsidiary begins when the Group obtains policy explains how to account for any
is situated at A47, Lower Ground Floor, Hauz The consolidated financial statements control over the subsidiary and ceases when related goodwill.
Khas, Off Amar Bhawan, New Delhi-110016. The provide comparative information in respect the Group loses control of the subsidiary.
principal place of business is in Haryana, India. of the previous year. Assets, liabilities, income and expenses of iii. Eliminate in full intragroup assets and
a subsidiary acquired or disposed of during liabilities, equity, income, expenses
The consolidated financial statements were ii. Basis of consolidation the year are included in the consolidated and cash flows relating to transactions
authorized for issue in accordance with the financial statements from the date the between entities of the Group (profits
resolution of directors on May 13, 2023. The consolidated financial statements Group gains control until the date the Group or losses resulting from intragroup
comprise the financial statements of the ceases to control the subsidiary. transactions that are recognised in
2. SUMMARY OF SIGNIFICANT ACCOUNTING Company and its subsidiaries and associate assets, such as inventory and fixed
POLICIES as at March 31, 2023. Control is achieved Consolidated financial statements are assets, are eliminated in full). Intragroup
when the Group is exposed, or has rights, prepared using uniform accounting policies losses may indicate an impairment that
i. Basis of preparation of financial statements to variable returns from its involvement with for like transactions and other events in requires recognition in the consolidated
the investee and has the ability to affect similar circumstances. If a member of the financial statements. Ind AS 12 Income
The consolidated financial statements of the those returns through its power over the Group uses accounting policies other than Taxes applies to temporary differences
Group have been prepared and presented investee. those adopted in the consolidated financial that arise from the elimination of profits
in accordance with Indian Accounting statements for like transactions and events and losses resulting from intragroup
Standards (Ind AS) notified under the Specifically, the Group controls an investee if in similar circumstances, appropriate transactions.
Companies (Indian Accounting Standards) and only if the Company has: adjustments are made to that Group
Rules, 2015 (as amended from time to time) member’s financial statements in preparing
and presentation requirements of Division II • Power over the investee (i.e. existing rights the consolidated financial statements
of Schedule III to the Companies Act, 2013, that give it the current ability to direct the to ensure conformity with the Group’s
(Ind AS compliant Schedule III), as applicable relevant activities of the investee) accounting policies.
to the consolidated financial statements.

204 205
*GRI 2-2 *GRI 2-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

List of entities consolidated *** Ceased to be associates w.e.f. May 14, 2022 is accounted for using the equity method.
Profit or loss and each component of Under the equity method, the investment
The list of entities consolidated by the Group, which are included in the consolidated financial statements other comprehensive income (“OCI”) are in an associate is initially recognised at
are as under: attributed to the equity holders of the parent cost/deemed cost. The carrying amount
of the Group and to the non-controlling of the investment is adjusted to recognise
S. No. Entity Place of Relationship Percentage of ownership interest as at interests, even if this results in the non- changes in the Group’s share of net assets
incorporation March 31, 2023 March 31, 2022 controlling interests having a deficit balance. of the associate since the acquisition date.
When necessary, adjustments are made Goodwill relating to the associate is included
1 Affle International Singapore Subsidiary 100% 100%
to the financial statements of subsidiaries in the carrying amount of the investment
Pte. Ltd.
to bring their accounting policies into line and is not tested for impairment individually.
2 PT Affle Indonesia Indonesia Subsidiary 100% 100% with the Company’s accounting policies.
3 Affle MEA FZ-LLC Dubai, United Subsidiary 100% 100% All intra-group assets and liabilities, equity, The statement of profit and loss reflects the
Arab Emirates income, expenses and cash flows relating to Group’s share of the results of operations of
4 Mediasmart Mobile Madrid, Spain Subsidiary 100% 100% transactions between members of the Group the associate. Any change in OCI of those
S.L.* are eliminated in full on consolidation. investees is presented as part of the Group’s
6 Appnext Pte. Limited Singapore Subsidiary 95% 95%** OCI. In addition, when there has been a
7 Appnext Technologies Israel Subsidiary 100% 100% A change in the ownership interest of a change recognised directly in the equity of
Limited subsidiary, without a loss of control, is the associate, the Group recognises its share
8 Jampp (Ireland) Ireland Subsidiary 100% 100% accounted for as an equity transaction. If the of any changes, when applicable, in the
Limited Group loses control over a subsidiary, it: statement of changes in equity. Unrealised
gains and losses resulting from transactions
9 Jampp HQ S.A. (ear- Argentina Subsidiary 100% 100%
- Derecognises the assets (including between the Group and the associate are
lier known as Devego
goodwill) and liabilities of the subsidiary eliminated to the extent of the interest in the
S.A.)
- Derecognises the carrying amount of any associate.
10 Jampp Inc United States Subsidiary 100% 100%
non-controlling interests
of America
- Derecognises the cumulative translation If an entity’s share of losses of an associate
11 Atommica LLC United States Subsidiary 100% 100% differences recorded in equity equal or exceeds its interest in the associate
of America - Recognises the fair value of the (which includes any long-term interest
12 Jampp Limited London, Subsidiary 100% 100% consideration received that, in substance, form part of the Group’s
United King- - Recognises the fair value of any net investment in the associate), the entity
dom investment retained discontinues recognising its share of further
13 Jampp APAC Pte Ltd Singapore Subsidiary 100% 100% - Recognises any surplus or deficit in profit losses. Additional losses are recognised only
14 Jampp EMEA GmbH Germany Subsidiary 100% 100% or loss to the extent that the Group has incurred
15 Jampp Veiculação de Brazil Subsidiary 100% 100% - Reclassifies the parent’s share of legal or constructive obligations or made
publicidade limitada components previously recognised in payments on behalf of the associate. If the
16 Talent Unlimited India Associate - 27% OCI to profit or loss or retained earnings, associate subsequently reports profits, the
Online Services as appropriate, as would be required if entity resumes recognising its share of those
Private Limited the Group had directly disposed of the profits only after its share of the profits
(“Bobble”)*** related assets or liabilities equals the share of losses not recognised.

* In the earlier year, 94.78% shares were acquired by the Group and for balance 5.22% the Group had Associates: The aggregate of the Group’s share of profit
acquired voting rights and had definite agreement for purchase of shares. In the previous year, the or loss of an associate is shown on the face
Group has acquired balance 5.22% shares. An associate is an entity over which the of the statement of profit and loss outside
** Includes 66.67% stake acquired by the Group and for the balance 28.33% the Group has acquired Group has significant influence. Significant operating profit.
voting rights and has option to purchase of shares after 3 years and therefore, has been consolidated influence is the power to participate in the
at 95%. financial and operating policy decisions of The financial statements of the associate is
the investee but is not control or joint control prepared for the same reporting period as
over those policies. the Group. When necessary, adjustments are
made to bring the accounting policies in line
The considerations made in determining with those of the Group.
whether significant influence is similar to
those necessary to determine control over After application of the equity method, the
the subsidiaries. Group determines whether it is necessary
to recognise an impairment loss on its
The Group’s investments in its associate investment in its associate. At each reporting

206 207
*GRI 2-2 *GRI 2-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

date, the Group determines whether there are recognized at their acquisition date the acquiree. of the Group’s cash-generating units that are
is objective evidence that the investment fair values. For this purpose, the liabilities If the business combination is achieved in expected to benefit from the combination,
in the associate is impaired. If there is such assumed include contingent liabilities stages, any previously held equity interest is irrespective of whether other assets or
evidence, the Group calculates the amount representing present obligation and they re-measured at its acquisition date fair value liabilities of the acquiree are assigned to
of impairment as the difference between the are measured at their acquisition fair values and any resulting gain or loss is recognized those units.
recoverable amount of the associate and irrespective of the fact that outflow of in profit or loss or other comprehensive
its carrying value, and then recognises the resources embodying economic benefits income, as appropriate. A cash generating unit to which goodwill
loss as ‘Share of profit of an associate’ in the is not probable. However, the following has been allocated is tested for impairment
statement of profit and loss. assets and liabilities acquired in a business Any contingent consideration to be annually, or more frequently when there is
combination are measured at the basis transferred by the acquirer is recognized at an indication that the unit may be impaired.
Upon loss of significant influence over indicated below: fair value at the acquisition date. Contingent If the recoverable amount of the cash
the associate, the Group measures and consideration classified as an asset or liability generating unit is less than its carrying
recognises any retained investment at a. Deferred tax assets or liabilities, and the that is a financial instrument and within the amount, the impairment loss is allocated
its fair value. Any difference between the assets or liabilities related to employee scope of Ind AS 109 Financial Instruments, first to reduce the carrying amount of any
carrying amount of the associate upon loss benefit arrangements are recognized is measured at fair value with changes in goodwill allocated to the unit and then to
of significant influence and the fair value of and measured in accordance with Ind AS fair value recognized in profit or loss. If the other assets of the unit pro rata based
the retained investment and proceeds from 12 Income Tax and Ind AS 19 Employee the contingent consideration is not within on the carrying amount of each asset in the
disposal is recognised in profit or loss. Benefits respectively. the scope of Ind AS 109, it is measured in unit. Any impairment loss for goodwill is
accordance with the appropriate Ind AS and recognized in profit or loss. An impairment
b. Potential tax effects of temporary shall be recognised in profit or loss. loss recognized for goodwill is not reversed
iii. Business combinations and goodwill differences and carry forwards of an in subsequent periods.
acquiree that exist at the acquisition date Contingent consideration that is classified
Business combinations are accounted for or arise as a result of the acquisition are as equity is not re-measured at subsequent Where goodwill has been allocated to
using the acquisition method. The cost of an accounted in accordance with Ind AS 12. reporting dates and subsequent its a cash-generating unit and part of the
acquisition is measured as the aggregate of settlement is accounted for within equity. operation within that unit is disposed of,
the consideration transferred measured at c. Liabilities or equity instruments related the goodwill associated with the disposed
acquisition date fair value and the amount to share-based payment arrangements of Goodwill is initially measured at cost, operation is included in the carrying amount
of any non-controlling interests in the the acquiree or share – based payments being the excess of the aggregate of the of the operation when determining the gain
acquiree. For each business combination, arrangements of the Group entered consideration transferred and the amount or loss on disposal. Goodwill disposed in
the Group elects whether to measure the into to replace share-based payment recognized for non-controlling interests, these circumstances is measured based on
non-controlling interests in the acquiree arrangements of the acquiree are measured and any previous interest held, over the net the relative values of the disposed operation
at fair value or at the proportionate share in accordance with Ind AS 102 Share-based identifiable assets acquired and liabilities and the portion of the cash-generating unit
of the acquiree’s identifiable net assets. Payments at the acquisition date. assumed. If the fair value of the net assets retained.
Acquisition-related costs are expensed as acquired is in excess of the aggregate
incurred. d. Assets (or disposal groups) that are consideration transferred, the Group re- If the initial accounting for a business
classified as held for sale in accordance assesses whether it has correctly identified all combination is incomplete by the end of the
The Group determines that it has acquired a with Ind AS 105 Non-current Assets Held of the assets acquired and all of the liabilities reporting period in which the combination
business when the acquired set of activities for Sale and Discontinued Operations assumed and reviews the procedures used occurs, the Group reports provisional
and assets include an input and a substantive are measured in accordance with that to measure the amounts to be recognized amounts for the items for which the
process that together significantly contribute standard. at the acquisition date. If the reassessment accounting is incomplete. Those provisional
to the ability to create outputs. The acquired still results in an excess of the fair value of amounts are adjusted through goodwill
process is considered substantive if it is e. Reacquired rights are measured at a value net assets acquired over the aggregate during the measurement period, or additional
critical to the ability to continue producing determined on the basis of the remaining consideration transferred, then the gain is assets or liabilities are recognized, to reflect
outputs, and the inputs acquired include contractual term of the related contract. recognized in other comprehensive income new information obtained about facts and
an organised workforce with the necessary Such valuation does not consider (OCI) and accumulated in equity as capital circumstances that existed at the acquisition
skills, knowledge, or experience to perform potential renewal of the reacquired right. reserve. However, if there is no clear evidence date that, if known, would have affected
that process or it significantly contributes of bargain purchase, the entity recognizes the amounts recognized at that date. These
to the ability to continue producing outputs When the Group acquires a business, it the gain directly in equity as capital reserve, adjustments are called as measurement
and is considered unique or scarce or cannot assesses the financial assets and liabilities without routing the same through OCI. period adjustments. The measurement
be replaced without significant cost, effort, assumed for appropriate classification period does not exceed one year from the
or delay in the ability to continue producing and designation in accordance with the After initial recognition, goodwill is measured acquisition date. Refer Note 40.
outputs. contractual terms, economic circumstances at cost less any accumulated impairment
and pertinent conditions as at the acquisition losses. For the purpose of impairment testing,
At the acquisition date, the identifiable date. This includes the separation of goodwill acquired in a business combination
assets acquired, and the liabilities assumed embedded derivatives in host contracts by is, from the acquisition date, allocated to each

208 209
*GRI 2-2 *GRI 2-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

iv. Business combinations under common Transaction costs, including professional vi. Property, plant and equipment The Group has used the following rates to
control fees, registration fees, costs of furnishing provide depreciation on its property, plant
information to shareholders, costs or Capital work in progress is stated at cost, and equipment:
Common control business combination losses incurred in combining operations of net of accumulated impairment loss, if any.
means a business combination involving the previously separate businesses, etc., Property, plant and equipment are stated Asset Category Useful lives estimated
entities or businesses in which all the incurred in relation to the common control at cost, net of accumulated depreciation by management
combining entities or businesses are combination that is to be accounted for by and accumulated impairment losses, if any.
Computers 3 years
ultimately controlled by the same party both using merger accounting is recognised as an The cost comprises purchase price and
before and after the business combination, expense in the year in which it is incurred. other directly attributable cost incurred in Office equipments 5 years
and that control is not transitory. bringing the asset to its working condition Furniture and 10 years
v. Current versus non-current classification for the intended use and initial estimate fixtures
The Group accounts for its business of decommissioning, restoring and similar Motor vehicles 8 years
combination under common control using The Group presents assets and liabilities in liabilities. Any trade discounts and rebates
pooling of interest method of accounting as the consolidated balance sheet based on are deducted in arriving at the purchase The residual values, useful lives and methods
per Appendix C of Ind AS 103. The acquiree’s current/ non-current classification. price. All other repair and maintenance costs of depreciation of property, plant and
identifiable assets, liabilities and contingent are recognized in profit or loss as incurred. equipment are reviewed at each financial
liabilities that meet the definition for An asset is treated as current when it is: year end and adjusted prospectively, if
recognition are recognized at their carrying Subsequent costs are capitalized on the appropriate.
amount at the acquisition date. Transferor’s • Expected to be realized or intended to carrying amount or recognized as a separate
reserves are preserved and are appeared in be sold or consumed in normal operating asset, as appropriate, only when future [Link] assets
the financial statements of the transferee cycle economic benefits associated with the item
in the same form in which they appear in • Held primarily for the purpose of trading are probable to flow to the Group and cost Intangible assets acquired separately are
the financial statements of the transferor. • Expected to be realized within twelve of the item can be measured reliably. measured on initial recognition at cost.
Acquisition date is the beginning of the months after the reporting period, or The cost of intangible assets acquired in a
preceding period in case the common control • Cash or cash equivalent unless restricted A revaluation surplus is recorded in OCI business combination is their fair value at
is established prior to such date. However, from being exchanged or used to settle and credited to the revaluation surplus the date of acquisition. Following initial
if business combination had occurred after a liability for at least twelve months after in equity. However, to the extent that it recognition, intangible assets are carried
such date, the acquisition date is considered the reporting period reverses a revaluation deficit of the same at cost less accumulated amortization.
only from that date. asset previously recognised in profit or loss, Internally generated intangible assets,
All other assets are classified as non-current. the increase is recognised in profit or loss. excluding capitalized development costs, are
The consolidated financial statements A revaluation deficit is recognised in the not capitalized and expenditure is reflected
incorporate the financial statements of the A liability is current when: statement of profit and loss, except to the in the statement of profit and loss in the year
combining entities or businesses in which extent that it offsets an existing surplus on in which the expenditure is incurred.
the common control combination occurs as • It is expected to be settled in normal the same asset recognised in the revaluation
if they had been combined from the date operating cycle surplus. The useful lives of intangible assets are
when the combining entities or businesses • It is held primarily for the purpose of assessed as either finite or indefinite
first came under the control of the controlling trading The gain or loss arising on the disposal or
party. • It is due to be settled within twelve months retirement of an item of property, plant and Intangible assets with finite lives are
after the reporting period, or equipment is determined as the difference amortised over the useful economic life and
The consolidated income statement includes • There is no unconditional right to defer between the sales proceeds and the carrying assessed for impairment whenever there is
the results of each of the combining the settlement of the liability for at least amount of the asset and is recognized in the an indication that the intangible asset may
entities or businesses from the earliest twelve months after the reporting period statement of profit and loss on the date of be impaired. The amortisation period and the
date presented or since the date when the disposal or retirement. amortisation method for an intangible asset
combining entities or businesses first came The Group classifies all other liabilities as with a finite useful life are reviewed at least
under the common control, where there is a non-current. vii. Depreciation on property, plant and at the end of each reporting period. Changes
shorter period, regardless of the date of the equipment in the expected useful life or the expected
common control combination. Deferred tax assets and liabilities are pattern of consumption of future economic
classified as non-current assets and liabilities. Depreciation on property, plant and benefits embodied in the asset are considered
The comparative amounts in the consolidated equipment is calculated on a pro-rata basis to modify the amortisation period or method,
financial statements are presented as if the The operating cycle is the time between the from the date on which the asset is ready as appropriate, and are treated as changes
entities or businesses had been combined at acquisition of assets for processing and their to use, using written down value method in accounting estimates. The amortisation
the previous balance sheet date or when they realization in cash and cash equivalents. The (“WDV”) over the useful lives of the assets expense on intangible assets with finite lives
first came under common control, whichever Group has identified twelve months as its estimated by the management, which are in is recognised in the statement of profit and
is shorter. operating cycle. line with the useful lives prescribed under loss unless such expenditure forms part of
Schedule II to the Companies Act, 2013. carrying value of another asset.

210 211
*GRI 2-2
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Intangible assets with indefinite useful to be carried at cost less any accumulated even if that right is not explicitly specified in lease incentives receivable, variable lease
lives are not amortised, but are tested for amortization and accumulated impairment a consideration. payments that depend on an index or a
impairment annually, either individually losses. Amortization of the asset begins rate, and amounts expected to be paid
or at the cash-generating unit level. The when development is complete and the Group as a lessee under residual value guarantees. The lease
assessment of indefinite life is reviewed asset is available for use. It is amortized on a payments also include the exercise price
annually to determine whether the indefinite straight-line basis over the period of expected The Group applies a single recognition and of a purchase option reasonably certain to
life continues to be supportable. If not, the future benefit from the related project. measurement approach for all leases, except be exercised by the Group and payments
change in useful life from indefinite to finite Amortization is recognized in the statement for short-term leases and leases of low-value of penalties for terminating the lease, if the
is made on a prospective basis. of profit and loss unless such expenditure assets. The Group recognizes lease liabilities lease term reflects the Group exercising
forms part of carrying value of another asset. to make lease payments and right-of-use the option to terminate. In calculating
An intangible asset is derecognised upon During the period of development, the asset assets representing the right to use the the present value of lease payments, the
disposal (i.e., at the date the recipient is tested for impairment annually. underlying assets. Group uses its incremental borrowing
obtains control) or when no future economic rate at the lease commencement date
benefits are expected from its use or disposal. A summary of amortization periods applied i) Right-of-use assets because the interest rate implicit in the
Gains or losses arising from derecognition to the Group’s intangible assets is as below: lease is not readily determinable. After
of an intangible asset are measured as the The Group recognizes right-of-use assets the commencement date, the amount
difference between the net disposal proceeds Asset Category Useful lives estimated at the commencement date of the lease of lease liabilities is increased to reflect
and the carrying amount of the asset and by management (i.e., the date the underlying asset is the accretion of interest and reduced for
are recognized in the statement of profit and available for use). Right-of-use assets are the lease payments made. In addition,
Computer 5 years
loss when the asset is derecognized. measured at cost, less any accumulated the carrying amount of lease liabilities is
software
depreciation and impairment losses, and remeasured if there is a modification, a
Customer relationship Software 4 years adjusted for any remeasurement of lease change in the lease term, a change in the
application liabilities. The cost of right-of-use assets lease payments (e.g., changes to future
The acquired business had customer development includes the amount of lease liabilities payments resulting from a change in an
contracts and related relationships for Non-Compete fee 4 years recognised, initial direct costs incurred, index or rate used to determine such lease
advertisement income. Such assets were Trademark 5 years and lease payments made at or before payments) or a change in the assessment
recognized in Group’s books at the acquired Customer 4 years the commencement date less any lease of an option to purchase the underlying
price and are subsequently measured at cost relationship incentives received. Right-of-use assets asset.
price less amortization. are depreciated on a straight-line basis
ix. Borrowing costs over the period of the lease term (Refer The Group’s lease liabilities are included
Research and development costs Note 30(a)). in financial liabilities (Refer Note 30 (a)).
Borrowing costs directly attributable to the
Research costs are expensed as incurred. acquisition, construction or production of If ownership of the leased asset transfers iii) Short-term leases and leases of low-value
Development expenditure incurred on an asset that necessarily takes a substantial to the Group at the end of the lease assets
an individual project is recognized as period of time to get ready for its intended term or the cost reflects the exercise
an intangible asset when the Group can use or sale are capitalized as part of the cost of a purchase option, depreciation is The Group applies the short-term lease
demonstrate all the following: of the asset. All other borrowing costs are calculated using the estimated useful life recognition exemption to its short-term
expensed in the period in which they occur. of the asset. leases of rent on property and on rent of
• The technical feasibility of completing the Borrowing costs consist of interest and other computer equipment (i.e., those leases
intangible asset so that it will be available costs that an entity incurs in connection with The right-of-use assets are also subject that have a lease term of 12 months or less
for use or sale the borrowing of funds. Borrowing cost also to impairment. Refer to the accounting from the commencement date and do not
• Its intention to complete the asset includes exchange differences to the extent policies in clause (xi) Impairment of non- contain a purchase option). It also applies
• Its ability to use or sell the asset regarded as an adjustment to the borrowing financial assets. the lease of low-value assets recognition
• How the asset will generate future costs. exemption to leases of office equipment
economic benefits ii) Lease Liabilities that are considered to be low value.
• The availability of adequate resources to x. Leases Lease payments on short-term leases and
complete the development and to use or At the commencement date of the lease, leases of low-value assets are recognised
sell the asset The determination of whether an the Group recognizes lease liabilities as expense on a straight-line basis over
• The ability to measure reliably the arrangement is, or contains a lease is based measured at the present value of lease the lease term.
expenditure attributable to the intangible on the substance of the arrangement at the payments to be made over the lease
asset during development. inception of the lease. The arrangement term. The effective interest rate for the Group as a lessor
is, or contains, a lease if fulfilment of the lease liabilities of the Group ranges from
Following the initial recognition of the arrangement is dependent on the use of a 2% to 9% per annum. The lease payments Leases in which the Group does not transfer
development expenditure as an asset, the specific asset or assets and the arrangement include fixed payments (including in substantially all the risks and rewards
cost model is applied requiring the asset conveys a right to use the asset or assets, substance fixed payments) less any incidental to ownership of an asset is

212 213
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

classified as operating leases. Rental income The Group bases its impairment calculation amount, in which case, the reversal is treated In order for a financial asset to be classified
arising is accounted for on a straight-line on detailed budgets and forecast calculations as a revaluation increase. and measured at amortized cost or fair value
basis over the lease terms. Initial direct which are prepared separately for each of through OCI, it needs to give rise to cash
costs incurred in negotiating and arranging the Group’s cash-generating units to which Goodwill is tested for impairment annually flows that are ‘solely payments of principal
an operating lease are added to the carrying the individual assets are allocated. These and when circumstances indicate that the and interest (SPPI)’ on the principal amount
amount of the leased asset and recognised budgets and forecast calculations are carrying value may be impaired. outstanding. This assessment is referred
over the lease term on the same basis generally covering a period of five years. For to as the SPPI test and is performed at an
as rental income. Contingent rents are longer periods, a long-term growth rate is Impairment is determined for goodwill instrument level. Financial assets with cash
recognised as revenue in the period in which calculated and applied to project future cash by assessing the recoverable amount of flows that are not SPPI are classified and
they are earned. flows after the fifth year. To estimate cash each CGU (or group of CGUs) to which the measured at fair value through profit or loss,
flow projections beyond periods covered goodwill relates. When the recoverable irrespective of the business model.
Leases are classified as finance leases when by the most recent budgets/forecasts, the amount of the CGU is less than its carrying
substantially all of the risks and rewards of Group extrapolates cash flow projections amount, an impairment loss is recognised. The Group’s business model for managing
ownership transfer from the Group to the in the budget using a steady or declining Impairment losses relating to goodwill financial assets refers to how it manages
lessee. Amounts due from lessees under growth rate for subsequent years, unless an cannot be reversed in future periods. its financial assets in order to generate
finance leases are recorded as receivables increasing rate can be justified. In any case, cash flows. The business model determines
at the Group’s net investment in the leases. this growth rate does not exceed the long- Intangible assets with indefinite useful whether cash flows will result from collecting
Finance lease income is allocated to term average growth rate for the products, lives are tested for impairment annually at contractual cash flows, selling the financial
accounting periods so as to reflect a constant industries, or country or countries in which the CGU level, as appropriate, and when assets, or both. Financial assets classified
periodic rate of return on the net investment the Group operates, or for the market in circumstances indicate that the carrying and measured at amortized cost are held
outstanding in respect of the lease. which the asset is used. value may be impaired. within a business model with the objective
to hold financial assets in order to collect
xi. Impairment of non-financial assets Impairment losses of operations, are xii. Financial instruments contractual cash flows while financial assets
recognized in the statement of profit classified and measured at fair value through
The Group assesses at each reporting date and loss, except for properties previously A financial instrument is any contract that OCI are held within a business model with
whether there is an indication that an asset revalued with the revaluation surplus taken gives rise to a financial asset of one entity the objective of both holding to collect
may be impaired. If any indication exists, or to OCI. For such properties, the impairment and a financial liability or equity instrument contractual cash flows and selling.
when annual impairment testing for an asset is recognised in OCI up to the amount of any of another entity.
is required, the Group estimates the asset’s previous revaluation surplus. Subsequent measurement
recoverable amount. An asset’s recoverable Financial assets
amount is the higher of an asset’s or cash- After impairment, depreciation is provided For purposes of subsequent measurement,
generating unit’s (“CGU”) fair value less on the revised carrying amount of the asset Initial recognition and measurement financial assets are classified in four
costs of disposal and its value in use. The over its remaining useful life. categories:
recoverable amount is determined for an Financial assets are classified, at initial
individual asset, unless the asset does For assets excluding goodwill, an recognition, as subsequently measured at • Financial assets at amortized cost (debt
not generate cash inflows that are largely assessment is made at each reporting date amortized cost, fair value through other instruments)
independent of those from other assets or as to whether there is any indication that comprehensive income (OCI), and fair value • Financial assets at fair value through other
groups of assets. Where the carrying amount previously recognized impairment losses through profit or loss. comprehensive income (“FVTOCI”) with
of an asset or CGU exceeds its recoverable may no longer exist or may have decreased. recycling of cumulative gains and losses
amount, the asset is considered impaired and If such indication exists, the Group The classification of financial assets at initial (debt instruments)
is written down to its recoverable amount. estimates the asset’s or cash-generating recognition depends on the financial asset’s • Financial assets at fair value through
unit’s recoverable amount. A previously contractual cash flow characteristics and the profit or loss (“FVTPL”)
In assessing value in use, the estimated future recognized impairment loss is reversed only Group’s business model for managing them. • Financial assets measured at fair
cash flows are discounted to their present if there has been a change in the assumptions With the exception of trade receivables value through other comprehensive
value using a pre-tax discount rate that used to determine the asset’s recoverable that do not contain a significant financing income (“FVTOCI”) with no recycling
reflects current market assessments of the amount since the last impairment loss was component or for which the Group has of cumulative gains and losses upon
time value of money and the risks specific to recognized. The reversal is limited so that applied the practical expedient, the Group derecognition (equity instruments)
the asset. In determining fair value less costs the carrying amount of the asset does not initially measures a financial asset at its fair
of disposal, recent market transactions are exceed its recoverable amount, nor exceed value plus, in the case of a financial asset not Financial assets at amortised cost (debt
taken into account. If no such transactions the carrying amount that would have at fair value through profit or loss, transaction instruments)
can be identified, an appropriate valuation been determined, net of depreciation, had costs. Trade receivables that do not contain
model is used. These calculations are no impairment loss been recognized for a significant financing component or for A ‘debt instrument’ is measured at the
corroborated by valuation multiples, quoted the asset in prior years. Such reversal is which the Group has applied the practical amortized cost if both the following
share prices for publicly traded companies recognized in the statement of profit and expedient are measured at the transaction conditions are met:
or other available fair value indicators. loss unless the asset is carried at a revalued price determined under Ind AS 115.

214 215
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

a. The asset is held within a business model Financial assets at fair value through profit characteristics and risks are not closely carrying amount of the asset and the
whose objective is to hold assets for or loss related to the host; a separate instrument maximum amount of consideration that the
collecting contractual cash flows, and with the same terms as the embedded Group could be required to repay.
b. Contractual terms of the asset give rise Financial assets at fair value through profit derivative would meet the definition of a
on specified dates to cash flows that or loss are carried in the balance sheet at derivative; and the hybrid contract is not Impairment of financial assets
are solely payments of principal and fair value with net changes in fair value measured at fair value through profit or loss.
interest (SPPI) on the principal amount recognised in the statement of profit and Embedded derivatives are measured at fair Further disclosures relating to impairment
outstanding. loss value with changes in fair value recognised of financial assets are also provided in the
in profit or loss. Reassessment only occurs following notes:
This category is most applicable to the This category includes derivative instruments if there is either a change in the terms of the
Group. After initial measurement, such and listed equity investments which the contract that significantly modifies the cash • Disclosures for significant accounting
financial assets are subsequently measured Group had not irrevocably elected to classify flows that would otherwise be required or a judgements, estimates and assumptions –
at amortized cost using the Effective at fair value through OCI. Dividends on listed reclassification of a financial asset out of the Refer Note 28.
Interest Rate (“EIR”) method. Amortized equity investments are recognised in the fair value through profit or loss category. • Trade receivables and contract assets –
cost is calculated by taking into account any statement of profit and loss when the right Refer Note 10 and Note 19.
discount or premium on acquisition and fees of payment has been established. Derecognition
or costs that are an integral part of the EIR. In accordance with Ind AS 109, the Group
The EIR amortization is included in finance Financial assets designated at fair value A financial asset is de-recognized only when: applies the expected credit loss (ECL)
income in the statement of profit and loss. through OCI (Equity Instruments) model for measurement and recognition of
The losses arising from impairment are • The rights to receive cash flows from the impairment loss on the following financial
recognized in the statement of profit and Upon initial recognition, the Group can elect asset have expired, or assets and credit risk exposure:
loss. This category generally applies to trade to classify irrevocably its equity investments
and other receivables. as equity instruments designated at fair • The Group has transferred its rights to • Financial assets that are debt instruments,
value through OCI when they meet the receive cash flows from the asset or has and are measured at amortized cost e.g.,
Financial assets at fair value through OCI definition of equity under Ind AS 32 Financial assumed an obligation to pay the received loans, debt securities, deposits, trade
(FVTOCI) (Debt instrument) Instruments: Presentation and are not held cash flows in full without material delay receivables and bank balance;
for trading. The classification is determined to a third party under a ‘pass-through’
A ‘financial asset’ is classified as at the on an instrument-by-instrument basis. Equity arrangement and either (a) the Group The Group follows ‘simplified approach’ for
FVTOCI if both of the following criteria are instruments which are held for trading and has transferred substantially all the risks recognition of impairment loss allowance
met: contingent consideration recognised by an and rewards of the asset, or (b) the Group on trade receivables and contract asset.
acquirer in a business combination to which has neither transferred nor retained The application of simplified approach does
a. The objective of the business model is Ind AS103 applies are classified as at FVTPL. substantially all the risks and rewards of not require the Group to track changes in
achieved both by collecting contractual the asset, but has transferred control of credit risk. Rather, it recognizes impairment
cash flows and selling the financial assets, Gains and losses on these financial assets are the asset. loss allowance based on lifetime ECLs at
and never recycled to profit or loss. Dividends are each reporting date, right from its initial
b. The asset’s contractual cash flows recognised as other income in the statement When the Group has transferred its rights recognition.
represent SPPI. of profit and loss when the right of payment to receive cash flows from an asset or has
has been established, except when the Group entered into a pass-through arrangement, For recognition of impairment loss on other
Debt instruments included within the FVTOCI benefits from such proceeds as a recovery it evaluates if and to what extent it has financial assets and risk exposure, the Group
category are measured initially as well as at of part of the cost of the financial asset, in retained the risks and rewards of ownership. determines that whether there has been a
each reporting date at fair value. For debt which case, such gains are recorded in OCI. When it has neither transferred nor retained significant increase in the credit risk since
instruments, at fair value through OCI, interest Equity instruments designated at fair value substantially all of the risks and rewards initial recognition. If credit risk has not
income and impairment losses or reversals are through OCI are not subject to impairment of the asset, nor transferred control of the increased significantly, 12-month expected
recognized in the profit or loss and computed assessment. asset, the Group continues to recognize the credit loss (ECL) is used to provide for
in the same manner as for financial assets transferred asset to the extent of the Group’s impairment loss. However, if credit risk has
measured at amortised cost. The remaining The Group elected to classify irrevocably continuing involvement. In that case, the increased significantly, lifetime ECL is used.
fair value changes are recognized in OCI. its non-listed equity investments under this Group also recognizes an associated liability. If, in a subsequent period, credit quality of
Upon derecognition, the cumulative fair value category. The transferred asset and the associated the instrument improves such that there
changes rcognized in OCI is reclassified from liability are measured on a basis that reflects is no longer a significant increase in credit
the equity to profit or loss. Derivative Instruments the rights and obligations that the Group has risk since initial recognition, then the entity
retained. reverts to recognizing impairment loss
The Group’s debt instruments at fair value A derivative embedded in a hybrid contract, allowance based on 12-month ECL.
through OCI includes investments in quoted with a financial liability or non-financial host, Continuing involvement that takes the form
debt instruments included under other non- is separated from the host and accounted of a guarantee over the transferred asset Lifetime ECL are the expected credit
current financial assets. for as a separate derivative if: the economic is measured at the lower of the original losses resulting from all possible default

216 217
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

events over the expected life of a financial Financial liabilities designated as FVTPL, fair value gains/ losses obligation under the liability is discharged
instrument. The 12-month ECL is a portion of attributable to changes in own credit risk are or cancelled or expires. When an existing
the lifetime ECL which results from default Initial recognition and measurement recognized in OCI. These gains/ losses are not financial liability is replaced by another from
events that are possible within 12 months subsequently transferred to P&L. However, the same lender on substantially different
after the reporting date. Financial liabilities are classified, at initial the Group may transfer the cumulative gain terms, or the terms of an existing liability are
recognition, as financial liabilities at fair value or loss within equity. All other changes in fair substantially modified, such an exchange or
ECL is the difference between all contractual through profit or loss, loans and borrowings value of such liability are recognised in the modification is treated as the derecognition
cash flows that are due to the Group in or payables, as appropriate. statement of profit and loss. The Group has of the original liability and the recognition
accordance with the contract and all the not designated any financial liability as at fair of a new liability. The difference in the
cash flows that the entity expects to receive All financial liabilities are recognized initially value through profit or loss. respective carrying amounts is recognized in
(i.e., all cash shortfalls), discounted at the at fair value and, in the case of loans and the statement of profit and loss.
original EIR. borrowings and payables, net of directly Financial liabilities at amortized cost (Loans
attributable transaction costs. and Borrowings) Reclassification of financial assets
• All contractual terms of the financial
instrument (including prepayment, The Group’s financial liabilities include This is the category most relevant to the The Group determines classification of
extension, call and similar options) over the borrowings, trade and other payables. Group. After initial recognition, interest- financial assets and liabilities on initial
expected life of the financial instrument. bearing loans and borrowings are recognition. After initial recognition, no
However, in rare cases when the expected Subsequent measurement subsequently measured at amortized cost reclassification is made for financial assets
life of the financial instrument cannot using the EIR method. Gains and losses are which are equity instruments and financial
be estimated reliably, then the entity is For purposes of subsequent measurement, recognized in profit or loss when the liabilities liabilities. For financial assets which are
required to use the remaining contractual financial liabilities are classified in two are de-recognized as well as through the EIR debt instruments, a reclassification is made
term of the financial instrument categories: amortization process. only if there is a change in the business
model for managing those assets. Changes
• Cash flows from the sale of collateral held • Financial liabilities at fair value through Amortized cost is calculated by taking to the business model are expected to be
or other credit enhancements that are profit or loss into account any discount or premium on infrequent. The Group’s senior management
integral to the contractual terms • Financial liabilities at amortized cost acquisition and fees or costs that are an determines change in the business model as
(borrowings): integral part of the EIR. The EIR amortization a result of external or internal changes which
The Group uses a provision matrix to is included as finance costs in the statement are significant to the Group’s operations.
determine impairment loss allowance Financial liabilities at fair value through profit of profit and loss. Such changes are evident to external parties.
on portfolio of its trade receivables. The or loss A change in the business model occurs
provision matrix is based on its historically This category generally applies to borrowings. when the Group either begins or ceases
observed default rates over the expected life Financial liabilities at fair value through profit to perform an activity that is significant
of the trade receivables and is adjusted for or loss include financial liabilities held for Financial guarantee contracts to its operations. If the Group reclassifies
forward-looking estimates. At every reporting trading and financial liabilities designated financial assets, it applies the reclassification
date, the historical observed default rates are upon initial recognition as at fair value Financial guarantee contracts issued by the prospectively from the reclassification date
updated and changes in the forward-looking through profit or loss. Financial liabilities Group are those contracts that require a which is the first day of the immediately next
estimates are analyzed. are classified as held for trading if they are payment to be made to reimburse the holder reporting period following the change in
incurred for the purpose of repurchasing in for a loss it incurs because the specified business model. The Group does not restate
ECL impairment loss allowance (or reversal) the near term. This category also includes debtor fails to make a payment when due any previously recognised gains, losses
recognized during the period is recognized derivative financial instruments entered into in accordance with the terms of a debt (including impairment gains or losses) or
as income/ expense in the statement of by the Group that are not designated as instrument. Financial guarantee contracts interest.
profit and loss. This amount is reflected under hedging instruments in hedge relationships are recognised initially as a liability at fair
the head other expenses in the statement as defined by Ind AS 109. Separated value, adjusted for transaction costs that Offsetting of financial instruments
of profit and loss. For the financial assets embedded derivatives are also classified as are directly attributable to the issuance of
measured as at amortized cost, ECL is held for trading unless they are designated the guarantee. Subsequently, the liability is Financial assets and financial liabilities are
presented as an allowance, i.e., as an integral as effective hedging instruments. measured at the higher of the amount of loss offset and the net amount is reported in
part of the measurement of those assets in allowance determined as per impairment the balance sheet if there is a currently
the balance sheet. The allowance reduces Gains or losses on liabilities held for trading requirements of Ind AS 109 and the amount enforceable legal right to offset the
the net carrying amount. Until the asset are recognised in the profit or loss. recognised less, when appropriate, the recognized amounts and there is an intention
meets write-off criteria, the Group does not cumulative amount of income recognised in to settle on a net basis, to realize the assets
reduce impairment allowance from the gross Financial liabilities designated upon initial accordance with the principles of Ind AS 115. and settle the liabilities simultaneously.
carrying amount. recognition at fair value through profit or
loss are designated as such at the initial De-recognition
date of recognition, and only if the criteria
in Ind AS 109 are satisfied. For liabilities A financial liability is de-recognized when the

218 219
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

[Link] value measurement • Level 2- Valuation techniques for which defined terms of payment and excluding Contract balances
the lowest level input that is significant to taxes or duties collected on behalf of the
The Group measures financial instruments at the fair value measurement is directly or government. • Contract assets - A contract asset is the
fair value at each balance sheet date. indirectly observable right to consideration in exchange for
The specific recognition criteria discussed services transferred to the customer. If the
Fair value is the price that would be received • Level 3- Valuation techniques for which the below must also be met before revenue is Group performs by transferring services
to sell an asset or paid to transfer a liability lowest level input that is significant to the recognized: to a customer before the customer pays
in an orderly transaction between market fair value measurement is unobservable consideration or before payment is due,
participants at the measurement date. The Consumer platform a contract asset is recognised for the
fair value measurement is based on the For assets and liabilities that are recognized earned consideration that is conditional.
presumption that the transaction to sell in the financial statements on a recurring Revenue from rendering of advertisement Contract assets are subject to impairment
the asset or transfer the liability takes place basis, the Group determines whether services is recognized on accrual basis as assessment. Refer to accounting policies
either: transfers have occurred between levels in and when services are rendered based on the on impairment of financial assets in
the hierarchy by re-assessing categorization terms of the contract including right to use clause (xii) Financial instruments –
• In the principal market for the asset or (based on the lowest level input that is the platform and right to access the platform initial recognition and subsequent
liability, or significant to the fair value measurement as as and when the obligation as per the measurement.
• In the absence of a principal market, in a whole) at the end of each reporting period. contract are fulfilled. The Group collects taxes
the most advantageous market for the on behalf of governments and, therefore, it • Trade receivables - A receivable is
asset or liability At each reporting date, the management is not an economic benefit flowing to the recognised if an amount of consideration
analyses the movements in the values of Group. Hence, it is excluded from revenue. In that is unconditional (i.e., only the passage
The principal or the most advantageous assets and liabilities which are required to respect of consumer platform, the revenue is of time is required before payment of the
market must be accessible by the Group. be re-measured or re-assessed as per the recognised as and when the advertisements consideration is due). Refer to accounting
Group’s accounting policies. For this analysis, are delivered by the Group. policies of financial assets in clause xii)
The fair value of an asset or a liability is the management or its expert verifies the Financial instruments – initial recognition
measured using the assumptions that market major inputs applied in the latest valuation Enterprise platform and subsequent measurement.
participants would use when pricing the asset by agreeing the information in the valuation
or liability, assuming that market participants computation to contracts and other relevant Revenue from software development • Contract liabilities - A contract liability is
act in their economic best interest. documents. comprises income from time & material and the obligation to transfer goods or services
fixed price contracts. Revenue with respect to to a customer for which the Group has
A fair value measurement of a non- This note summarizes accounting policy for time & material contracts is recognized when received consideration (or an amount of
financial asset takes into account a market fair value. Other fair value related disclosures the related services are performed. Revenue consideration is due) from the customer.
participant’s ability to generate economic are given in the relevant notes. from fixed price contracts is recognized If a customer pays consideration before
benefits by using the asset in its highest and in accordance with the proportionate the Group transfers goods or services
best use or by selling it to another market • Disclosures for significant accounting completion method as per the terms of to the customer, a contract liability is
participant that would use the asset in its judgements, estimates and assumptions the contract. The Group collects taxes on recognised when the payment is made, or
highest and best use. (Refer Note 28) behalf of governments and, therefore, it the payment is due (whichever is earlier).
• Quantitative disclosures of fair value is not an economic benefit flowing to the Contract liabilities are recognised as
The Group uses valuation techniques that hierarchy (Refer Note 35) Group. Hence, it is excluded from revenue. In revenue when the Group performs under
are appropriate in the circumstances and • Investment in unquoted equity respect of enterprise platform, the revenue is the contract.
for which sufficient data are available to investments (Refer Note 5) recognised based on the projects completed
measure fair value, maximizing the use of • Statement of fair values containing by the Group. Interest
relevant observable inputs and minimizing financial instruments (including those
the use of unobservable inputs. carried at amortized cost) (Refer Note Other Operating Revenue For all debt instruments measured at
34) amortized cost, interest income is recorded
All assets and liabilities for which fair value Other operating revenue is derived from using the effective interest rate (EIR). EIR is
is measured or disclosed in the financial [Link] from contracts with customers the allocation of salary and operational cost the rate that exactly discounts the estimated
statements are categorized within the fair charged to the associated entity for the work future cash payments or receipts over the
value hierarchy, described as follows, based Revenue from contracts with customers is performed. The transaction is at arm’s length expected life of the financial instrument or
on the lowest level input that is significant to recognized when control of the services is which is on usual commercial terms. The a shorter period, where appropriate, to the
the fair value measurement as a whole: transferred to the customer at an amount amount charged includes cost plus margin gross carrying amount of the financial asset
that reflects the consideration to which the based on the transfer pricing study carried or to the amortized cost of a financial liability.
• Level 1- Quoted (unadjusted) market Group expects to be entitled in exchange for at the year end. The revenue is recognized When calculating the effective interest rate,
prices in active markets for identical those services. Revenue is measured at the on accrual basis. the Group estimates the expected cash flows
assets or liabilities fair value of the consideration received or by considering all the contractual terms
receivable, taking into account contractually of the financial instrument but does not

220 221
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

consider the expected credit losses. Interest Group companies Financial statements of entity whose Further, in subsequent periods, opening
income is included in other income in the functional currency is the currency of a retained earnings, are restated by applying a
statement of profit and loss. On consolidation, the assets and liabilities of hyperinflationary economy general price index from the previous closing
foreign operations, whose functional currency dates or subsequent dates on which the
xv. Foreign currencies is not the currency of a hyperinflationary The financial statements (including items were contributed or otherwise arose.
economy, are translated into INR at the rate comparative amounts, if applicable) of the The impact of restatement of the same has
The Group’s consolidated financial statements of exchange prevailing at the reporting date group entities whose functional currencies been taken to other comprehensive income
are presented in Indian Rupees (INR) which and their statements of profit or loss are are the currencies of hyperinflationary in the consolidated financial statements.
is also the Parent’s functional currency. Each translated at exchange rates prevailing at economies are adjusted in terms of the
entity of the Group determines its own the dates of the transactions. For practical measuring unit current at the end of the xvi. Retirement and other employee benefits
functional currency and items included in reasons, the group uses a quarterly average reporting period.
the financial statements of each entity are rate to translate income and expense items, if Retirement benefit in the form of provident
measured using that functional currency. the average rate approximates the exchange Monetary items are not restated because fund is a defined contribution scheme.
Functional currency is the currency of the rates at the dates of the transactions. they are already expressed in terms of the The Group has no obligation, other than
primary economic environment in which an monetary unit current at the end of the the contribution payable to the provident
entity operates and is normally the currency However, all amounts (i.e. assets, liabilities, reporting period. fund. The Group recognizes contribution
in which the entity primarily generates and equity items, income and expenses) of payable to the provident fund scheme as an
expends cash. foreign operation, whose functional currency Non-monetary items, which are carried at expenditure in the statement of profit and
is the currency of a hyperinflationary amounts current at the end of the reporting loss, when an employee renders the related
Transactions and balances economy, are translated into INR at the rate period, such as net realisable value and service. If the contribution payable to the
of exchange prevailing at the reporting date fair value, are not restated. All other non- scheme for service received before the
Transactions in foreign currencies are initially and the comparative figures shall be those monetary assets and liabilities which are balance sheet date exceeds the contribution
recorded by the Group entities at their that were presented as current year amounts carried at cost or cost less depreciation already paid, the deficit payable to the
respective functional currency spot rates in the relevant prior year financial statement are restated by applying to its historical scheme is recognized as a liability after
at the date the transaction first qualifies (i.e. not adjusted for subsequent changes cost and accumulated depreciation the deducting the contribution already paid.
for recognition. Monetary assets and in the price level or subsequent changes in change in a general price index from If the contribution already paid exceeds
liabilities denominated in foreign currencies exchange rates). the date of acquisition to the end of the the contribution due for services received
are translated at the functional currency reporting period. However, where detailed before the balance sheet date, then excess
spot rates of exchange at the reporting The exchange differences arising on records of the acquisition dates are not is recognized as an asset to the extent that
date. Differences arising on settlement or translation for consolidation are recognised available or capable of estimation, in those the pre-payment will lead to, for example,
translation of monetary items are recognized in OCI. On disposal of a foreign operation, the cases, restatement is computed based on a reduction in future payment or a cash
in statement of profit and loss. component of OCI relating to that particular independent professional assessment or by refund.
foreign operation is recognised in profit or using the best estimate, i.e., by capturing the
Monetary assets and liabilities denominated loss. movements in the exchange rate between The Group operates an unfunded defined
in foreign currencies are translated at the the functional currency and a relatively benefit gratuity plan for its employees. The
functional currency spot rates of exchange Any goodwill arising in the acquisition/ stable foreign currency. cost of providing benefits under this plan is
at the reporting date. business combination of a foreign operation determined on the basis of actuarial valuation
and any fair value adjustments to the Statement of profit and loss are expressed at each year-end, using the projected unit
Non-monetary items that are measured in carrying amounts of assets and liabilities in terms of the measuring unit current at credit method and charged to statement of
terms of historical cost in a foreign currency arising on the acquisition are treated as the end of the reporting period. Therefore, profit and loss. Remeasurements, comprising
are translated using the exchange rates at assets and liabilities of the foreign operation all amounts are restated by applying the of actuarial gains and losses, are recognized
the dates of the initial transactions. Non- and translated at the spot rate of exchange change in the general price index from immediately in the balance sheet with a
monetary items measured at fair value in at the reporting date. the dates when the items of income and corresponding debit or credit to retained
a foreign currency are translated using expenses were initially recorded in the earnings through OCI in the period in
the exchange rates at the date when the Any goodwill or fair value adjustments arising financial statements. which they occur. Remeasurements are not
fair value is determined. The gain or loss in business combinations/ acquisitions, which reclassified to the statement of profit and
arising on translation of non-monetary occurred before the date of transition to Ind At the beginning of the first period of loss in subsequent periods.
items measured at fair value is treated in AS, are treated as assets and liabilities of the application, the components of shareholder’s
line with the recognition of the gain or loss entity rather than as assets and liabilities equity, excluding retained earnings and any Past service costs are recognised in the
on the change in fair value of the item (i.e., of the foreign operation. Therefore, those revaluation surplus, are restated by applying statement of profit and loss on the earlier of:
translation differences on items whose fair assets and liabilities are non-monetary items a general price index from the dates on
value gain or loss is recognised in OCI or already expressed in the functional currency which the items were contributed or • The date of the plan amendment or
profit or loss are also recognised in OCI or of the parent and no further translation otherwise arose. Restated retained earnings curtailment, and
profit or loss, respectively). differences occur. are derived from all the other amounts in the • The date that the Group recognises
restated statement of financial position. related restructuring costs

222 223
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Net interest is calculated by applying the the tax returns with respect to situations in measured at the tax rates that are expected will be made or that the decision to sell will be
discount rate to the net defined benefit which applicable tax regulations are subject to apply in the year when the asset is realized withdrawn. Management must be committed
liability or asset. The Group recognizes the to interpretation and establishes provisions or the liability is settled, based on tax rates to the sale and the sale expected within one
following changes in the net defined benefit where appropriate. and tax laws that have been enacted or year from the date of classification.
obligation as an expense in the statement of substantively enacted at the reporting date.
profit and loss: Deferred tax For these purposes, sale transactions include
Deferred tax relating to items recognized exchanges of non-current assets for other
• Service costs comprising current service Deferred tax is provided using the liability outside statement of profit and loss is non-current assets when the exchange
costs, past-service costs, gains and method on temporary differences between recognized outside statement of profit has commercial substance. The criteria for
losses on curtailments and non-routine the tax bases of assets and liabilities and and loss (either in other comprehensive held for sale classification is regarded met
settlements; and their carrying amounts for financial reporting income or in equity). Deferred tax items are only when the assets or disposal group is
• Net interest expense or income purposes at the reporting date. recognized in correlation to the underlying available for immediate sale in its present
transaction either in OCI or directly in equity. condition, subject only to terms that are usual
Accumulated leave, which is expected to Deferred tax liabilities are recognized for all and customary for sales of such assets (or
be utilized within the next 12 months, is taxable temporary differences, except: The Group offsets deferred tax assets and disposal groups), its sale is highly probable;
treated as short-term employee benefit. deferred tax liabilities if and only if it has a and it will genuinely be sold, not abandoned.
The Group measures the expected cost of • When the deferred tax liability arises legally enforceable right to set off current The Group treats sale of the asset or disposal
such absences as the additional amount that from the initial recognition of goodwill or tax assets and current tax liabilities and group to be highly probable when:
it expects to pay as a result of the unused an asset or liability in a transaction that the deferred tax assets and deferred tax
entitlement that has accumulated at the is not a business combination and, at the liabilities relate to income taxes levied by • The appropriate level of management is
reporting date. time of the transaction, affects neither the same taxation authority on either the committed to a plan to sell the asset (or
the accounting profit nor taxable profit or same taxable entity or different taxable disposal group),
The Group treats accumulated leave expected loss entities which intend either to settle current • An active programme to locate a buyer
to be carried forward beyond twelve tax liabilities and assets on a net basis, or and complete the plan has been initiated
months, as long-term employee benefit for Deferred tax assets are recognized for to realise the assets and settle the liabilities (if applicable),
measurement purposes. Such long-term all deductible temporary differences, the simultaneously, in each future period in • The asset (or disposal group) is being
compensated absences are provided for carry forward of unused tax credits and any which significant amounts of deferred tax actively marketed for sale at a price that
based on the actuarial valuation using the unused tax losses. Deferred tax assets are liabilities or assets are expected to be settled is reasonable in relation to its current fair
projected unit credit method at the year- recognized to the extent that it is probable or recovered. value,
end. Actuarial gains/losses are immediately that taxable profit will be available against • The sale is expected to qualify for
taken to the statement of profit and loss and which the deductible temporary differences, [Link]-current assets held for sale and recognition as a completed sale within one
are not deferred. and the carry forward of unused tax credits discontinued operations year from the date of classification, and
and unused tax losses can be utilized, except: • Actions required to complete the plan
xvii. Taxes The Group classifies non-current assets indicate that it is unlikely that significant
• When the deferred tax asset relating and disposal groups as held for sale if changes to the plan will be made or that
Income tax expense comprises current to the deductible temporary difference their carrying amounts will be recovered the plan will be withdrawn.
income tax and deferred tax. arises from the initial recognition of an principally through a sale rather than through
asset or liability in a transaction that is continuing use. Property, plant and equipment and intangible
Current income tax not a business combination and, at the are not depreciated, or amortised assets
time of the transaction, affects neither the Non-current assets and disposal groups once classified as held for sale.
Current income-tax assets and liabilities are accounting profit nor taxable profit or loss classified as held for sale are measured at
measured at the amount expected to be the lower of their carrying amount and fair Assets and liabilities classified as held for
recovered from or paid to the tax authorities The carrying amount of deferred tax assets is value less costs to sell. Costs to sell are the sale are presented separately from other
in accordance. The tax rates and tax laws reviewed at each reporting date and reduced incremental costs directly attributable to items in the balance sheet.
used to compute the amount are those that to the extent that it is no longer probable the disposal of an asset (disposal group),
are enacted or substantively enacted, at the that sufficient taxable profit will be available excluding finance costs and income tax Discontinued operations are excluded from
reporting date in the countries where the to allow all or part of the deferred tax asset expense. the results of continuing operations and are
Group operates and generates taxable income. to be utilized. The unrecognized deferred presented as a single amount as profit or
tax assets are re-assessed at each reporting The criteria for held for sale classification is loss after tax from discontinued operations
Current income tax relating to items date and are recognized to the extent that regarded as met only when the sale is highly in the statement of profit and loss.
recognized outside statement of profit and it has become probable that future taxable probable, and the asset or disposal group
loss is recognized outside statement of profit profits will allow the deferred tax asset to be is available for immediate sale in its present All notes to the consolidated financial
and loss (either in other comprehensive recovered. condition. Actions required to complete the statements mainly include amounts for
income or in equity). Management sale/ distribution should indicate that it is continuing operations, unless otherwise
periodically evaluates positions taken in Deferred tax assets and liabilities are unlikely that significant changes to the sale mentioned.

224 225
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

xix. Cash and cash equivalents be required to settle the obligation, the conditions being met is assessed as part of the year attributable to equity shareholders
provision is reversed. the Group’s best estimate of the number of by the weighted average number of equity
Cash and cash equivalent in the balance equity instruments that will ultimately vest. shares outstanding during the year. The
sheet comprise cash at banks and on hand xxi. Contingent liabilities weighted average number of equity shares
and short-term deposits with an original No expense is recognized for awards that outstanding during the period is adjusted for
maturity of three months or less, that are A contingent liability is a possible obligation do not ultimately vest because service events such as bonus issue, bonus element
readily convertible to a known amount of that arises from past events whose existence conditions have not been met. in a rights issue, share split, and reverse
cash and subject to an insignificant risk of will be confirmed by the occurrence or non- share split (consolidation of shares) that
changes in value. occurrence of one or more uncertain future When the terms of an equity-settled have changed the number of equity shares
events beyond the control of the Group or award are modified, the minimum expense outstanding, without a corresponding
For the purpose of the statement of cash a present obligation that is not recognized recognised is the grant date fair value of change in resources.
flows, cash and cash equivalents consist of because it is not probable that an outflow the unmodified award, provided the original
cash and short-term deposits, as defined of resources will be required to settle the vesting terms of the award are met. An Diluted EPS amounts are calculated by
above, net of outstanding bank overdrafts as obligation. A contingent liability also arises in additional expense, measured as at the dividing the profit or loss attributable to
they are considered an integral part of the extremely rare cases where there is a liability date of modification, is recognised for any equity holders of the Group (after adjusting
Group’s cash management. that cannot be recognized because it cannot modification that increases the total fair value the corresponding income/charge for dilutive
be measured reliably. The Group does not of the share-based payment transaction, potential equity shares) by the weighted
xx. Provisions recognize a contingent liability but discloses or is otherwise beneficial to the employee. average number of Equity shares outstanding
its existence in the financial statements. Where an award is cancelled by the entity or during the year plus the weighted average
Provisions are recognized when the Group has by the counterparty, any remaining element number of Equity shares that would be issued
a present obligation (legal or constructive) xxii. Share based payments of the fair value of the award is expensed on conversion of all the dilutive potential
as a result of a past event, it is probable immediately through profit or loss. Equity shares into Equity shares.
that an outflow of resources embodying Employees (including senior executives) of
economic benefits will be required to settle the Group receive remuneration in the form of The dilutive effect of outstanding options is xxv. Segment reporting
the obligation and a reliable estimate can be share-based payments, whereby employees reflected as additional share dilution in the
made of the amount of the obligation. The render services as consideration for equity computation of diluted earnings per share. Identification of segments
expense relating to a provision is presented instruments (equity-settled transactions).
in the statement of profit and loss net of any xxiii. Treasury shares Operating segments are reported in a
reimbursement. Equity-settled transactions manner consistent with the internal reporting
The Group has created an Employee provided to the chief operating decision
If the effect of the time value of money is The cost of equity-settled transactions is Benefit Trust (EBT) for providing share- maker (“CODM”). Only those business
material, provisions are discounted using determined by the fair value at the date based payment to its employees. The activities are identified as operating segment
a current pre-tax rate that reflects, when when the grant is made using an appropriate group uses EBT as a vehicle for distributing for which the operating results are regularly
appropriate, the risks specific to the liability. valuation model. shares to employees under the employee reviewed by the CODM to make decisions
When discounting is used, the increase in remuneration schemes. The EBT buys shares about resource allocation and performance
the provision due to the passage of time is That cost is recognized, together with a of the company from the market, for giving measurement.
recognized as a finance cost. corresponding increase in share-based shares to employees. The Group treats EBT
payment (SBP) reserves in equity, over the as its extension and shares held by EBT are Inter-segment transfers
Contingent liabilities recognised in a period in which the service conditions are treated as treasury shares.
business combination fulfilled in employee benefits expense. The The Group generally accounts for
cumulative expense recognized for equity- Own equity instruments that are reacquired intersegment sales and transfers at cost plus
A contingent liability recognised in a business settled transactions at each reporting date (treasury shares) are recognised at cost and appropriate margins.
combination is initially measured at its fair until the vesting date reflects the extent to deducted from equity. No gain or loss is
value. Subsequently, it is measured at the which the vesting period has expired and recognised in profit or loss on the purchase, Allocation of common costs
higher of the amount that would be recognised the Group’s best estimate of the number of sale, issue or cancellation of the Group’s own
in accordance with the requirements for equity instruments that will ultimately vest. equity instruments. Any difference between Common allocable costs are allocated to
provisions above or the amount initially The statement of profit and loss expense or the carrying amount and the consideration, if each segment according to the relative
recognised less, when appropriate, cumulative credit for a period represents the movement reissued, is recognised in Securities premium. contribution of each segment to the total
amortization recognised in accordance with in cumulative expense recognized as at the Share options exercised during the reporting common costs.
the requirements for revenue recognition. beginning and end of that period and is period are satisfied with treasury shares.
recognized in employee benefits expense. Unallocated items
Provisions are reviewed at the end of each xxiv. Earnings per share
reporting period and adjusted to reflect Service conditions are not taken into Unallocated items include general income
the current best estimate. If it is no longer account when determining the grant date Basic earnings per share (“EPS”) are and expense items which are not allocated
probable that an outflow of resources would fair value of awards, but the likelihood of the calculated by dividing the net profit or loss for to any business segment.

226 227
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Segment accounting policies 1 April 2022. This amendment has no iii. Property, Plant and Equipment: Proceeds in paragraph 22 of Ind AS 41 that entities
impact on the consolidated financial before Intended Use – Amendments to exclude cash flows for taxation when
The Group prepares its segment information statements of the Group as it did not Ind AS 16 measuring the fair value of assets within
in conformity with the accounting policies have onerous contract within the scope the scope of Ind AS 41.
adopted for preparing and presenting the of Ind AS 37 as at the reporting date. The amendments modified paragraph
financial statements of the Group as a whole. 17(e) of Ind AS 16 to clarify that excess The amendments are effective for annual
ii. Reference to the Conceptual of net sale proceeds of items produced reporting periods beginning on or after
xxiv. Changes in accounting policies and Framework – Amendments to Ind over the cost of testing, if any, shall not 1 April 2022. The amendments had no
disclosures AS 103 be recognised in the profit or loss but impact on the consolidated financial
deducted from the directly attributable statements of the Group as it did not
New and amended standards The amendments replaced the reference costs considered as part of cost of an have assets in scope of IAS 41 as at the
to the ICAI’s “Framework for the item of property, plant, and equipment. reporting date.
The Group applied for the first-time certain Preparation and Presentation of Financial
standards and amendments, which are Statements under Indian Accounting The amendments are effective for annual Standards notified but not yet effective
effective for annual periods beginning on or Standards” with the reference to the reporting periods beginning on or after
after April 1, 2021. The Group has not early “Conceptual Framework for Financial 1 April 2022. These amendments had There are no new standards that are notified,
adopted any other standard or amendment Reporting under Indian Accounting no impact on the consolidated financial but not yet effective, upto the date of
that has been issued but is not yet effective Standard” without significantly changing statements of the Group as there were no issuance of the Group’s financial statements.
its requirements. sales of such items produced by property,
The Ministry of Corporate Affairs has notified plant and equipment made available
Companies (Indian Accounting Standard) The amendments also added an exception for use on or after the beginning of the
Amendment Rules 2022 dated March 23, to the recognition principle of Ind AS 103 earliest period presented.
2022, to amend the following Ind AS which Business Combinations to avoid the issue
are effective from April 01, 2022. of potential ‘day 2’ gains or losses arising iv. Ind AS 109 Financial Instruments – Fees
for liabilities and contingent liabilities in the ’10 per cent’ test for derecognition
i. Onerous Contracts – Costs of Fulfilling a that would be within the scope of Ind AS of financial liabilities
Contract – Amendments to Ind AS 37 37 Provisions, Contingent Liabilities and
Contingent Assets or Appendix C, Levies, The amendment clarifies the fees that an
An onerous contract is a contract under of Ind AS 37, if incurred separately. The entity includes when assessing whether
which the unavoidable of meeting the exception requires entities to apply the the terms of a new or modified financial
obligations under the contract costs (i.e., criteria in Ind AS 37 or Appendix C, Levies, liability are substantially different from
the costs that the Group cannot avoid of Ind AS 37, respectively, instead of the the terms of the original financial liability.
because it has the contract) exceed Conceptual Framework, to determine These fees include only those paid or
the economic benefits expected to be whether a present obligation exists at the received between the borrower and the
received under it. acquisition date. lender, including fees paid or received
by either the borrower or lender on the
The amendments specify that when The amendments also add a new other’s behalf.
assessing whether a contract is onerous paragraph to Ind AS 3 to clarify that
or loss-making, an entity needs to contingent assets do not qualify for In accordance with the transitional
include costs that relate directly to a recognition at the acquisition date. provisions, the Group applies the
contract to provide goods or services amendment to financial liabilities that
including both incremental costs (e.g., In accordance with the transitional are modified or exchanged on or after
the costs of direct labour and materials) provisions, the Group applies the the beginning of the annual reporting
and an allocation of costs directly related amendments prospectively, i.e., to period in which the entity first applies
to contract activities (e.g., depreciation business combinations occurring after the the amendment (the date of initial
of equipment used to fulfil the contract beginning of the annual reporting period application). These amendments had
and costs of contract management and in which it first applies the amendments no impact on the consolidated financial
supervision). General and administrative (the date of initial application). statements of the Group as there were
costs do not relate directly to a contract no modifications of the Group’s financial
and are excluded unless they are These amendments had no impact on instruments during the period.
explicitly chargeable to the counterparty the consolidated financial statements of
under the contract. the Group as there were no contingent v. Ind AS 41 Agriculture – Taxation in fair
assets, liabilities or contingent liabilities value measurements
The amendments are effective for annual within the scope of these amendments
reporting periods beginning on or after that arose during the period. The amendment removes the requirement

228 229
230
Cost

Net block
Particulars

As at April 1, 2021
As at April 1, 2021

As at April 1, 2022
As at April 1, 2022

As at March 31, 2022


As at March 31, 2022

As at March 31, 2023


As at March 31, 2023

As at March 31, 2022


As at March 31, 2023
Disposals during the year
Disposals during the year
Disposals during the year
Disposals during the year

Additions during the year


Additions during the year

Accumulated depreciation

Foreign exchange difference


Foreign exchange difference
Foreign exchange difference
Foreign exchange difference

Depreciation during the year


Depreciation during the year
AFFLE (INDIA) LIMITED

3. Property, plant and equipment

20.07
20.21
35.84
0.54
(0.33)
13.91
21.72
21.72
0.10
(1.94)
9.86
13.70
56.05
0.89
(0.62)
13.97
41.80
41.80
0.08
(2.12)
22.24
21.60
Computers

0.37
0.60
0.42
0.03
(1.40)
0.04
1.75
1.75
(0.01)
-
0.04
1.72
1.02
0.03
(1.50)
0.37
2.12
2.12
(0.01)
-
0.07
2.06
fixtures
Furniture &

0.75
4.79
5.65
(0.02)
(0.01)
3.10
2.58
2.58
-
(0.37)
0.38
2.57
10.44
-
(0.02)
7.13
3.33
3.33
-
(0.40)
0.47
3.26
equipments
Office

3.04
5.02
6.61
-
-
2.67
3.94
3.94
-
-
1.41
2.53
11.63
-
-
4.65
6.98
6.98
-
-
-
6.98
Vehicles
Motor

24.24
30.62
48.52
0.55
(1.74)
19.72
29.99
29.99
0.09
(2.31)
11.69
20.52
79.12
0.92
(2.14)
26.11
54.23
54.23
0.07
(2.52)
22.79
33.90
Total
INTEGRATED ANNUAL REPORT 2022-23
(Amount in INR million, unless otherwise stated)

4. Intangible assets and goodwill (Amount in INR million, unless otherwise stated)

Particulars Computer Software Non-compete Trademark Customer Total Goodwill Intangible


Software application fees relationship assets under
development development
Cost
As at April 1, 2021 25.11 1,315.90 19.10 0.06 - 1,360.17 3,149.33 403.41
Additions during the year - 528.23 - - - 528.23 (24.53) 537.21
Capitalised during the year - - - - - - (15.86) (528.23)
Acquisition during the year - 148.75 - - - 148.75 2,964.79 -
Foreign exchange difference - 32.69 0.59 - - 33.28 89.24 9.82
As at March 31, 2022 25.11 2,025.57 19.69 0.06 2,070.43 6,162.97 422.21
As at April 1, 2022 25.11 2,025.57 19.69 0.06 - 2,070.43 6,162.97 422.21
Additions during the year 5.63 681.44 - 1.05 36.15 724.27 - 710.36
Capitalised during the year - - - - - - (36.15) (681.44)
Foreign exchange difference - 190.77 1.73 0.00 - 192.51 513.19 34.05
As at March 31, 2023 30.74 2,897.78 21.42 1.11 36.15 2,987.21 6,640.01 485.18

Accumulated amortisation
As at April 1, 2021 25.02 909.07 1.47 0.04 - 935.60 - -
Amortisation during the 0.04 296.81 8.19 - - 305.04 - -
year
Foreign exchange difference - 25.54 0.19 - - 25.73 - -
As at March 31, 2022 25.06 1,231.42 9.85 0.04 - 1,266.37 - -
As at April 1, 2022 25.06 1,231.42 9.85 0.04 - 1,266.37 - -
Amortisation during the 0.76 450.30 5.22 0.03 8.78 465.11 - -
year
Foreign exchange difference - 91.44 1.00 0.00 - 92.44 - -
As at March 31, 2023 25.82 1,773.16 16.07 0.07 8.78 1,823.92 - -

Net block
As at March 31, 2023 4.92 1,124.62 5.35 1.04 27.37 1,163.29 6,640.01 485.18
As at March 31, 2022 0.05 794.15 9.84 0.02 - 804.06 6,162.97 422.21
231
.
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

As at 5 (a). Non-current investments


Net book value March 31, 2023 March 31, 2022
Goodwill* 6,640.01 6,162.97 As at
Other intangible assets 1,163.29 804.06 March 31, 2023 March 31, 2022
Intangible assets under development 485.18 422.21 Investment at fair value through profit or loss (FVTPL)
Total 8,288.49 7,389.25 Unquoted equity shares fully paid-up
50 (March 31, 2022: 50) equity shares with face value of 0.06 0.06
* Goodwill includes amount of INR 59.24 million (March 31, 2022: INR 59.24 million) on account of amalgamation INR 10 each and with premium of INR 1,219 each in Affle X
(Refer Note 39.2) and amount of INR 6,580.77 million (March 31, 2022: INR 6,103.72 million) on account of Private Limited
business combination (Refer Note 39.1). Unquoted preference shares fully paid-up
101 (March 31, 2022: 101) preference shares with face value
Intangible assets under development ageing schedule
of INR 10 each and with premium of INR 1,972 each in
Affle X Private Limited* 0.20 0.20
Balance as at March 31, 2023
Total 0.26 0.26
Intangible assets Amount in Intangible assets under development for a period of Aggregate value of unquoted investments 0.26 0.26
under development Less than 1 year 1-2 years 2-3 years More than 3 years Total Aggregate amount of impairment in the value of investments - -
Projects in progress 485.18 - - - 485.18
Terms/rights attached to preference shares
Projects temporarily - - - - -
suspended *The Company has the right to be entitled to receive dividend if declared at any point of time. These preference
Total 485.18 - - - 485.18 shares can be convertible into equity shares of Affle X Private Limited after complying the provision of Companies
Act, 2013 and the manner as specified in the subscription agreement. The Company does not have any voting
Balance as at March 31, 2022 rights in the invested entity except in case any resolution is passed. The Company shall have an option to redeem
the fully paid up preference share at any point in time subject to maximum redemption period of 20 years.
Intangible assets Amount in Intangible assets under development for a period of
under development 5 (b). Investment in an associate (refer note 41)
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 418.08 0.95 3.18 - 422.21
As at
Projects temporarily - - - - -
suspended March 31, 2023 March 31, 2022
Total 418.08 0.95 3.18 - 422.21 Investments in an associate at cost
4,800 (March 2022: 4,800) Series C compulsorily - 725.38
convertible preference shares (“CCPS”) with face value of
INR 100 each of which 2,300 shares with premium of INR
85,986.95 each and 2,500 shares with premium of INR
79,100 in Talent Unlimited Online Services Private Limited
283 (March 2022: 283) Series A compulsorily convertible - 31.47
preference shares (“CCPS”) with face value of INR 100
each in Talent Unlimited Online Services Private Limited
567 (March 2022: 567) Series B compulsorily convertible - 84.36
preference shares (“CCPS”)with face value of INR 100
each in Talent Unlimited Online Services Private Limited
1,674 (March 2022: 1,674) Series C1 compulsorily convert- - 251.56
ible preference shares (“CCPS”) with face value of INR 100
each in Talent Unlimited Online Services Private Limited**
1,717 (March 2022: 1,717) equity shares with face value of - 257.52
INR 10 each in Talent Unlimited Online Services Private
Limited
Share of loss from an associate (refer note 41) - (4.85)
Total - 1,345.44

232 233
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

*During the previous year, the Group has increased its stake into Talent Unlimited Online Services Private 8. Income tax
Limited, as a result investment in Talent Unlimited Online Services Private Limited is being converted into
investment in associates under Note 5(b) (also refer note 41). The major component of income tax expense for the year ended March 31, 2023 and March 31, 2022 are as
follows:
Terms/rights attached to preference shares
i. Profit or loss section
*Each Series C CCPS shall be converted by the Company into 1 equity share at the rate of INR 10 (Indian Rupees
ten only) per share after 20 years from the date of issuance of the Series C CCPS. It carries a non-cumulative
As at
dividend rate of 0.1% (Zero Point One Percent) per annum. The Series C CCPS may not be redeemed by the
Company for cash. March 31, 2023 March 31, 2022
Current income tax:
6. Loans Income tax charge 371.12 286.18
Adjustments in respect of current income tax of previous year - (0.77)
Non-current Current
Deferred tax:
As at As at Relating to origination and reversal of temporary (10.27) 15.63
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 differences
At amortised cost Income tax expense reported in the statement of profit 360.85 301.04
Unsecured, considered good and loss
unless otherwise stated
Loans to employees - - 4.76 12.10 ii. Other Comprehensive Income (OCI) section
Loan to director 5.73 - 6.77 -
Deferred tax relating to items recognised in OCI during in the year:
Total 5.73 - 11.53 12.10
As at
Note:
March 31, 2023 March 31, 2022
1. During the year ended March 31, 2023 and March 31, 2022, there were no balances of loan to employees Net income/(expense) on measurement of defined 0.22 (0.09)
with a significant increase in credit risk or credit impairment. benefit plans
Total 0.22 (0.09)
7. Other current financial assets
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for March
Non-current Current 31, 2023 and March 31, 2022:
As at As at
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 As at
Financial assets carried at March 31, 2023 March 31, 2022
amortised cost Accounting profit before income tax 2,822.62 2,452.81
Unsecured, considered good
unless otherwise stated At India's statutory income tax rate of 25.17% (March 31, 710.45 617.37
Interest accrued but not due - - 47.06 0.59 2022: 25.17%)
on deposit Non-taxable (income)/expense for tax purposes 2.82 (9.35)
Security deposits* 10.47 4.57 27.88 23.73 Difference between Indian and Foreign tax rates (371.86) (256.01)
Others - - 19.34 22.20 Tax (income)/expense relating to earlier year - (5.72)
Total 10.47 4.57 94.28 46.52 Impact of deferred tax on brought forward losses - (48.07)
Effect of partial tax exemption and tax relief - (1.92)
*Security deposits primarily include deposits given towards rented premises and other miscellaneous
Others 19.44 4.74
deposits. It represents fair value of amount paid to landlord for the leases premises. As at March 31, 2023,
remaining tenure for security deposits ranges from one to eight years. Income tax expense reported in the statement of profit 360.85 301.04
and loss

234 235
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Deferred tax: Reconciliation of deferred tax expense recognised in the statement of profit and loss

Deferred tax relates to the following: For the year ended


March 31, 2023 March 31, 2022
As at
Property, plant and equipment and intangible assets: (7.14) 1.16
March 31, 2023 March 31, 2022 impact of difference between tax depreciation and
Property, plant and equipment and intangible assets: (10.29) (12.26) depreciation/ amortisation charged for the financial
impact of difference between tax depreciation and reporting
depreciation/ amortisation charged for the financial Impact of right of use asset and lease liability 0.02 1.12
reporting
Impact of expenditure charged to the statement of (0.76) (0.77)
Impact of right of use asset and lease liability - 0.02 profit and loss in the current year and earlier years but
Impact of expenditure charged to the statement of 6.97 6.21 allowable for tax purposes on payment basis
profit and loss in the current year and earlier years but Allowance for impairment of trade receivables and (5.48) (2.28)
allowable for tax purposes on payment basis contract assets
Allowance for impairment of trade receivables and 15.95 10.47 Impact on goodwill on account of amendment of 0.00 -
contract assets Finance Act, 2021
Impact on goodwill on account of amendment of (33.82) (33.82) Impact of fair valuation of financial instruments 0.75 (15.52)
Finance Act, 2021
Impact of previously unrecognised tax losses on 1.14 (0.02)
Impact of fair valuation of financial instruments 0.07 0.82 subsidiary
Impact of previously unrecognised tax losses on 27.36 28.51 Impact of rent rebate received 1.20 (1.20)
subsidiary
Impact of fair valuation and amortisation of financial
Impact of rent rebate received - 1.20 assets (0.00) 33.13
Impact of fair valuation and amortisation of financial (33.13) (33.13) Deferred tax expense (10.27) 15.63
assets
Deferred tax liability (net) (26.89) (31.99) Reconciliation of deferred tax expense recognised in other comprehensive income

Reconciliation of deferred tax liability (net) For the year ended


March 31, 2023 March 31, 2022
As at
Re-measurement (expense)/income on defined benefit 0.22 (0.09)
March 31, 2023 March 31, 2022 plans
Opening balance of deferred tax liability (net) (31.99) (14.52) Deferred tax related to other comprehensive income of
Tax (expense) during the year recognised in statement 10.27 (15.63) the year 0.22 (0.09)
of profit or loss
Tax (expense)/income during the year recognised in OCI 0.22 (0.09) The Group offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current
Exchange differences (net) (5.39) (1.75) tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relates to income
taxes levied by the same tax authority.
Closing balance of deferred tax liability (net) (26.89) (31.99)

In assessing the realisability of deferred tax assets, management considers whether it is probable, that
some portion, or all, of the deferred tax assets will not be realised. The ultimate realisation of deferred tax
assets is dependent upon the generation of future taxable income during the years in which the temporary
differences become deductible. Management considers the projected future taxable income and tax planning
strategies in making this assessment. Based on the level of historical taxable income and projections for
future taxable incomes over the years in which the deferred tax assets are deductible, management believes
that it is probable that the Group will be able to realise the benefits of those deductible differences in future.

236 237
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

9. Other current assets The movement in allowance for impairment of trade receivables is as follows:

As at For the year ended


March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Unsecured, considered good Opening balance 100.20 88.60
Prepayments 42.31 50.46 Additions 33.25 26.65
Balance with statutory/government authorities 103.58 160.26 Bad debts written off (36.62) (14.93)
Advances other than capital advances* 103.22 8.93 Exchange differences (net) 5.78 (0.12)
Total 249.11 219.65 Closing balance 102.61 100.20

*Pertains to advances given to vendors in the ordinary course of business which are likely to be settled on Trade receivables ageing schedule
receiving the actual invoice.
Balance as at March 31, 2023

10. Trade receivables Particulars Outstanding for following periods from due date of payment
Not due Less than 6 months 1-2 years 2-3 years More than Total
Allowance for impairment of trade receivables As at 6 months -1 year 3 years
March 31, 2023 March 31, 2022 i. Undisputed - 2,272.13 125.72 25.21 3.84 - 2,426.90
Unsecured, considered good trade receivables –
Trade receivables 2,452.45 2,407.97 considered good
Trade receivables from related parties (refer note 32) - 2.31 ii. Undisputed trade - - - - - - -
receivables – which
2,452.45 2,410.28
have significant
Unsecured, considered doubtful increase in credit risk
Trade receivables 102.61 37.03 iii. Undisputed trade - 17.16 16.80 19.30 6.45 38.10 97.81
102.61 37.03 receivables – credit
Allowance for impairment of trade receivables (102.61) (100.20) impaired
Total 2,452.45 2,347.11 iv. Disputed trade - - 3.15 20.02 2.38 - 25.55
receivables–
Break-up for security details: considered good
v. Disputed trade - - - - - - -
As at receivables – which
have significant
March 31, 2023 March 31, 2022
increase in credit risk
Trade receivable
vi. Disputed trade - - - - 2.61 2.19 4.80
Unsecured, considered good 2,452.45 2,347.11 receivables – credit
Trade receivables - credit impaired 102.61 100.20 impaired
2,555.06 2,447.31 Total - 2,289.29 145.67 64.53 15.28 40.29 2,555.06
Impairment Allowance
(allowance for bad and doubtful debts)
Trade receivables - credit impaired (102.61) (100.20)
Total trade receivables 2,452.45 2,347.11

238 239
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Balance as at March 31, 2022 11. Cash and bank balances

Particulars Outstanding for following periods from due date of payment i. Cash and cash equivalent
Not due Less than 6 months 1-2 years 2-3 years More than Total
6 months -1 year 3 years As at
i. Undisputed trade - 2,247.02 40.70 14.00 24.28 3.03 2,329.03 March 31, 2023 March 31, 2022
receivables – con- Balances with banks:
sidered good On current accounts* 1,606.26 1,830.67
ii. Undisputed trade - - - - - - - Deposits with original maturity of less than three 1,713.77 1,332.36
receivables – which months**
have significant in-
Cash on hand 0.10 0.13
crease in credit risk
Total 3,320.13 3,163.16
iii. Undisputed trade - 15.65 5.86 5.59 15.23 47.55 89.88
receivables – credit
*Balances with banks on current accounts includes balance in cash credit facility account amounting to
impaired
INR Nil (March 31, 2022: INR Nil). The cash credit facility in the year ended March 31, 2023 is secured by
iv. Disputed trade - 8.52 5.38 2.45 1.73 - 18.08 hypothecation of fixed & current assets of the Company including other intangible assets. The rate of
receivables–consid- interest to be charged on the utilisation of the facility amount is 6M MCLR +1.10% (presently 9% p.a.) payable
ered good at monthly intervals. The amount utilised is payable on demand and the tenure of the cash credit limit is one
v. Disputed trade - - - - - - - year from the date of sanction.
receivables – which
have significant in- **Short-term deposits are made for varying periods of between one and three months depending on the
crease in credit risk cash requirements of the company. Company also earns an interest on these short-term deposits at the rate
vi. Disputed trade - 2.48 2.67 1.43 1.67 2.07 10.32 ranging from 3% to 7.5%.
receivables – credit
impaired ii. Other than (i) above
Total - 2,273.67 54.61 23.47 42.91 52.65 2,447.31
As at
Note: March 31, 2023 March 31, 2022
1) Trade receivables are non-interest bearing and are generally on credit terms of 30 to 90 days. For terms Deposits with original maturity of more than three 3,136.95 2883.03
and conditions relating to related party receivables (refer note 32). months but less than twelve months
Total 3,136.95 2,883.03
2) During the year ended March 31, 2023 & March 31, 2022; there were no balances of trade receivables with
a significant increase in credit risk.
For the purpose of the statement of cash flow, cash and cash equivalent comprise the following:
3) Following are the amounts due from related parties (refer note 32):

As at
As at
March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
Balances with banks:
Affle Holdings Pte. Ltd - 1.99
On current accounts 1,606.26 1,830.67
Talent Unlimited Online Services Private Limited - 0.32
Deposits with original maturity of less than three months 1,713.77 1,332.36
Total - 2.31
Cash on hand 0.10 0.13
Contract assets Total 3,320.13 3,163.16

As at March 31, 2023, the Group has contract assets of INR 1,035.72 million (March 31, 2022: INR 757.90 million) 12. Income tax asset (net)
which is net of an allowance for expected credit losses of INR 5.27 million (March 31, 2022: INR 4.56 million).
As at
4) No trade or other receivables are due from directors or any other officers of the company either severally
March 31, 2023 March 31, 2022
or jointly with any other person. No any trade or other receivable are due from firms or private companies
respectively in which any director is a partner, a director or a member. Advance tax [net of provision for tax amounting to 80.46 45.25
INR 491.57 million (March 31, 2022: INR 157.94 million)]
Total 80.46 45.25

240 241
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

13 (a). Share capital C. Shares held by holding company and/or their subsidiaries

As at Out of the equity shares issued by the Company, shares held by its Holding Company and its subsidiaries
are as below:
Particulars March 31, 2023 March 31, 2022
Authorised share capital
As at
150,000,000 (March 31, 2022: 150,000,000 equity shares 300.00 300.00
Particulars March 31, 2023 March 31, 2022
of INR 2 each) equity shares of INR 2 each
Affle Holdings Pte. Ltd., Singapore, ultimate holding
Issued share capital
Company
133,251,060 (March 31, 2022: 133,251,060 equity shares 266.50 254.96
59,715,465 (March 31, 2022: 59,715,465 equity shares of 119.43 119.43
of INR 2 each fully paid up) equity shares of INR 2 each
INR 2 each fully paid up ) equity shares of INR 2 each
fully paid up
fully paid up
266.50 254.96
Affle Global Pte. Ltd. (earlier known as
Subscribed and fully paid-up share capital Affle Appstudioz Pte. Ltd.), Singapore,
133,251,060 (March 31, 2022: 133,251,060 equity shares 266.50 254.96 subsidiary of Affle Holdings Pte. Ltd.
of INR 2 each fully paid up) equity shares of INR 2 each 20,089,555 (March 31, 2022: 20,089,555 equity shares 40.18 40.18
fully paid up of INR 2 each fully paid up) equity shares of INR 2 each
Less: 77,001 (March 31, 2022: NIL) equity shares held in (0.15) - fully paid up
trust for employees under ESOS scheme
266.35 254.96 D. Details of shareholders holdings more than 5% shares

A. Reconciliation of the number of equity shares outstanding at the beginning and end of the year: As at
Name of shareholder March 31, 2023 March 31, 2022
As at Number of Percentage Number of Percentage
Particulars March 31, 2023 March 31, 2022 shares held of Holding shares held of Holding
No. of shares Amount No. of shares Amount Equity shares of INR 2 each fully paid
Opening balance 133,251,060 266.50 25,496,367 254.96 (March 31, 2022 equity shares of INR 2
Shares issued during the year (refer note 46) - - 1,153,845 11.54 each fully paid)
Affle Holdings Pte. Ltd., Singapore 59,715,465 44.81% 59,715,465 44.81%
Shares issued pursuant to stock split* - - 106,600,848 -
Affle Global Pte. Ltd., Singapore 20,089,555 15.08% 20,089,555 15.08%
Less: Equity shares held in trust for (77,001) (0.15)
employees under ESOS scheme
As per records of the Company, including its register of shareholders/ members and other declarations
Closing Balance 133,174,059 266.35 133,251,060 266.50 received from shareholders regarding beneficial interest, the above shareholding represents both legal and
beneficial ownerships of shares.
*Pursuant to the approval of the shareholders in its annual general meeting held on September 23, 2021,
each equity share of face value of INR 10 per share have been subdivided into five equity shares of face Aggregate number of equity shares issued as bonus, shares issued for consideration other than cash and
value of INR 2 per share, with effect from October 08, 2021. shares bought back during the period of five years immediately preceding the reporting date is Nil.

B. Terms/rights attached to equity shares E. Details of shares held by promoters

The Company has only one class of equity shares having a par value of INR 2 per share. The holders of equity As at March 31, 2023
shares are entitled to receive dividends and are entitled to one vote per share. In the event of liquidation,
equity shareholders will be entitled to receive assets of the Company in proportion to the number of shares
Promoter name No of shares at Change No of shares % of total % change
held to the total equity shares outstanding as on that date. The company declares and pays dividends in
the beginning of during the at the end of shares during
Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders
the year year the year the year
in the ensuing Annual General Meeting.
Anuj Khanna Sohum 160 - 160 - -
Affle Holdings Pte. Ltd., 59,715,465 - 59,715,465 44.81% -
Singapore
Affle Global Pte. Ltd., 20,089,555 - 20,089,555 15.08% -
Singapore

242 243
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

As at March 31, 2022 iii. Securities premium

Promoter name No of shares at Change No of shares % of total % change As at


the beginning of during the at the end of shares during March 31, 2023 March 31, 2022
the year year the year the year
Opening balance 6,740.93 845.56
Anuj Khanna Sohum 32 128 160 - -
Fresh equity issued during the year (refer note 46) - 5,988.46
Affle Holdings Pte. Ltd., 11,943,093 47,772,372 59,715,465 44.81% 2.03%
Less: transaction costs for issued share capital - (93.09)
Singapore
Closing balance 6,740.93 6,740.93
Affle Global Pte. Ltd., 4,017,911 16,071,644 20,089,555 15.08% 0.68%
Singapore
iv. Share based payment reserve
13 (b). Other equity
As at
As at Particulars March 31, 2023 March 31, 2022
Particulars March 31, 2023 March 31, 2022 Opening balance 33.07 -
Retained earnings 6,936.37 4,594.90 Compensation options granted during the year 66.05 33.07
Capital reserve 25.71 25.71 Closing balance 99.12 33.07
Securities premium 6,740.93 6,740.93
v. Exchange differences on translating the financial statements of a foreign operation
Share based payment reserve 99.12 33.07
Exchange differences on translating the financial 662.96 120.04 As at
statements of a foreign operation
Particulars March 31, 2023 March 31, 2022
Treasury shares (80.93) -
Opening balance 120.04 5.50
Non-controlling interests 21.15 12.38
Other comprehensive income for the year 542.92 114.54
Total 14,405.32 11,527.03
Closing balance 662.96 120.04
i. Retained earnings
vi. Non-controlling interests

As at
As at
Particulars March 31, 2023 March 31, 2022
Particulars March 31, 2023 March 31, 2022
Opening balance 4,594.90 2,455.85
Opening balance 12.38 4.24
Profit for the year 2,445.89 2,138.78
Profit for the year 8.77 8.14
Other comprehensive income for the year (104.42) 0.27
Closing balance 21.15 12.38
Closing balance 6,936.37 4,594.90
iv. Treasury shares
ii. Capital reserve
As at
As at
Particulars March 31, 2023 March 31, 2022
Particulars March 31, 2023 March 31, 2022
Opening balance - -
Opening balance 25.71 25.71
Shares held in trust for employees under ESOS scheme (80.93) -
Additions for the year - -
Closing balance (80.93) -
Closing balance 25.71 25.71
Nature and purpose of other equity

Retained earnings
Retained earnings are the profits/(loss) that the Group has earned/incurred till date, less any transfers
to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-
measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement
of Profit and Loss.

244 245
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Capital reserve 15. Borrowings


The Group recognizes profit or loss on purchase, sale, issue or cancellation of the group’s own equity
instruments to capital reserve. Non-current Current
As at
Securities premium
Securities premium represents the amount received in excess of par value of equity shares. Section 52 of Particulars March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Companies Act, 2013 specifies restriction and utilisation of security premium. Unsecured
Term Loan
Share based payment reserve
- From financial institutions 520.75 891.26 510.15 593.09
The share options-based payment reserve is used to recognise the grant date fair value of options issued to
employees under employee stock option plan. Total 520.75 891.26 510.15 593.09

Exchange differences on translating the financial statements of a foreign operation Details of borrowings i.e. interest rate, currency and terms of repayments of borrowings:
Exchange differences arising on translation of the foreign operations are recognised in other comprehensive
income as described in accounting policy and accumulated in a separate reserve within equity. The cumulative Particulars Currency Effective Maturities Terms of repayment
amount is reclassified to profit or loss when the net investment is disposed-off. interest rate
From financial institutions
Treasury shares (Shares held by the ESOP Trust) - Loan from Bankinter, S.A. Euro 2.75% May-22 The outstanding amount of loan
The Group has created an Employee Benefit Trust (EBT) for providing share-based payment to its employees. vide approval in 2018 is payable in 14 equal monthly
The Group uses EBT as a vehicle for distributing shares to employees under the employee remuneration installments along with applicable
schemes. The EBT buys shares of the company from the market, for giving shares to employees. The Group interest.
treats EBT as its extension and shares held by EBT are treated as treasury shares. Own equity instruments - Loan from Banco Bilbao Euro 2.75% May-25 The outstanding amount of loan
that are reacquired (treasury shares) are recognised at cost and deducted from equity. Vizcaya Argentaria, S.A. is payable in 48 equal quarterly
(ICO) vide approval dated installments along with applicable
14. Provisions May 9, 2020 interest.
- Loan from Axis Bank USD 1 Month June 30, The outstanding amount of loan is
Non-current Current Limited, Singapore vide Libor + 3% 2024 payable in 14 quarterly installments
As at approval dated August 6, along with applicable interest.
2020
Particulars March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
- Loan from Axis Bank USD 1 Month June 30, The outstanding amount of loan is
Provision for employee Limited, Singapore vide Libor + 2024 payable in 5 quarterly installments
benefits revised approval dated June 1.62% along with applicable interest.
Provision for gratuity* 12.92 13.59 5.25 4.21 25, 2021
(refer note 29) - Loan from Axis Bank USD 1 Month July 5, The outstanding amount of loan is
Provision for leave benefits 6.27 4.78 27.15 26.67 Limited, Singapore vide Libor + 1.5% 2025 payable in 14 quarterly installments
Other provisions approval dated June 24, along with applicable interest.
2021
Provision for contingency - - - 0.07
(refer note 30) - Loan from HDFC Bank USD 1 Month June 27, The outstanding amount of loan is
Limited, Singapore vide Libor + 1.6% 2025 payable in 12 quarterly installments
Total (A) 19.19 18.37 32.40 30.95
approval dated June 9, 2021 along with applicable interest.
- Loan from DBS Bank SGD 2.50% March 10, The outstanding amount of loan
Provision for income tax - - 67.38 69.00 Limited, Singapore vide 2026 is payable in 48 equal monthly
[net of advance tax Nil approval dated February installments along with applicable
(March 31, 2022: INR Nil)] 25, 2021 interest.
Total (B) - - 67.38 69.00 From non-financial
Total (A+B) 19.19 18.37 99.78 99.95 institutions
Ministry of Energy, Industry Euro 0.57% Sep-23 The outstanding amount of loan is
* Due to non-applicability of gratuity to the employees of subsidiary companies, the balance pertains to and Tourism (Emprendetur payable in two equal installment i.e.
the Company only. I+D+i program) dated on September 2022 and September
September 30, 2016. 2023 along with applicable interest.
Technological and Industrial Euro 0.00% Jun-30 The disbursement of the entire
Development Center dated loan has not yet happened. The
July 2019 outstanding amount is repayable in
June 2030.

246 247
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Notes: Trade payables ageing schedule

Security details As at March 31, 2023


The outstanding loan from Axis Bank is secured by a pledge of 30% of outstanding equity shares of Appnext
Pte. Limited and Jampp Ireland Limited. Particulars Outstanding for following periods from due date of payment
Not due Less than 1-2 years 2-3 years More than Total
Loan covenants 1 year 3 years
Axis bank loan contain certain financial covenants relating to debt service coverage ratio, interest coverage ratio,
asset coverage ratio and debt EBIDTA ratio to be tested on periodic basis on the standalone and consolidated i. Total outstanding dues of - 30.48 - - - 30.48
results of the Group. The Group has satisfied all financial covenants prescribed in the terms of bank loan. micro enterprises and small
enterprises
The other loans do not carry any financial covenants. ii. Total outstanding dues 1,443.51 1,028.30 14.37 0.31 2.38 2,488.87
of creditors other than
The Group has not defaulted on any loans payable. micro enterprises and small
enterprises
16. Trade payables iii. Disputed dues of micro - - 2.31 - - 2.31
enterprises and small
As at enterprises
Particulars March 31, 2023 March 31, 2022 iv. Disputed dues of creditors - - - - 0.31 0.31
other than micro enterprises
Trade payables:
and small enterprises
- total outstanding dues of micro enterprises and small 30.48 42.25
Total 1,443.51 1,058.78 16.68 0.31 2.69 2,521.97
enterprises (refer note 38)
- total outstanding dues of creditors other than micro 2,491.49 2,516.99 As at March 31, 2022
enterprises and small enterprises
Total 2,521.97 2,559.24 Particulars Outstanding for following periods from due date of payment
Not due Less than 1-2 years 2-3 years More than Total
Notes:
1 year 3 years
1) Following are the amounts due to related parties (refer note 32)
i. Total outstanding dues of - 42.25 - - - 42.25
micro enterprises and small
As at
enterprises
Particulars March 31, 2023 March 31, 2022
ii. Total outstanding dues 1,104.88 1,406.03 2.98 1.61 1.49 2,516.99
Affle X Private Limited - 10.05 of creditors other than
Talent Unlimited Online Services Private Limited* - 38.39 micro enterprises and small
Total - 48.44 enterprises
iii. Disputed dues of micro - - - - - -
*ceased to be an associate with effect from May 14, 2022 and there amount outstanding as at March 31, 2023 enterprises and small
has not been disclosed. enterprises
iv Disputed dues of creditors - - - - - -
2) Trade payables are non-interest bearing and are normally settled on 60-day terms for other than micro other than micro enterprises
enterprises and small enterprises payables which are settled on 45-day terms. and small enterprises
3) For terms and conditions with related parties, refer note 32.
Total 1,104.88 1,448.28 2.98 1.61 1.49 2,559.24

248 249
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

17. Other financial liabilities ii. Contract balances

Non-current Current As at
As at Particulars March 31, 2023 March 31, 2022
Particulars March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 Trade receivables (Refer Note 10) 2,452.45 2,347.11
Salary payable - - 123.96 118.61 2,452.45 2,347.11
At amortised cost
Contract assets (net)
Others
- Deferred payment 789.24 1,217.56 574.04 669.67 A contract asset is the right to consideration that is conditional upon factors other than the passage of time.
compensation to the Contract assets are recognised where there is excess of revenue over billings.
erstwile shareholders of the
subsidiary (refer note 39) Changes in contract asset (net) are as follows:
Total 789.24 1,217.56 698.00 788.28
For the year ended
18. Other current liabilities
Particulars March 31, 2023 March 31, 2022

As at Balance at the beginning of the year [net of allowance 757.90 526.53


for impairment amounting to INR 4.56 million
Particulars March 31, 2023 March 31, 2022
(April 1, 2021: INR 2.39 million)]
Statutory dues payable 173.64 204.18
Revenue recognized during the year 14,339.56 10,816.56
Total 173.64 204.18
Invoices raised during the year 14,061.74 10,585.19

19. Revenue from contracts with customers Balance at the end of the year [net of allowance 1,035.72 757.90
for impairment amounting to INR 5.27 million
i. Disaggregated revenue information (March 31, 2022: INR 4.56 million)]

Set out below is the disaggregation of the Group’s revenue from contracts with customers: Contract liabilities

For the year ended As at


Type of service March 31, 2023 March 31, 2022 Particulars March 31, 2023 March 31, 2022
Consumer platform 14,233.89 10,722.55 Advance from customers 22.55 39.93
Enterprise platform 105.67 94.01 Deferred revenue - 1.08
Total revenue from contracts with customers 14,339.56 10,816.56 Total 22.55 41.01

For the year ended Current 22.55 41.01


Geographical markets March 31, 2023 March 31, 2022 Non-current - -
India 4,682.76 3,775.24
Changes in advance from customers are as follows:
Outside India 9,656.80 7,041.32
Total revenue from contracts with customers 14,339.56 10,816.56
For the year ended
Particulars March 31, 2023 March 31, 2022
For the year ended
Balance at the beginning of the year 39.93 19.25
Timing of revenue recognition March 31, 2023 March 31, 2022
Advance received during the year 249.10 91.80
Services transferred at a point in time 14,233.89 10,722.55
Services transferred over time 105.67 94.01 Advance adjusted against invoices during the year 252.62 71.14
Total revenue from contracts with customers 14,339.56 10,816.56 Advance written back 14.88 1.04
Exchange differences (net) 1.02 1.06
Balance at the end of the year 22.55 39.93

250 251
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Changes in deferred revenue are as follows: 20. Other income

For the year ended For the year ended


Particulars March 31, 2023 March 31, 2022 Particulars March 31, 2023 March 31, 2022
Balance at the beginning of the year 1.08 213.46 Interest income on financial assets measured at amortised
Added during the year - 1.08 cost:
Invoiced during the year 1.08 213.46 Bank deposits 225.77 162.28
Balance at the end of the year - 1.08 Security deposits 0.06 0.22
Income tax refund - -
Set out below is the amount of revenue recognised from: Loans (0.16) 10.81
Loan to related party 0.15 -
For the year ended
Gain/Loss on overnight funds 32.43 -
Particulars March 31, 2023 March 31, 2022
Bad debts recovered 0.46 -
Amounts included in contract liabilities at the beginning 1.08 213.46
Exchange differences (net) 221.18 55.25
of the year
Performance obligations satisfied in previous years - - Fair value gain on financial instruments at fair value through - 350.80
profit or loss (refer note 34)
iii. Performance obligations Liabilities written back (net) 42.06 3.76
Miscellaneous income 21.29 133.63
Information about the Group’s performance obligations are summarised below: Total 543.24 716.75

Consumer platform 21. Inventory and data costs
The performance obligation is satisfied at a point in time and payment is generally due within 30 to 90
days of completion of services and acceptance of the customer. In some contracts, short-term advances are
required before the advertisement services are provided. For the year ended
Particulars March 31, 2023 March 31, 2022
Enterprise platform Inventory cost 6,744.87 6,279.98
The performance obligation is satisfied over time and payment is generally due within 30 to 90 days of Platform cost 77.87 47.10
completion of services and acceptance of the customer. In some contracts, short-term advances are required
Cloud hosting charges 2,020.58 462.18
before the software development services are provided.
Total 8,843.32 6,789.26
As the duration of the contracts for consumer and enterprise platform is less than one year, the Group
has opted for practical expedient and decided not to disclose the amount of the remaining performance 22. Employee benefits expense
obligations.
For the year ended
Notes: Particulars March 31, 2023 March 31, 2022
There is no difference between the amount of revenue recognised in the profit and loss statement and the
Salaries, wages and bonus 1,539.53 1,113.86
contract price.
Contribution to provident and other funds 206.32 122.79
Gratuity expense (refer note 29) 3.08 3.88
Share based payment expense 67.52 33.07
Staff welfare expenses 55.69 22.46
Total 1,872.14 1,296.06

252 253
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

23. Finance costs For the year ended


Particulars March 31, 2023 March 31, 2022
For the year ended
Corporate social responsibility expenses** 10.63 10.00
Particulars March 31, 2023 March 31, 2022
Miscellaneous expenses 79.43 62.90
Interest on borrowings 56.46 31.42
Interest on lease liabilities 0.90 0.73 Total 736.46 600.01
Interest on income tax 3.60 3.68
*Payment to statutory auditor:
Bank charges 20.80 20.64
Others 32.32 14.30
For the year ended
Total 114.08 70.77
March 31, 2023 March 31, 2022
24. Depreciation and amortisation expense As auditors:
Audit fee 34.27 24.91
For the year ended In other capacity
Particulars March 31, 2023 March 31, 2022 Certification services 4.87 12.59
Depreciation of property, plant and equipments 19.73 11.69 Reimbursement of expenses 0.74 0.32
(refer note 3)
Total 39.88 37.83
Amortisation of other intangible assets (refer note 4) 465.11 305.04
Depreciation of right-of-use assets (refer note 30 (a)) 9.34 7.67 **Details of Corporate social responsibility expenditure:
Total 494.18 324.40
For the year ended
25. Other expenses
March 31, 2023 March 31, 2022
For the year ended a. Gross amount required to be spent during the year 10.63 7.14
Particulars March 31, 2023 March 31, 2022 b. Amount approved by the board to be spent during the year 10.63 10.00
Power and fuel 0.44 0.27
Rent 45.64 10.23 In Yet to be Total
Rates and taxes 48.26 44.19 Cash paid in cash
Insurance 15.01 11.45 c. Amount spent during the year ending on
Repair and maintenance - Others 67.44 42.67 March 31, 2023:
Legal and professional fees (including payment to 109.43 157.12 i. Construction/acquisition of any asset - - -
statutory auditor, refer detail below)*
ii. On purposes other than (i) above 10.63 - 10.63
Travelling and conveyance 58.99 11.74
Communication costs 3.47 2.23
Printing and stationery 0.38 0.15 d. Amount spent during the year ending on
Recruitment expenses 17.00 19.73 March 31, 2022:
Business promotion 222.41 157.76 i. Construction/acquisition of any asset - - -
ii. On purposes other than (i) above 10.00 - 10.00
Bad debts 40.60 14.93
Less: Utilised from impairment allowance of trade (36.62) (14.93) e Details related to spent/unspent obligations:
receivables
i. Contribution to public trust - -
Impairment allowance of trade receivables 33.25 26.65
Advances written off 1.18 3.86 ii. Contribution to charitable trust - 10.00
Loss on disposal of property, plants and equipment (net) 0.07 0.02 iii. Unspent amount in relation to: - -
Project development expenses 5.75 23.68 - Ongoing project - -
Software license fee 5.12 7.37 - Other than ongoing project - -
Directors sitting fee 8.58 7.99

254 255
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

26. Other comprehensive income Other disclosures relating to the Group’s exposure to risks and uncertainties includes:

The disaggregation of changes to other comprehensive income by each type of reserve in equity is shown - Capital management, refer note 37
below: - Financial risk management objectives and policies, refer note 36
- Sensitivity analysis, refer note 29, note 36
For the year ended
Judgements
Particulars March 31, 2023 March 31, 2022
In the process of applying the Group’s accounting policies, management has not made any significant
Exchange differences on translating the financial 542.92 114.54 judgement, which have the most significant effect on the amounts recognised in the financial statements.
statements of a foreign operation
Hyperinflation adjustment in opening retained earnings (103.77) - a. Investment in Bobble
(only on equity)
Re-measurement gain/(loss) on defined benefit plans (0.87) 0.36 i. Investment as associates
Income tax effect 0.22 (0.09)
During the previous year, w.e.f. January 1, 2022, the Group had received a right to appoint its nominee
Total 438.50 114.81 as a director on the Board of Bobble, which was duly [Link] the shareholding of 17% on such
date and board seat, the Group had considered Bobble as an associate over which it was deemed to
27. Earnings per share (EPS) have significant influence.

Basic EPS amounts are calculated by dividing the profit for the year by the weighted average number of ii. Classified as investment held for sale
equity shares outstanding during the year.
During the current year, the Company in its board meeting, had authorized the management to either
For the purpose of calculating diluted EPS, the net profit for the year and the weighted average number of divest or invest further in Bobble. Accordingly, the management had decided to classify the investment
shares outstanding during the year is adjusted for the effects of all dilutive potential equity shares. in Bobble as held for sale in accordance with Ind AS 105 considering a possibility of divestment. The
investment is disclosed as an investment held for sale as at March 31, 2023. The Company holds
The following reflects the income and share data used in the basic and diluted EPS computations: 26.24% stake on fully diluted basis in Bobble.

For the year ended Estimates and assumptions


Particulars March 31, 2023 March 31, 2022
Profit for the year for basic earnings (in million) 2,454.66 2,146.92 The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
Effect of dilution - -
liabilities within the next financial year, are described below. The Group has based its assumptions and
Profit for the year for the effect of dilution (in million) 2,454.66 2,146.92 estimates on parameters available when the financial statements were prepared. Existing circumstances and
Weighted average number of equity shares used for 133.19 132.73 assumptions about future developments, however, may change due to market changes or circumstances
computing basic earning per share (in million)* arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they
Effect of dilution - - occur.
Weighted average number of equity shares adjusted for 133.19 132.73
the effect of dilution a. Impairment of non-financial assets
Impairment exists when the carrying value of an asset or CGU exceeds its recoverable amount, which is
Basic EPS (absolute value in INR) 18.43 16.18
the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal
Diluted EPS (absolute value in INR) 18.43 16.18
calculation is based on available data from binding sales transactions, conducted at arm’s length, for
similar assets or observable market prices less incremental costs for disposing of the asset. The value
*The weighted average number of equity shares for the year ended March 31, 2023 takes into account the
in use calculation is based on a Discounted Cash flow (“DCF”) model. The cash flows are derived from
weighted average effect of equity shares issued during the year.
the budget for the next five years and do not include restructuring activities that the Group has not yet
committed to or significant future investments that will enhance the asset’s performance of the CGU
28. Significant accounting judgements, estimates and assumptions
being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as

the expected future cash-inflows and the growth rate used for extrapolation purposes. These estimates
The preparation of the Group’s financial statements requires management to make judgements, estimates
are most relevant to goodwill recognised by the Group. Refer note 39 for further disclosures.
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, the Grouping

disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates
b. Provision for expected credit losses of trade receivables and contract assets
could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities
Trade receivables do not carry any interest and are stated at their nominal value as reduced by appropriate
affected in future periods.
allowances for estimated irrecoverable amounts. Estimated irrecoverable amounts are based on the
ageing of the receivable balances and historical experience adjusted for forward-looking estimates.
Individual trade receivables are written off when management deems them not to be collectible. For
details of allowance of doubtful debts please refer note 10.

256 257
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

c. Taxes what the Group ‘would have to pay’, which requires estimation when no observable rates are available or
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable when they need to be adjusted to reflect the terms and conditions of the lease. The Group estimates the
profit will be available against which the losses can be utilised. Significant management judgement is IBR using observable inputs (such as market interest rates) when available.
required to determine the amount of deferred tax assets that can be recognised based on the likely
timing and the level of future taxable profits together with future tax planning strategies. Refer note 8 for i. Assessment of purchase price allocation and earn out liabilities based on contingent consideration
further disclosures. The identification and valuation of intangible assets is inherently subjective and involves significant
judgements and assumptions around future cash flows and discount rates and fair value measurement of
d. Defined benefit plans (gratuity benefits) contingent consideration requires estimation and significant judgement on post-acquisition performance
The cost of the defined benefit gratuity plan and other post-employment medical benefits and the present of acquired business. Therefore, significant estimates and judgment is required in assessment of purchase
value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves price allocation and earn-out liabilities based on the contingent consideration as part of business
making various assumptions that may differ from actual developments in the future. These include the combination. For more details, refer note 39.
determination of the discount rate, future salary increases and mortality rates. Due to the complexities
involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to j. Share based payment
changes in these assumptions. All assumptions are reviewed at each reporting date. The Group measures the cost of equity-settled transactions with employees using Black Scholes pricing
model to determine the fair value on the grant date. Estimating fair value for share-based payment
The parameter most subject to change is the discount rate. In determining the appropriate discount transactions requires determination of the most appropriate valuation model, which is dependent on
rate for plans operated in India, the management considers the interest rates of government bonds in the terms and conditions of the grant. This estimate also requires determination of the most appropriate
currencies consistent with the currencies of the post-employment benefit obligation. inputs to the valuation model including the expected life of the share option, volatility and dividend yield
The mortality rate is based on publicly available mortality tables for India. Those mortality tables tend and making assumptions about them. The assumptions and models used for estimating fair value for
to change only at intervals in response to demographic changes. Future salary increases and gratuity share-based payment transactions are disclosed in note 40.
increases are based on expected future inflation rates for India. Further details about gratuity obligations
are given in note 29. 29. Employee benefits

e. Intangible assets under development A. Defined contribution plans
The Group capitalises intangible asset under development for a project in accordance with the accounting
policy. Initial capitalisation of costs is based on management’s judgement that technological and Provident fund: The Company makes contribution towards employees’ provident fund. The Group has
economic feasibility is confirmed, usually when a product development project has reached a defined recognised INR 207.52 million (March 31, 2022: INR 123.93 million) as an expense towards contribution to
milestone according to an established project management model. At March 31, 2023, the carrying this plan.
amount of capitalised intangible asset under development was INR 485.18 million (March 31, 2022: INR
422.21 million). B. Defined benefit plans

This amount includes significant investment in the development of platforms. Gratuity: The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, employees
who have completed five years of service are entitled to specific benefit. The level of benefit provided
f. Fair value measurement of derivative instruments depends on the member’s length of service and salary retirement age. The employee is entitled to a
During the previous year, the Group uses valuation techniques including the DCF model for the fair benefit equivalent to 15 days salary last drawn for each completed year of service with part thereof in
valuation of derivative instruments recorded in the balance sheet. The inputs to these models were taken excess of six months. The same is payable on termination of service or retirement or death whichever is
from observable markets where possible, but where this was not feasible, a degree of judgement was earlier.
required in establishing fair values. Judgements include considerations of inputs such as liquidity risk,
credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value The present value of the obligation under such defined benefit plan is determined based on an actuarial
of derivative instruments. valuation as at the reporting date using the projected unit credit method, which recognises each period of
service as giving rise to additional unit of employee benefit entitlement and measures each unit separately
g. Fair value measurement of financial instruments to build up the final obligation. The obligations are measured at the present value of the estimated future
Contingent consideration meeting the definition of a financial liability, resulting from business cash flows. The discount rate used for determining the present value of the obligation under defined
combinations, is valued at fair value at the acquisition date as part of the business combination. It is benefit plans is based on the market yields on Government bonds as at the date of actuarial valuation.
subsequently remeasured to fair value at each reporting date. The determination of the fair value is based Actuarial gains and losses (net of tax) are recognised immediately in the Other Comprehensive Income
on discounted cash flows. The key assumptions take into consideration the probability of meeting each (OCI).
performance target and the discount factor. Further, the company has assessed the impact of discounting
of short term liabilities which is immaterial and hence the Company has accounted for such short term This is an unfunded benefit plan for qualifying employees. The scheme provides for a lump sum payment
liabilities without discounting. See note 39.1(ii) for further details. to vested employees at retirement, death while in employment or on termination of employment. Vesting
occurs upon completion of five years of service.
h. Leases- estimating the incremental borrowing rate
The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental The following tables summarise the components of net benefit expense recognised in the consolidated
borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Group would have statement of profit or loss and other comprehensive income and amounts recognised in the balance
to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset sheet for the gratuity plan:
of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects

258 259
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Changes in the present value of the defined benefit obligation are, as follows: The discount rate is based on the prevailing market yields of Indian Government Securities as at the
Balance Sheet date for the estimated term of the obligations. The estimates of future salary increases,
For the year ended considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors,
Particulars March 31, 2023 March 31, 2022 such as supply and demand in the employment market.

Balance as at the beginning of the year 17.80 16.47
A quantitative sensitivity analysis for significant assumption is as shown below:
Current service cost 3.00 2.77
Past service cost including curtailment Gains/Losses (1.21) -
For the year ended
Interest cost 1.29 1.11
Particulars March 31, 2023 March 31, 2022
Benefits paid (3.58) (2.19)
Present value of obligation at the end of the year 18.17 17.80
Re-measurement (gains)/losses on obligation 0.87 (0.36)
Balance as at the end of the year 18.17 17.80
Impact of the change in discount rate
Amount recognised in the consolidated statement of profit and loss: Impact due to increase of 0.50 % (0.33) (0.43)
Impact due to decrease of 0.50 % 0.34 0.45
For the year ended
Particulars March 31, 2023 March 31, 2022 Impact of the change in salary rate
Current service cost 1.78 2.77
Impact due to increase of 0.50 % 0.21 0.46
Interest cost 1.29 1.11
Impact due to decrease of 0.50 % (0.22) (0.44)
Net expense recognised in the consolidated statement 3.07 3.88
of profit and loss
The sensitivity analysis above have been determined based on a method that extrapolates the impact
on define benefit obligation as a result of reasonable changes in key assumptions occurring at the end
Amount recognised in the consolidated other comprehensive income:
of reporting year. The sensitivity analyses are based on a change in a significant assumption, keeping all
other assumptions constant. The sensitivity analyses may not be representative of an actual change in
For the year ended the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation from
Particulars March 31, 2023 March 31, 2022 one another.
Re-measurement (gain)/loss on arising in (0.44) (1.11)
demographic assumptions The following payments are expected contributions to the defined benefit plan in future years:
Re-measurement gain on arising in financial 1.47 (0.24)
assumptions For the year ended
Re-measurement loss on arising from experience (0.16) 1.00 Particulars March 31, 2023 March 31, 2022
adjustment Within the next 12 months 5.25 4.21
(Net income) / expense recognised in other 0.87 (0.36) (next annual reporting period)
comprehensive income
Between 1 and 5 years 8.12 7.07

The principal actuarial assumptions used in determining gratuity liability for the Company’s plan is Between 5 and 10 years 4.80 6.52
shown below: Total expected payments 18.17 17.80

For the year ended The average duration of the defined benefit plan obligation at the end of the reporting year is 1.91 years
(March 31, 2022: 2.31 years).
Particulars March 31, 2023 March 31, 2022
Discount rate 7.40% 7.26%
Future salary increase 8.00% 5.00%
Withdrawal rate (per annum)
-   Up to 30 years 61.60% 50.10%
-   From 31 years to 44 years 37.90% 32.90%
-   From 44 years to 58 years 0.00% 0.00%
Retirement age (years) 58 58
Mortality rates inclusive of provision for disability 100% of IALM 100% of IALM
(2012 - 14) (2012 - 14)

260 261
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

[Link] and contingent liability The details of the contractual maturities of lease liabilities on an undiscounted basis are as follows:

a. Leases Particulars Contractual 0-1 year 1-2 years 2-5 years More than 5
undiscounted value years
Group as lessee As at March 31, 2023 26.55 9.60 6.82 10.13 -
The Group has taken office premises on lease. The lease has been entered for a period ranging from one
As at March 31, 2022 2.05 2.05 - - -
to five years with renewal option. The Group has the option, under some of its lease, to renew the lease
for an additional years on a mutual consent basis.
Note: During the previous year ended March 31, 2022, the Group has served termination notice to vacate

the premise and accordingly written off right of use asset and the lease liability.
The incremental borrowing rate for the lease liabilities of the Group ranges from 2% to 9% per annum.

b. Capital commitments
Set out below are the carrying amounts of right-of-use assets recognised and the movements during the
year: As at March 31, 2023, the Group has commitments on capital account and not provided for (net of
advances) is INR 120.16 million (March 31, 2022: INR 93.08 million).
As at
Particulars March 31, 2023 March 31, 2022 c. Contingent liabilities
Balance as at the beginning of the year 2.05 19.03
i. Claims against the Group not acknowledged as debts includes the following:
Addition during the year 36.31 -
Amortisation during the year 9.34 7.67 - Income tax demand from the Income tax authorities for assessment year 2017-18 of INR 64.88
Written off during the year (5.30) (8.83) million on account of disallowance of bad debts written off, advances written off, amortization of
Exchange differences (net) 0.94 (0.48) goodwill and certain expenses under various heads as claimed by the Company in the income tax. The
Balance as at the end of the year 24.66 2.05 matter is pending before Commissioner of Income Tax (Appeals), Mumbai. In response (dated 29th
January’2020) to the notice company has discharged 20% of demand i.e. INR 13 million by depositing
Set out below are the carrying amounts of lease liabilities and the movements during the year: INR 6.50 million vide challan No 11922 with HDFC Bank on January 28, 2020 and adjusting a refund of
INR 6.25 million which is outstanding for AY 2015-16 on which interest under section 244A of the Act
is also pending and this will exceeds a residual amount of INR 6.50 million. “
As at
Particulars March 31, 2023 March 31, 2022 - Income tax demand from the Income tax authorities order dated September 17, 2022, for assessment
Balance as at the beginning of the year 2.05 18.89 year 2020-21 of INR 1.13 million on account of disallowance of Corporate Social Responsibility (CSR)
Addition during the year 35.98 - expenditure under section 80G of the Income Tax Act, 1961 of Rs. 2.15 million as claimed by the
Accretion of interest 0.90 0.73 Company in the income tax. The matter is pending before Commissioner of Income Tax (Appeals),
Mumbai.
Payments during the year (7.53) (7.22)

Written off during the year (6.29) (10.53) The Group is contesting the demands and the management, including its tax advisors, believes that
Exchange differences (net) 0.25 0.18 its position will likely be upheld in the appellate process. No tax expense has been accrued in the
Balance as at the end of the year 25.36 2.05 financial statements for the demand raised. The management believes that the ultimate outcome of
these proceedings will not have a material adverse effect on the Group’s financial position and results of
Current 6.99 2.05 operations. The likelihood of the above cases going in favour of the Group is probable and accordingly
has not considered any provision against the demands in the financial statements.
Non-current 18.37 -

The following are the amounts recognised in consolidated statement of profit or loss:

For the year ended


Particulars March 31, 2023 March 31, 2022
Amortisation of right-of-use assets 9.34 7.67
Interest expense on lease liabilities 0.90 0.73
Expenses relating to short term leases 8.21 1.84
(included in other expenses)
Expenses relating to low value assets 0.02 0.03
(included in other expenses)
Income relating to lease liability and security deposit - 1.14
write off
262 263
31. Group information

264
Information about subsidiaries

The consolidated financial statements of the Group includes subsidiary listed in the table below:

% equity interest as at

Name Country of Principal Name of March 31, March 31,


Incorporation activities Holding 2023 2022

Details of subsidiaries which have been consolidated are as follows:


AFFLE (INDIA) LIMITED

Affle International Pte. Ltd., Singapore Mobile advertisement Affle (India) Limited 100% 100%
Singapore services

PT Affle Indonesia, Indonesia Indonesia Mobile advertisement Affle International Pte. Ltd., 100% 100%
services Singapore

Affle MEA FZ-LLC, Dubai Dubai Mobile advertisement Affle International Pte. Ltd., 100% 100%
services Singapore

Mediasmart Mobile S.L., Spain Spain Mobile advertisement Affle International Pte. Ltd., 100% 100%
services Singapore

Appnext Pte. Ltd., Singapore Singapore Mobile advertisement Affle International Pte. Ltd., 95% 95%
services Singapore

Appnext Technologies Ltd., Israel Israel Mobile advertisement Affle International Pte. Ltd., 100% 100%
services Singapore

Jampp Ireland Ltd. Ireland Mobile advertisement Affle International Pte. Ltd., 100% 100%
services Singapore

Atommica LLC United States Mobile advertisement Jampp Ireland Ltd., Ireland 100% 100%
of America services

Jampp EMEA GmbH Germany Mobile advertisement Jampp Ireland Ltd., Ireland 100% 100%
services

Jampp APAC Pte. Ltd. Singapore Mobile advertisement Jampp Ireland Ltd., Ireland 100% 100%
services

Jampp Inc. United States Mobile advertisement Atommica LLC, USA 100% 100%
of America services
INTEGRATED ANNUAL REPORT 2022-23
(Amount in INR million, unless otherwise stated)

Jampp Ltd. United Mobile advertisement Jampp Ireland Ltd., Ireland 100% 100%
Kingdom services

Jampp HQ S.A. (earlier known as Argentina Mobile advertisement Jampp Ltd., UK 100% 100%
Devego S.A.) services

Jampp Veiculação de Publicidade Brazil Mobile advertisement Jampp Ltd., UK 100% 100%
Ltda. services

Interest in associates companies consolidated using equity method of accounting

Talent Unlimited Online Services India Mobile advertisement - 27%


Private Limited* services

* ceased to be associate w.e.f 14 May 2022.


265
(Amount in INR million, unless otherwise stated)
.
(Amount in INR million, unless otherwise stated)

266
Net Assets, i.e., total Share in Share in other Share in total
assets minus total liabilities profit and loss Comprehensive income Comprehensive income
Name of the entity As % of INR As % of INR As % of INR As % of total INR
in the Group consolidated million consolidated million consolidated other million comprehensive million
net assets profit and comprehensive income
loss income
Parent
Affle (India) Limited
Balance as at March 31, 2023 61.96% 9,090.72 27.15% 668.78 -0.15% (0.65) 23.09% 668.13
Balance as at March 31, 2022 71.54% 8,437.62 26.24% 565.48 0.24% 0.27 25.01% 565.75
AFFLE (INDIA) LIMITED

Foreign Subsidiaries
Affle International Pte. Ltd.,
Singapore
Balance as at March 31, 2023 28.03% 4,112.72 3.13% 77.07 0.00% - 2.66% 77.07
Balance as at March 31, 2022 26.09% 3,076.62 2.65% 57.04 0.00% - 2.52% 57.04
PT Affle Indonesia, Indonesia
Balance as at March 31, 2023 0.37% 53.94 0.38% 9.44 0.00% - 0.33% 9.44
Balance as at March 31, 2022 0.38% 44.36 0.80% 17.18 0.00% - 0.76% 17.18
Affle MEA FZ-LLC, Dubai
Balance as at March 31, 2023 21.39% 3,137.55 49.27% 1,213.67 0.00% - 41.95% 1,213.67
Balance as at March 31, 2022 14.83% 1,749.00 46.41% 1,000.13 0.00% - 44.22% 1,000.13
Mediasmart Mobile S.L.,
Spain (consolidated)
Balance as at March 31, 2023 0.42% 61.85 0.38% 9.45 0.00% - 0.33% 9.45
Balance as at March 31, 2022 0.36% 41.90 1.77% 38.21 0.00% - 1.69% 38.21
Appnext Pte. Ltd, Singapore
Balance as at March 31, 2023 3.20% 470.13 6.99% 172.12 0.00% - 5.95% 172.12
Balance as at March 31, 2022 2.18% 257.67 7.56% 162.98 0.00% - 7.21% 162.98
Appnext Technologies Ltd.
Israel
Balance as at March 31, 2023 0.12% 18.19 0.50% 12.27 0.00% - 0.42% 12.27
Balance as at March 31, 2022 0.03% 3.95 0.14% 2.99 0.00% - 0.13% 2.99
Jampp Ireland Ltd
(consolidated)
Balance as at March 31, 2023 4.24% 621.71 12.13% 298.82 0.00% - 10.33% 298.82
Balance as at March 31, 2022 3.20% 377.32 14.28% 307.72 0.00% - 13.61% 307.72
INTEGRATED ANNUAL REPORT 2022-23

Net Assets, i.e., total Share in Share in other Share in total


assets minus total liabilities profit and loss Comprehensive income Comprehensive income
Name of the entity As % of INR As % of INR As % of INR As % of total INR
in the Group consolidated million consolidated million consolidated other million comprehensive million
net assets profit and comprehensive income
loss income
Non-controlling interests in
all subsidiaries
Balance as at March 31, 2023 0.14% 21.15 0.36% 8.77 0.00% - 0.30% 8.77
Balance as at March 31, 2022 0.10% 12.38 0.38% 8.14 0.00% - 0.36% 8.14
Associates
Talent Unlimited Online
Services Private Limited
Balance as at March 31, 2023 - - - - - - - -
Balance as at March 31, 2022 0.75% 88.24 -0.23% (4.85) - - -0.21% (4.85)
Adjustment arising out of
consolidation
Balance as at March 31, 2023 (19.88)% (2,916.30) -0.28% (6.95) 100.15% 439.15 14.94% 432.20
Balance as at March 31, 2022 (19.46)% (2,295.53) 0.00% 0.04 99.76% 114.54 5.07 % 114.58
Total
Balance as at March 31, 2023 100.00% 14,671.66 100.00% 2,463.44 100.00% 438.50 100.00% 2,893.16
Balance as at March 31, 2022 100.00% 11,793.53 100.00% 2,155.06 100.00% 114.81 100.00% 2,261.73
267
.
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

32. Related party disclosures

March 31,
2022

13.19
-

3.50
-
-
-

(87.88)

(146.47)
-
(Amount in INR million, unless otherwise stated)

For the year ended


i. Names of related parties and related party relationship

Holding company
ii. The following table provides the total value of transactions that have been entered into with related parties for the relevant year:
[Link]. Relationship Name of the related party
i. Holding company Affle Holdings Pte. Ltd. Singapore

March 31,
2023

13.83
-

3.22
-
-
-

-
-
ii. Fellow subsidiaries Affle X Private Limited
Affle Global Pte. Ltd., Singapore
iii. Associate Talent Unlimited Online Services Private Limited
enterprise (Associate with effect from January 01, 2022 till May 14, 2022)
iv. Key management • Anuj Kumar (Non-executive Director) [Executive Director till June 30, 2022]

March 31,
2022

-
-

27.45

-
-
-
55.06

-
-
personnel • Anuj Khanna Sohum (Managing Director & Chief Executive Officer)

Associate enterprise
For the year ended
• Kapil Mohan Bhutani (Chief Financial & Operations Officer)
• Parmita Choudhury (Company Secretary)
• Meitheng Leong (Non-executive Director)
• Bijynath Nawal (Independent Director)
• Sumit Mamak Chadha (Independent Director)

March 31,
2023

-
-

0.12

-
-
-

-
-
• Vivek Narayan Gour (Independent Director)
• Elad Shmuel Natanson (Non-Executive Director)
• Noelia Amoedo Casqueiro (Non-Executive Director)
• Lay See Tan (Non-executive Independent director)
• Vipul Kedia (Executive director) [With effect from July 1, 2022]

March 31,
2022

-
0.19

-
-
40.63
-

-
219.70
For the year ended
Fellow subsidiaries

March 31,
2023

-
-

-
-
57.28
-

-
-
Talent Unlimited Online Services Private Limited

Talent Unlimited Online Services Private Limited


Reimbursement of expenses to the Group

Non-current borrowings taken/(repaid)


Current borrowings taken/(repaid)
Rendering of service by the Group

Rendering of service to the Group


Affle Holdings Pte. Ltd., Singapore

Affle Holdings Pte. Ltd., Singapore

Affle Holdings Pte. Ltd., Singapore

Affle Holdings Pte. Ltd., Singapore


Affle Global Pte. Ltd., Singapore

Affle Global Pte. Ltd., Singapore

Affle Global Pte. Ltd., Singapore


Affle X Private Limited
Particulars

268 269
270
Particulars

Loan given
Sitting fees
Sitting fees
Sitting fees
Sitting fees

Vipul Kedia
Vipul Kedia
Anuj Kumar

Tan Lay See


Bijynath Nawal

Interest income
Other transactions:
Parmita Choudhury

Vivek Narayan Gour


Anuj Khanna Sohum
Kapil Mohan Bhutani

Sumit Mamak Chadha


Compensation paid**:

Other reimbursements
Other reimbursements
Other reimbursements
Other reimbursements
Other reimbursements
Other reimbursements

Share based payments


Share based payments
Share based payments
Share based payments
Share based payments
Share based payments

Elad Shmuel Natanson

Noelia Amoedo Casqueiro


AFFLE (INDIA) LIMITED

Short-term employee benefits


Short-term employee benefits
Short-term employee benefits
Short-term employee benefits
Short-term employee benefits
Short-term employee benefits
Short-term employee benefits
Transaction with key management personnel

0.15
12.50
1.17
1.26
0.63
0.90
0.25
0.31
0.10
1.47
5.81
0.26
11.16
5.81
-
24.15
4.07
1.22
7.55
4.07
-
12.30
5.81
0.41
15.43
March 31, 2023
For the year ended

include provision for incentives, payable on the basis of actual performance parameters, in next year.
-
-
1.26
1.44
-
1.08
0.25
0.13
0.04
1.26
-
-
-
-
-
-
-
-
-
1.75
-
12.33
1.75
-
14.07
March 31, 2022
INTEGRATED ANNUAL REPORT 2022-23

and leave benefits, as they are determined on an actuarial basis for the Group as a whole. Also, it does not
* The remuneration to the key management personnel does not include the provisions made for gratuity
(Amount in INR million, unless otherwise stated)

iii. Balances as at the year end

Fellow subsidiaries Associate enterprise Holding company


Particulars March 31, March 31, March 31, March 31, March 31, March 31,
2023 2022 2023 2022 2023 2022
Trade receivables
Affle Holdings Pte. Ltd., Singapre - - - - 0.00 1.99
Talent Unlimited Online Services Private Limited - - - 0.32 - -
Trade payables
Affle X Private Limited 36.25 10.05 - - - -
Talent Unlimited Online Services Private Limited - - 38.39 - -

Key management personnel


As at
Particulars March 31, 2023 March 31, 2022
Payable to key management personnel:
Parmita Choudhury
Salary payable 0.09 0.08
Anuj Kumar
Salary payable - 0.17
Kapil Mohan Bhutani
Salary payable 0.81 -
Vipul Kedia
Salary payable 0.51 -
Anuj Khanna Sohum
Salary payable 0.02 0.02
Receivable from key management personnel:
Vipul Kedia
Loan receivable 12.50 -
Interest receivable 0.15 -

No amount has been written off or written back in the year in respect of debts due from/to above related parties.

Terms and conditions of transactions with related parties


The sale and purchase from related parties are made on terms equivalent to those that prevail in arm’s length transaction. Outstanding
balances at the year end are unsecured and interest free and settlement occurs in cash. For the year ended March 31, 2023 and March 31,
2022, the Group has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken
271
(Amount in INR million, unless otherwise stated)

each financial year through examining the financial position of the related party and the market in which the related party operates.
.
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

33. Segment information 34. Statement of fair values

The Group’s operations pre-dominantly relate to providing mobile advertising services through consumer Set out below, is a comparison by class of the carrying amounts and fair value of the Group’s financial
intelligence platforms. instruments:

The Board of Directors, which has been identified as being the Chief Operating Decision Maker (CODM), Particulars March 31, 2023 March 31, 2022
evaluates the Group’s performance and allocates resources based on the analysis of the various performance Fair value through Carrying Fair value through Carrying
indicators of the Group as a single unit. Therefore, there is no reportable segment for the Group as per the profit and loss Value profit and loss Value
requirements of Ind AS 108 “Operating Segments”.
Financial assets

Geographical information
In presenting the geographical information, segment revenue has been based on the geographic location of Investments 0.26 - 0.26 -
customers and segment assets, which have been based on the geographical location of the assets. Other financial assets - 22.00 - 16.67
Trade receivables - 2,452.45 - 2,347.11
Year ended and as at March 31, 2023 Cash and cash equivalent 814.85 2,505.28 - 3,163.16
Other bank balances - 3,136.95 - 2,883.03
Particulars India Outside India Total Total 815.11 8,116.68 0.26 8,409.97
Revenue from contracts with customers
Sales to external customers 4,682.76 9,656.80 14,339.56 Financial liabilities
Borrowings - 1,030.90 - 1,484.35
Other segment information Trade payables - 2,521.97 - 2,559.24
Non-current assets (other than financial assets 306.43 8,037.33 8,343.76 Lease liabilities - 25.36 - 2.05
and income tax asset (net)) Other financial liabilities 1,363.28 123.96 1,887.23 118.61
Total 1,363.28 3,702.19 1,887.23 4,164.24
Capital expenditure:
The management assessed that cash and cash equivalent, other bank balances, trade receivables, loans,
Property, plant and equipment 7.31 18.80 26.11 other financial assets, borrowings, trade payables, lease liabilities and other financial liabilities approximate
Intangible assets 55.90 654.46 710.36 their carrying amounts and fair value of the Group’s financial instuments.

Year ended and as at March 31, 2022 The fair value of the financial assets and liabilities is included at the amount at which the instrument could be
exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Further,
the subsequent measurements of all assets and liabilities (other than investments) is at amortised cost, using
Particulars India Outside India Total
effective interest rate (EIR) method.
Revenue from contracts with customers
Sales to external customers 3,775.24 7,041.32 10,816.56 The following methods and assumptions were used to estimate the fair values:

Receivables are evaluated by the Group based on parameters such as interest rates, specific country risk
Other segment information
factors, individual creditworthiness of the customer and the risk characteristics of the financed project based
Non-current assets (other than financial assets 1,659.98 7,100.98 8,760.96 on this evaluation, allowances are taken into account for the expected credit losses of these receivables.
and deferred tax asset)
The fair value of unquoted instruments is estimated by discounting future cash flows using rates currently
Capital expenditure: applicable for debt on similar terms, credit risk and remaining maturities.
Property, plant and equipment 12.94 9.83 22.78
For other financial assets and liabilities that are measured at fair value, the carrying amounts are equal to
Intangible assets 95.74 581.24 676.98
the fair values.

Information about major customers

The Group had no customer who contributed more than 10% of the Group’s revenue from contracts with
customers for the year ended March 31, 2023, however for the year ended March 31, 2022, the Group had
one customer. The total amount of revenue from contracts with these customer for the year ended March
31, 2023 is NIL (March 31, 2022: INR NIL).

272 273
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

35. Fair value hierarchy Valuation technique used to derive fair values

All financial instruments for which fair value is recognised or disclosed are categorised within the fair The Group’s unquoted instruments is estimated by discounting future cash flows using rates currently
value hierarchy, described as follows, based on the lowest level input that is insignificant to the fair value applicable for debt on similar terms, credit risk and remaining maturities. The valuation requires management
measurements as a whole. to make certain assumptions about the model inputs, including forecast cash flows, discount rate, credit risk
and volatility. The probabilities of the various estimates within the range can be reasonably assessed and are
Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities. used in management’s estimate of fair value for these unquoted equity investments.

Level 2 : Valuation techniques for which the lowest level inputs that has a significant effect on the fair value 36. Financial risk management objectives and policies
measurement are observable, either directly or indirectly.
The Group’s principal financial liabilities comprise of borrowings, trade payables, lease liabilities and other
Level 3 : Valuation techniques for which the lowest level input which has a significant effect on fair value financial liabilities. The main purpose of these financial liabilities is to finance the Group’s operations and to
measurement is not based on observable market data. provide guarantees to support its operations. The Group’s principal financial assets include trade and other
receivables, and cash and cash equivalent that derive directly from its operations.
The following table provides the fair value measurement hierarchy of the Group’s assets and liabilities.
The Group is exposed to market risk, credit risk and liquidity risk. The Group’s senior management oversees
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2023: the management of these risks. The Group’s senior management is responsible to ensure that Group’s
financial risk activities which are governed by appropriate policies and procedures and that financial risks
Fair value measurement using are identified, measured and managed in accordance with the Group’s policies and risk objectives. The
Board of Directors reviews and agrees policies for managing each of these risks, which are summarised
Particulars Date of Total Quoted prices Significant Significant
below.
valuation in active observable unobservable
markets inputs inputs
a. Market risk
(Level 1) (Level 2) (Level 3)
Assets measured at fair value: Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate
FVTPL financial instruments: because of change in market price.
Investments March 31, 2023 0.26 - - 0.26
Cash and cash equivalent March 31, 2023 814.85 814.85 - - i. Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because
Assets measured at FVTOCI March 31, 2023 - - - -
of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange
Liabilities measured at FVTPL rates relates primarily to the Group’s operating activities (when revenue or expense is denominated in a
Other financial liabilities March 31, 2023 1,363.28 - - 1,363.28 foreign currency).
Liabilities measured at FVTOCI March 31, 2023 - - - -
The Group does not use derivative financial instruments such as forward exchange contracts or options
There have been no transfers between Level 1, Level 2 and Level 3 during the year ended March 31, 2023. to hedge its risk associated with foreign currency fluctuations or for trading/speculation purpose.

Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2022: The amount of foreign currency exposure not hedged by derivative instruments or otherwise is as
under:
Fair value measurement using
As at
Particulars Date of Total Quoted prices Significant Significant
valuation in active observable unobservable March 31, 2023 March 31, 2022
markets inputs inputs Particulars Foreign currency Amount in INR Foreign currency Amount in INR
(Level 1) (Level 2) (Level 3) Trade payables
Assets measured at fair value: USD 4.52 371.53 7.17 541.26
FVTPL financial instruments: SGD 0.02 1.54 0.02 0.92
Investments March 31, 2022 0.26 - - 0.26 AED 0.02 0.53 0.04 0.91
Liabilities measured at FVTPL EURO 0.23 20.62 0.01 0.43
Other financial liabilities March 31, 2022 1,887.23 1,887.23 GBP 0.00 0.21 0.00 0.14
Liabilities measured at FVTOCI March 31, 2022 - - - - CNY 0.02 0.19 0.05 0.58

There have been no transfers between Level 1, Level 2 and Level 3 during the year ended March 31, 2022. BRL 0.00 0.06 - -
ARS 1.10 0.43 - -

274 275
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

As at The following table demonstrate the sensitivity to a reasonable possible change in exchange rates on
profit before tax arising as a result of the revaluation of the Group’s foreign currency financial assets and
March 31, 2023 March 31, 2022
unhedged liabilities.
Particulars Foreign currency Amount in INR Foreign currency Amount in INR
Other financial Effect Effect on Effect on Effect on
liabilities on profit pre-tax profit pre-tax
EURO 0.83 74.04 1.28 107.47 before tax equity before tax equity
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Contract liabilities
Effect of 10% strengthening of INR against USD* 8.38 8.38 13.72 13.72
USD 0.00 0.21 0.00 0.32
Effect of 10% strengthening of INR against SGD* (0.99) (0.99) (5.49) (5.49)
SGD 0.22 13.86 - -
Effect of 10% strengthening of INR against MYR* (0.50) (0.50) (2.10) (2.10)
MYR 0.00 0.03 - -
Effect of 10% strengthening of INR against EURO* 3.77 3.77 5.76 5.76
EURO 0.01 1.34 - -
Effect of 10% strengthening of INR against AED* (0.61) (0.61) 0.04 0.04
Effect of 10% strengthening of INR against GBP* (0.95) (0.95) (1.25) (1.25)
Trade receivables
Effect of 10% strengthening of INR against IDR* - - - -
USD 0.57 46.70 5.01 378.36
Effect of 10% strengthening of INR against RUB* (0.01) (0.01) (1.44) (1.44)
SGD 0.06 3.88 0.09 4.97
Effect of 10% strengthening of INR against ARS* (0.29) (0.29) (0.96) (0.96)
MYR 0.27 5.08 1.17 21.04 Effect of 10% strengthening of INR against BRL* (8.96) (8.96) (8.46) (8.46)
EURO 0.22 20.09 0.21 18.05 Effect of 10% strengthening of INR against CNY* 0.02 0.02 0.06 0.06
IDR - - - - Effect of 10% strengthening of INR against AUD* (0.00) (0.00) - -
GBP 0.07 7.25 0.08 8.42 Effect of 10% weakening of INR against USD** (8.38) (8.38) (13.72) (13.72)
RUB 0.08 0.09 15.95 14.06 Effect of 10% weakening of INR against SGD** 0.99 0.99 5.49 5.49
ARS 6.79 2.68 12.36 8.42 Effect of 10% weakening of INR against MYR** 0.50 0.50 2.10 2.10
BRL 4.74 76.00 4.65 73.69 Effect of 10% weakening of INR against EURO** (3.77) (3.77) (5.76) (5.76)
INR 0.03 0.03 - - Effect of 10% weakening of INR against AED** 0.61 0.61 (0.04) (0.04)
AED 0.02 0.42 - - Effect of 10% weakening of INR against GBP** 0.95 0.95 1.25 1.25
AUD 0.00 0.01 - - Effect of 10% weakening of INR against IDR** - - - -
Effect of 10% weakening of INR against RUB** 0.01 0.01 1.44 1.44
Cash and cash Effect of 10% weakening of INR against ARS** 0.29 0.29 0.96 0.96
equivalents Effect of 10% weakening of INR against BRL** 8.96 8.96 8.46 8.46
USD 2.94 241.28 0.34 26.00 Effect of 10% weakening of INR against CNY** (0.02) (0.02) (0.06) (0.06)
SGD 0.35 21.37 0.91 50.87 Effect of 10% weakening of INR against AUD** 0.00 0.00 - -
AED 0.28 6.23 0.03 0.56
*Figures in bracket signifies credit to consolidated statement of profit and loss.
GBP 0.02 2.51 0.04 4.23
**Figures in bracket signifies credit to consolidated statement of profit and loss.
RUB - - 0.43 0.38
EURO 0.43 38.21 0.38 32.28 b. Interest risk
ARS 1.71 0.67 1.70 1.16
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate
BRL 0.85 13.68 0.69 10.94
because of changes in market interest rates. The Group has availed term loans for a limited time and has
IDR - 0.01 - - fulfilled its interest obligation without any default. The Group does not foresee any significant exposure
due to change in interest rate.

c. Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or
customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating
activities (primarily trade receivables) and from its investing activities, including deposits with banks and
financial institutions.

276 277
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

A counterparty whose payment is due more than 90 days after the due date is considered as a defaulted Reconciliation of impairment allowance on trade receivables
party. This is based on considering the market and economic forces in which the Group operates. The
Group write-off the amount if the credit risk of counter-party increases significantly due to its poor Particulars March 31, 2022 March 31, 2022
financial position.
Opening impairment allowance 100.20 88.60
All the financial assets carried at amortised cost were into good category except some portion of trade Add: Asset originated 33.25 26.65
receivables considered under doubtful category (Refer note 10). Less: write-offs (net of recovery) (36.62) (14.93)
Exchange differences (net) 5.78 (0.12)
Trade receivables and contract assets Closing impairment allowance 102.61 100.20
Trade receivables and contract assets are typically unsecured. Credit risk is managed by the Group
through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of
None of those trade receivables past due or impaired have had their terms renegotiated. The maximum
customers to which the Group grants credit terms in the normal course of business.
exposure to credit risk at the reporting date is the fair value of each class of receivables presented in the
financial statement. The Group does not hold any collateral or other credit enhancements over balances
The Group evaluates the concentration of risk with respect to trade receivables as low, as its customers
with third parties nor does it have a legal right of offset against any amounts owed by the Group to the
are located in several jurisdictions and industries and operate in largely independent markets. The Group
counterparty. For receivables which are overdue the Group has subsequently received payments and has
is exposed to credit risk in the event of non-payment by customers. An impairment analysis is performed
reduced its overdue exposure.
at each reporting date using a provision matrix to measure expected credit losses. The provision rates are
based on days past due for the customers. The calculation reflects the probability-weighted outcome, the
Financial instruments and cash deposits
time value of money and reasonable and supportable information that is available at the reporting date
Credit risk from balances with banks is managed by the Group’s treasury department in accordance
about past events, current conditions and forecasts of future economic conditions. Trade receivables
with the Group’s policy. Investments of surplus funds are made only with approved counterparties and
disclosed in note 10 include amounts which are past due at the reporting date but against which the
within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Group’s
Group has not recognized an allowance for doubtful receivables because the amount are still considered
Board of Directors on an annual basis, and may be updated throughout the year subject to approval of
recoverable.
the Group’s finance committee. The limits are set to minimise the concentration of risks and therefore
mitigate financial loss through counterparty’s potential failure to make payments.
The ageing analysis of trade receivables and contract assets as of the reporting date is as follows:

d. Liquidity risk
Particulars Contract Trade
assets receivables Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they become
Current 0-90 90-180 180-360 1-2 2-3 >3 Total due. The Group monitors their risk of shortage of funds using cash flow forecasting models. These models
days days days year year year consider the maturity of their financial investments, committed funding and projected cash flows from
March 31, 2023 operations. The Group’s objective is to provide financial resources to meet its business objectives in a
timely, cost effective and reliable manner.
ECL rate - 0.38% 6.09% 11.53% 29.91% 59.27% 100.00%
- Gross carrying 1,035.72 2,139.51 149.74 145.67 64.53 15.28 40.29 2,555.02 A balance between continuity of funding and flexibility is maintained through the use of borrowings. The
amount Group also monitors compliance with its debt covenants. The maturity profile of the Group’s financial
- ECL - Simplified 5.27 8.03 9.13 16.80 19.30 9.06 40.29 102.61 liabilities based on contractual undiscounted payments is given in the table below:
approach
- Net carrying 1,030.45 2,131.48 140.61 128.87 45.23 6.22 - 2,452.41 Particulars Contractual 0-1 year 1-2 years 2-5 years More than
amount undiscounted value 5 years
As at March 31, 2023
Borrowings 1,030.90 510.15 520.75 - -
March 31, 2022
Trade payables 2,521.97 2,502.29 16.68 3.00 -
ECL rate - 0.39% 10.03% 15.62% 29.91% 39.38% 94.25% Lease liabilities 26.55 9.60 6.82 10.13 -
- Gross carrying 762.46 2,178.11 95.56 54.61 23.47 42.91 52.65 2,447.31 Other financial liabilities 1,487.24 698.00 789.24 - -
amount 5,066.66 3,720.04 1,333.49 13.13 -
- ECL - Simplified 4.56 8.55 9.58 8.53 7.02 16.90 49.62 100.20 As at March 31, 2022
approach Borrowings 1,484.35 593.09 891.26 - -
- Net carrying 757.90 2,169.56 85.98 46.08 16.45 26.01 3.03 2,347.11 Trade payables 2,559.24 2,553.16 2.98 3.10 -
amount Lease liabilities 1.91 1.91 - - -
Other financial liabilities 2,005.84 788.28 1,217.56 - -
The Group has provision of INR 102.61 million (March 31, 2022: INR 100.20 million) for impairment of trade 6,051.34 3,936.44 2,111.80 3.10 -
receivables and a provision of INR 5.27 million (March 31, 2022: INR 4.56 million) for contract assets.

278 279
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

37. Capital management 38. Dues to micro and small enterprises as defined under the MSMED Act, 2006

The Board’s policy maintains a strong capital base so as to maintain investor, creditor and market confidence In term of the requirement of the Micro, Small and Medium Enterprise Development Act, 2006, the Group
and to sustain future development of the business. The Board of Directors monitor the return on capital has continuously sought confirmations. Based on the information available with the Group, the following are
employed as well as the level of dividend to shareholders. the details of principal/ interest amount due to micro and small enterprises.

For the purpose of the Group’s capital management, capital includes issued equity capital general reserves As at
attributable to the equity holders. The primary objective of the Group’s capital management is to maximise
Particulars March 31, 2023 March 31, 2022
the shareholder value.
The principal amount and the interest due thereon (to be
The Group manages its capital structure and makes adjustments in light of changes in economic conditions shown separately) remaining unpaid to any supplier as at
and the requirements of the financial covenants. To maintain or adjust the capital structure, the Group may the end of each accounting year
adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. - Principal amount due to micro and small enterprises 30.48 42.25
- Interest due thereon 0.29 0.20
The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.
The amount of interest paid by the buyer in terms of Nil Nil
The Group includes within net debt, interest bearing loans and borrowings, trade and other payables, less
Section 16 of the MSMED Act 2006 along with the
cash and cash equivalents. The Group’s policy is to keep the gearing ratio between 0% and 50%.
amounts of the payment made to the supplier beyond
the appointed day during each accounting year
As at
The amount of interest due and payable for the period Nil Nil
Particulars March 31, 2023 March 31, 2022 of delay in making payment (which have been paid but
Borrowings [Note 15] 1,030.90 1,484.35 beyond the appointed day during the year) but without
Trade payables [Note 16] 2,521.97 2,559.24 adding the interest specified under the MSMED Act 2006
Other financial liabilities [Note 17] 1,487.24 2,005.84 The amount of interest accrued and remaining unpaid at Nil Nil
the end of each accounting year
Less: Cash and cash equivalent [Note11] (3,320.13) (3,163.16)
The amount of further interest remaining due and Nil Nil
Net debts 1,719.98 2,886.27
payable even in the succeeding years, until such date
when the interest dues as above are actually paid to the
Total capital 14,650.51 11,781.15 small enterprise for the purpose of disallowance as a
deductible expenditure under Section 23 of the MSMED
Act 2006
Capital and net debt 16,370.49 14,667.41
39. Business combination
Gearing ratio (%) 11% 20%
39.1 Business combinations under non common control entities
In order to achieve this overall objective, the Group’s capital management, amongst other things, aims to
ensure that it meets financial covenants attached to the interest-bearing borrowings that define capital i. Acquisition of Appnext Pte. Ltd.
structure requirements. There have been no breaches in the financial covenants of any interest-bearing
borrowings in the current year. During the earlier year, Affle International Pte. Ltd., Singapore (“Affle International”), a wholly owned
Subsidiary of Affle (India) Limited (“the Company”) has acquired 66.67% shares and 95% control
No changes were made in the objectives, policies or processes for managing capital during the year. in Appnext Pte. Ltd. (“Appnext”), vide Share Purchase Agreement. Also, Affle MEA FZ-LLC, Dubai
(“Affle MEA”), a step down subsidiary of the Company has entered into an Intellectual Property
Purchase Agreement to acquire Tech IP assets of Appnext platform from Appnext BVI. Both the above
agreements are dated June 08, 2020, however, as per Ind AS 110, the consolidation has been done
effective June 01, 2020 for convenience, being start of the month or quarter, as the date of acquisition.

Further, Affle International also has right to acquire 28.33% shares of Appnext at the end of three years from
the date of completion of the Share Purchase Agreement which has been accounted as per anticipated
acquisition method in the previous year.

During the previous year, Affle International has entered into another Share Purchase Agreement dated
February 3, 2022 to acquire 28.33% shares of Appnext.

The total purchase consideration for purchase of 95% shares and Tech IP assets is INR 1,864.59 million
(equivalent to USD 25.46 million) which is bifurcated as follows:

280 281
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

> For 66.67% shares - consideration of INR 1,204.73 million (equivalent to USD 16.45 million) As at March 31, 2023, the key performance indicators of Appnext reflects highly probability that the projected
> For 28.33% shares - consideration of INR 601.27 million (equivalent to USD 8.21 million) including event linked to payment of contingent consideration will be met and hence the fair value of the contingent
contingent incremental consideration of INR 347.87 million (equivalent to USD 4.75 million) consideration has been estimated to be INR 347.87 million. A reconciliation of fair value measurement of the
> For Tech IP assets - consideration of INR 58.59 million (equivalent to USD 0.80 million) contingent consideration liability is provided below:

Affle International and its subsidiary Affle MEA FZ-LLC, Dubai acquired Appnext so as to continue the INR million
expansion of the consumer platform.
Opening balance as at April 1, 2022 347.87
Unrealised fair value changes recognized in statement of profit and loss -
Exchange rate used in this note is USD 1 = INR 73.24 (rate as on the date of acquisition)

Closing balance as at March 31, 2023 347.87
Assets acquired and liabilities assumed
ii. Acquisition of Mediasmart Mobile S.L., Spain
The management of Affle International and Affle MEA has used services of an external independent expert to
carry out a detailed Purchase Price Allocation (“PPA”) of the purchase consideration paid to the shareholders
Affle International Pte. Ltd., Singapore (“Affle International”), a wholly owned Subsidiary of Affle (India)
of Appnext. Pursuant to such PPA valuation, conducted by an independent expert, the net consideration
Limited (“the Company”) has acquired 100% control in Mediasmart Mobile S.L., Spain (“Mediasmart”), vide
of INR 1,864.59 million have been allocated, based on the fair value computations, at the acquisition date,
Share purchase Agreement dated February 28, 2020, for a consideration of INR 373.94 million w.e.f. January
as an intangible asset, arising from this acquisition. The accounting for this business combination has been
22, 2020. Also, Affle MEA FZ-LLC, Dubai (“Affle MEA”), a step down subsidiary of the Company has entered
finalised as at date of the financial statements.
into an Assets Purchase Agreement dated February 27, 2020, to acquire all Tech IP assets of Mediasmart for
a consideration of INR 27.11 million. The total purchase consideration transferred is INR 401.05 million.
The fair values of the identifiable assets and liabilities of Appnext as at the date of acquisition were:
Affle International had obtained control by virtue of a legally enforceable MoU entered between Affle
Fair value recognised on acquisition INR million International and shareholders of Mediasmart dated January 22, 2020. However, as per Ind AS 110, the
Total Assets acquired 126.91 consolidation has been done effective January 1, 2020 for convenience, being start of the month and quarter,
Total Liabilities acquired 87.21 as the date of acquisition.

Affle International and its subsidiary - Affle MEA FZ-LLC, Dubai acquired Mediasmart so as to continue the
Total net assets at fair value 39.70
expansion of the consumer platform segment and technology platform.
Non-controlling interest (5% of net assets) (1.98)
Exchange rate used in this note is USD 1 = INR 75.39 (rate as on the date of acquisition)
Total identifiable net assets
- Other intangible assets 73.97 Assets acquired and liabilities assumed
The management of Affle International and Affle MEA FZ-LLC has used services of an external independent
expert to carry out a detailed Purchase Price Allocation (“PPA”) of the purchase consideration paid to
Goodwill arising on acquisition 1,752.90 the shareholders of Mediasmart. Pursuant to such PPA valuation, conducted by an independent expert,
Purchase consideration transferred 1,864.59 the net consideration of INR 389.61 million have been allocated, based on the fair value computations, at
the acquisition date, as an intangible asset, arising from this acquisition. The accounting for this business
Analysis of cash flow on acquisition: INR million combination has been finalised as at date of the financial statements.

Transaction costs of the acquisition 1.24


The fair values of the identifiable assets and liabilities of Mediasmart as at the date of acquisition were:
(included in cash flows from operating activities)
Consideration paid in cash (included in cash flows from investing activities) 1,487.43 Fair value recognised on acquisition INR million
Consideration payable in cash* 377.17 Assets
Net cash flow on acquisition 1,865.84 Total Assets acquired 187.58

*included in other non-current and current financial liabilities. Liabilities


Total Liabilities acquired 267.89
Acquisition related costs
Affle International has incurred acquisition-related costs of INR 1.24 million on legal fees and due diligence Total net assets at fair value (80.31)
costs. Total identifiable net assets

Anticipated acquisition - Non-compete 19.66


As part of the Share Purchase Agreement signed between Affle International and shareholders of Appnext, - Other intangible assets 27.11
a contingent consideration of INR 347.87 million has been agreed. The amount of contingent consideration
is included in the total purchase consideration mentioned above and shall be payable to the shareholders of
Goodwill arising on acquisition 434.59
Appnext upon meeting the earning targets.
Purchase consideration transferred 401.05

282 283
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Analysis of cash flow on acquisition: INR million Assets acquired and liabilities assumed

Transaction costs of the acquisition 2.48
The management of AMEA has used services of an external independent expert to carry out a detailed Purchase
(included in cash flows from operating activities)
Price Allocation (“PPA”) of the purchase consideration paid to Discover Tech for purchase of Identified
Consideration paid in cash (included in cash flows from investing activities) 345.13 Business. Pursuant to such PPA valuation, conducted by an independent expert, the net consideration of
Net assets acquired of Mediasmart (80.31) INR 331.03 million have been allocated, based on the fair value computations, at the acquisition date, as
(included in cash flows from investing activities) an intangible asset, arising from this acquisition. The accounting for this business combination has been
Consideration payable in cash* 136.23 finalised as at date of the financial statements.

Net cash flow on acquisition 403.53
The fair values of the identifiable assets and liabilities of the Identified Business of Discover Tech as at the
date of acquisition were:
*included in other non-current and current financial liabilities.

Fair value recognised on acquisition INR million


Acquisition related costs
Affle International has incurred acquisition-related costs of INR 2.48 million on legal fees and due diligence Total Assets acquired -
costs. These costs have been recognised as an expense in statement of profit or loss in the previous year, Total Liabilities acquired -
within the ‘other expenses’ line item.
Total net assets at fair value -
Contingent consideration Total identifiable net assets
As part of the Share Purchase Agreement signed between Affle International and shareholders of Mediasmart, - Other intangible assets 33.69
a contingent consideration of INR 98.03 million has been agreed. The amount of contingent consideration
is included in the total purchase consideration mentioned above and shall be payable to the shareholders of
Goodwill arising on acquisition 297.34
Mediasmart upon meeting the earning targets.
Purchase consideration transferred 331.03
During the current year, part of the contingent incremental consideration payable to the shareholders of
Mediasmart for the period from January 2022 to December 2022, has been written back pursuant to a mutual Analysis of cash flow on acquisition: INR million
agreement between the shareholders of Mediasmart and Affle International, which has been recorded as Transaction costs of the acquisition -
other income in the consolidated financial statements. (included in cash flows from operating activities)
Consideration paid in cash (included in cash flows from investing activities) 119.38
As at March 31, 2023, the key performance indicators of Mediasmart reflects highly probability that the
projected event linked to payment of contingent consideration will be met and hence the fair value of Consideration payable in cash* 211.65
the contingent consideration has been estimated to be INR 55.51 million. A reconciliation of fair value Net cash flow on acquisition 331.03
measurement of the contingent consideration liability is provided below:
*included in other non-current and current financial liabilities.
INR million
Exchange rate used in this note is USD 1 = INR 73.24 (rate as on the date of acquisition)
Opening balance as at April 1, 2022 98.03
Unrealised fair value changes recognised in the consolidated statement of - Acquisition related costs
profit and loss There are no acquisition related costs which needs to be expensed off in statement of profit and loss account.
Paid / provided during the year (19.10)
Liabilities written back (23.42) Success Fees
As part of the Business Transfer Agreement signed between AMEA and Discover Tech, a Success Fees of INR
Closing balance as at March 31, 2023 55.51
246.81 million has been agreed. The amount of Success Fees is included in the total purchase consideration
mentioned above and shall be payable to Discover Tech upon meeting the earning targets.
iii. Acquisition of identified business of Discover Tech Limited
As at March 31, 2023, the key performance indicators of the Identified Business of Discover Tech reflects
Effective January 1, 2021, Affle MEA FZ-LLC, Dubai (“AMEA”), step-down subsidiary of the Company acquired
highly probability that the projected event linked to payment of Success Fees will be met and hence the
the Business (“Identified Business”) of Discover Tech Limited (“Discover Tech”) for a consideration of INR
fair value of the Success Fees has been estimated to be INR 211.12 million. A reconciliation of fair value
331.03 million. AMEA acquired the Identified Business of Discover Tech so as to grow and strengthen the
measurement of the Success Fees liability is provided below:
consumer platform segment.

284 285
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

INR million Analysis of cash flow on acquisition: INR million


Opening balance as at April 1, 2022 211.65 Transaction costs of the acquisition 3.64
Paid / provided during the year (0.53) (included in cash flows from operating activities)
Unrealised fair value changes recognised in the consolidated statement of - Consideration paid in cash (included in cash flows from investing activities) 1,985.91
profit and loss Consideration payable in cash* 1,132.64
Closing balance as at March 31, 2023 211.12 Net cash flow on acquisition 3,122.19

iv. Acquisition of Jampp (Ireland) Limited *included in other non-current and current financial liabilities.

Affle International Pte. Ltd., Singapore (“Affle International”), a wholly owned Subsidiary of Affle (India) Acquisition related costs
Limited (“the Company”) has acquired 100% control in Jampp (Ireland) Limited (“Jampp”), vide Share Affle International has incurred acquisition-related costs of INR 3.64 million on legal fees and due diligence
Purchase Agreement dated June 9, 2021, for a consideration of INR 3,020.40 million. Also, Affle MEA FZ- costs.
LLC, Dubai (“Affle MEA”), a step down subsidiary of the Company has entered into an Intellectual Property
Purchase Agreement dated June 9, 2021, to acquire all Tech IP assets of Jampp for a consideration of INR Contingent consideration
98.16 million. The total purchase consideration for the acquisition is INR 3,118.56 million. As part of the Share Purchase Agreement signed between Affle International and shareholders of Jampp, a
contingent consideration of INR 1,132.65 million has been agreed. The amount of contingent consideration is
The completion of the above Share Purchase Agreement and Intellectual Property Purchase Agreement included in the total purchase consideration mentioned above and shall be payable to the shareholders of
happened on July 1, 2021 (‘the effective completion date”) and results of Jampp has been consolidated with Jampp upon meeting the earning targets at interval of 1-3 years.
the Company from this date.”
As at March 31, 2023, the key performance indicators of Jampp reflects highly probability that the projected
Affle International and its subsidiary Affle MEA acquired Jampp so as to continue the expansion of the event linked to payment of contingent consideration will be met and hence the fair value of the contingent
consumer platform. consideration has been estimated to be INR 581.16 million. A reconciliation of fair value measurement of the
contingent consideration liability is provided below:
Exchange rate used in this note is USD 1 = INR 75.51 (rate as on the date of acquisition)
INR million
Assets acquired and liabilities assumed
Opening balance as at April 1, 2022 1,132.65
The management of Affle International and Affle MEA has used services of an external independent expert to
carry out a detailed Purchase Price Allocation (PPA) of the purchase consideration paid to the shareholders Paid / provided during the year (551.49)
of the Jampp. Pursuant to such PPA valuation, conducted by an independent expert, the net consideration Unrealised fair value changes recognised in the consolidated statement of -
of INR 3118.56 million have been allocated, based on the fair value computation, at the acquisition date, as profit and loss
an intangible assets arising from this acquisition. The accounting for this business combination has been Closing balance as at March 31, 2023 581.16
finalised as at the date of the consolidated financial statement.
i. Scheme of amalgamation in accordance with previous GAAP
The fair values of the identifiable assets and liabilities of Jampp as at the date of acquisition were:
During the year ended March 31, 2017, the Holding Company has merged its fellow subsidiaries i.e. AD2C
Fair value recognised on acquisition INR million Holdings, AD2C India, Appstudioz Technologies into one merged entity, Affle India Limited (formerly known
Total Assets acquired 864.77 as “Affle (India) Private Limited”) under the court approved scheme of amalgamation in accordance with
Total Liabilities acquired 800.01 erstwhile applicable previous GAAP.

Business combination under common control has been accounted for using purchase method in accordance
Total net assets at fair value 64.76
with previous GAAP as prescribed under court scheme instead of using pooling interest method as prescribed
Total identifiable net assets under Ind AS 103. Business Combinations as the approved court scheme will prevail over applicable
- Other intangible assets 98.16 accounting standard.

Goodwill arising on acquisition 2,955.63 Accordingly, the Scheme was accounted for using purchase method in accordance with erstwhile applicable
Accounting Standard 14 “Accounting for Amalgamations”. All the assets and liabilities of the Transferor
Purchase consideration transferred 3,118.55
Companies have been incorporated at fair values as at April 1, 2015 against the purchase consideration of
INR 84.64 million which resulted in the Goodwill on amalgamation of amounting INR 59.24 million.

286 287
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Impairment testing of Goodwill 40. Employee share based payment

Goodwill acquired through business combinations have indefinite life. The Group performs the impairment During the year ended March 31, 2022, the Group has issued Employee Stock Option Scheme – 2021” . The
testing at the initial recognition of Godwill. The Group further performs impairment testing at every year end. relevant details of the scheme and the grant are as follows:
At present there is no indcator for impairment of Goodwill. The Group considers the relationship between its
value in use and its carrying value, among other factors, when reviewing for indicators of impairment. Scheme: Affle (India) Limited Employee Stock Option Scheme – 2021

The recoverable amount of the goodwill is determined based on value in use (‘VIU’) calculated using cash a. The Group instituted an Employees Stock Option Scheme (“ESOPs”) for certain employees of the
flow projections from financial budgets approved by management covering a five year period and the Company, its subsidiary and its step down subsidiaries (together know as Group) as approved by the
terminal value (after considering the relevant long-term growth rate) at the end of the said forecast periods. shareholders on October 23, 2021 which provides for a grant of 3,750,000 options (each option convertible
The Group has used long-term growth rate of 5% (March 31, 2022: 2%) and discount rate of 10% (March 31, into share) to employees of the Group.
2022: 10%) for calculation of terminal value.
During the year ended March 31, 2023 the Group has further granted 25,057 options to the eligible employees
The said cash flow projections are based on the senior management past experience as well as expected on March 23, 2023 as approved by the nomination and remuneration committee of the Company.
market trends for the future periods. The projected cash flows have been updated to reflect the decreased
demand for services. The calculation of weighted average cost of capital (WACC) is based on the Group’s Particulars As at March 31, 2023 As at March 31, 2022
estimated capital structure as relevant and attributable to the Group. The WACC is also adjusted for specific
Date of grant November 1, 2021 November 1, 2021
risks, market risks and premium, and other inherent risks associated with similar type of investments to
arrive at an approximation of the WACC of a comparable market participant. The said WACC being pre-tax Date of grant during the year March 23, 2023 -
discount rates reflecting specific risks, are then applied to the above mentioned projections of the estimated Dates of board approval August 7, 2021 August 7, 2021
future cash flows to arrive at the discounted cash flows. Date of shareholders approval September 23, 2021 September 23, 2021
Number of options granted till date 1,371,609 1,346,552
Discount rates represent the market assessment of the risks specific to Cash generating unit (CGU), taking
into consideration the time value of money and individual risks of the underlying assets that have not been Method of settlement (Cash/Equity) Equity settled Equity settled
incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances Vesting period Upto 4 years Upto 4 years
of the Group and its operating segments and is derived from its WACC. Fair value on the date of grant (INR) 1,058.27 1,058.27
Fair value on the date of grant (INR) 990.65 -
The key assumptions used in the determination of VIU are the revenue annual growth rates and the EBITDA for options granted during the year
growth rate. Revenue and EBITDA growths are based on average value achieved in preceding years. Also,
Vesting conditions Vesting period is between Vesting period is between
the growth rates used to extrapolate the cash flows beyond the forecast period are based on industry
18-48 months from the grant 18-48 months from the grant
standards.
date. The vesting period is date. The vesting period is
subject to any modification subject to any modification
Based on the above assumptions and analysis, no impairment was identified as at March 31, 2023 (March 31,
at the discretion of the at the discretion of the
2022: Nil). Further, on the analysis of the said calculation’s sensitivity to a reasonably possible change in any
Nomination and Remuneration Nomination and Remuneration
of the above mentioned key assumptions / parameters on which the management has based determination
Committee. Committee.
of the recoverable amount, there are no scenarios identified by the management wherein the carrying value
could exceed its recoverable amount. Exercise period 1 year from the vesting date 1 year from the vesting date

288 289
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

b. The details of the activity have been summarised below 41. Interest in associates

Particulars As at March 31, 2023 As at March 31, 2022 During the earlier years, Company had made a strategic, non-controlling investment in Talent Unlimited
Online Services Private Limited (“Bobble”). The Company had received a right to appoint its nominee
Outstanding at the beginning of the 1,319,756 -
as a director on the board of Bobble, effective January 01, 2022, which was duly exercised. Given the
year
shareholding and board seat, the Company had considered Bobble as an associate. As at March 31, 2023, the
Exercisable at the beginning of the - - carrying value of investment in Bobble of INR 1,350.29 million was shown as the deemed cost of investment.
year
Granted during the year 25,057 1,346,552 The Group’s interest in Talent Unlimited Online Services Private Limited is accounted for using the equity
Forfeited during the year 130,368 26,796 method in the consolidated financial statements. The following table illustrates the summarised financial
Exercised during the year - - information of the Group’s investment in Talent Unlimited Online Services Private Limited as at March 31,
2022:
Vested during the year - -
Expired during the year - -
Particulars As at March 31, 2022
Outstanding at the end of the year 1,214,445 1,319,756 Current assets 412.25
Exercisable at the end of the year - - Non-current Assets 185.22
Weighted average remaining con- 2 years, 7 months 3 years, 7 months Current liabilities (99.36)
tractual life (in years) for 11,62,592
Non-Current liabilities (8.42)
options
Net Assets 489.69
Weighted average remaining con- 4 years -
tractual life (in years) for 25,057 Proportion of the Group's ownership interest in the associate 18.02%
options granted during the year Group's ownership interest in the associate 88.24
Add: Goodwill on acquisition (88.24)
c. Stock options granted Carrying amount of interest in associates -

The Black Scholes valuation model has been used for computing the weighted average fair value considering
the following inputs: Particulars For the year ended
March 31, 2022
Total Revenue 91.02
Particulars As at March 31, 2023 As at March 31, 2022
Cost of raw material and components consumed -
Weighted average share price/ 976.05 1,058.27
market price (INR per share) Depreciation & amortization (13.53)
Exercise price (INR per share) 1,050.00 1,050.00 Finance cost (2.51)
(Grant wise) Employee benefit expense (51.27)
Exercise price (INR per share) 990.65 Other expense (50.61)
(Grant wise) for options granted Profit before tax (26.89)
during the year Income tax expense -
Expected volatility 31.00% - 35.00% 31.00% - 35.00% Profit for the year (continuing operations) (26.89)
Life of the options granted Vesting period upto 4 years Vesting period upto 4 years Group’s share of profit for the year (4.85)
(vesting and exercise period) from date of grant. from date of grant.
in years Exercise period within 1 year Exercise period within 1 year Group’s share of loss for the period from April 1, 2022 to May 14, 2022 is INR 7.11 million.
from date of vesting. from date of vesting.
Expected dividends Nil Nil The Company in its board meeting had authorized the management to either divest or invest further in
Average risk-free interest rate 4.40% - 5.50% 4.40% - 5.50% Bobble. Accordingly, the management has classified the investment in Bobble as held for sale in accordance
with Ind AS 105 considering a possibility of divestment. The investment continues to be disclosed as an
d. Effect of the employee option plan on the Statement of Profit or Loss and on its financial position investment held for sale as at March 31, 2023. The Company holds 26.24% stake on fully diluted basis in
Bobble.
Particulars As at March 31, 2023 As at March 31, 2022
Total employee compensation cost 67.52 33.07
pertaining to stock option plan
Liability for employee stock option 66.05 33.07
plan outstanding as at the year end

290 291
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

42. Capitalisation of intangible assets 46. During the previous year, the Company had completed Qualified Institutional Placement (“QIP”) by issuing
1,153,845 equity shares aggregating to INR 5,906.90 million (net of QIP expenses of INR 93.09 million). As at
The Group has capitalized the following expenses of operating nature to the internally developed software. March 31, 2023 the Company has utilised INR 2,524.25 million towards purposes specified in the placement
Consequently, the expenses disclosed under the respective heads are net of amounts capitalized by the document and the balance amount of QIP’s net proceeds remains invested in fixed and other deposits.
Group.
As per our report of even date
Particulars March 31, 2023 March 31, 2022
Salaries, allowances and bonus 533.58 453.60 For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Other cost Chartered Accountants Affle (India) Limited
- Consultancy charges 13.24 ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
-
No.: 101049W/E300004
- Others 143.83 74.15
Total 690.64 527.75 per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia
Partner Managing Director Executive Director
43. Other statutory information Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Place: Gurugram [DIN: 01363666] Place: Gurugram
i. The Group does not have any Benami property, where any proceeding has been initiated or pending Date: May 13, 2023 Place: Singapore Date: May 13, 2023
against the Group for holding any Benami property under the Benami Transactions (Prohibition) Act, Date: May 13, 2023
1988 and rules made thereunder.
Kapil Mohan Bhutani Parmita Choudhury
ii. The Group has balance with the below-mentioned company struck off under section 248 of Chief Financial & Operations Officer Company Secretary
Companies Act, 2013 or section 560 of Companies Act, 1956. Place: Gurugram Membership No.: 26261
Date: May 13, 2023 Place: Gurugram
Name of struck off Name of Balance outstanding Relationship with the Date: May 13, 2023
Company struck off As at Struck off company, if
Company any, to be disclosed
March 31, 2023 March 31, 2022
Aravalli Digital Media Trade 0.16 0.16 None
Private Limited Payables

iii. The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond
the statutory period.

iv. The Group has not traded or invested in Cryptocurrency transactions / balances or Virtual Currency
during the financial year ended March 31, 2023 and March 31, 2022.

v. The Group have not advanced or loaned or invested funds to Intermediaries for further advancing to
any other person(s) or entity(ies), including foreign entities (Intermediaries).

vi. The Group has not received any funds or further advances in form of any fund from any person(s) or
entity(ies), including guarantee to the Ultimate beneficiaries.

44. The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post
employment benefits received Presidential assent in September 2020. The Code has been published in
the Gazette of India. However, the date on which the Code will come into effect has not been notified and
the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code
when it comes into effect and will record any related impact in the period the Code becomes effective.

45. The Group has appointed independent consultants for conducting a transfer pricing study to determine
whether the transactions with associated enterprise were undertaken at “arm length price”. The
management confirms that all domestic and international transactions with associated enterprises are
undertaken at a negotiated contracted price on usual commercial terms and is confident of there being
no adjustment on completion of the study. Adjustment, if any, arising from the transfer pricing study shall
be accounted for as and when the study is completed.

292 293
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

INDEPENDENT AUDITOR’S
standalone financial statements. The results of our audit procedures, including the procedures performed to
address the matters below, provide the basis for our audit opinion on the accompanying standalone financial
statements.

REPORT Key audit matters How our audit addressed the key audit matter
Revenue recognition and recoverability of trade receivables and contract assets (as described in Note 10 and
18 of the standalone financial statements)
The Company derives its revenue mainly from Our audit procedures included the following, amongst
rendering of mobile advertising services using a others:
TO THE MEMBERS OF AFFLE (INDIA) LIMITED in accordance with these requirements and the
Code of Ethics. We believe that the audit evidence network of publishers. The Company recognizes
we have obtained is sufficient and appropriate revenue from its customers at the time of delivery • We obtained an understanding of the systems,
Report on the Audit of the Standalone Financial
to provide a basis for our audit opinion on the of advertisement. We identified revenue recognition processes and controls implemented by the
Statements
standalone financial statements. as a key audit matter because revenue is one of the Company for recording revenues.
Company’s key performance indicators and there • We have tested the operating effectiveness of
Opinion
Emphasis of Matter is an inherent risk around the accuracy of revenue the controls related to revenues and associated
recorded which is dependent upon reconciliations of receivables and contract assets.
We have audited the accompanying standalone
We draw your attention to note 38.1 to the billing data as per Company’s records with those of • For a sample of transactions we performed the
financial statements of Affle (India) Limited (“the
standalone financial statements, which indicate customer. following procedures:
Company”), which comprise the Balance sheet as
that business combination under common control a. assessed the supporting documents including
at March 31 2023, the Statement of Profit and Loss,
has been accounted for using purchase method Further, the Company has a significant balance of inspection of contractual terms and conditions,
including the statement of Other Comprehensive
in accordance with previous GAAP resulting in trade receivables and contract assets amounting to release order from customers, delivery
Income, the Cash Flow Statement and the Statement
recognition of goodwill amounting to INR 59.24 INR 1,495.59 million as at March 31, 2023. The Company documents in the form of email confirmation,
of Changes in Equity for the year then ended,
million as on March 31, 2023 as prescribed under has determined the allowance for credit losses based b. tested the reconciliation of service provided to
and notes to the standalone financial statements,
court scheme instead of using pooling of interest on past experience and adjusted to reflect current the customer with the amount of invoice raised.
including a summary of significant accounting
method as prescribed under Ind AS 103 Business and estimated future economic conditions. • We assessed the Company’s accounting policies
policies and other explanatory information.
Combinations as the approved court scheme will relating to revenue recognition.
prevail over applicable accounting standard. Due to significance of carrying values of trade
In our opinion and to the best of our information
receivables and contract assets and judgments • Our audit procedures on the carrying value of
and according to the explanations given to us, the
Our opinion is not modified in respect of this involved in assessing recoverability of trade trade receivables and contract assets, included
aforesaid standalone financial statements give the
matter. receivables and contract assets and calculating the the following, amongst others:
information required by the Companies Act, 2013,
expected credit losses, this matter was considered
as amended (“the Act”) in the manner so required
Key Audit Matters key audit matter to our audit. • We obtained an understanding of the systems,
and give a true and fair view in conformity with the
processes and controls implemented by the
accounting principles generally accepted in India,
Key audit matters are those matters that, in our Company for recording allowance for credit losses.
of the state of affairs of the Company as at March
professional judgment, were of most significance • We tested the ageing of contract assets and trade
31, 2023, its profit including other comprehensive
in our audit of the standalone financial statements receivables for a sample of invoices;
income its cash flows and the changes in equity for
for the financial year ended March 31, 2023. These • We obtained direct confirmation of trade
the year ended on that date.
matters were addressed in the context of our audit receivables and performed other alternate
of the standalone financial statements as a whole, procedures which included testing of invoice,
Basis for Opinion
and in forming our opinion thereon, and we do testing of customer purchase/release order
not provide a separate opinion on these matters. and subsequent collection of invoices for the
We conducted our audit of the standalone financial
For each matter below, our description of how confirmations not received
statements in accordance with the Standards
our audit addressed the matter is provided in that • We tested billings and receipts after year-end.
on Auditing (SAs), as specified under section
context. • We examined the Company’s assessment of
143(10) of the Act. Our responsibilities under those
recoverability basis historical payment patterns
Standards are further described in the ‘Auditor’s
We have determined the matters described below and macroeconomic information.
Responsibilities for the Audit of the Standalone
to be the key audit matters to be communicated • We tested the management computation of the
Financial Statements’ section of our report. We
in our report. We have fulfilled the responsibilities allowance for credit loss.
are independent of the Company in accordance
with the ‘Code of Ethics’ issued by the Institute of described in the Auditor’s responsibilities for the
Chartered Accountants of India together with the audit of the standalone financial statements section
ethical requirements that are relevant to our audit of our report, including in relation to these matters.
of the financial statements under the provisions Accordingly, our audit included the performance of
of the Act and the Rules thereunder, and we procedures designed to respond to our assessment
have fulfilled our other ethical responsibilities of the risks of material misstatement of the

294 295
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

In connection with our audit of the standalone for overseeing the Company’s financial reporting
Key audit matters How our audit addressed the key audit matter
financial statements, our responsibility is to read process.
Internally generated intangible assets (as described in Note 4 of the standalone financial statements) the other information and, in doing so, consider
The Company recognizes internally generated Our audit procedures included the following, amongst whether such other information is materially Auditor’s Responsibilities for the Audit of the
intangible assets i.e. software and application others: inconsistent with the financial statements or our Standalone Financial Statements
platform amounting to INR 153.01 million. Initial knowledge obtained in the audit or otherwise
recognition is based on assessing each project in • We assessed the management process and appears to be materially misstated. If, based on Our objectives are to obtain reasonable assurance
relation to specific recognition criteria that needs to procedures related to initial recognition criteria the work we have performed, we conclude that about whether the standalone financial statements
be met for capitalization. The assessment involves for intangible assets, allocation of budgets, there is a material misstatement of this other as a whole are free from material misstatement,
management judgment on matters such as technical measurement of time recorded on development information, we are required to report that fact. We whether due to fraud or error, and to issue
feasibility, intention and ability to complete the and establish the basis for capitalization. have nothing to report in this regard. an auditor’s report that includes our opinion.
development of such intangible asset, ability to use or • We tested the amount capitalized from the Reasonable assurance is a high level of assurance,
sell the asset, generation of future economic benefits underlying records and information for expenses; Responsibilities of Management for the Standalone but is not a guarantee that an audit conducted in
and the ability to measure costs reliably. Due to the • We performed inquires with management Financial Statements accordance with SAs will always detect a material
materiality of the assets recognized and the level of regarding key assumptions used and estimates misstatement when it exists. Misstatements can
management judgement involved being significant, made in capitalizing development costs and The Company’s Board of Directors is responsible arise from fraud or error and are considered
initial recognition and measurement of internally assessed those assumptions and estimates. for the matters stated in section 134(5) of the material if, individually or in the aggregate, they
generated intangible assets is a key audit matter. • We also considered the useful economic life Act with respect to the preparation of these could reasonably be expected to influence the
attributed to the assets. standalone financial statements that give a true economic decisions of users taken on the basis of
Impairment of goodwill and other intangible assets (as described in Note 2(x) of the standalone financial and fair view of the financial position, financial these standalone financial statements.
statements) performance including other comprehensive
The Company holds significant amounts of Our audit procedures on impairment test included income, cash flows and changes in equity of the As part of an audit in accordance with SAs, we
goodwill and intangible assets arising from business the following, amongst others: Company in accordance with the accounting exercise professional judgment and maintain
combinations and including self-generated and other principles generally accepted in India, including professional skepticism throughout the audit. We
intangibles, on the balance sheet amounting to INR • We assessed the key information used in the Indian Accounting Standards (Ind AS) also:
288.43 million. Accounting Standard (‘Ind AS’) 36, determining the valuation including the weighted specified under section 133 of the Act read with
“Impairment of Assets requires management to test average cost of capital, cash flow forecasts and the Companies (Indian Accounting Standards) • Identify and assess the risks of material
the goodwill for impairment as part of the non-current the implicit growth. Rules, 2015, as amended. This responsibility also misstatement of the standalone financial
assets of (groups of) Cash Generating Unit (“CGUs”) • We assessed the Company’s valuation includes maintenance of adequate accounting statements, whether due to fraud or error,
to which it is allocated, both annually and if there is a methodology applied in determining the value in records in accordance with the provisions of design and perform audit procedures responsive
trigger for testing. use; the Act for safeguarding of the assets of the to those risks, and obtain audit evidence that is
• We assessed the assumptions used in the cash Company and for preventing and detecting frauds sufficient and appropriate to provide a basis for
Such goodwill and other intangible assets are tested flow forecasts including discount rates, expected and other irregularities; selection and application our opinion. The risk of not detecting a material
for impairment using discounted cash-flow model growth rates and terminal growth rates used; of appropriate accounting policies; making misstatement resulting from fraud is higher
of the CGU’s recoverable value compared to the • We assessed historical accuracy of management’s judgments and estimates that are reasonable than for one resulting from error, as fraud may
carrying value of the assets. A deficit between the budgets and forecasts by comparing them to and prudent; and the design, implementation involve collusion, forgery, intentional omissions,
recoverable value and the CGU’s net assets would actual performance; and maintenance of adequate internal financial misrepresentations, or the override of internal
result in impairment. • We assessed the recoverable value headroom by controls, that were operating effectively for control.
performing sensitivity testing of key assumptions ensuring the accuracy and completeness of the • Obtain an understanding of internal control
The impairment tests were a key audit matter due to used; accounting records, relevant to the preparation relevant to the audit in order to design
the significant judgements and assumptions made • We tested the arithmetical accuracy of the models; and presentation of the standalone financial audit procedures that are appropriate in the
by management which are affected by uncertainties • We also assessed the disclosures given in the statements that give a true and fair view and are circumstances. Under section 143(3)(i) of the
around future market or economic conditions. standalone financial statements for compliance free from material misstatement, whether due to Act, we are also responsible for expressing our
with disclosure requirements under the accounting fraud or error. opinion on whether the Company has adequate
standards. internal financial controls with reference to
In preparing the standalone financial statements, financial statements in place and the operating
Other Information management is responsible for assessing the effectiveness of such controls.
Company’s ability to continue as a going concern, • Evaluate the appropriateness of accounting
The Company’s Board of Directors is responsible for the other information. The other information comprises disclosing, as applicable, matters related to going policies used and the reasonableness of
the information included in the Annual report, but does not include the standalone financial statements and concern and using the going concern basis of accounting estimates and related disclosures
our auditor’s report thereon. accounting unless management either intends to made by management.
liquidate the Company or to cease operations, or • Conclude on the appropriateness of
Our opinion on the standalone financial statements does not cover the other information and we do not has no realistic alternative but to do so. management’s use of the going concern basis
express any form of assurance conclusion thereon. of accounting and, based on the audit evidence
Those Board of Directors are also responsible obtained, whether a material uncertainty exists

296 297
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

related to events or conditions that may cast sub-section (11) of section 143 of the Act, we in its standalone financial statements v. No dividend has been declared or paid
significant doubt on the Company’s ability to give in the “Annexure 1” a statement on the – Refer Note 30(b) to the standalone during the year by the Company.
continue as a going concern. If we conclude that matters specified in paragraphs 3 and 4 of the financial statements;
a material uncertainty exists, we are required Order. vi. As proviso to Rule 3(1) of the Companies
to draw attention in our auditor’s report to the 2. As required by Section 143(3) of the Act, we ii. The Company did not have any long-term (Accounts) Rules, 2014 is applicable for the
related disclosures in the financial statements report that: contracts including derivative contracts for Company only w.e.f. April 1, 2023, reporting
or, if such disclosures are inadequate, to modify a. We have sought and obtained all the which there were any material foreseeable under this clause is not applicable.
our opinion. Our conclusions are based on the information and explanations which to losses;
audit evidence obtained up to the date of our the best of our knowledge and belief were For S.R. Batliboi & Associates LLP
auditor’s report. However, future events or necessary for the purposes of our audit; iii. There were no amounts which were Chartered Accountants
conditions may cause the Company to cease to b. In our opinion, proper books of account required to be transferred to the Investor ICAI Firm Registration Number:
continue as a going concern. as required by law have been kept by the Education and Protection Fund by the 101049W/E300004
• Evaluate the overall presentation, structure and Company so far as it appears from our Company.
content of the standalone financial statements, examination of those books;
including the disclosures, and whether the c. The Balance Sheet, the Statement of Profit iv. a. The management has represented that, per Nikhil Aggarwal
standalone financial statements represent the and Loss including the Statement of Other to the best of its knowledge and belief, Partner
underlying transactions and events in a manner Comprehensive Income, the Cash Flow no funds have been advanced or loaned Membership Number: 504274
that achieves fair presentation. Statement and Statement of Changes in or invested (either from borrowed funds UDIN: 23504274BGXRFC5791
Equity dealt with by this Report are in or share premium or any other sources
We communicate with those charged with agreement with the books of account; or kind of funds) by the Company to or Place of Signature: Gurugram
governance regarding, among other matters, d. In our opinion, the aforesaid standalone in any other person or entity, including Date: May 13, 2023
the planned scope and timing of the audit and financial statements comply with the foreign entities (“Intermediaries”), with
significant audit findings, including any significant Accounting Standards specified under the understanding, whether recorded in
deficiencies in internal control that we identify Section 133 of the Act, read with Companies writing or otherwise, that the Intermediary
during our audit. (Indian Accounting Standards) Rules, 2015, shall, whether, directly or indirectly lend
as amended; or invest in other persons or entities
We also provide those charged with governance with e. On the basis of the written representations identified in any manner whatsoever by
a statement that we have complied with relevant received from the directors as on March or on behalf of the Company (“Ultimate
ethical requirements regarding independence, and 31, 2023 taken on record by the Board of Beneficiaries”) or provide any guarantee,
to communicate with them all relationships and Directors, none of the directors is disqualified security or the like on behalf of the
other matters that may reasonably be thought to as on March 31, 2023 from being appointed Ultimate Beneficiaries;
bear on our independence, and where applicable, as a director in terms of Section 164 (2) of
related safeguards. the Act; b. The management has represented that,
f. With respect to the adequacy of the to the best of its knowledge and belief, no
From the matters communicated with those internal financial controls with reference to funds have been received by the Company
charged with governance, we determine those standalone financial statements and the from any person or entity, including
matters that were of most significance in the operating effectiveness of such controls, foreign entities (“Funding Parties”), with
audit of the standalone financial statements for refer to our separate Report in “Annexure 2” the understanding, whether recorded in
the financial year ended March 31, 2023 and are to this report; writing or otherwise, that the Company
therefore the key audit matters. We describe g. In our opinion, the managerial remuneration shall, whether, directly or indirectly, lend
these matters in our auditor’s report unless law or for the year ended March 31, 2023 has been or invest in other persons or entities
regulation precludes public disclosure about the paid / provided by the Company to its identified in any manner whatsoever by or
matter or when, in extremely rare circumstances, directors in accordance with the provisions on behalf of the Funding Party (“Ultimate
we determine that a matter should not be of section 197 read with Schedule V to the Beneficiaries”) or provide any guarantee,
communicated in our report because the adverse Act; security or the like on behalf of the
consequences of doing so would reasonably be h. With respect to the other matters to be Ultimate Beneficiaries; and
expected to outweigh the public interest benefits included in the Auditor’s Report in accordance
of such communication. with Rule 11 of the Companies (Audit and c. Based on such audit procedures
Auditors) Rules, 2014, as amended in our performed that have been considered
Report on Other Legal and Regulatory opinion and to the best of our information reasonable and appropriate in the
Requirements and according to the explanations given to circumstances, nothing has come to our
us: notice that has caused us to believe that
1. As required by the Companies (Auditor’s the representations under sub-clause (a)
Report) Order, 2020 (“the Order”), issued by i. The Company has disclosed the impact of and (b) contain any material misstatement.
the Central Government of India in terms of pending litigations on its financial position

298 299
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ANNEXURE 1 e. There were no loans or advance in the nature of loan granted to companies which was fallen due
during the year, that have been renewed or extended or fresh loans granted to settle the overdues of
to the Auditor’s Report referred to in paragraph [1] of existing loans given to the same parties.
“Report on Other Legal and Regulatory Requirements” in our report of even date
f. As disclosed in note 31 to the financial statements, the Company has granted loans or advances in the
Re: Affle (India) Limited (“the Company”) nature of loans, either repayable on demand or without specifying any terms or period of repayment
to related parties as defined in clause (76) of section 2 of the Companies Act, 2013. During the year,
i. a. (A) The Company has maintained proper records showing full particulars, including quantitative details the loan has been converted into equity investment.
and situation of Property, Plant and Equipment.
(B) The Company has maintained proper records showing full particulars of intangibles assets. iv. The Company has not advanced loans to directors / to a Company in which the director is interested to
which provisions of section 185 of the Companies Act 2013 apply and hence not commented upon. The
b. Property, Plant and Equipment have been physically verified by the management during the year and Company has made investments and given guarantees in respect of which provisions of section 186 of the
no material discrepancies were identified on such verification. Companies Act, 2013 are applicable have been complied with by the Company.

c. There is no immovable property (other than properties where the Company is the lessee and the v. The Company has neither accepted any deposits from the public nor accepted any amounts which are
lease agreements are duly executed in favour of the lessee), held by the Company and accordingly, the deemed to be deposits within the meaning of sections 73 to 76 of the Companies Act and the rules made
requirement to report on clause 3(i)(c) of the Order is not applicable to the Company. thereunder, to the extent applicable. Accordingly, the requirement to report on clause 3(v) of the Order is
not applicable to the Company.
d. The Company has not revalued its Property, Plant and Equipment (including Right of use assets) or
intangible assets during the year ended March 31, 2023. vi. The Company is not in the business of sale of any goods or provision of such services as prescribed.
Accordingly, the requirement to report on clause 3(vi) of the Order is not applicable to the Company.
e. There are no proceedings initiated or are pending against the Company for holding any benami property
under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder. vii. a. The Company is regular in depositing with appropriate authorities undisputed statutory dues including
goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax,
ii. a. The Company’s business does not require maintenance of inventories and, accordingly, the requirement duty of customs, duty of excise, value added tax, cess and other statutory dues applicable to it.
to report on clause 3(ii)(a) of the Order is not applicable to the Company. According to the information and explanations given to us and based on audit procedures performed
by us, no undisputed amounts payable in respect of these statutory dues were outstanding, at the year
b. As disclosed in note 11 to the financial statements, the Company has been sanctioned working capital end, for a period of more than six months from the date they became payable.
limits in excess of Rs. five crores in aggregate from banks during the year on the basis of security of
current assets of the Company. Based on the records examined by us in the normal course of audit of b. The dues of goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax,
the financial statements, the quarterly statements filed by the Company with such banks are in service tax, duty of custom, duty of excise, value added tax, cess, and other statutory dues have not
agreement with the unaudited books of accounts of the Company. been deposited on account of any dispute, are as follows:

iii. a . During the year the Company has provided loans and stood guarantee to companies as follows: Name of Nature of dues Amount (In Period to which Forum where the dispute is
statute INR million) the amount relates pending
Loans (in INR million) Income Tax Income Tax * 64.88 AY 2017-18 Commissioner of Income
Aggregate amount granted/ provided during the year 775.45 Act, 1961 Tax (Appeals)
- Subsidiaries Income Tax Income Tax 2.15 AY 2020-21 Commissioner of Income
Balance outstanding as at balance sheet date in respect of above cases Nil Act, 1961 Tax (Appeals)
- Subsidiaries
* includes amount paid under protest INR 6.50 million
During the year the Company has not provided loans, advances in the nature of loans, stood guarantee
and provided security to Limited Liability Partnerships or any other parties. viii. The Company has not surrendered or disclosed any transaction, previously unrecorded in the books of
account, in the tax assessments under the Income Tax Act, 1961 as income during the year. Accordingly, the
b. During the year the investments made, guarantees provided and the terms and conditions of the grant requirement to report on clause 3(viii) of the Order is not applicable to the Company.
of all loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships or
any other parties are not prejudicial to the Company’s interest. ix. a. The Company did not have any outstanding loans or borrowings or interest thereon due to any lender
during the year. Accordingly, the requirement to report on clause ix(a) of the Order is not applicable to
c. The Company has granted loan during the year to companies where the schedule of repayment of the Company.
principal and payment of interest has been stipulated. During the year, the loan has been converted into
equity investment. b. The Company has not been declared wilful defaulter by any bank or financial institution or government
or any government authority.
d. There are no amounts of loans and advances in the nature of loans granted to companies, firms, limited
liability partnerships or any other parties which are overdue for more than ninety days.

300 301
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

c. The Company did not have any term loans outstanding during the year hence, the requirement to b. The Company has not conducted any Non-Banking Financial or Housing Finance activities without
report on clause (ix)(c) of the Order is not applicable to the Company. obtained a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve
Bank of India Act, 1934.
d. The Company did not raise any funds during the year hence, the requirement to report on clause (ix) c. The Company is not a Core Investment Company as defined in the regulations made by Reserve
(d) of the Order is not applicable to the Company. Bank of India. Accordingly, the requirement to report on clause 3(xvi) of the Order is not applicable to
the Company.
e. On an overall examination of the financial statements of the Company, the Company has not taken any
funds from any entity or person on account of or to meet the obligations of its subsidiaries and d. There is no Core Investment Company as a part of the Group, hence, the requirement to report on
associates. clause 3(xvi) of the Order is not applicable to the Company.

f. The Company has not raised loans during the year on the pledge of securities held in its subsidiaries or xvii. The Company has not incurred cash losses in the current financial year.
associate companies. Hence, the requirement to report on clause (ix)(f) of the Order is not applicable
to the Company. xviii. There has been no resignation of the statutory auditors during the year and accordingly requirement to
report on Clause 3(xviii) of the Order is not applicable to the Company.
x. a. The Company has not raised any money during the year by way of initial public offer / further public
offer (including debt instruments) hence, the requirement to report on clause 3(x)(a) of the Order is xix. On the basis of the financial ratios disclosed in note 47 to the financial statements, ageing and expected
not applicable to the Company. dates of realization of financial assets and payment of financial liabilities, other information accompanying
the financial statements, our knowledge of the Board of Directors and management plans and based on
b. The Company has not made any preferential allotment or private placement of shares /fully or partially our examination of the evidence supporting the assumptions, nothing has come to our attention, which
or optionally convertible debentures during the year under audit and hence, the requirement to report causes us to believe that any material uncertainty exists as on the date of the audit report that Company
on clause 3(x)(b) of the Order is not applicable to the Company. is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within
a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the
xi. a No fraud/ material fraud by the Company or no fraud / material fraud on the Company has been future viability of the Company. We further state that our reporting is based on the facts up to the date of
noticed or reported during the year. the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a
period of one year from the balance sheet date, will get discharged by the Company as and when they fall
b During the year, no report under sub-section (12) of section 143 of the Companies Act, 2013 has been due.
filed by secretarial auditor or by us in Form ADT – 4 as prescribed under Rule 13 of Companies (Audit
and Auditors) Rules, 2014 with the Central Government. xx. a. In respect of other than ongoing projects, there are no unspent amounts that are required to be
transferred to a fund specified in Schedule VII of the Companies Act (the Act), in compliance with
c. As represented to us by the management, there are no whistle blower complaints received by the second proviso to sub section 5 of section 135 of the Act. This matter has been disclosed in note 24 to
Company during the year. the financial statements.

xii. a. The Company is not a nidhi Company as per the provisions of the Companies Act, 2013. Therefore, the b. There are no unspent amounts in respect of ongoing projects, that are required to be transferred to
requirement to report on clause 3(xii)(a), 3(xii)(b) and 3(xii)(c) of the Order is not applicable to the a special account in compliance of provision of sub section (6) of section 135 of Companies Act. This
Company. matter has been disclosed in note 24 to the financial statements.

xiii. Transactions with the related parties are in compliance with sections 177 and 188 of Companies Act,
2013 where applicable and the details have been disclosed in the notes to the financial statements, as
required by the applicable accounting standards.

xiv. a. The Company has an internal audit system commensurate with the size and nature of its business. For S.R. Batliboi & Associates LLP
Chartered Accountants
b. The internal audit reports of the Company issued till the date of the audit report, for the period under ICAI Firm Registration Number:
audit have been considered by us. 101049W/E300004

xv. The Company has not entered into any non-cash transactions with its directors or persons connected
with its directors and hence requirement to report on clause 3(xv) of the Order is not applicable to the
Company. per Nikhil Aggarwal
Partner
xvi. a. The provisions of section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) are not applicable to Membership Number: 504274
the Company. Accordingly, the requirement to report on clause (xvi)(a) of the Order is not applicable UDIN: 23504274BGXRFC5791
to the Company.
Place of Signature: Gurugram
Date: May 13, 2023

302 303
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Annexure 2 whether adequate internal financial controls with assets that could have a material effect on the Opinion
reference to these standalone financial statements financial statements.
to the Independent Auditor’s Report was established and maintained and if such controls In our opinion, the Company has, in all material
of even date on the Standalone Financial operated effectively in all material respects. Inherent Limitations of Internal Financial Controls respects, adequate internal financial controls with
Statements of Affle (India) Limited With Reference to Standalone Financial Statements reference to standalone financial statements and
Our audit involves performing procedures to such internal financial controls with reference to
Report on the Internal Financial Controls under obtain audit evidence about the adequacy of the Because of the inherent limitations of internal standalone financial statements were operating
Clause (i) of Sub-section 3 of Section 143 of the internal financial controls with reference to these financial controls with reference to standalone effectively as at March 31, 2023, based on the
Companies Act, 2013 (“the Act”) standalone financial statements and their operating financial statements, including the possibility of internal control over financial reporting criteria
effectiveness. Our audit of internal financial collusion or improper management override of established by the Company considering the
We have audited the internal financial controls controls with reference to standalone financial controls, material misstatements due to error essential components of internal control stated in
with reference to standalone financial statements statements included obtaining an understanding or fraud may occur and not be detected. Also, the Guidance Note issued by the ICAI.
of Affle (India) Limited (“the Company”) as of of internal financial controls with reference to these projections of any evaluation of the internal
March 31, 2023 in conjunction with our audit of the standalone financial statements, assessing the risk financial controls with reference to standalone
standalone financial statements of the Company that a material weakness exists, and testing and financial statements to future periods are subject
for the year ended on that date. evaluating the design and operating effectiveness to the risk that the internal financial control with For S.R. Batliboi & Associates LLP
of internal control based on the assessed risk. reference to standalone financial statements Chartered Accountants
Management’s Responsibility for Internal Financial The procedures selected depend on the auditor’s may become inadequate because of changes in ICAI Firm Registration Number:
Controls judgement, including the assessment of the risks of conditions, or that the degree of compliance with 101049W/E300004
material misstatement of the financial statements, the policies or procedures may deteriorate.
The Company’s Management is responsible for whether due to fraud or error.
establishing and maintaining internal financial per Nikhil Aggarwal
controls based on the internal control over We believe that the audit evidence we have Partner
financial reporting criteria established by the obtained is sufficient and appropriate to provide Membership Number: 504274
Company considering the essential components a basis for our audit opinion on the Company’s UDIN: 23504274BGXRFC5791
of internal control stated in the Guidance Note internal financial controls with reference to these
on Audit of Internal Financial Controls Over standalone financial statements. Place of Signature: Gurugram
Financial Reporting issued by the Institute of Date: May 13, 2023
Chartered Accountants of India (“ICAI”). These Meaning of Internal Financial Controls With
responsibilities include the design, implementation Reference to these Standalone Financial
and maintenance of adequate internal financial Statements
controls that were operating effectively for ensuring
the orderly and efficient conduct of its business, A company’s internal financial controls with
including adherence to the Company’s policies, reference to standalone financial statements is a
the safeguarding of its assets, the prevention and process designed to provide reasonable assurance
detection of frauds and errors, the accuracy and regarding the reliability of financial reporting
completeness of the accounting records, and the and the preparation of financial statements for
timely preparation of reliable financial information, external purposes in accordance with generally
as required under the Companies Act, 2013. accepted accounting principles. A company’s
internal financial controls with reference to
Auditor’s Responsibility standalone financial statements includes those
policies and procedures that (1) pertain to the
Our responsibility is to express an opinion on the maintenance of records that, in reasonable detail,
Company’s internal financial controls with reference accurately and fairly reflect the transactions and
to these standalone financial statements based on dispositions of the assets of the company; (2)
our audit. We conducted our audit in accordance provide reasonable assurance that transactions
with the Guidance Note on Audit of Internal are recorded as necessary to permit preparation of
Financial Controls Over Financial Reporting (the financial statements in accordance with generally
“Guidance Note”) and the Standards on Auditing, accepted accounting principles, and that receipts
as specified under section 143(10) of the Act, to the and expenditures of the company are being
extent applicable to an audit of internal financial made only in accordance with authorisations
controls, both issued by ICAI. Those Standards of management and directors of the company;
and the Guidance Note require that we comply and (3) provide reasonable assurance regarding
with ethical requirements and plan and perform prevention or timely detection of unauthorised
the audit to obtain reasonable assurance about acquisition, use, or disposition of the company’s

304 305
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

STANDALONE Particulars Notes


As at
March 31, 2023 March 31, 2022
LIABILITIES

BALANCE SHEET IV. Non-current liabilities


(a) Financial liabilities
as at March 31, 2023 (i) Lease liabilities 29 2.06 -
(b) Provisions 14 19.19 18.37
(c) Deferred tax liabilities (net) 8 30.60 36.69
As at Total non-current liabilities 51.85 55.06
Particulars Notes March 31, 2023 March 31, 2022
V. Current liabilities
ASSETS
(a) Contract liabilities 18 2.07 2.73
I. Non-current assets
(b) Financial liabilities
(a) Property, plant and equipment 3 11.45 14.29
(i) Trade payables
(b) Right-of-use assets 29 6.55 -
(c) Goodwill 4 134.38 134.38 - total outstanding dues of micro enterprises 15 30.48 42.25
and small enterprises
(d) Intangible assets 4 148.88 125.87
- total outstanding dues of creditors other 15 1,708.26 1,451.29
(e) Intangible assets under development 4 5.17 35.15
than micro enterprises and small enterprises
(f) Investment in associate 5(b) - 1,350.29
(ii) Lease liabilities 29 4.49 -
(g) Financial assets
(iii) Other financial liabilities 16 50.39 44.94
(i) Investments 5(a) 2,848.05 2,161.40
(c) Provisions 14 8.50 6.37
(ii) Loans 6 5.73 -
(d) Other current liabilities 17 107.76 138.34
(iii) Other financial assets 7 10.47 4.57
(h) Income tax assets (net) 12 80.46 45.25 Total current liabilities 1,911.95 1,685.92
Total non-current assets 3,251.14 3,871.20 Total equity and liabilities (III + IV + V) 11,054.51 10,178.60
II. Current assets
(a) Contract assets (net) 18 511.47 410.54 Summary of significant accounting policies 2
(b) Investment held for sale 1,350.29 -
As per our report of even date
(c) Financial assets
(i) Trade receivables (net) 10 984.12 874.47 For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
(ii) Cash and cash equivalent 11 1,693.54 1,965.35 Chartered Accountants Affle (India) Limited
(iii) Other bank balance other than (ii) above 11 3,136.95 2,883.03 ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
(iv) Loans 6 8.63 3.00 No.: 101049W/E300004
(v) Other financial assets 7 60.18 8.89
per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia
(d) Other current assets 9 58.20 162.12
Partner Managing Director Executive Director
Total current assets 7,803.38 6,307.40
Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Total Assets (I + II) 11,054.52 10,178.60 Place: Gurugram [DIN: 01363666] Place: Gurugram
EQUITY AND LIABILITIES Date: May 13, 2023 Place: Singapore Date: May 13, 2023
III. EQUITY Date: May 13, 2023
(a) Equity share capital 13(a) 266.35 266.50
(b) Other equity Kapil Mohan Bhutani Parmita Choudhury
Chief Financial & Operations Officer Company Secretary
Retained earnings 13(b) 2,065.24 1,397.12
[DIN: 00554760] Membership No.: 26261
Securities premium 13(b) 6,740.93 6,740.93 Place: Gurugram Place: Gurugram
Treasury shares 13(b) (80.93) - Date: May 13, 2023 Date: May 13, 2023
Share based payments reserves 13(b) 99.12 33.07
9,090.71 8,437.62

306 307
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

STANDALONE STATEMENT OF
Summary of significant accounting policies 2

As per our report of even date

PROFIT AND LOSS For S. R. Batliboi & Associates LLP


Chartered Accountants
For and on behalf of the Board of Directors of
Affle (India) Limited
for the year ended March 31, 2023 ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
No.: 101049W/E300004

per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia


Partner Managing Director Executive Director
Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Place: Gurugram [DIN: 01363666] Place: Gurugram
For the year ended
Date: May 13, 2023 Place: Singapore Date: May 13, 2023
Particulars Notes March 31, 2023 March 31, 2022 Date: May 13, 2023
I. Revenue
Revenue from contracts with customers 18 4,947.97 3,975.21 Kapil Mohan Bhutani Parmita Choudhury
Other income 19 225.69 311.82 Chief Financial & Operations Officer Company Secretary
Total revenue 5,173.66 4,287.03 [DIN: 00554760] Membership No.: 26261
Place: Gurugram Place: Gurugram
II. Expense
Date: May 13, 2023 Date: May 13, 2023
Inventory and data costs 20 3,071.58 2,457.87
Employee benefits expense 21 469.38 441.56
Finance costs 22 1.97 6.53
Depreciation and amortisation expense 23 74.43 72.87
Other expenses 24 655.89 549.98
Total expense 4,273.25 3,528.81
III. Profit before tax 900.41 758.22
IV. Tax expense: 8
Current tax 237.50 180.48
Adjustment of tax relating to earlier periods - (0.77)
Deferred tax charge (5.87) 13.03
Total tax expense 231.63 192.74
V. Profit for the year 668.78 565.48
VI. Other comprehensive income
Items that will not be reclassified to profit or loss in 25
subsequent years
Re-measurement gain / (loss) on defined benefit plans (0.87) 0.36
Income tax effect 0.22 (0.09)
Other comprehensive income / (loss) income net of tax (0.65) 0.27
VII. Total comprehensive income for the year 668.13 565.75
VIII. Earnings per equity share
(face value INR 2/- per equity share):
(1) Basic 26 5.02 4.26
(2) Diluted 26 5.02 4.26

308 309
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

STANDALONE STATEMENT OF Particulars


For the year ended
March 31, 2023 March 31, 2022
B. Cash flow from investing activities:

CASH FLOWS Purchase of property, plant and equipments, other intangible


assets including intangible assets under development
(63.14) (56.47)

for the year ended March 31, 2023 Investments in bank deposits (having original maturity of (5,348.21) (10,066.87)
more than three months)
Redemption of bank deposits (having original maturity of 5,094.29 7,324.80
more than three months)
Payment of subscription money towards investment in (236.36) (1,337.96)
subsidiary
For the year ended Investment in associate (refer note 45) - (753.48)
Particulars March 31, 2023 March 31, 2022 Interest income 136.80 161.92
A. Cash flow from operating activities Loan given to related party (787.95) -
Profit before tax 900.41 758.22 Loan received back from related party 387.73 -
Adjustments for : Gain/Loss on overnight fund 22.97 -
Depreciation and amortisation expense 74.43 72.87
Net cash flow used in investing activities (B) (793.87) (4,728.06)
Interest on lease liabilities 0.21 0.65 C. Cash flow from financing activities:
Impairment allowance of trade receivables and contract assets 30.18 19.61 Interest expense (0.01) -
Liabilities written back (2.23) (3.76) Interest on lease liabilities (0.21) (0.65)
Loss on disposal of property, plant and equipments (net) 0.07 0.02 Payment of principal portion of lease liabilities (1.21) (2.48)
Interest income (190.72) (161.99) Acquistion of treasury shares (81.08) -
Interest expense 0.30 3.68 Proceeds from QIP (net of issue expenses) - 5,906.91
Unrealised foreign exchange loss/(gain) 9.45 (0.16) Net cash flow generated/(used in) from financing activities (C) (82.51) 5,903.78
Advances written off 1.18 3.86 Net change in cash and cash equivalent (A+B+C) (282.92) 1,763.48
Fair value gain on financial instruments - (146.07) Net foreign exchange difference 1.65 (0.13)
Share based payments 25.71 12.83 Impact of reinstatement of time deposits 9.46 -
Gain/Loss on overnight fund (32.43) - Cash and cash equivalent as at the beginning of the year 1,965.35 202.00
Operating profit before working capital changes 816.56 559.76 Cash and cash equivalent as at the end of the period 1,693.54 1,965.35
Change in working capital: Components of cash and cash equivalent:
(Increase) in contract assets (101.66) (124.20) Balance with banks
(Increase) in trade receivables (138.69) (195.70) - On current account 222.55 964.41
(Increase)/Decrease in financial assets (2.47) 6.96 Deposits with original maturity for less than three months 1,470.89 1,000.84
Decrease/(Increase) in other current assets 102.74 (117.86) Cash in hand 0.10 0.10
(Decrease) in contract liabilities (0.41) (0.08) Total cash and cash equivalent (refer note 11) 1,693.54 1,965.35
Increase in trade payables 213.06 584.15
Increase in other financial liabilities 5.47 0.87
(Decrease)/Increase in other current liabilities (30.58) 94.25
Increase in provisions 2.15 3.42
Net cash generated from operations 866.17 811.57
Direct taxes paid (net of refunds) (272.71) (223.81)
Net cash flow generated from operating activities (A) 593.46 587.76

310 311
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

STANDALONE STATEMENT OF
The reconciliation between the opening and the closing balances in the balance sheet for liabilities arising from
financing activities is as follows:

CHANGES IN EQUITY
For the year ended March 31, 2023

Particulars March 31, Cash Other non-cash adjustments March 31,


2022 flows Lease liability Accretion of 2023 for the year ended March 31, 2023
written back interest
during the year
Current lease liabilities - (3.48) - 0.21 4.49
Non-current lease liabilities - 2.06 - - 2.06
Total liabilities from financing a. Equity Share Capital
activities - (1.42) - 0.21 6.55
Particulars Number of shares Amount (INR)
For the year ended March 31, 2022 Balance as at April 1, 2021 25,496,367 254.96
Issued during the year 1,153,845 11.54
Particulars March 31, Cash Other non-cash adjustments March 31,
Shares issued pursuant to stock split (refer note 13(a)) 106,600,848 -
2021 flows Rebate received Accretion of 2022
Balance as at March 31, 2022 133,251,060 266.50
during the period interest
Current lease liabilities 7.50 2.38 10.53 0.65 -
Balance as at April 1, 2022 133,251,060 266.50
Non-current lease liabilities 5.51 (5.51) - - -
Less: Treasury shares held by ESOP trust 77,001 0.15
Total liabilities from financing
activities 13.01 (3.13) 10.53 0.65 -
Balance as at March 31, 2023 133,174,059 266.35
Summary of significant accounting policies 2

As per our report of even date

For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Chartered Accountants Affle (India) Limited
ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
No.: 101049W/E300004

per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia


Partner Managing Director Executive Director
Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
Place: Gurugram [DIN: 01363666] Place: Gurugram
Date: May 13, 2023 Place: Singapore Date: May 13, 2023
Date: May 13, 2023

Kapil Mohan Bhutani Parmita Choudhury


Chief Financial & Operations Officer Company Secretary
[DIN: 00554760] Membership No.: 26261
Place: Gurugram Place: Gurugram
Date: May 13, 2023 Date: May 13, 2023

312 313
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated)

NOTES FORMING PART OF


b. Other Equity

Reserves and surplus Total


Particulars Retained
earnings
Share based
payments reserve
Treasury
shares
Securities
premium
other
equity STANDALONE FINANCIAL
STATEMENTS
Balance as at April 01, 2021 831.37 - - 845.56 1,676.93
Profit for the year 565.48 - - - 565.48
Other comprehensive income 0.27 - - - 0.27 for the year ended March 31, 2023
Share based payments - 33.07 - - 33.07
Issue of share capital - - - 5,988.46 5,988.46
(refer note 44) 1. CORPORATE INFORMATION revision to an existing accounting standard
Transaction cost for issued - - - (93.09) (93.09) requires a change in the accounting policy
share capital (refer note 44) Affle (India) Limited (“the Company”), is a hitherto in use.
Balance as at March 31, 2022 1,397.12 33.07 - 6,740.93 8,171.12 public limited Company, domiciled in India,
Balance as at April 01, 2022 1,397.12 33.07 - 6,740.93 8,171.12 incorporated under the provisions of the The financial statements have been prepared
Companies Act, 1956, and is a subsidiary of on an accrual basis as a going concern and
Profit for the year 668.78 - - - 668.78 under the historical cost convention, except
Affle Holdings Pte Ltd. The Company was
Other comprehensive income (0.65) - - - (0.65) incorporated on August 18, 1994. The shares for certain financial assets and financial
Acquisition of treasury shares - - (80.93) - (80.93) got listed on National Stock Exchange Limited liabilities that are measured at fair value as
Share based payments - 66.05 - - 66.05 and Bombay Stock Exchange Limited on required under relevant Ind AS.
expense (refer note 39) August 08, 2019. The Company is engaged
in providing mobile advertisement services The financial statements are presented
Balance as at March 31, 2023 2,065.25 99.12 (80.93) 6,740.93 8,824.37
through information technology and software in Indian rupees (INR) and all values are
development services for mobiles. rounded to the nearest millions up to two
Summary of significant accounting policies (refer note 2) decimals, except when otherwise stated.
The registered office of the Company is situated
As per our report of even date at A47, Lower Ground Floor, Hauz Khas, Off The financial statements provide comparative
Amar Bhawan, New Delhi-110016. The principal information in respect of the previous year.
For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of place of business is in Haryana, India.
Chartered Accountants Affle (India) Limited ii. Business combinations under common
ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172 These financial statements were authorized control
No.: 101049W/E300004 for issue in accordance with the resolution of
directors on May 13, 2023. Common control business combination
per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia means a business combination involving
Partner Managing Director Executive Director 2. SUMMARY OF SIGNIFICANT ACCOUNTING entities or businesses in which all the
Membership No.: 504274 & Chief Executive Officer [DIN: 08234884] POLICIES combining entities or businesses are
Place: Gurugram [DIN: 01363666] Place: Gurugram ultimately controlled by the same party both
Date: May 13, 2023 Place: Singapore Date: May 13, 2023 i. Basis of preparation of financial statements before and after the business combination,
Date: May 13, 2023 and that control is not transitory.
The financial statements of the Company have
Kapil Mohan Bhutani Parmita Choudhury been prepared and presented in accordance The Company accounts for its business
Chief Financial & Operations Officer Company Secretary with Indian Accounting Standards (Ind combination under common control using
[DIN: 00554760] Membership No.: 26261 AS) notified under the Companies (Indian pooling of interest method of accounting as
Place: Gurugram Place: Gurugram Accounting Standards) Rules, 2015 as per Appendix C of Ind AS 103. Acquisition
Date: May 13, 2023 Date: May 13, 2023 amended from time to time and presentation related costs are recognized in the statement
requirements of Division II of Schedule III to of profit and loss as incurred. The acquiree’s
the Companies Act, 2013, (Ind AS compliant identifiable assets, liabilities and contingent
Schedule III), as applicable to the financial liabilities that meet the definition for
statements. recognition are recognized at their carrying
amount at the acquisition date.
Accounting policies have been consistently
applied except where a newly issued Transferor’s reserves are preserved and
accounting standard is initially adopted or a appear in the financial statements of the

314 315
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

transferee in the same form in which they at fair value or at the proportionate share When the Company acquires a business, it net assets acquired over the aggregate
appear in the financial statements of the of the acquiree’s identifiable net assets. assesses the financial assets and liabilities consideration transferred, then the gain is
transferor. Acquisition date is the beginning Acquisition-related costs are expensed as assumed for appropriate classification recognized in other comprehensive income
of the preceding period in case the common incurred. and designation in accordance with the (OCI) and accumulated in equity as capital
control is established prior to such date. contractual terms, economic circumstances reserve. However, if there is no clear evidence
However, if business combination had At the acquisition date, the identifiable and pertinent conditions as at the acquisition of bargain purchase, the entity recognizes
occurred after such date, the acquisition assets acquired, and the liabilities assumed date. This includes the separation of the gain directly in equity as capital reserve,
date shall be considered only from that date. are recognized at their acquisition date embedded derivatives in host contracts by without routing the same through OCI.
fair values. For this purpose, the liabilities the acquiree.
The financial statements incorporate the assumed include contingent liabilities After initial recognition, goodwill is
financial statements of the combining representing present obligation and they If the business combination is achieved in measured at cost less any accumulated
entities or businesses in which the common are measured at their acquisition fair values stages, any previously held equity interest is impairment losses. For the purpose of
control combination occurs as if they had irrespective of the fact that outflow of re-measured at its acquisition date fair value impairment testing, goodwill acquired in a
been combined from the date when the resources embodying economic benefits and any resulting gain or loss is recognized business combination is, from the acquisition
combining entities or businesses first came is not probable. However, the following in profit or loss or other comprehensive date, allocated to each of the Company’s
under the control of the controlling party. assets and liabilities acquired in a business income, as appropriate. cash-generating units that are expected to
combination are measured at the basis benefit from the combination, irrespective
indicated below: Any contingent consideration to be of whether other assets or liabilities of the
The income statement includes the results of transferred by the acquirer is recognized at acquiree are assigned to those units.
each of the combining entities or businesses a. Deferred tax assets or liabilities, and the fair value at the acquisition date. Contingent
from the earliest date presented or since assets or liabilities related to employee consideration classified as an asset or liability A cash generating unit to which goodwill
the date when the combining entities or benefit arrangements are recognized that is a financial instrument and within the has been allocated is tested for impairment
businesses first came under the common and measured in accordance with Ind AS scope of Ind AS 109 Financial Instruments, annually, or more frequently when there is
control, where there is a shorter period, 12 Income Tax and Ind AS 19 Employee is measured at fair value with changes in an indication that the unit may be impaired.
regardless of the date of the common control Benefits respectively. fair value recognized in profit or loss. If the If the recoverable amount of the cash
combination. contingent consideration is not within the generating unit is less than its carrying
b. Potential tax effects of temporary scope of Ind AS 109 Financial Instruments, amount, the impairment loss is allocated
The comparative amounts in the financial differences and carry forwards of an is measured at fair value with changes in first to reduce the carrying amount of any
statements are presented as if the entities acquiree that exist at the acquisition date fair value recognised in profit or loss in goodwill allocated to the unit and then to
or businesses had been combined at the or arise as a result of the acquisition are accordance with Ind AS 109. If the contingent the other assets of the unit pro rata based
previous balance sheet date or when they accounted in accordance with Ind AS 12. consideration is not within the scope of Ind on the carrying amount of each asset in the
first came under common control, whichever AS 109, it is measured in accordance with the unit. Any impairment loss for goodwill is
is shorter. c. Liabilities or equity instruments related appropriate Ind AS and shall be recognised recognized in profit or loss. An impairment
to share based payment arrangements of in profit or loss. loss recognized for goodwill is not reversed
Transaction costs, including professional the acquiree or share – based payments in subsequent periods.
fees, registration fees, costs of furnishing arrangements of the Company entered Contingent consideration that is classified
information to shareholders, costs or into to replace share-based payment as equity is not re-measured at subsequent Where goodwill has been allocated to
losses incurred in combining operations of arrangements of the acquiree are reporting dates and subsequent its a cash-generating unit and part of the
the previously separate businesses, etc., measured in accordance with Ind AS 102 settlement is accounted for within equity. operation within that unit is disposed of,
incurred in relation to the common control Share-based Payments at the acquisition the goodwill associated with the disposed
combination that is to be accounted for by date. Goodwill is initially measured at cost, operation is included in the carrying amount
using merger accounting is recognised as an being the excess of the aggregate of the of the operation when determining the gain
expense in the year in which it is incurred. d. Assets (or disposal groups) that are consideration transferred and the amount or loss on disposal. Goodwill disposed in
classified as held for sale in accordance recognized for non-controlling interests, these circumstances is measured based on
iii. Business combinations and goodwill with Ind AS 105 Non-current Assets Held and any previous interest held, over the net the relative values of the disposed operation
for Sale and Discontinued Operations identifiable assets acquired and liabilities and the portion of the cash-generating unit
Business combinations are accounted for are measured in accordance with that assumed. If the fair value of the net assets retained.
using the acquisition method. The cost of an Standard. acquired is in excess of the aggregate
acquisition is measured as the aggregate of consideration transferred, the Company re- If the initial accounting for a business
the consideration transferred measured at e. Reacquired rights are measured at a value assesses whether it has correctly identified all combination is incomplete by the end of the
acquisition date fair value and the amount determined on the basis of the remaining of the assets acquired and all of the liabilities reporting period in which the combination
of any non-controlling interests in the contractual term of the related contract. assumed and reviews the procedures used occurs, the Company reports provisional
acquiree. For each business combination, Such valuation does not consider to measure the amounts to be recognized amounts for the items for which the
the Company elects whether to measure potential renewal of the reacquired right. at the acquisition date. If the reassessment accounting is incomplete. Those provisional
the non-controlling interests in the acquiree still results in an excess of the fair value of amounts are adjusted through goodwill

316 317
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

during the measurement period, or additional v. Property, plant and equipment to provide depreciation on its property, plant Intangible assets with indefinite useful
assets or liabilities are recognized, to reflect and equipment: lives are not amortised, but are tested for
new information obtained about facts and Property, plant and equipment are stated impairment annually, either individually
circumstances that existed at the acquisition at cost, net of accumulated depreciation Asset Category Useful lives estimated or at the cash-generating unit level. The
date that, if known, would have affected and accumulated impairment losses, if any. by management assessment of indefinite life is reviewed
the amounts recognized at that date. These The cost comprises purchase price and annually to determine whether the indefinite
Computers 3 years
adjustments are called as measurement other directly attributable cost incurred in life continues to be supportable. If not, the
period adjustments. The measurement bringing the asset to its working condition Office equipments 2-5 years change in useful life from indefinite to finite
period does not exceed one year from the for the intended use and initial estimate Furniture and 10 years is made on a prospective basis.
acquisition date. of decommissioning, restoring and similar fixtures
liabilities. Any trade discounts and rebates Motor vehicles 8 years An intangible asset is derecognised upon
iv. Current versus non-current classification are deducted in arriving at the purchase disposal (i.e., at the date the recipient
price. All other repair and maintenance costs The residual values, useful lives and methods obtains control) or when no future economic
The Company presents assets and liabilities are recognized in profit or loss as incurred. of depreciation of property, plant and benefits are expected from its use or disposal.
in the balance sheet based on current/ non- equipment are reviewed at each financial Gains or losses arising from derecognition
current classification. Subsequent costs are capitalized on the year end and adjusted prospectively, if of an intangible asset are measured as the
carrying amount or recognized as a separate appropriate. difference between the net disposal proceeds
An asset is treated as current when it is: asset, as appropriate, only when future and the carrying amount of the asset and
economic benefits associated with the item vii. Intangible assets are recognized in the statement of profit and
• Expected to be realized or intended to are probable to flow to the Company and loss when the asset is derecognized.
be sold or consumed in normal operating cost of the item can be measured reliably. Intangible assets acquired separately are
cycle measured on initial recognition at cost. Research and development costs
• Held primarily for the purpose of trading A revaluation surplus is recorded in OCI The cost of intangible assets acquired in a
• Expected to be realized within twelve and credited to the revaluation surplus business combination is their fair value at Research costs are expensed as incurred.
months after the reporting period, or in equity. However, to the extent that it the date of acquisition. Following initial Development expenditure incurred on
• Cash or cash equivalent unless restricted reverses a revaluation deficit of the same recognition, intangible assets are carried an individual project is recognized as an
from being exchanged or used to settle asset previously recognised in profit or loss, at cost less accumulated amortization. intangible asset when the Company can
a liability for at least twelve months after the increase is recognised in profit or loss. Internally generated intangible assets, demonstrate all the following:
the reporting period A revaluation deficit is recognised in the excluding capitalized development costs, are
statement of profit and loss, except to the not capitalized and expenditure is reflected • The technical feasibility of completing the
All other assets are classified as non-current. extent that it offsets an existing surplus on in the statement of profit and loss in the year intangible asset so that it will be available
the same asset recognised in the revaluation in which the expenditure is incurred. for use or sale
A liability is current when: surplus. • Its intention to complete the asset
The useful lives of intangible assets are • Its ability to use or sell the asset
• It is expected to be settled in normal The gain or loss arising on the disposal or assessed as either finite or indefinite • How the asset will generate future
operating cycle retirement of an item of property, plant and economic benefits
• It is held primarily for the purpose of equipment is determined as the difference Intangible assets with finite lives are • The availability of adequate resources to
trading between the sales proceeds and the carrying amortised over the useful economic life and complete the development and to use or
• It is due to be settled within twelve amount of the asset and is recognized in the assessed for impairment whenever there is sell the asset
months after the reporting period, or statement of profit and loss on the date of an indication that the intangible asset may • The ability to measure reliably the
• There is no unconditional right to defer disposal or retirement. be impaired. The amortisation period and expenditure attributable to the intangible
the settlement of the liability for at least the amortisation method for an intangible asset during development.
twelve months after the reporting period vi. Depreciation on property, plant and asset with a finite useful life are reviewed
equipment at least at the end of each reporting period. Following the initial recognition of the
The Company classifies all other liabilities as Changes in the expected useful life or the development expenditure as an asset, the
non-current. Depreciation on property, plant and expected pattern of consumption of future cost model is applied requiring the asset
equipment is calculated on a pro-rata basis economic benefits embodied in the asset to be carried at cost less any accumulated
Deferred tax assets and liabilities are from the date on which the asset is ready are considered to modify the amortisation amortization and accumulated impairment
classified as non-current assets and liabilities. to use, using written down value method period or method, as appropriate, and are losses. Amortization of the asset begins
(“WDV”) over the useful lives of the assets treated as changes in accounting estimates. when development is complete, and the
The operating cycle is the time between the estimated by the management, which are in The amortisation expense on intangible asset is available for use. It is amortized
acquisition of assets for processing and their line with the useful lives prescribed under assets with finite lives is recognised in the on a straight-line basis over the period of
realization in cash and cash equivalents. The Schedule II to the Companies Act, 2013. statement of profit and loss unless such expected future benefit from the related
Company has identified twelve months as its expenditure forms part of carrying value of project. Amortization is recognized in the
operating cycle. The Company has used the following rates another asset. statement of profit and loss. During the

318 319
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

period of development, the asset is tested a. Right-of-use assets – The Company of lease liabilities is increased to reflect leases. Finance lease income is allocated to
for impairment annually. recognises right-of-use assets at the the accretion of interest and reduced for accounting periods so as to reflect a constant
commencement date of the lease the lease payments made. In addition, periodic rate of return on the net investment
A summary of amortization periods applied (i.e., the date the underlying asset is the carrying amount of lease liabilities is outstanding in respect of the lease.
to the Company’s intangible assets is as available for use). Right-of-use assets are remeasured if there is a modification, a
below: measured at cost, less any accumulated change in the lease term, a change in the x. Impairment of non-financial assets
depreciation and impairment losses, and lease payments (e.g., changes to future
Asset Category Useful lives estimated adjusted for any remeasurement of lease payments resulting from a change in an The Company assesses at each reporting
by management liabilities. The cost of right-of-use assets index or rate used to determine such lease date whether there is an indication that an
includes the amount of lease liabilities payments) or a change in the assessment asset may be impaired. If any indication
Computer 5 years
recognised, initial direct costs incurred, of an option to purchase the underlying exists, or when annual impairment testing for
software
and lease payments made at or before asset. an asset is required, the Company estimates
Software 4 years the commencement date less any lease the asset’s recoverable amount. An asset’s
application incentives received. Right of use assets The Company’s lease liabilities are recoverable amount is the higher of an
development are depreciated on a straight line basis included in financial liabilities (refer note asset’s or cash-generating unit’s (CGU) fair
over the period of lease term (refer note 29). value less costs of disposal and its value in
viii. Borrowing costs 29). use. The recoverable amount is determined
c. Short-term leases and leases of low-value for an individual asset, unless the asset does
Borrowing costs directly attributable to the If ownership of the leased asset transfers assets - The Company applies the short- not generate cash inflows that are largely
acquisition, construction or production of to the Company at the end of the lease term lease recognition exemption to its independent of those from other assets or
an asset that necessarily takes a substantial term or the cost reflects the exercise short-term leases of rent on property and groups of assets. Where the carrying amount
period of time to get ready for its intended of a purchase option, depreciation is on rent of computer equipment (i.e., those of an asset or CGU exceeds its recoverable
use or sale are capitalized as part of the cost calculated using the estimated useful life leases that have a lease term of 12 months amount, the asset is considered impaired and
of the asset. All other borrowing costs are of the asset. or less from the commencement date is written down to its recoverable amount.
expensed in the period in which they occur. and do not contain a purchase option). It
Borrowing costs consist of interest and other The right-of-use assets are also subject also applies the lease of low-value assets In assessing value in use, the estimated future
costs that an entity incurs in connection with to impairment. Refer to the accounting recognition exemption to leases of office cash flows are discounted to their present
the borrowing of funds. Borrowing cost also policies in section (x) Impairment of non- equipment that are considered to be low value using a pre-tax discount rate that
includes exchange differences to the extent financial assets. value. Lease payments on short-term reflects current market assessments of the
regarded as an adjustment to the borrowing leases and leases of low-value assets are time value of money and the risks specific to
costs. b. Lease Liabilities – At the commencement recognised as expense on a straight-line the asset. In determining fair value less costs
date of the lease, the Company basis over the lease term. of disposal, recent market transactions are
ix. Leases recognises lease liabilities measured at taken into account. If no such transactions
the present value of lease payments to be Company as a lessor can be identified, an appropriate valuation
The determination of whether an made over the lease term. The effective model is used. These calculations are
arrangement is, or contains a lease is based interest rate for the lease liabilities is 9% Leases in which the Company does not corroborated by valuation multiples, quoted
on the substance of the arrangement at the per annum. The lease payments include transfer substantially all the risks and share prices for publicly traded companies
inception of the lease. The arrangement fixed payments (including in substance rewards incidental to ownership of an or other available fair value indicators.
is, or contains, a lease if fulfilment of the fixed payments) less any lease incentives asset is classified as operating leases.
arrangement is dependent on the use of a receivable, variable lease payments that Rental income arising is accounted for on a The Company bases its impairment
specific asset or assets and the arrangement depend on an index or a rate, and amounts straight-line basis over the lease terms. Initial calculation on detailed budgets and forecast
conveys a right to use the asset or assets, expected to be paid under residual value direct costs incurred in negotiating and calculations which are prepared separately
even if that right is not explicitly specified in guarantees. The lease payments also arranging an operating lease are added to for each of the Company’s cash-generating
an arrangement. include the exercise price of a purchase the carrying amount of the leased asset and units to which the individual assets are
option reasonably certain to be exercised recognised over the lease term on the same allocated. These budgets and forecast
Company as a lessee by the Company and payments of basis as rental income. Contingent rents are calculations are generally covering a period
penalties for terminating the lease, if the recognised as revenue in the period in which of five years. For longer periods, a long-term
The Company applies a single recognition lease term reflects the Company exercising they are earned. growth rate is calculated and applied to
and measurement approach for all leases, the option to terminate. In calculating project future cash flows after the fifth year.
except for short-term leases and leases of the present value of lease payments, the Leases are classified as finance leases when To estimate cash flow projections beyond
low-value assets. The Company recognises Company uses its incremental borrowing substantially all of the risks and rewards of periods covered by the most recent budgets/
lease liabilities to make lease payments and rate at the lease commencement date ownership transfer from the Company to forecasts, the Company extrapolates cash
right-of-use assets representing the right to because the interest rate implicit in the the lessee. Amounts due from lessees under flow projections in the budget using a steady
use the underlying assets. lease is not readily determinable. After finance leases are recorded as receivables or declining growth rate for subsequent
the commencement date, the amount at the Company’s net investment in the years. In any case, this growth rate does not

320 321
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

exceed the long-term average growth rate the CGU level, as appropriate, and when contractual cash flows, selling the financial The EIR amortization is included in finance
for the products, industries, or country or circumstances indicate that the carrying assets, or both. Financial assets classified income in the statement of profit and loss.
countries in which the Company operates, or value may be impaired. and measured at amortised cost are held The losses arising from impairment are
for the market in which the asset is used within a business model with the objective recognized in the statement of profit and
xi. Financial instruments to hold financial assets in order to collect loss. This category generally applies to trade
Impairment losses of operations, are contractual cash flows while financial assets and other receivables. For more information
recognized in the statement of profit A financial instrument is any contract that classified and measured at fair value through on receivables, refer to note 10.
and loss, except for properties previously gives rise to a financial asset of one entity OCI are held within a business model with
revalued with the revaluation surplus taken and a financial liability or equity instrument the objective of both holding to collect Financial assets at fair value through OCI
to OCI. For such properties, the impairment of another entity. contractual cash flows and selling. (FVTOCI) (debt instruments)
is recognised in OCI up to the amount of any
previous revaluation surplus. Financial assets Subsequent measurement A ‘financial asset’ is classified as at the
FVTOCI if both of the following criteria are
After impairment, depreciation is provided Initial recognition and measurement For purposes of subsequent measurement, met:
on the revised carrying amount of the asset financial assets are classified in four
over its remaining useful life. Financial assets are classified, at initial categories: a. The objective of the business model is
recognition, as subsequently measured at achieved both by collecting contractual
For assets excluding goodwill, an assessment amortised cost, fair value through other • Financial assets at amortized cost (debt cash flows and selling the financial assets,
is made at each reporting date as to whether comprehensive income (OCI), and fair value instruments) and
there is any indication that previously through profit or loss. • Financial assets at fair value through b. The asset’s contractual cash flows
recognized impairment losses may no longer other comprehensive income (FVTOCI) represent SPPI.
exist or may have decreased. If such indication The classification of financial assets at initial with recycling of cumulative gains and
exists, the Company estimates the asset’s or recognition depends on the financial asset’s losses (debt instruments) Debt instruments included within the
cash-generating unit’s recoverable amount. contractual cash flow characteristics and the • Financial assets at fair value through FVTOCI category are measured initially as
A previously recognized impairment loss Company’s business model for managing profit or loss (FVTPL) well as at each reporting date at fair value.
is reversed only if there has been a change them. With the exception of trade receivables • Financial assets measured at fair value For debt instruments, at fair value through
in the assumptions used to determine the that do not contain a significant financing through other comprehensive income OCI, interest income and impairment losses
asset’s recoverable amount since the last component or for which the Company has (FVTOCI) with no recycling of cumulative or reversals are recognized in the profit or
impairment loss was recognized. The reversal applied the practical expedient, the Company gains and losses upon derecognition loss and computed in the same manner as
is limited so that the carrying amount of initially measures a financial asset at its fair (equity instruments) for financial assets measured at amortised
the asset does not exceed its recoverable value plus, in the case of a financial asset not cost. The remaining fair value changes are
amount, nor exceed the carrying amount at fair value through profit or loss, transaction Financial assets at amortised cost (debt recognized in OCI. Upon derecognition, the
that would have been determined, net of costs. Trade receivables that do not contain instruments) cumulative fair value changes recognized in
depreciation, had no impairment loss been a significant financing component or for OCI is reclassified from the equity to profit
recognized for the asset in prior years. Such which the Company has applied the practical A ‘debt instrument’ is measured at the or loss.
reversal is recognized in the statement of expedient are measured at the transaction amortized cost if both the following
profit and loss unless the asset is carried at a price determined under Ind AS 115. conditions are met: The Company’s debt instruments at fair value
revalued amount, in which case, the reversal through OCI includes investments in quoted
is treated as a revaluation increase In order for a financial asset to be classified a. The asset is held within a business model debt instruments included under other non-
and measured at amortised cost or fair value whose objective is to hold assets for current financial assets.
Goodwill is tested for impairment annually through OCI, it needs to give rise to cash collecting contractual cash flows, and
and when circumstances indicate that the flows that are ‘solely payments of principal b. Contractual terms of the asset give rise Financial assets at fair value through profit
carrying value may be impaired. and interest (SPPI)’ on the principal amount on specified dates to cash flows that or loss
outstanding. This assessment is referred are solely payments of principal and
Impairment is determined for goodwill to as the SPPI test and is performed at an interest (SPPI) on the principal amount Financial assets at fair value through profit
by assessing the recoverable amount of instrument level. Financial assets with cash outstanding. or loss are carried in the balance sheet at
each CGU (or group of CGUs) to which the flows that are not SPPI are classified and fair value with net changes in fair value
goodwill relates. When the recoverable measured at fair value through profit or loss, This category is most relevant to the recognised in the statement of profit and
amount of the CGU is less than its carrying irrespective of the business model. Company. After initial measurement, such loss.
amount, an impairment loss is recognised. financial assets are subsequently measured
Impairment losses relating to goodwill The Company’s business model for managing at amortized cost using the Effective This category includes derivative instruments
cannot be reversed in future periods. financial assets refers to how it manages Interest Rate (“EIR”) method. Amortized and listed equity investments which the
its financial assets in order to generate cost is calculated by taking into account any Company had not irrevocably elected to
Intangible assets with indefinite useful cash flows. The business model determines discount or premium on acquisition and fees classify at fair value through OCI. Dividends
lives are tested for impairment annually at whether cash flows will result from collecting or costs that are an integral part of the EIR. on listed equity investments are recognised

322 323
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

in the statement of profit and loss when the to the cash flows, sales growth rate, pre-tax of the asset, nor transferred control of the credit loss (ECL) is used to provide for
right of payment has been established. discount rate and growth rates used and asset, the Company continues to recognize impairment loss. However, if credit risk has
approved business plans. the transferred asset to the extent of the increased significantly, lifetime ECL is used.
Financial assets designated at fair value Company’s continuing involvement. In If, in a subsequent period, credit quality of
through OCI (equity instruments) Derivative instruments that case, the Company also recognizes an the instrument improves such that there
associated liability. The transferred asset and is no longer a significant increase in credit
Upon initial recognition, the Company A derivative embedded in a hybrid contract, the associated liability are measured on a risk since initial recognition, then the entity
can elect to classify irrevocably its equity with a financial liability or non-financial host, basis that reflects the rights and obligations reverts to recognizing impairment loss
investments as equity instruments designated is separated from the host and accounted that the Company has retained. allowance based on 12-month ECL.
at fair value through OCI when they meet the for as a separate derivative if: the economic
definition of equity under Ind AS 32 Financial characteristics and risks are not closely Continuing involvement that takes the form Lifetime ECL are the expected credit losses
Instruments: Presentation and are not held related to the host; a separate instrument of a guarantee over the transferred asset is resulting from all possible default events over
for trading. The classification is determined with the same terms as the embedded measured at the lower of the original carrying the expected life of a financial instrument.
on an instrument-by-instrument basis. Equity derivative would meet the definition of a amount of the asset and the maximum The 12-month ECL is a portion of the lifetime
instruments which are held for trading and derivative; and the hybrid contract is not amount of consideration that the company ECL which results from default events that
contingent consideration recognised by an measured at fair value through profit or loss. could be required to repay. are possible within 12 months after the
acquirer in a business combination to which Embedded derivatives are measured at fair reporting date.
Ind AS103 applies are classified as at FVTPL. value with changes in fair value recognised Impairment of financial assets
in profit or loss. Reassessment only occurs ECL is the difference between all contractual
Gains and losses on these financial assets are if there is either a change in the terms of the Further disclosures relating to impairment cash flows that are due to the Company in
never recycled to profit or loss. Dividends are contract that significantly modifies the cash of financial assets are also provided in the accordance with the contract and all the
recognised as other income in the statement flows that would otherwise be required or a following notes: cash flows that the entity expects to receive
of profit and loss when the right of payment reclassification of a financial asset out of the (i.e., all cash shortfalls), discounted at the
has been established, except when the fair value through profit or loss category. • Disclosures for significant assumptions – original EIR.
Company benefits from such proceeds as a see note 27
recovery of part of the cost of the financial De-recognition • Trade receivables and contract assets – The Company uses a provision matrix
asset, in which case, such gains are recorded see note 10 to determine impairment loss allowance
in OCI. Equity instruments designated at A financial asset (or, where applicable, a part on portfolio of its trade receivables. The
fair value through OCI are not subject to of a financial asset or part of a group of similar In accordance with Ind AS 109, the Company provision matrix is based on its historically
impairment assessment. financial assets) is primarily derecognised applies expected credit loss (ECL) model for observed default rates over the expected
(i.e. removed from the Company’s balance measurement and recognition of impairment life of the trade receivables and is adjusted
The Company elected to classify irrevocably sheet) when loss on the following financial assets and for forward-looking estimates. At every
its non-listed equity investments under this credit risk exposure: reporting date, the historical observed
category. • The rights to receive cash flows from the default rates are updated and changes in the
asset have expired, or a. Financial assets that are debt instruments, forward-looking estimates are analyzed.
Investment in subsidiary and associates • The Company has transferred its rights and are measured at amortized cost e.g.,
to receive cash flows from the asset or loans, debt securities, deposits, trade ECL impairment loss allowance (or reversal)
Investments in subsidiary and associates are has assumed an obligation to pay the receivables and bank balance recognized during the year is recognized as
carried at cost less allowance for impairment, received cash flows in full without material income/ expense in the statement of profit
if any. The Company reviews its carrying value delay to a third party under a ‘pass- The Company follows ‘simplified approach’ and loss. This amount is reflected under
of investments in subsidiaries and associates, through’ arrangement and either (a) the for recognition of impairment loss allowance the head other expenses in the statement
annually, or more frequently when there is Company has transferred substantially on trade receivables. The application of of profit and loss. For the financial assets
indication for impairment. If the recoverable all the risks and rewards of the asset, or simplified approach does not require measured as at amortized cost, ECL is
amount is less than its carrying amount, the (b) the Company has neither transferred the Company to track changes in credit presented as an allowance, i.e., as an integral
impairment loss is accounted for. Determining nor retained substantially all the risks and risk. Rather, it recognizes impairment part of the measurement of those assets in
whether the investments is subsidiaries is rewards of the asset, but has transferred loss allowance based on lifetime ECLs at the balance sheet. The allowance reduces the
impaired requires an estimate in the value control of the asset. each reporting date, right from its initial net carrying amount. Until the asset meets
in use of investments. The Management recognition. write-off criteria, the Company does not
carries out impairment assessment for each When the Company has transferred its rights reduce impairment allowance from the gross
investment by comparing the carrying value to receive cash flows from an asset or has For recognition of impairment loss on carrying amount. For further disclosure-see
of each investment with the net worth of entered into a pass-through arrangement, other financial assets and risk exposure, the note 35 of the financial statements.
each company based on audited financials it evaluates if and to what extent it has Company determines that whether there has
and comparing the performance of the retained the risks and rewards of ownership. been a significant increase in the credit risk
investee companies with projections used When it has neither transferred nor retained since initial recognition. If credit risk has not
for valuations, in particular those relating substantially all of the risks and rewards increased significantly, 12-month expected

324 325
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Financial liabilities P&L. However, the Company may transfer terms, or the terms of an existing liability are in an orderly transaction between market
the cumulative gain or loss within equity. All substantially modified, such an exchange or participants at the measurement date. The
Initial recognition and measurement other changes in fair value of such liability modification is treated as the derecognition fair value measurement is based on the
are recognised in the statement of profit of the original liability and the recognition presumption that the transaction to sell the
Financial liabilities are classified, at initial and loss. The Company has not designated of a new liability. The difference in the asset or transfer the liability takes place either:
recognition, as financial liabilities at fair value any financial liability as at fair value through respective carrying amounts is recognized in
through profit or loss, loans and borrowings profit or loss. the statement of profit and loss. • In the principal market for the asset or
or payables, as appropriate. liability, or
Financial liabilities at amortised cost (Loans Reclassification of financial assets • In the absence of a principal market, in
All financial liabilities are recognized initially and borrowings) the most advantageous market for the
at fair value and, in the case of loans and The Company determines classification asset or liability
borrowings and payables, net of directly After initial recognition, interest-bearing of financial assets and liabilities on initial
attributable transaction costs. loans and borrowings are subsequently recognition. After initial recognition, no The principal or the most advantageous
measured at amortized cost using the EIR reclassification is made for financial assets market must be accessible by the Company.
The Company’s financial liabilities include method. Gains and losses are recognized which are equity instruments and financial
borrowings, trade and other payables. in profit or loss when the liabilities are de- liabilities. For financial assets which are debt The fair value of an asset or a liability is
recognized as well as through the EIR instruments, a reclassification is made only measured using the assumptions that market
Subsequent measurement amortization process. if there is a change in the business model participants would use when pricing the asset
for managing those assets. Changes to the or liability, assuming that market participants
The measurement of financial liabilities Amortized cost is calculated by taking business model are expected to be infrequent. act in their economic best interest.
depends on their classification, as described into account any discount or premium on The Company’s senior management
below: acquisition and fees or costs that are an determines change in the business model as A fair value measurement of a non-
integral part of the EIR. The EIR amortization a result of external or internal changes which financial asset takes into account a market
Financial liabilities at fair value through profit is included as finance costs in the statement are significant to the Company’s operations. participant’s ability to generate economic
or loss of profit and loss. Such changes are evident to external parties. benefits by using the asset in its highest and
A change in the business model occurs best use or by selling it to another market
Financial liabilities at fair value through profit This category generally applies to borrowings. when the Company either begins or ceases participant that would use the asset in its
or loss include financial liabilities held for to perform an activity that is significant to highest and best use.
trading and financial liabilities designated Financial guarantee contracts its operations. If the Company reclassifies
upon initial recognition as at fair value financial assets, it applies the reclassification The Company uses valuation techniques
through profit or loss. Financial guarantee contracts issued by the prospectively from the reclassification date that are appropriate in the circumstances
Company are those contracts that require a which is the first day of the immediately and for which sufficient data are available
Financial liabilities are classified as held for payment to be made to reimburse the holder next reporting period following the change to measure fair value, maximizing the use of
trading if they are incurred for the purpose of for a loss it incurs because the specified in business model. The Company does not relevant observable inputs and minimizing
repurchasing in the near term. This category debtor fails to make a payment when due restate any previously recognised gains, the use of unobservable inputs.
also includes derivative financial instruments in accordance with the terms of a debt losses (including impairment gains or losses)
entered into by the Company that are not instrument. Financial guarantee contracts or interest. All assets and liabilities for which fair value
designated as hedging instruments in hedge are recognised initially as a liability at fair is measured or disclosed in the financial
relationships as defined by Ind AS 109. value, adjusted for transaction costs that Offsetting of financial instruments statements are categorized within the fair
Separated embedded derivatives are also are directly attributable to the issuance of value hierarchy, described as follows, based
classified as held for trading unless they are the guarantee. Subsequently, the liability is Financial assets and financial liabilities are on the lowest level input that is significant to
designated as effective hedging instruments. measured at the higher of the amount of loss offset and the net amount is reported in the fair value measurement as a whole:
allowance determined as per impairment the balance sheet if there is a currently
Gains or losses on liabilities held for trading requirements of Ind AS 109 and the amount enforceable legal right to offset the • Level 1- Quoted (unadjusted) market
are recognised in the profit or loss. recognised less, when appropriate, the recognized amounts and there is an intention prices in active markets for identical
cumulative amount of income recognised in to settle on a net basis, to realize the assets assets or liabilities
Financial liabilities designated upon initial accordance with the principles of Ind AS 115. and settle the liabilities simultaneously.
recognition at fair value through profit or • Level 2- Valuation techniques for which
loss are designated as such at the initial De-recognition xii. Fair value measurement the lowest level input that is significant to
date of recognition, and only if the criteria the fair value measurement is directly or
in Ind AS 109 are satisfied. For liabilities A financial liability is de-recognized when the The Company measures financial instruments indirectly observable
designated as FVTPL, fair value gains/ obligation under the liability is discharged at fair value at each balance sheet date.
losses attributable to changes in own credit or cancelled or expires. When an existing • Level 3- Valuation techniques for which the
risk are recognized in OCI. These gains/ financial liability is replaced by another from Fair value is the price that would be received lowest level input that is significant to the
losses are not subsequently transferred to the same lender on substantially different to sell an asset or paid to transfer a liability fair value measurement is unobservable.

326 327
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

For assets and liabilities that are recognized verifies the major inputs applied in the latest Consumer platform earned consideration that is conditional.
in the financial statements on a recurring valuation by agreeing the information in Contract assets are subject to impairment
basis, the Company determines whether the valuation computation to contracts and Revenue from rendering of advertisement assessment. Refer to accounting policies on
transfers have occurred between levels in other relevant documents. services is recognized on accrual basis as impairment of financial assets in section xi)
the hierarchy by re-assessing categorization and when services are rendered based on the Financial instruments – initial recognition
(based on the lowest level input that is The Valuation Committee also compares the terms of the contract including right to use and subsequent measurement.
significant to the fair value measurement as change in the fair value of each asset and the platform and right to access the platform
a whole) at the end of each reporting period. liability with relevant external sources to as and when the obligation as per the contract Trade receivables - A receivable represents
determine whether the change is reasonable. are fulfilled. The Company collects taxes on the Company’s right to an amount of
For assets and liabilities that are recognised behalf of the government and, therefore, it consideration that is unconditional (i.e.,
in the financial statements on a recurring On an interim basis, the Valuation Committee is not an economic benefit flowing to the only the passage of time is required before
basis, the Company determines whether present the valuation results to the Audit Company. Hence, it is excluded from revenue. payment of the consideration is due). Refer
transfers have occurred between levels in Committee and the Company’s independent In respect of consumer platform, the revenue to accounting policies of financial assets
the hierarchy by re-assessing categorisation auditors. This includes a discussion of the is recognised as and when advertisements in clause xi) Financial instruments – initial
(based on the lowest level input that is major assumptions used in the valuations. are delivered by the Company. recognition and subsequent measurement.
significant to the fair value measurement as
a whole) at the end of each reporting period. For the purpose of fair value disclosures, Enterprise platform Contract liabilities- A contract liability is
the Company has determined classes of the obligation to transfer goods or services
The Company’s Valuation Committee assets and liabilities on the basis of the Revenue from software development to a customer for which the Company has
determines the policies and procedures for nature, characteristics and risks of the asset comprises income from time & material and received consideration (or an amount of
both recurring fair value measurement, such or liability and the level of the fair value fixed price contracts. Revenue with respect to consideration is due) from the customer. If
as derivative instruments and unquoted hierarchy as explained above. time & material contracts is recognized when a customer pays consideration before the
financial assets measured at fair value, and for the related services are performed. Revenue Company transfers goods or services to the
non-recurring measurement, such as assets This note summarises accounting policy for from fixed price contracts is recognized customer, a contract liability is recognised
held for sale in discontinued operations. fair value. Other fair value related disclosures in accordance with the proportionate when the payment is made, or the payment
The Valuation Committee comprises of the are given in the relevant notes. completion method as per the terms of the is due (whichever is earlier). Contract
head of the investment properties segment, contract. The Company collects taxes on liabilities are recognised as revenue when
heads of the Company’s internal mergers • Disclosures for significant estimates and behalf of the government and, therefore, the Company performs under the contract.
and acquisitions team, the head of the assumptions (note 27) it is not an economic benefit flowing to
risk management department, financial • Quantitative disclosures of fair value the Company. Hence, it is excluded from Interest
controllers and chief finance officer. measurement hierarchy (note 34) revenue. In respect of enterprise platform,
• Investment in unquoted equity shares the revenue is recognised based on the For all debt instruments measured at
External valuers are involved for valuation (note 5(a)) projects completed by the Company. amortized cost, interest income is recorded
of significant assets, such as properties and • Investment properties using the effective interest rate (EIR). EIR is
unquoted financial assets, and significant • Financial instruments (including those Other Operating Revenue the rate that exactly discounts the estimated
liabilities, such as contingent consideration. carried at amortised cost) (note 33) future cash payments or receipts over the
Involvement of external valuers is decided Other operating revenue is derived from expected life of the financial instrument or
upon annually by the Valuation Committee xiii. Revenue from contracts with customers the allocation of salary and operational cost a shorter period, where appropriate, to the
after discussion with and approval by the charged to the associated entity for the work gross carrying amount of the financial asset
Company’s Audit Committee. Selection Revenue is recognized to the extent that it performed. The transaction is at arm’s length or to the amortized cost of a financial liability.
criteria include market knowledge, is probable that the economic benefit will which is on usual commercial terms. The When calculating the effective interest rate,
reputation, independence and whether flow to the Company and the revenue can amount charged includes cost plus margin the Company estimates the expected cash
professional standards are maintained. be reliably measured, regardless of when the based on the transfer pricing study carried flows by considering all the contractual
Valuers are normally rotated every three payment is being made. Revenue is measured at the year end. The revenue is recognized terms of the financial instrument but does
years. The Valuation Committee decides, at the fair value of the consideration on accrual basis. not consider the expected credit losses.
after discussions with the Company’s received or receivable, taking into account Interest income is included in other income
external valuers, which valuation techniques contractually defined terms of payment and Contract balances in the statement of profit and loss.
and inputs to use for each case. excluding taxes or duties collected on behalf
of the government. Contract assets - A contract asset is the right xiv. Foreign currencies
At each reporting date, the management to consideration in exchange for goods or
analyses the movements in the values of The specific recognition criteria discussed services transferred to the customer. If the Functional and presentational currency
assets and liabilities which are required to below must also be met before revenue is Company performs by transferring goods or
be re-measured or re-assessed as per the recognized: services to a customer before the customer The Company’s financial statements are
Company’s accounting policies. For this pays consideration or before payment is presented in Indian Rupees (INR) which is
analysis, the management or its expert due, a contract asset is recognised for the also the Company’s functional currency.

328 329
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Functional currency is the currency of the xv. Retirement and other employee benefits Company measures the expected cost of is not a business combination and, at the
primary economic environment in which an such absences as the additional amount that time of the transaction, affects neither
entity operates and is normally the currency Retirement benefit in the form of provident it expects to pay as a result of the unused the accounting profit nor taxable profit or
in which the entity primarily generates and fund is a defined contribution scheme. The entitlement that has accumulated at the loss
expends cash. Company has no obligation, other than reporting date.
the contribution payable to the provident Deferred tax assets are recognized for all
Transactions and balances fund. The Company recognizes contribution The Company treats accumulated leave deductible temporary differences, the carry
payable to the provident fund scheme as expected to be carried forward beyond forward of unused tax credits and any
Transactions in foreign currencies are initially an expenditure in the statement of profit twelve months, as long-term employee unused tax losses. Deferred tax assets are
recorded at their respective functional and loss, when an employee renders the benefit for measurement purposes. Such recognized to the extent that it is probable
currency spot rates at the date the transaction related service. If the contribution payable to long-term compensated absences are that taxable profit will be available against
first qualifies for recognition. However, for the scheme for service received before the provided for based on the actuarial valuation which the deductible temporary differences,
practical reasons, the Company uses average balance sheet date exceeds the contribution using the projected unit credit method at and the carry forward of unused tax credits
rate if the average approximates the actual already paid, the deficit payable to the the year-end. Actuarial gains/losses are and unused tax losses can be utilized, except:
rate at the date of the transaction. scheme is recognized as a liability after immediately taken to the statement of profit
deducting the contribution already paid. and loss and are not deferred. • When the deferred tax asset relating to
Monetary assets and liabilities denominated If the contribution already paid exceeds the deductible temporary difference
in foreign currencies are translated at the the contribution due for services received xvi. Taxes arises from the initial recognition of an
functional currency spot rates of exchange before the balance sheet date, then excess asset or liability in a transaction that is
at the reporting date. is recognized as an asset to the extent that Current income tax not a business combination and, at the
the pre-payment will lead to, for example, a time of the transaction, affects neither
Exchange differences arising on settlement or reduction in future payment or a cash refund. Current income-tax assets and liabilities is the accounting profit nor taxable profit or
translation of monetary items are recognized measured at the amount expected to be loss
in statement of profit and loss. The Company operates an unfunded defined recovered from or paid to the tax authorities
benefit gratuity plan for its employees. The in accordance with the Income-tax Act, 1961 • In respect of taxable temporary
Non-monetary items that are measured in cost of providing benefits under this plan is enacted in India. The tax rates and tax laws differences associated with investments
terms of historical cost in a foreign currency determined on the basis of actuarial valuation used to compute the amount are those that in subsidiaries, associates and interests
are translated using the exchange rates at at each year-end, using the projected unit are enacted or substantively enacted, at the in joint ventures, when the timing of the
the dates of the initial transactions. Non- credit method and charged to statement of reporting date. reversal of the temporary differences can
monetary items measured at fair value in profit and loss. Remeasurements, comprising be controlled and it is probable that the
a foreign currency are translated using of actuarial gains and losses, are recognized Current income tax relating to items temporary differences will not reverse in
the exchange rates at the date when the immediately in the balance sheet with a recognized outside statement of profit and the foreseeable future
fair value is determined. The gain or loss corresponding debit or credit to retained loss is recognized outside statement of profit
arising on translation of non-monetary earnings through OCI in the period in and loss (either in other comprehensive Deferred tax assets are recognised for all
items measured at fair value is treated in which they occur. Remeasurements are not income or in equity). Management deductible temporary differences, the carry
line with the recognition of the gain or loss reclassified to Statement of profit and loss in periodically evaluates positions taken in forward of unused tax credits and any
on the change in fair value of the item (i.e., subsequent periods. the tax returns with respect to situations in unused tax losses. Deferred tax assets are
translation differences on items whose fair which applicable tax regulations are subject recognised to the extent that it is probable
value gain or loss is recognised in OCI or Net interest is calculated by applying the to interpretation and establishes provisions that taxable profit will be available against
profit or loss are also recognised in OCI or discount rate to the net defined benefit where appropriate. which the deductible temporary differences,
profit or loss, respectively). liability or asset. The Company recognizes and the carry forward of unused tax credits
the following changes in the net defined Deferred tax and unused tax losses can be utilised.
In determining the spot exchange rate to use benefit obligation as an expense in the
on initial recognition of the related asset, statement of profit and loss: Deferred tax is provided using the liability The carrying amount of deferred tax assets is
expense or income (or part of it) on the method on temporary differences between reviewed at each reporting date and reduced
derecognition of a non-monetary asset or • Service costs comprising current service the tax bases of assets and liabilities and to the extent that it is no longer probable
non-monetary liability relating to advance costs, past-service costs, gains and their carrying amounts for financial reporting that sufficient taxable profit will be available
consideration, the date of the transaction losses on curtailments and non-routine purposes at the reporting date. to allow all or part of the deferred tax asset
is the date on which the Company initially settlements; and to be utilized.
recognises the non-monetary asset or non- Deferred tax liabilities are recognized for all
monetary liability arising from the advance • Net interest expense or income taxable temporary differences, except: The unrecognized deferred tax assets are
consideration. If there are multiple payments re-assessed at each reporting date and are
or receipts in advance, the Company Accumulated leave, which is expected to • When the deferred tax liability arises recognized to the extent that it has become
determines the transaction date for each be utilized within the next 12 months, is from the initial recognition of goodwill or probable that future taxable profits will allow
payment or receipt of advance consideration. treated as short-term employee benefit. The an asset or liability in a transaction that the deferred tax asset to be recovered.

330 331
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Deferred tax assets and liabilities are has commercial substance. The criteria for subject to an insignificant risk of changes in xxi. Share based payments
measured at the tax rates that are expected held for sale classification is regarded met value.
to apply in the year when the asset is realized only when the assets or disposal group is Employees (including senior executives) of
or the liability is settled, based on tax rates available for immediate sale in its present For the purpose of the statement of cash the Company receive remuneration in the
and tax laws that have been enacted or condition, subject only to terms that are usual flows, cash and cash equivalents consist of form of share-based payments, whereby
substantively enacted at the reporting date. and customary for sales of such assets (or cash and short-term deposits, as defined employees render services as consideration
disposal groups), its sale is highly probable; above, net of outstanding bank overdrafts as for equity instruments (equity-settled
Deferred tax relating to items recognized and it will genuinely be sold, not abandoned. they are considered an integral part of the transactions).
outside statement of profit and loss is The Company treats sale of the asset or Company’s cash management.
recognized outside statement of profit disposal group to be highly probable when: Equity-settled transactions
and loss (either in other comprehensive xix. Provisions
income or in equity). Deferred tax items are • The appropriate level of management is The cost of equity-settled transactions is
recognized in correlation to the underlying committed to a plan to sell the asset (or Provisions are recognized when the determined by the fair value at the date
transaction either in OCI or directly in equity. disposal group), Company has a present obligation (legal when the grant is made using an appropriate
• An active programme to locate a buyer or constructive) as a result of a past event, valuation model.
Deferred tax assets and deferred tax liabilities and complete the plan has been initiated it is probable that an outflow of resources
are offset if a legally enforceable right exists (if applicable), embodying economic benefits will be That cost is recognized, together with a
to set off current tax assets against current • The asset (or disposal group) is being required to settle the obligation and a corresponding increase in share-based
tax liabilities and the deferred taxes relate actively marketed for sale at a price that reliable estimate can be made of the amount payment (SBP) reserves in equity, over the
to the same taxable entity and the same is reasonable in relation to its current fair of the obligation. The expense relating to a period in which the service conditions are
taxation authority. value, provision is presented in the statement of fulfilled in employee benefits expense. The
• The sale is expected to qualify for profit and loss net of any reimbursement. cumulative expense recognized for equity-
[Link]-current assets held for sale and recognition as a completed sale within settled transactions at each reporting date
discontinued operations one year from the date of classification, If the effect of the time value of money is until the vesting date reflects the extent to
and material, provisions are discounted using which the vesting period has expired and the
The Company classifies non-current assets • Actions required to complete the plan a current pre-tax rate that reflects, when Company’s best estimate of the number of
and disposal groups as held for sale if indicate that it is unlikely that significant appropriate, the risks specific to the liability. equity instruments that will ultimately vest.
their carrying amounts will be recovered changes to the plan will be made or that When discounting is used, the increase in The statement of profit and loss expense or
principally through a sale rather than through the plan will be withdrawn. the provision due to the passage of time is credit for a period represents the movement
continuing use. recognized as a finance cost. in cumulative expense recognized as at the
Property, plant and equipment and intangible beginning and end of that period and is
Non-current assets and disposal groups are not depreciated, or amortised assets Provisions are reviewed at the end of each recognized in employee benefits expense.
classified as held for sale are measured at once classified as held for sale. reporting period and adjusted to reflect
the lower of their carrying amount and fair the current best estimate. If it is no longer Service conditions are not taken into
value less costs to sell. Costs to sell are the Assets and liabilities classified as held for probable that an outflow of resources would account when determining the grant date
incremental costs directly attributable to sale are presented separately from other be required to settle the obligation, the fair value of awards, but the likelihood of the
the disposal of an asset (disposal group), items in the balance sheet. provision is reversed. conditions being met is assessed as part of
excluding finance costs and income tax the Company’s best estimate of the number
expense. Discontinued operations are excluded from xx. Contingent liabilities of equity instruments that will ultimately
the results of continuing operations and are vest.
The criteria for held for sale classification is presented as a single amount as profit or A contingent liability is a possible obligation
regarded as met only when the sale is highly loss after tax from discontinued operations that arises from past events whose existence No expense is recognized for awards that
probable, and the asset or disposal group in the statement of profit and loss. will be confirmed by the occurrence or non- do not ultimately vest because service
is available for immediate sale in its present occurrence of one or more uncertain future conditions have not been met.
condition. Actions required to complete the All notes to the standalone financial events beyond the control of the Company
sale/ distribution should indicate that it is statements mainly include amounts for or a present obligation that is not recognized When the terms of an equity-settled
unlikely that significant changes to the sale continuing operations, unless otherwise because it is not probable that an outflow award are modified, the minimum expense
will be made or that the decision to sell will be mentioned. of resources will be required to settle the recognised is the grant date fair value of
withdrawn. Management must be committed obligation. A contingent liability also arises in the unmodified award, provided the original
to the sale and the sale expected within one xviii. Cash and cash equivalent extremely rare cases where there is a liability vesting terms of the award are met. An
year from the date of classification. that cannot be recognized because it cannot additional expense, measured as at the
Cash and cash equivalent in the balance be measured reliably. The Company does not date of modification, is recognised for any
For these purposes, sale transactions include sheet comprise cash at banks and on hand recognize a contingent liability but discloses modification that increases the total fair value
exchanges of non-current assets for other and short-term deposits with an original its existence in the financial statements. of the share-based payment transaction,
non-current assets when the exchange maturity of three months or less, which are Refer note 30 (b). or is otherwise beneficial to the employee.

332 333
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Where an award is cancelled by the entity or shares outstanding during the year plus the on or after April 1, 2022. The Company has Indian Accounting Standard” without
by the counterparty, any remaining element weighted average number of Equity shares not early adopted any other standard or significantly changing its requirements.
of the fair value of the award is expensed that would be issued on conversion of all the amendment that has been issued but is not
immediately through profit or loss. dilutive potential Equity shares into Equity yet effective The amendments also added an exception
shares. to the recognition principle of Ind AS 103
The dilutive effect of outstanding options is The Ministry of Corporate Affairs has notified Business Combinations to avoid the issue
reflected as additional share dilution in the xxiv. Segment reporting Companies (Indian Accounting Standard) of potential ‘day 2’ gains or losses arising
computation of diluted earnings per share. Amendment Rules 2022 dated March 23, for liabilities and contingent liabilities
Identification of segments 2022, to amend the following Ind AS which that would be within the scope of Ind AS
xxii. Treasury shares are effective from April 01, 2022. 37 Provisions, Contingent Liabilities and
Operating segments are reported in Contingent Assets or Appendix C, Levies,
The Company has created an Employee a manner consistent with the internal i. Onerous Contracts – Costs of Fulfilling a of Ind AS 37, if incurred separately. The
Benefit Trust (EBT) for providing share-based reporting provided to the chief operating Contract – Amendments to Ind AS 37 exception requires entities to apply the
payment to its employees. The Company decision maker (CODM). Only those business criteria in Ind AS 37 or Appendix C, Levies,
uses EBT as a vehicle for distributing activities are identified as operating segment An onerous contract is a contract under of Ind AS 37, respectively, instead of the
shares to employees under the employee for which the operating results are regularly which the unavoidable of meeting the Conceptual Framework, to determine
remuneration schemes. The EBT buys shares reviewed by the CODM to make decisions obligations under the contract costs whether a present obligation exists at the
of the company from the market, for giving about resource allocation and performance (i.e., the costs that the Company cannot acquisition date.
shares to employees. The Company treats measurement. avoid because it has the contract) exceed
EBT as its extension and shares held by EBT the economic benefits expected to be The amendments also add a new
are treated as treasury shares. Inter-segment transfers received under it. paragraph to Ind AS 3 to clarify that
contingent assets do not qualify for
Own equity instruments that are reacquired The Company generally accounts for The amendments specify that when recognition at the acquisition date.
(treasury shares) are recognised at cost and intersegment sales and transfers at cost plus assessing whether a contract is onerous
deducted from equity. No gain or loss is appropriate margins. or loss-making, an entity needs to include In accordance with the transitional
recognised in profit or loss on the purchase, costs that relate directly to a contract to provisions, the Company applies the
sale, issue or cancellation of the Company’s Allocation of common costs provide goods or services including both amendments prospectively, i.e., to
own equity instruments. Any difference incremental costs (e.g., the costs of direct business combinations occurring after the
between the carrying amount and the Common allocable costs are allocated to labour and materials) and an allocation of beginning of the annual reporting period
consideration, if reissued, is recognised in each segment according to the relative costs directly related to contract activities in which it first applies the amendments
Securities premium. Share options exercised contribution of each segment to the total (e.g., depreciation of equipment used to (the date of initial application).
during the reporting period are satisfied with common costs. fulfil the contract and costs of contract
treasury shares. management and supervision). General These amendments had no impact on the
Unallocated items and administrative costs do not relate standalone financial statements of the
xxiii. Earnings per share directly to a contract and are excluded Company as there were no contingent
Unallocated items include general income unless they are explicitly chargeable to assets, liabilities or contingent liabilities
Basic earnings per share (EPS) are calculated and expense items which are not allocated the counterparty under the contract. within the scope of these amendments
by dividing the net profit or loss for the year to any business segment. that arose during the period.
attributable to equity shareholders by the The amendments are effective for annual
weighted average number of equity shares Segment accounting policies reporting periods beginning on or after 1 iii. Property, Plant and Equipment: Proceeds
outstanding during the year. The weighted April 2022. This amendment has no impact before Intended Use – Amendments to
average number of equity shares outstanding The Company prepares its segment on the standalone financial statements of Ind AS 16
during the period is adjusted for events such information in conformity with the the Company as it did not have onerous
as bonus issue, bonus element in a rights accounting policies adopted for preparing contract within the scope of Ind AS 37 as The amendments modified paragraph
issue, share split, and reverse share split and presenting the financial statements of at the reporting date. 17(e) of Ind AS 16 to clarify that excess
(consolidation of shares) that have changed the Company as a whole. of net sale proceeds of items produced
the number of equity shares outstanding, ii. Reference to the Conceptual Framework over the cost of testing, if any, shall not
without a corresponding change in resources. xxv..Changes in accounting policies and – Amendments to Ind AS 103 be recognised in the profit or loss but
disclosures deducted from the directly attributable
Diluted EPS amounts are calculated by The amendments replaced the reference to costs considered as part of cost of an
dividing the profit or loss attributable New and amended standards the ICAI’s “Framework for the Preparation item of property, plant, and equipment.
to equity holders of the Company (after and Presentation of Financial Statements
adjusting the corresponding income/ The Company applied for the first-time under Indian Accounting Standards” The amendments are effective for annual
charge for dilutive potential equity shares) certain standards and amendments, which with the reference to the “Conceptual reporting periods beginning on or after
by the weighted average number of Equity are effective for annual periods beginning Framework for Financial Reporting under 1 April 2022. These amendments had

334 335
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated)

no impact on the standalone financial Standards notified but not yet effective 3. Property, plant and equipment (PPE)
statements of the Company as there
were no sales of such items produced There are no new standards that are Particulars Computers Furniture & Office Motor Total
by property, plant and equipment made notified, but not yet effective, upto fixtures equipments Vehicles
available for use on or after the beginning the date of issuance of the Company’s Cost
of the earliest period presented. financial statements.
As at April 1, 2021 13.72 1.57 3.16 6.98 25.43
iv. Ind AS 109 Financial Instruments – Fees in Additions during the year 12.48 - 0.47 - 12.94
the ’10 per cent’ test for derecognition of Disposals during the year (1.96) - (0.40) - (2.36)
financial liabilities As at March 31, 2022 24.24 1.57 3.23 6.98 36.01

The amendment clarifies the fees that an As at April 1, 2022 24.24 1.57 3.23 6.98 36.01
entity includes when assessing whether
Additions during the year 2.34 - 0.31 4.64 7.29
the terms of a new or modified financial
liability are substantially different from Disposals during the year (0.12) (1.50) (0.02) - (1.64)
the terms of the original financial liability. As at March 31, 2023 26.46 0.07 3.52 11.62 41.66
These fees include only those paid or
received between the borrower and the Accumulated depreciation
lender, including fees paid or received As at April 1, 2021 8.82 1.43 2.50 2.53 15.28
by either the borrower or lender on the
Depreciation during the year 6.87 0.02 0.36 1.41 8.66
other’s behalf.
Disposals during the year (1.85) - (0.37) - (2.22)
In accordance with the transitional As at March 31, 2022 13.85 1.45 2.48 3.94 21.72
provisions, the Company applies the
amendment to financial liabilities that As at April 1, 2022 13.85 1.45 2.48 3.94 21.72
are modified or exchanged on or after Depreciation during the year 6.96 0.01 0.37 2.67 10.01
the beginning of the annual reporting Disposals during the year (0.11) (1.40) (0.01) - (1.52)
period in which the entity first applies
As at March 31, 2023 20.70 0.06 2.84 6.61 30.21
the amendment (the date of initial
application). These amendments had
no impact on the standalone financial Net block
statements of the Company as there As at March 31, 2023 5.76 0.01 0.68 5.01 11.45
were no modifications of the Company’s As at March 31, 2022 10.39 0.12 0.74 3.04 14.29
financial instruments during the period.

v. Ind AS 41 Agriculture – Taxation in fair


value measurements

The amendment removes the requirement


in paragraph 22 of Ind AS 41 that entities
exclude cash flows for taxation when
measuring the fair value of assets within
the scope of Ind AS 41.

The amendments are effective for annual


reporting periods beginning on or after
1 April 2022. The amendments had
no impact on the standalone financial
statements of the Company as it did not
have assets in scope of IAS 41 as at the
reporting date.

336 337
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated)

Intangible assets
under development
(refer note 40)

87.24
43.66
(95.75)
35.15

35.15
55.91
(85.89)
5.17

-
-
-

-
-

5.18
35.15
(Amount in INR million, unless otherwise stated)

As at
Net block March 31, 2023 March 31, 2022
Goodwill* 134.38 134.38
Other intangible assets 148.87 125.87
Intangible assets under development 5.18 35.15
Total 288.43 295.39

*Goodwill includes amount of INR 59.24 million (March 31, 2022: INR 59.24 million) on account of business
Goodwill

134.38
-
-
134.38

134.38
-
-
134.38

-
-
-

-
-
-

134.38
134.38
combination (refer note 38.1) and amount of INR 75.14 million (March 31, 2022: INR 75.14 million) on account of
business acquisition.

Intangible assets under development aging schedule

Balance as at 31 March 2023


Total

312.41
95.75
-
408.16

408.16
85.89
-
494.05

222.49
59.80
282.29

282.29
62.88
345.17

148.88
125.87
Intangible assets Amount in Intangible assets under development for a period of
under development Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 5.17 - - - 5.17
Trademark

-
-
-
-

-
1.05
-
1.05

-
-
-

-
0.03
0.03

1.02
-
Projects temporarily - - - - -
suspended
Total 5.17 - - - 5.17

Balance as at 31 March 2022


Software application
development

287.29
95.75
-
383.04

383.04
84.84
-
467.88

197.47
59.76
257.23

257.23
62.82
320.05

147.83
125.81
Intangible assets Amount in Intangible assets under development for a period of
under development Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 31.02 0.95 3.18 - 35.15
Projects temporarily - - - - -
suspended
Total 31.02 0.95 3.18 - 35.15
Computer
Software

25.12
-
-
25.12

25.12
-
-
25.12

25.02
0.04
25.06

25.06
0.03
25.09

0.03
0.06
4. Intangible assets and goodwill

Capitalisation during the year

Amortisation during the year

Amortisation during the year


Capitalisation during the year

Accumulated amortisation
Additions during the year

Additions during the year

As at March 31, 2023


As at March 31, 2022

As at March 31, 2023


As at March 31, 2023
As at March 31, 2022

As at March 31, 2022


As at April 1, 2022
As at April 1, 2021

As at April 1, 2021

As at April 1, 2022
Particulars

Net block
Cost

338 339
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

5 (a). Non-current investments 5 (b). Investment in an associate (refer note 45)*

As at As at
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Investment at fair value through profit or loss (FVTPL) Investments in an associate at cost
Unquoted equity shares fully paid-up 4,800 (March 2022: 4,800) Series C compulsorily - 709.80
50 (March 31, 2022: 50) equity shares with face value of 0.06 0.06 convertible preference shares with face value of INR
INR 10 each and with premium of INR 1,219 each in Affle 100 each of which 2300 shares with premium of INR
X Private Limited (earlier known as OOO Marketplaces 85,986.95 each and 2,500 shares with premium of INR
Private Limited) 79,100 in Talent Unlimited Online Services Private Limited
Investments in equity instruments of subsidiary at cost 283 (March 2022: 283) Series A compulsorily convertible - 31.47
preference shares with face value of INR 100 each in
2,630,587 (March 31, 2022: 2,395,913) equity shares with 2,787.21 2,140.90
Talent Unlimited Online Services Private Limited
face value of USD 1 each in Affle International Pte. Ltd.
567 (March 2022: 567) Series B compulsorily convertible - 84.36
Unquoted preference shares fully paid-up
preference shares with face value of INR 100 each in
101 (March 31, 2022: 101) non cumulative preference shares 0.20 0.20 Talent Unlimited Online Services Private Limited
with face value of INR 10 each and with premium of INR
1,674 (March 2022: 1,674) Series C1 compulsorily - 251.56
1,972 each in Affle X Private Limited (earlier known as
convertible preference shares with face value of INR 100
OOO Marketplaces Private Limited)*
each in Talent Unlimited Online Services Private Limited**
Deemed investment in direct subsidiary company and 60.58 20.24
1,717 (March 2022: 1,717) equity shares with face value of - 273.10
step down subsidiaries of direct subsidiary**
INR 10 each in Talent Unlimited Online Services Private
Total 2,848.05 2,161.40 Limited
Aggregate amount of unquoted investments 2,848.05 2,161.40 Total - 1350.29
Aggregate amount of impairment in the value of - -
investments *During the previous year, the Company had increased its stake into Talent Unlimited Online Services Private
Limited (“Bobble”), as a result investment in Talent Unlimited Online Services Private Limited was being
Terms/rights attached to preference shares converted into investment in associates under Note 5(b) (also refer note 45).

*The Company has the right to be entitled to receive dividend if declared at any point of time. These In the current year, the board of directors had authorized the management to either divest or invest further
preference shares can be convertible into equity shares of Affle X Private Limited after complying the in Bobble. Accordingly, the management had decided to classify the investment in Bobble as held for sale
provision of Companies Act, 2013 and the manner as specified in the subscription agreement. The Company in accordance with Ind AS 105 considering a possibility of divestment. The investment is disclosed as an
does not have any voting rights in the invested entity except in case any resolution is passed. The holders investment held for sale as at March 31, 2023. The Company holds 26.24% stake on fully diluted basis in
shall have an option to redeem the only fully paid up Preference share having maximum redemption period Bobble.
of 20 years.
Terms/rights attached to preference shares
**The Company has granted employees stock option to the selected employees of its direct subsidiaries and
step down subsidiary. This has been treated as deemed investent in respective subsidiary by the Company **Each Series C CCPS shall be converted by the Company into 1 equity share at the rate of INR 10 (Indian
as per guidance under IND AS. Rupees Ten only) per share after 20 years from the date of issuance of the Series C CCPS. It carries a non-
cumulative dividend rate of 0.1% (Zero Point One Percent) per annum. The Series C CCPS may not be
redeemed by the Company for cash.

340 341
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

6. Loans 8. Income tax

Non-current Current The major component of income tax expense for the period ended March 31, 2023 and March 31, 2022 are
as follows:
As at As at
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 Statement of profit and loss:
At amortised cost
Unsecured, considered good i. Profit or loss section
unless otherwise stated
Loans to employees - - 1.86 3.00 For the year ended
Loan to directors 5.73 - 6.77 - March 31, 2023 March 31, 2022
Total 5.73 - 8.63 3.00 Current income tax:
Current tax 237.50 180.48
Note: Adjustments in respect of current income tax of previous year - (0.77)
1) During the period ended March 31, 2023 and March 31, 2022, there were no balances of loan to employees
Deferred tax:
with a significant increase in credit risk or credit impairment.
Relating to origination and reversal of temporary (5.87) 13.03
7. Other financial assets differences
Income tax expense reported in the statement of profit 231.63 192.74
Non-current Current and loss
As at As at
ii. Other comprehensive income (OCI) section:
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
At amortised cost Deferred tax relating to items in OCI in the year:
Unsecured, considered good
unless otherwise stated For the year ended
Interest accrued but not due - - 47.13 0.57 March 31, 2023 March 31, 2022
on deposit Net income/(expense) on measurement of defined 0.22 (0.09)
Interest accrued and due on - - 7.30 - benefit plans
Loan to related party Total 0.22 (0.09)
Security deposits* 10.47 4.57 4.66 7.37
Others** - - 1.09 0.95 Reconciliation of tax expense and the accounting profit multiplied by the applicable tax rate(s):
Total 10.47 4.57 60.18 8.89
For the year ended
*Security deposits primarily include deposits given towards rented premises and other miscellaneous March 31, 2023 March 31, 2022
deposits. It represents fair value of amount paid to landlord for the leases premises. As at March 31, 2023, Accounting profit before income tax 900.41 758.22
remaining tenure for security deposits ranges from one to five years.

**Includes the following: At India's statutory income tax rate of 25.17% 226.62 190.84
- amount recoverable from related parties of INR 1.09 million (March 31, 2022: INR 0.95 million) pertaining to (March 31, 2022: 25.17%)
reimbursement of expenses not yet billed as at the year end. Non-deductible/taxable expenses for tax purposes 2.82 2.80
Income tax expense relating to earlier year - (0.77)
Others 2.18 (0.13)
At the effective income tax rate of 25.72% 231.63 192.74
(March 31, 2022: 25.42%)
Income tax expense reported in statement of profit and 231.63 192.74
loss

342 343
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Deferred tax: Reconciliation of deferred tax expense recognised in the statement of profit and loss

Deferred tax relates to the following: For the year ended


March 31, 2023 March 31, 2022
As at Fixed assets: impact of difference between tax (1.81) (1.37)
March 31, 2023 March 31, 2022 depreciation and depreciation / amortisation charged for
Fixed assets: impact of difference between tax 13.36 11.55 the financial reporting
depreciation and depreciation / amortisation charged Impact of right of use and lease liability - (0.06)
for the financial reporting Impact of fair valuation of financial instruments 0.75 (0.81)
Impact of right of use and lease liability - - Impact of expenditure charged to the statement of (0.55) (0.86)
Impact of fair valuation of financial instruments 0.07 0.82 profit and loss in the current year and earlier years but
allowable for tax purposes on payment basis
Impact of expenditure charged to the statement of 6.97 6.21
Allowance for impairment of trade receivables (5.48) (2.28)
profit and loss in the current year and earlier years but
allowable for tax purposes on payment basis Impact of rent rebate received 1.20 -
Impact of fair valuation and amortisation of financial
Allowance for impairment of trade receivables 15.95 10.47
assets (0.00) 18.41
Impact on goodwill on account of amendment of Finance (33.82) (33.82)
Deferred tax expense /(income) (5.88) 13.03
Act, 2021
Impact of rent rebate received - 1.20 Reconciliation of deferred tax (income)/expenses recognised in other comprehensive income
Impact of fair valuation and amortisation of financial (33.13) (33.13)
assets For the year ended
Deferred tax liability (net) (30.60) (36.69) March 31, 2023 March 31, 2022
Re-measurement income/(expense) on defined benefit
Reconciliation of deferred tax liability (net) plans 0.22 (0.09)
Deferred tax related to other comprehensive income of
As at the year 0.22 (0.09)
March 31, 2023 March 31, 2022
Opening balance of deferred tax liability (net) (36.69) (23.58) The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current
Tax (expense)/income during the year recognised in 5.87 (13.02) tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relates to income
statement of profit or loss taxes levied by the same tax authority.

Tax income/(expense) during the year recognised in OCI 0.22 (0.09)
In assessing the realisibility of deferred tax assets, management considers whether it is probable, that some
Closing balance of deferred tax liability (net) (30.60) (36.69) portion, or all, of the deferred tax assets will not be realised. The ultimate realisation of deferred tax assets is
dependent upon the generation of future taxable income during the years in which the temporary differences
become deductible. Management considers the projected future taxable income and tax planning strategies
in making this assessment. Based on the level of historical taxable income and projections for future taxable
incomes over the years in which the deferred tax assets are deductible, management believes that it is
probable that the Company will be able to realise the benefits of those deductible differences in future.

344 345
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

9. Other current assets The movement in allowance for impairment of trade receivables is as follows:

As at For the year ended


March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Unsecured, considered good Opening balance 37.03 30.13
Prepayments 6.57 17.69 Additions 29.47 17.44
Deferred lease expense on security deposits paid - - Bad debts written off (net of recovery) (8.40) (10.54)
Balance with statutory/government authorities 35.49 136.31 Closing balance 58.10 37.03
Advances other than capital advances* 16.14 8.12
Trade Receivables ageing schedule
Total 58.20 162.12
Balance as at March 31, 2023
* Pertains to advances given to vendors in the ordinary course of business which are likely to be settled on
receiving the actual invoice.
Particulars Outstanding for following periods from due date of payment
10. Trade receivables Not due Less than 6 months 1-2 years 2-3 years More than Total
6 months -1 year 3 years
As at i. Undisputed - 910.11 45.19 1.87 1.40 - 958.57
Trade receivables –
March 31, 2023 March 31, 2022
considered good
Unsecured, considered good
ii. Undisputed Trade - - - - - - -
Trade receivables 955.54 797.95 Receivables – which
Trade receivables from related parties (refer note 31) 28.58 76.52 have significant
984.12 874.47 increase in credit
risk
Unsecured, considered doubtful
iii. Undisputed Trade - 17.11 16.01 18.43 1.55 0.20 53.30
Trade receivables 58.10 37.03
Receivables – credit
58.10 37.03 impaired
Allowance for impairment of trade receivables (58.10) (37.03) iv. Disputed Trade - - 3.15 20.02 2.38 - 25.55
Total 984.12 874.47 Receivables–
considered good
Break-up for security details: v. Disputed Trade - - - - - - -
Receivables – which
As at have significant
March 31, 2023 March 31, 2022 increase in credit risk
Trade receivable vi. Disputed Trade - - - - 2.61 2.19 4.80
Receivables – credit
Unsecured, considered good 984.12 874.47
impaired
Trade receivables - credit impaired 58.10 37.03
Total - 927.22 64.35 40.32 7.94 2.39 1,042.22
1,042.22 911.50
Allowance of impairment
Trade receivables - credit impaired (58.10) (37.03)
Total trade receivables 984.12 874.47

346 347
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Balance as at March 31, 2022 11. Cash and bank balances

Particulars Outstanding for following periods from due date of payment i. Cash and cash equivalent
Not due Less than 6 months 1-2 years 2-3 years More than Total
6 months -1 year 3 years As at
i. Undisputed - 840.81 9.49 4.71 1.38 - 856.39 March 31, 2023 March 31, 2022
trade receivables – Balances with banks:
considered good On current accounts* 222.55 964.41
ii. Undisputed trade - - - - - - - Deposits with original maturity of less than three 1,470.89 1,000.84
receivables – which months**
have significant
Cash on hand 0.10 0.10
increase in credit
risk Total 1,693.54 1,965.35
iii. Undisputed trade - 15.16 4.67 2.73 4.14 0.01 26.71
*Balances with banks on current accounts includes balance in cash credit facility account amounting to Nil
receivables – credit
(March 31, 2022: Nil). The cash credit facility in the year ended March 31, 2023 is secured by hypothecation of
impaired
fixed & current assets of the Company including other intangible assets. The rate of interest to be charged on
iv. Disputed trade - 8.52 5.38 2.45 1.73 - 18.08 the utilisation of the facility amount is 6M MCLR +1.10% (presently 9.00% p.a.) payable at monthly intervals.
receivables– The amount utilised is payable on demand and the tenure of the cash credit limit is one year from the date
considered good of sanction.
v. Disputed trade - - - - - - -
receivables – which **Short-term deposits are made for varying periods of between one date and three months depending on
have significant the cash requirements of the company. Company also earns an interest on these short-term deposits at the
increase in credit risk rate ranging from 3% to 7.50%.
vi. Disputed trade - 2.48 2.67 1.43 1.67 2.07 10.32
receivables – credit ii. Other bank balances other than (i) above
impaired
Total - 866.97 22.21 11.32 8.92 2.08 911.50 As at
March 31, 2023 March 31, 2022
Notes: Deposits with original maturity for more than three 3,136.95 2,883.03
1) Trade receivables are non-interest bearing and are generally on credit terms of 30 to 90 days. For terms months but less than twelve months
and conditions relating to related party receivables, refer note 31.
Total 3,136.95 2,883.03
2) Following are the amounts due from related parties:
For the purpose of the statement of cash flow, cash and cash equivalent comprise the following:

As at
As at
March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
Affle International Pte. Ltd. 18.90 59.87
Balances with banks:
Affle MEA FZ-LLC 9.68 16.65
On current accounts 222.55 964.41
Total 28.58 76.52
Deposits with original maturity for less than three months 1,470.89 1,000.84
3) During the period ended March 31, 2023 & March 31, 2022; there were no balances of trade receivables Cash on hand 0.10 0.10
with a significant increase in credit risk. Total 1,693.54 1,965.35

Contract assets 12. Income tax asset (net)

As at March 31, 2023, the Company has contract assets of INR 502.82 million (March 31, 2022: INR 410.54
As at
million) which is net of an allowance for expected credit losses of INR 5.27 million (March 31, 2022: INR 4.56
million). March 31, 2022 March 31, 2021
Advance tax [net of provision for tax amounting to INR 80.46 45.25
4) No trade or other receivables are due from directors or any other officers of the company either severally 419.57 million (March 31, 2022: INR INR 157.94 million)]
or jointly with any other person. Nor any trade or other receivable are due from firms or private companies Total 80.46 45.25
respectively in which any director is a partner, a director or a member.

348 349
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

13 (a). Share capital C. Shares held by holding company and/or their subsidiaries

As at Out of the equity shares issued by the Company, shares held by its holding company and its subsidiaries
are as below:
Particulars March 31, 2023 March 31, 2022
As at
Authorised share capital
Particulars March 31, 2023 March 31, 2022
150,000,000 (March 31, 2022: 150,000,000 equity shares 300.00 300.00
of INR 2 each) equity shares of INR 2 each Affle Holdings Pte. Ltd., Singapore, ultimate holding
Company
Issued share capital
59,715,465 (March 31, 2022: 59,715,465 equity shares of 119.43 119.43
133,251,060 (March 31, 2022: 133,251,060 equity shares 266.50 266.50
INR 2 each fully paid up ) equity shares of INR 2 each
of INR 2 each fully paid up) equity shares of INR 2 each
fully paid up
fully paid up
Affle Global Pte. Ltd. (earlier known as Affle Appstudioz
266.50 266.50
Pte. Ltd.) , Singapore, subsidiary of Affle Holdings Pte. Ltd.
Subscribed and fully paid-up share capital
20,089,555 (March 31, 2022: 20,089,555 equity shares 40.18 40.18
133,251,060 (March 31, 2022: 133,251,060 equity shares 266.50 266.50 of INR 2 each fully paid up) equity shares of INR 2 each
of INR 2 each fully paid up) equity shares of INR 2 each fully paid up
fully paid up
Less: 77,001 (March 31, 2022: NIL) equity shares held in (0.15) - D. Details of shareholders holdings more than 5% shares
trust for employees under ESOS scheme
266.35 266.50 As at
Name of shareholder March 31, 2023 March 31, 2022
A. Reconciliation of the number of equity shares outstanding at the beginning and end of the year
Number of Percentage Number of Percentage
shares held of Holding shares held of Holding
As at
Equity shares of INR 2 each fully paid
Particulars March 31, 2023 March 31, 2022 (March 31, 2022 equity shares of
No. of shares Amount No. of shares Amount INR 2 each fully paid)
Opening balance 133,251,060 266.50 25,496,367 254.96 Affle Holdings Pte. Ltd., Singapore 59,715,465 44.81% 59,715,465 44.81%
Shares issued during the year (refer note 44) - - 1,153,845 11.54 Affle Global Pte. Ltd., Singapore 20,089,555 15.08% 20,089,555 15.08%
Shares issued pursuant to stock split* - - 106,600,848 -
Less: Equity shares held in trust for (77,001) (0.15) - - As per records of the Company, including its register of shareholders/members and other declarations
employees under ESOS scheme received from shareholders regarding beneficial interest, the above shareholding represents both legal and
beneficial ownerships of shares.
Closing Balance 133,174,059 266.35 133,251,060 266.50

Aggregate number of equity shares issued as bonus, shares issued for consideration other than cash and
*Pursuant to the approval of the shareholders in its annual general meeting held on October 23, 2021, each
shares bought back during the period of five years immediately preceding the reporting date is Nil.
equity share of face value of INR 10 per share have been subdivided into five equity shares of face value
of INR 2 per share, with effect from October 08, 2021.
E. Details of shares held by promoter and promoter group
B. Terms/rights attached to equity shares
As at March 31, 2023
The Company has only one class of equity shares having a par value of INR 2 per share. The holders of
equity shares are entitled to receive dividends and are entitled to one vote per share. In the event of Promoter name No of shares at Change No of shares % of total % change
liquidation, equity shareholders will be entitled to receive assets of the Company in proportion to the the beginning of during the at the end of shares during
number of shares held to the total equity shares outstanding as on that date. the year year the year the year
Anuj Khanna Sohum 160 - 160 - -
Affle Holdings Pte. Ltd., 59,715,465 - 59,715,465 44.81% -
Singapore
Affle Global Pte. Ltd., 20,089,555 - 20,089,555 15.08% -
Singapore

350 351
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

As at March 31, 2022 iv. Treasury shares

Promoter name No of shares at Change No of shares % of total % change As at


the beginning of during the at the end of shares during Particulars March 31, 2023 March 31, 2022
the year year the year the year
Opening balance - -
Anuj Khanna Sohum 32 128 160 - -
Shares held in trust for employees under ESOS scheme (80.93) -
Affle Holdings Pte. Ltd., 11,943,093 47,772,372 59,715,465 44.81% 2.03%
Closing balance (80.93) -
Singapore
Affle Global Pte. Ltd., 4,017,911 16,071,644 20,089,555 15.08% 0.68% Nature and purpose of other equity
Singapore
Retained earnings
13 (b). Other equity Retained earnings are the profits/(loss) that the Company has earned/incurred till date, less any transfers
to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-
As at measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement
Particulars March 31, 2023 March 31, 2022 of Profit and Loss.
Retained earnings 2,065.25 1,397.12
Securities premium
Securities premium 6,740.93 6,740.93 Securities premium represents the amount received in excess of par value of equity shares. Section 52 of
Share based payment reserve 99.12 33.07 Companies Act, 2013 specifies restriction and utilisation of security premium.
Treasury shares (80.93) -
Total 8,824.37 8,171.12 Share based payment reserve
The share options-based payment reserve is used to recognise the grant date fair value of options issued to
employees under employee stock option plan.
i. Retained earnings
As at Treasury shares (Shares held by the ESOP Trust)
Particulars March 31, 2023 March 31, 2022 The Company has created an Employee Benefit Trust (EBT) for providing share-based payment to its
Opening balance 1,397.12 831.37 employees. The Company uses EBT as a vehicle for distributing shares to employees under the employee
Profit for the year 668.78 565.48 remuneration schemes. The EBT buys shares of the company from the market, for giving shares to employees.
The Company treats EBT as its extension and shares held by EBT are treated as treasury shares. Own equity
Other comprehensive income/(loss) (0.65) 0.27
instruments that are reacquired (treasury shares) are recognised at cost and deducted from equity.
Closing balance 2,065.25 1,397.12
14. Provisions
ii. Securities premium
Non-current Current
As at As at
Particulars March 31, 2023 March 31, 2022 Particulars March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Opening balance 6,740.93 845.56 Provision for employee
Fresh equity issued during the year (refer note 44) - 5,988.46 benefits
Transaction costs for issued share capital - (93.09) Provision for gratuity 12.92 13.59 5.25 4.21
Closing balance 6,740.93 6,740.93 (refer note 28)
Provision for leave benefits 6.27 4.78 3.25 2.09
iii. Share based payment reserve Total (A) 19.19 18.37 8.50 6.30
Other provisions
As at
Provision for contingency - - - 0.07
Particulars March 31, 2023 March 31, 2022 (refer note 30)
Opening balance 33.07 - Total (B) - - - 0.07
Compensation options granted during the year 66.05 33.07 Total (A+ B) 19.19 18.37 8.50 6.37
Closing balance 99.12 33.07

352 353
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Movement in provision for contingency Trade payables aging schedule

For the year ended As at March 31, 2023


Particulars March 31, 2023 March 31, 2022
Particulars Outstanding for following periods from due date of payment
At the beginning of the year 0.07 0.07
Not due Less than 1-2 years 2-3 years More than Total
Write off/utilized during the year (0.07) -
1 year 3 years
At the end of the year - 0.07
i. Total outstanding dues of - 28.17 - - - 28.17
micro enterprises and small
15. Trade payables
enterprises
ii. Total outstanding dues 665.84 1,029.10 11.62 1.39 - 1,707.95
As at
of creditors other than
Particulars March 31, 2023 March 31, 2022 micro enterprises and small
Trade payables: enterprises
- total outstanding dues of micro enterprises and small enterprises 30.48 42.25 iii. Disputed dues of micro - - 2.31 - - 2.31
(refer note 37) enterprises and small
- total outstanding dues of creditors other than micro enterprises 1,708.26 1,451.29 enterprises
and small enterprises iv. Disputed dues of creditors - - - - 0.31 0.31
Total 1,738.74 1,493.54 other than micro enterprises
and small enterprises
Notes: Total 665.84 1,057.27 13.93 1.39 0.31 1,738.74
1) Following are the amounts due to related parties (refer note 31):
As at March 31, 2022
As at
Particulars March 31, 2023 March 31, 2022 Particulars Outstanding for following periods from due date of payment
Affle International Pte. Ltd. 99.41 26.45 Not due Less than 1-2 years 2-3 years More than Total
1 year 3 years
Affle MEA FZ-LLC 629.30 226.25
i. Total outstanding dues of - 42.25 - - - 42.25
Appnext Pte Ltd. 90.51 51.71
micro enterprises and small
Mediasmart Mobile S.L. 67.86 20.92 enterprises
Talent Unlimited Online Services Private Limited* - 37.09 ii. Total outstanding dues 545.52 900.69 2.93 2.15 - 1,451.29
Jampp Inc. 39.56 - of creditors other than
Total 926.64 362.42 micro enterprises and small
enterprises
*ceased to be an associate with effect from May 14, 2022 and there amount outstanding as at March 31, 2023 iii. Disputed dues of micro - - - - - -
has not been disclosed. enterprises and small
enterprises
2) Trade payables are non-interest bearing and are normally settled on 60-day terms for other than micro iv. Disputed dues of creditors - - - - - -
enterprises and small enterprises payables which are settled on 45-day terms. other than micro enterprises
3) For terms and conditions with related parties, refer note 31. and small enterprises
Total 545.52 942.94 2.93 2.15 - 1,493.54

16. Other financial liabilities

As at
Current March 31, 2023 March 31, 2022
Salary payable 50.39 44.94
Total 50.39 44.94

354 355
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

17. Other current liabilities Contract asset

As at A contract asset is the right to consideration that is conditional upon factors other than the passage of time.
Contract assets are recognised where there is excess of revenue over billings.
March 31, 2023 March 31, 2022
Statutory dues payable 107.76 138.34 Changes in contract asset (net) are as follows:
Total 107.76 138.34
As at
18. Revenue from contracts with customers
Particulars March 31, 2023 March 31, 2022
i. Disaggregated revenue information Balance at the beginning of the year [net of allowance 410.54 288.50
for impairment amounting to INR 4.56 million
Set out below is the disaggregation of the Company’s revenue from contracts with customers: (April 1, 2021: INR 2.39 million)]
Revenue recognised during the year 4,947.97 3,975.21
For the year ended Invoices raised during the year 4,847.04 3,853.17
Particulars March 31, 2023 March 31, 2022 Balance at the end of the year [net of allowance for 511.47 410.54
Type of service impairment amounting to INR 5.27 million (March 31,
2022: INR 4.56 million)]
Consumer platform 4,630.34 3,727.74
Enterprise platform 139.04 116.24 Contract liabilities
Other operating revenue 178.59 131.23
Total revenue from contracts with customers 4,947.97 3,975.21 As at
Particulars March 31, 2023 March 31, 2022
For the year ended Advance from customers 2.07 1.65
Particulars March 31, 2023 March 31, 2022 Deferred revenue - 1.08
Geographical markets Total 2.07 2.73
India 4,286.52 3,125.18
Singapore 265.15 199.97
Current 2.07 2.73
Others 396.30 650.06
Non-current - -
Total revenue from contracts with customers 4,947.97 3,975.21
Changes in advance from customers are as follows:
For the year ended
Particulars March 31, 2023 March 31, 2022 As at
Timing of revenue recognition Particulars March 31, 2023 March 31, 2022
Services transferred at a point in time 4,808.93 3,858.97 Balance at the beginning of the year 1.65 3.97
Services transferred over time 139.04 116.24 Advance received during the year 6.61 2.52
Total revenue from contracts with customers 4,947.97 3,975.21 Advance adjusted against invoices during the year 5.94 3.71
Advance written back 0.25 1.13
ii. Contract balances
Forex gain/loss on advances 0.00 -
Balance at the end of the year 2.07 1.65
As at
Particulars March 31, 2023 March 31, 2022 Changes in deferred revenue are as follows:
Trade receivables (refer note 10) 984.12 874.47
984.12 874.47 As at
Particulars March 31, 2023 March 31, 2022
Balance at the beginning of the year 1.08 213.46
Added during the year - 1.08
Invoiced during the year 1.08 213.46
Balance at the end of the year - 1.08

356 357
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Set out below is the amount of revenue recognised from: 20. Inventory and data costs

As at For the year ended


Particulars March 31, 2023 March 31, 2022 Particulars March 31, 2023 March 31, 2022
Amounts included in contract liabilities at the beginning 1.08 213.46 Inventory cost 2,947.77 2,335.31
of the year Platform cost 17.30 19.14
Performance obligations satisfied in previous years - - Cloud hosting charges 106.51 103.42
Total 3,071.58 2,457.87
iii. Performance obligations
21. Employee benefits expense
Information about the Company’s performance obligations are summarised below:

Consumer platform For the year ended


The performance obligation is satisfied at a point in time and payment is generally due within 30 to 90 Particulars March 31, 2023 March 31, 2022
days of completion of services and acceptance of the customer. In some contracts, short-term advances are Salaries, wages and bonus 425.66 409.84
required before the advertisement services are provided. Contribution to provident and other funds 10.88 11.46
Gratuity expense (refer note 28) 3.08 3.88
Enterprise platform
The performance obligation is satisfied over time and payment is generally due within 30 to 90 days of Share based payment expenses 25.71 12.83
completion of services and acceptance of the customer. In some contracts, short-term advances are required Staff welfare expenses 4.05 3.55
before the software development services are provided. Total 469.38 441.56

As the duration of the contracts for consumer and enterprise platform is less than one year, the Company 22. Finance costs
has opted for practical expedient and decided not to disclose the amount of the remaining performance
obligations.
For the year ended
Other operating revenue Particulars March 31, 2023 March 31, 2022
The performance obligation is satisfied at a point in time and payment is generally due within 30 to 90 days Interest on lease liabilities 0.21 0.65
of completion of services and acceptance of the customer. Interest on income tax 0.01 3.48

Interest on MSME 0.29 0.20
Notes:
There is no difference between the amount of revenue recognised in the profit and loss statement and the Bank charges 1.46 2.20
contract price. Total 1.97 6.53

19. Other income 23. Depreciation and amortisation expense

For the year ended For the year ended


Particulars March 31, 2023 March 31, 2022 Particulars March 31, 2023 March 31, 2022
Interest income on financial assets measured at amortised Depreciation of property, plant and equipments 10.02 8.66
cost: (refer note 3)
Bank deposits 178.56 160.32 Amortisation of intangible assets (refer note 4) 62.87 59.80
Security deposits 0.06 0.22 Depreciation of right-of-use assets (refer note 29) 1.54 4.41
Time deposits - 1.45 Total 74.43 72.87
Loan to subsidiaries 11.95 -
Loan to directors 0.15 -
Gain/Loss on overnight fund 32.43 -
Fair value gain on financial instruments at fair value through - 146.07
profit or loss
Liabilities written back 2.23 3.76
Miscellaneous income 0.31 -
Total 225.69 311.82

358 359
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

24. Other expenses **Details of Corporate social responsibility expenditure:

For the year ended For the year ended


Particulars March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Power and fuel 0.20 0.02 a. Gross amount required to be spent during the year 10.63 7.14
Rent 8.23 1.87 b. Amount approved by the board to be spent during the year 10.63 10.00
Rates and taxes 26.49 17.42
Insurance 4.80 4.67 In Yet to be Total
Repair and maintenance - others 0.83 1.13 Cash paid in cash
Legal and professional fees (including payment to 198.64 176.65 c. Amount spent during the period ending on
statutory auditor, refer detail below)* March 31, 2023:
Travelling and conveyance 23.07 2.87 i. Construction/acquisition of any asset - - -

Communication costs 0.71 0.38 ii. On purposes other than (i) above 10.63 - 10.63

Printing and stationery 0.24 0.02


d. Amount spent during the year ending on
Recruitment expenses 1.44 1.42
March 31, 2022:
Business promotion 104.67 82.54
i. Construction/acquisition of any asset - - -
Bad debts 8.40 10.54
ii. On purposes other than (i) above 10.00 - 10.00
Less: Utilised from impairment allowance of trade (8.40) (10.54)
receivables
e. Details related to spent/unspent obligations:
Impairment allowance of trade receivables 30.18 19.61
i. Contribution to public trust - -
Advances given written off 1.18 3.86
ii. Contribution to charitable trust 10.63 10.00
Loss on disposal of property, plant and equipments (net) 0.07 0.02
iii. Unspent amount in relation to:
Exchange differences (net) 30.58 1.31
- Ongoing project - -
Software license fee 196.43 212.71
- Other than ongoing project - -
Directors sitting fee 3.96 3.78
Corporate social responsibility expenses** 10.63 10.00 25. Other comprehensive income
Miscellaneous expenses 13.54 9.70
Total 655.89 549.98 The disaggregation of changes to other comprehensive income by each type of reserve in equity is shown
below:
*Payment to statutory auditor:
For the year ended
For the year ended Particulars March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022 Re-measurement gains/(losses) on defined benefit plans (0.87) 0.36
As auditors: Income tax effect 0.22 (0.09)
Audit fee 9.50 9.25 Total (0.65) 0.27
In other capacity
Advisory and certification services 0.21 0.20 26. Earnings per share (EPS)

Reimbursement of expenses 0.09 0.01 Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the
Other services - 9.46 parent by the weighted average number of equity shares outstanding during the year.
Total 9.80 18.92
For the purpose of calculating diluted EPS, the net profit for the year attributable to equity shareholders and
the weighted average number of shares outstanding during the year is adjusted for the effects of all dilutive
potential equity shares.

360 361
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

The following reflects the income and share data used in the basic and diluted EPS computations: Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting
For the year ended date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described below. The company has based its assumptions and
Particulars March 31, 2023 March 31, 2022
estimates on parameters available when the financial statements were prepared. Existing circumstances and
Profit attributable to equity holders for basic earnings 668.78 565.48 assumptions about future developments, however, may change due to market changes or circumstances
(in million) arising that are beyond the control of the Company. Such changes are reflected in the assumptions when
Effect of dilution - - they occur.
Profit attributable to equity holders for the effect of 668.78 565.48
dilution a. Impairment of non-financial assets
Weighted average number of equity shares used for 133.19 132.73 Impairment exists when the carrying value of an asset or Cash Generating Unit (“CGU”) exceeds its
computing basic earning per share (in million)* recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The
Effect of dilution - - fair value less costs of disposal calculation is based on available data from binding sales transactions,
conducted at arm’s length, for similar assets or observable market prices less incremental costs for
Weighted average number of equity shares adjusted for 133.19 132.73
disposing of the asset. The value in use calculation is based on a Discounted Cash flow (“DCF”) model.
the effect of dilution
The cash flows are derived from the budget for the next five years and do not include restructuring
Basic EPS (absolute value in INR) 5.02 4.26 activities that the Company has not yet committed to or significant future investments that will enhance
Diluted EPS (absolute value in INR) 5.02 4.26 the asset’s performance of the CGU being tested. The recoverable amount is sensitive to the discount
rate used for the DCF model as well as the expected future cash-inflows and the growth rate used for
*The weighted average number of equity shares for the year ended March 31, 2023 takes into account the extrapolation purposes. These estimates are most relevant to goodwill recognised by the Company. Refer
weighted average effect of equity shares issued during the year. note 38 for further disclosures.

27. Significant accounting judgements, estimates and assumptions b. Provision for expected credit losses of trade receivables and contract assets
Trade receivables and contract assets do not carry any interest and are stated at their nominal value
The preparation of the Company’s financial statements requires management to make judgements, estimates as reduced by appropriate allowances for estimated irrecoverable amounts. Estimated irrecoverable
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the amounts are based on the ageing of the receivable balances and historical experience adjusted for
accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions forward-looking estimates. Individual trade receivables are written off when management deems them
and estimates could result in outcomes that require a material adjustment to the carrying amount of assets not to be collectible. For details of allowance for doubtful debts please refer note 10.
or liabilities affected in future periods.
c. Defined benefit plans (gratuity benefits)
Other disclosures relating to the Group’s exposure to risks and uncertainties includes: The cost of the defined benefit gratuity plan and other post-employment medical benefits and the present
value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves
- Capital Management, refer note 36 making various assumptions that may differ from actual developments in the future. These include the
- Financial risk management objectives and policies, refer note 35 determination of the discount rate, future salary increases and mortality rates. Due to the complexities
- Sensitivity analysis, refer note 28, note 35 involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to
changes in these assumptions. All assumptions are reviewed at each reporting date.
Judgements
In the process of applying the Company’s accounting policies, management has not made any significant The parameter most subject to change is the discount rate. In determining the appropriate discount
judgement, which have the most significant effect on the amounts recognised in the financial statements. rate for plans operated in India, the management considers the interest rates of government bonds in
currencies consistent with the currencies of the post-employment benefit obligation.
a. Investment in Bobble
The mortality rate is based on publicly available mortality tables for India. Those mortality tables tend
i. Investment as associates to change only at intervals in response to demographic changes. Future salary increases and gratuity
During the previous year, w.e.f. January 1, 2022, the Company had received a right to appoint its nominee increases are based on expected future inflation rates for India. Further details about gratuity obligations
as a director on the Board of Bobble, which was duly exercised. Given the shareholding of 17% on such are given in note 28.
date and board seat, the Company had considered Bobble as an associate over which it was deemed to
have significant influence. d. Intangible assets under development
The Company capitalises intangible asset under development for a project in accordance with the
ii. Classified as investment held for sale accounting policy. Initial capitalisation of costs is based on management’s judgement that technological
During the current year, the Company in its board meeting, had authorized the management to either and economic feasibility is confirmed, usually when a product development project has reached a defined
divest or invest further in Bobble. Accordingly, the management had decided to classify the investment milestone according to an established project management model. At March 31, 2023, the carrying amount
in Bobble as held for sale in accordance with Ind AS 105 considering a possibility of divestment. The of capitalised intangible asset under development was INR 5.17 million (March 31, 2022: INR 35.15 million).
investment is disclosed as an investment held for sale as at March 31, 2023. The Company holds 26.24%
stake on fully diluted basis in Bobble. This amount includes significant investment in the development of platforms.

362 363
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

e. Fair value measurement of derivative instruments This is a unfunded benefit plan for qualifying employees. The scheme provides for a lump sum payment
During the previous year, the Company used valuation techniques including the DCF model for the fair to vested employees at retirement, death while in employment or on termination of employment. Vesting
valuation of derivative instruments recorded in the balance sheet. The inputs to these models were taken occurs upon completion of five years of service.
from observable markets where possible, but where this was not feasible, a degree of judgement was
required in establishing fair values. Judgements included considerations of inputs such as liquidity risk, The following tables summaries the components of net benefit expense recognised in the statement
credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of profit or loss and other comprehensive income and amounts recognised in the balance sheet for the
of derivative instruments. gratuity plan:

f. Leases- estimating the incremental borrowing rate Changes in the present value of the defined benefit obligation are as follows:
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its
incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the For the year ended
Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary Particulars March 31, 2023 March 31, 2022
to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR
Balance as at the beginning of the year 17.80 16.47
therefore reflects what the Company ‘would have to pay’, which requires estimation when no observable
rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Current service cost 3.00 2.77
Company estimates the IBR using observable inputs (such as market interest rates) when available. Past service cost including curtailment Gains/Losses (1.21) -
Interest cost 1.29 1.11
g. Share based payment Benefits paid (3.58) (2.19)
The Company measures the cost of equity-settled transactions with employees using Black Scholes Re-measurement (gains)/losses on obligation 0.87 (0.36)
pricing model to determine the fair value on the grant date. Estimating fair value for share-based payment Balance as at the end of the year 18.17 17.80
transactions requires determination of the most appropriate valuation model, which is dependent on the
terms and conditions of the grant. This estimate also requires determination of the most appropriate Amount recognised in the statement of profit and loss:
inputs to the valuation model including the expected life of the share option, volatility and dividend yield
and making assumptions about them. The assumptions and models used for estimating fair value for
For the year ended
share-based payment transactions are disclosed in note 39.
Particulars March 31, 2023 March 31, 2022
28. Employee benefits Current service cost 1.78 2.77
Interest cost 1.29 1.11
A. Defined contribution plans Net expense recognised in the statement of profit 3.07 3.88
and loss
Provident fund: The Company makes contribution towards employees’ provident fund. The Company has
recognised INR 12.08 million (March 31, 2022: INR 12.61 million) as an expense towards contribution to this Amount recognised in other comprehensive income:
plan.
For the year ended
B. Defined benefit plans Particulars March 31, 2023 March 31, 2022
Re-measurement (gain)/loss on arising in (0.44) (1.11)
Gratuity: The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, employees
demographic assumptions
who have completed five years of service are entitled to specific benefit. The level of benefit provided
depends on the member’s length of service and salary retirement age. The employee is entitled to a Re-measurement gain on arising in financial 1.47 (0.25)
benefit equivalent to 15 days salary last drawn for each completed year of service with part thereof in assumptions
excess of six months. The same is payable on termination of service or retirement or death whichever is Re-measurement loss on arising from experience (0.16) 1.00
earlier. adjustment
(Net income) / expense recognised in other 0.87 (0.36)
The present value of the obligation under such defined benefit plan is determined based on an actuarial comprehensive income
valuation as at the reporting date using the projected unit credit method, which recognizes each year of
service as giving rise to additional unit of employee benefit entitlement and measures each unit separately
to build up the final obligation. The obligations are measured at the present value of the estimated future
cash flows. The discount rate used for determining the present value of the obligation under defined
benefit plans is based on the market yields on Government bonds as at the date of actuarial valuation.
Actuarial gains and losses (net of tax) are recognised immediately in the other comprehensive income
(OCI).

364 365
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

The principal actuarial assumptions used in determining gratuity liability for the Company’s plan is The following payments are expected contributions to the defined benefit plan in future years:
shown below:
For the year ended
For the year ended Particulars March 31, 2023 March 31, 2022
Particulars March 31, 2023 March 31, 2022 Within the next 12 months (next annual reporting 5.25 4.21
Discount rate 7.40% 7.26% year)
Future salary increase 8.00% 5.00% Between 2 and 5 years 8.12 7.07
Withdrawal rate (per annum) Between 5 and 10 years 4.80 6.52
-  Up to 30 years 61.60% 50.10% Total expected payments 18.17 17.80
-  From 31 years to 44 years 37.90% 32.90%
-  From 44 years to 58 years 0.00% 0.00% The average duration of the defined benefit plan obligation at the end of the reporting year is 1.91 years
Retirement age (years) 58 58 (March 31, 2022: 2.31 years).
Mortality rates inclusive of provision for disability 100% of IALM 100% of IALM
29. Leases
(2012 - 14) (2012 - 14)

Company as lessee
The discount rate is based on the prevailing market yields of Indian Government Securities as at the
Balance Sheet date for the estimated term of the obligations. The estimates of future salary increases,
The Company has taken office premises on lease. The lease has been entered for a period ranging from one
considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors,
to two years with renewal option. The Company has the option, under some of its lease, to renew the lease
such as supply and demand in the employment market.
for an additional years on a mutual consent basis.
A quantitative sensitivity analysis for significant assumption is as shown below:
The incremental borrowing rate for the lease liabilities is 9% per annum.

For the year ended Set out below are the carrying amounts of right-of-use assets recognised and the movements during the
Particulars March 31, 2023 March 31, 2022 year:
Present value of obligation at the end of the year 18.17 17.80
As at
Impact of the change in discount rate Particulars March 31, 2023 March 31, 2022
Impact due to increase of 0.50 % (0.33) (0.43) Balance as at the beginning of the year - 13.24
Impact due to decrease of 0.50 % 0.34 0.45 Addition during the year 8.09 -
Amortisation during the year 1.54 (4.41)
Impact of the change in salary rate Written off during the year - (8.83)
Impact due to increase of 0.50 % 0.21 0.46 Balance as at the end of the year 6.55 -
Impact due to decrease of 0.50 % (0.22) (0.44)
Set out below are the carrying amounts of lease liabilities and the movements during the year:

The sensitivity analysis above have been determined based on a method that extrapolates the impact
on define benefit obligation as a result of reasonable changes in key assumptions occurring at the end As at
of reporting year. The sensitivity analysis are based on a change in a significant assumption, keeping all Particulars March 31, 2023 March 31, 2022
other assumptions constant. The sensitivity analysis may not be representative of an actual change in the Balance as at the beginning of the year - 13.01
defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation from one Addition during the year 7.76 -
another. Accretion of interest 0.21 0.65
Payments during the year (1.42) (3.13)
Rebate received during the year - -
Written off during the year - (10.53)
Balance as at the end of the year 6.55 -

Current 4.49 -
Non-current 2.06 -

366 367
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

The following are the amounts recognised in the statement of profit or loss: The Company is contesting the demands and the management, including its tax advisors, believes that its
position will likely be upheld in the appellate process. No tax expense has been accrued in the financial
For the year ended statements for the demand raised. The management believes that the ultimate outcome of these proceedings
will not have a material adverse effect on the Company’s financial position and results of operations. The
Particulars March 31, 2023 March 31, 2022
likelihood of the above cases going in favour of the Company is probable and accordingly has not considered
Amortisation of right-of-use assets 1.54 (4.41) any provision against the demands in the financial statements.
Interest expense on lease liabilities 0.21 0.65
Expenses relating to short term leases 8.21 1.84 ii. (a) The opening balance of Stand by Letter of Credit (SBLC) as on April 01,2022 is amounting to INR 447.01
(included in other expenses) million(equivalentofUSD6.10million)wastakeninfavourofAxisBankLimited,[Link]
Expenses relating to low value assets 0.02 0.03 year it is reduced by INR 100.26 million (equivalent to USD 1.22 million). The outstanding closing balance
(included in other expenses) of SBLC in favour of Axis Bank Limited, Singapore is INR 346.75 million (equivalent to USD 4.88 million).
Income relating to lease liability and security deposit - 1.14
write off (b) The opening balance of Stand by Letter of Credit (SBLC) as on April 01,2022 is amounting to INR
629.83 million (equivalent of USD 8.60 million) was taken in favour of Axis Bank Limited, Singapore.
The details of the contractual maturities of lease liabilities on an undiscounted basis are as follows : During the current year it is reduced by INR 276.86 million (equivalent to USD 3.37 million). The
outstanding closing balance of SBLC in favour of Axis Bank Limited, Singapore is INR 352.97 million
(equivalent to USD 5.23 million).
Particulars Contractual 0-1 year 1-2 years 2-5 years More than 5
undiscounted value years
(c) The opening balance of Stand by Letter of Credit (SBLC) as on April 01, 2022 is amounting to INR
As at March 31, 2023 6.98 4.88 2.10 - -
439.68 million (equivalent of USD 6.00 million) was taken in favour of HDFC Bank Limited, Bahrain.
As at March 31, 2022 - - - - - The outstanding closing balance of SBLC in favour of HDFC Bank Limited, Bahrain is INR 439.68
million (equivalent to USD 6.00 million).
Note: During the previous year ended March 31, 2022, the Company has served termination notice to vacate
the premise and accordingly written off right of use asset and the lease liability.

30. Commitments and contingent liabilities

a. Capital commitments
As at March 31, 2023, the Company has commitments on capital account and not provided for (net of
advances) of INR 9.78 million (March 31, 2022: INR 8.08 million).

b. Contingent liabilities
i. Claims against the Company not acknowledged as debts includes the following:

- Income tax demand from the Income tax authorities for assessment year 2017-18 of INR 64.88
million on account of disallowance of bad debts written off, advances written off, amortization of
goodwill and certain expenses under various heads as claimed by the Company in the income tax. The
matter is pending before Commissioner of Income Tax (Appeals), Mumbai. In response (dated 29th
January’2020) to the notice company has discharged 20% of demand i.e. INR 13 million by depositing
INR 6.50 million vide challan No 11922 with HDFC Bank on January 28, 2020 and adjusting a refund of
INR 6.25 million which is outstanding for AY 2015-16 on which interest under section 244A of the Act
is also pending and this will exceeds a residual amount of INR 6.50 million.

- Income tax demand from the Income tax authorities order dated September 17, 2022, for assessment
year 2020-21 of INR 1.13 million on account of disallowance of Corporate Social Responsibility (CSR)
expenditure under section 80G of the Income Tax Act, 1961 of Rs. 2.15 million as claimed by the
Company in the income tax. The matter is pending before Commissioner of Income Tax (Appeals),
Mumbai.

368 369
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated)

31. Related party disclosures

ii. The following table provides the total value of transactions that have been entered into with related parties for the relevant financial years:

*During the current year, pursuant to the resolution approved by the Board of Directors, the Company has converted the balance loan
March 31,
2022

-
-

-
-
-
-
-

-
-

-
-
-

-
(Amount in INR million, unless otherwise stated)

For the year ended


i. Names of related parties and related party relationship

Company
Holding
S. No. Relationship Name of the related party

-
-
March 31,
2023

-
-

-
-
-
-
-

-
-
-

-
i. Holding Company Affle Holdings Pte. Ltd. Singapore

ii. Direct Subsidiary Affle International Pte. Ltd. Singapore

outstanding into equity investment in Affle International Pte. Ltd.


Company

iii. Step down • PT. Affle Indonesia, Indonesia

March 31,
2022

-
-

-
-
-
-
45.65

-
-

-
-
-

-
subsidiaries of • Affle MEA FZ-LLC, Dubai
direct subsidiary • Mediasmart Mobile S.L, Spain

For the year ended


• Appnext Pte. Ltd., Singapore (Subsidiary with effect from June 08,
2020)

enterprise
Associate
• Appnext Technologies Limited, Israel (Subsidiary with effect from
July 19, 2020)

-
March 31,
2023

-
-

-
-
-
10.45

-
-

-
• Jampp Ireland Ltd. (Subsidiary with effect from July 01, 2021)
• Atommica LLC (Subsidiary with effect from July 01, 2021)
• Jampp EMEA GmbH (Subsidiary with effect from July 01, 2021)
• Jampp APAC Pte. Ltd. (Subsidiary with effect from July 01, 2021)
• Jampp HQ S.A. (earlier known as Devego S.A.) (Subsidiary with

March 31,
2022

-
60.90

-
569.02
94.08
139.44
-

-
-

-
0.04
155.30

-
effect from July 01, 2021)
• Jampp Ltd. (Subsidiary with effect from July 01, 2021)

For the year ended


• Jampp Inc. (Subsidiary with effect from July 01, 2021)

Step down
subsidiary
• Jampp Veiculacao de Publicidade Limitada (Subsidiary with effect
from July 01, 2021)

iv. Fellow subsidiaries Affle Global Pte. Ltd., Singapore

March 31,
2023

-
114.14

-
769.02
168.40
127.68
-

39.56

-
-

-
-
126.74

-
Affle X Private Limited

v. Associate Talent Unlimited Online Services Private Limited (ceased to be an


enterprise associate with effect from May 14,2022)

vi. Controlled trust Affle (India) Limited Employees Welfare Trust

March 31,
2022

139.10
-

20.84
-
-
-
-

-
84.82

162.77
-
-

1,337.96

-
For the year ended
vii. Key management • Anuj Kumar (Non-executive Director) [Executive Director till June 30,

Direct subsidiary
personnel 2022]

Company
• Anuj Khanna Sohum (Managing Director & Chief Executive Officer)
• Kapil Mohan Bhutani (Chief Financial & Operations Officer)
• Parmita Choudhury (Company Secretary)

March 31,
2023

151.01
-

36.04
-
-
-
-

-
90.67

334.65
-
-

646.31

775.45

387.73
• Meitheng Leong (Non-executive Director)
• Bijynath Nawal (Non-Executive Chairperson & Independent Director)
• Sumit Mamak Chadha (Non- Executive Independent Director)
• Vivek Narayan Gour (Non- Executive Independent Director)
• Lay See Tan (Non-executive Independent director) [With effect from

Affle International Pte. Ltd.*

Affle International Pte. Ltd.*


Affle International Pte. Ltd.

Affle International Pte. Ltd.

Affle International Pte. Ltd.

Affle International Pte. Ltd.

Affle International Pte. Ltd.


expenses by the Company
expenses to the Company
July 1, 2022]

Investment in subsidiary
Rendering of service by

Services Private Limited


Rendering of service to
• Elad Shmuel Natanson (Non-Executive Director) [With effect from

Talent Unlimited Online


Mediasmart Mobile S.L.

Affle Holdings Pte. Ltd.


July 1, 2022]

Loan received back


Reimbursement of

Reimbursement of
• Noelia Amoedo Casqueiro (Non-Executive Director) [With effect

Affle MEA FZ-LLC

Affle MEA FZ-LLC

Affle MEA FZ-LLC


Appnext Pte. Ltd.

Appnext Pte. Ltd.


from July 1, 2022]

the Company*

the Company
• Vipul Kedia (Executive director) [With effect from July 1, 2022]

Loan given
Jampp Inc.
Particulars

370 371
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated)

iii. Transaction with key management personnel

(Amount in INR million, unless otherwise stated)

March 31,
2022

-
-

-
-
-
-

-
For the year ended

Company
Particulars March 31, 2023 March 31, 2022

Holding

As at
Compensation paid**:

-
March 31,
2023

-
-

-
-
-
-
Anuj Kumar
Short-term employee benefits 4.25 14.07
Other reimbursements 0.06 -
Share based payments 1.05 1.75

March 31,
2022

-
-

-
-
-
-

37.09
Kapil Mohan Bhutani
Short-term employee benefits 12.30 12.33

enterprise
Associate
Other reimbursements 0.00 -

As at
Share based payments 4.07 1.75

-
March 31,
2023

-
-

-
-
-
-
Anuj Khanna Sohum
Short-term employee benefits 0.25 0.25
Vipul Kedia
Short-term employee benefits 7.55 -
Other reimbursements 1.22 -

March 31,
2022

-
16.65

-
226.25
20.92
51.71
-
-
Share based payments 4.07 -
Parmita Choudhury

Step down
subsidiary
Short-term employee benefits 1.47 1.26

As at
Other reimbursements 0.10 0.06

March 31,
2023

-
9.68

-
629.30
67.86
90.51
39.56
-
Share based payments 0.31 0.13
Bijynath Nawal
Sitting fees 0.90 1.08
Tan Lay See

March 31,
2022

59.87
-

26.45
-
-
-
-
-
Sitting fees 0.63 -
Sumit Mamak Chadha

Direct subsidiary
Sitting fees 1.26 1.44

Company
Vivek Narayan Gour

As at
Sitting fees 1.17 1.26

March 31,
2023

18.90
-

99.41
-
-
-
-
-
Other transactions:

Vipul Kedia

iv. Balances as at the year end


Loan given 12.50 -

Affle International Pte. Ltd.

Affle International Pte. Ltd.

Services Private Limited


Interest income 0.15 -

Talent Unlimited Online


Mediasmart Mobile S.L.
* Includes other operating income of INR 178.59 million (March 31, 2022: INR 131.23 million).

Affle MEA FZ-LLC

Affle MEA FZ-LLC


Trade receivables

Appnext Pte. Ltd.


Trade payables
**The remuneration to the key management personnel does not include the provisions made for gratuity
and leave benefits, as they are determined on an actuarial basis for the Company as a whole. Also, it does

Jampp Inc.
not include provision for incentives, payable on the basis of actual performance parameters in next year. Particulars

372 373
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Key management personnel The summary of the segmental information for the year ended and as at March 31, 2023 is as follows:
As at
Particulars March 31, 2023 March 31, 2022 Particulars Consumer Enterprise Unallocated Total
Payable to key management personnel: platform platform
Anuj Kumar Income
Salary payable - 0.17 Revenue from contracts with customers 4,808.93 139.04 - 4,947.97
Kapil Mohan Bhutani
Total income (A) 4,808.93 139.04 - 4,947.97
Salary payable 0.81 -
Expense
Anuj Khanna Sohum
Salary payable 0.02 0.02 Inventory and data costs 3,067.45 4.13 - 3,071.58
Vipul Kedia Employee benefits expenses 425.41 43.97 - 469.38
Salary payable 0.51 - Depreciation and amortization expenses 69.70 4.73 - 74.43
Parmita Choudhury Other expenses 602.41 22.90 30.58 655.89
Salary payable 0.09 0.08
Total expense (B) 4,164.97 75.73 30.58 4,271.28
Receivable from key management personnel:
Vipul Kedia Segment profit (A-B) 643.96 63.31 (30.58) 676.69
Loan receivables 12.50 - Capital expenditure:
Interest receivables 0.15 - Property, plant and equipment 7.29 - - 7.29
Intangible assets 55.91 - - 55.91
No amount has been written off or written back in the year in respect of debts due from/to above related
Depreciation and amortisation expenses 69.70 4.73 - 74.43
parties.
Other non-cash expenses 30.18 - - 30.18
Terms and conditions of transactions with related parties
The sale and purchase from related parties are made on terms equivalent to those that prevail in arm’s Particulars Consumer Enterprise Total
length transaction. Outstanding balances at the year end are unsecured and interest free and settlement platform platform
occurs in cash. For the period ended March 31, 2023 and year ended March 31, 2022, the Company has not Segment assets 1,771.77 45.38 1,817.15
recorded any impairment of trade receivables relating to amounts owed by related parties. This assessment
Total assets 1,771.77 45.38 1,817.15
is undertaken each financial year through examining the financial position of the related party and the
market in which the related party operates. Segment liabilities 1,815.13 10.31 1,825.44
Total liabilities 1,815.13 10.31 1,825.44
32. Segment information
The summary of the segmental information for the year ended and as at March 31, 2022 is as follows:
Ind AS 108 establishes standards for the way that companies report information about operating segments
and related disclosures about products and services, geographic areas, and major customers. Particulars Consumer Enterprise Unallocated Total
platform platform
The Chief Operating Decision Maker (CODM) being the Board of Directors (Board) evaluates the Company’s
Income
performance and allocates resources based on analysis of various performance indicators pertaining to
advertisement and software development segment. Revenue from contracts with customers 3,858.97 116.24 - 3,975.21
Total income (A) 3,858.97 116.24 - 3,975.21
The “Consumer platform” segment provides mobile advertisement services to its customers and is a reseller Expense
of advertisement space for online publishing companies including right to use of the platform. Inventory and data costs 2,457.87 - - 2,457.87
Employee benefits expense 377.12 64.44 - 441.56
The “Enterprise platform” segment provides customized mobile app development services.
Depreciation and amortisation expense 70.32 2.55 - 72.87
Transfer pricing is carried between the operating segments are set at cost plus appropriate margins. Other expenses 532.40 17.58 - 549.98
Segment revenue, segment expenses and segment result include transfers between operating segments. Total expense (B) 3,437.71 84.57 - 3,522.28
Those transfers are eliminated in total revenue/expense/result.
Segment profit (A-B) 421.26 31.67 - 452.93
The accounting principles used in preparation of the financial statements are consistently applied to record Capital expenditure:
revenue and expenditure in segment information, and are as set out in the significant accounting policies. Property, plant and equipment 12.94 - - 12.94
Other Intangible assets 43.66 - - 43.66
Depreciation and amortisation expense 70.32 2.55 - 72.87
Other non-cash expenses 19.61 - - 19.61

374 375
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Particulars Consumer Enterprise Total c. Reconciliation of liabilities


platform platform
Segment assets 1,558.88 48.71 1,607.59 As at
Particulars March 31, 2023 March 31, 2022
Total assets 1,558.88 48.71 1,607.59
Segment liabilities 1,825.44 1,565.95
Segment liabilities 1,551.05 14.90 1,565.95
Deferred tax liabilities (net) 30.60 36.69
Total liabilities 1,551.05 14.90 1,565.95
Other current liabilities 107.76 138.34
Reconciliation to amounts reflected in the financial statements Contract liabilities - -
Liabilities for current tax (net) - -
a. Reconciliation of profit Total liabilities 1,963.80 1,740.98

For the year ended Geographical information


Particulars March 31, 2023 March 31, 2022
Year ended and as at March 31, 2023
Segment profit 676.69 452.93
Finance cost (1.97) (6.53) Particulars India Singapore Others Total
Interest income on financial assets measured at Revenue from contracts
amortised cost: with customers
Bank deposits 178.56 160.32 Sales to external customers 4,286.52 265.15 396.30 4,947.97
Security deposits 0.06 0.22
Time deposits - 1.45 Other segment information
Loan to subsidiaries 11.95 - Non-current assets (other 386.89 - - 386.89
Loan to directors 0.15 - than financial assets and
Liabilities written back 2.23 3.76 deferred tax asset)
Fair value gain on financial instruments at fair value - 146.07
through profit or loss Capital expenditure:
Gain/Loss on overnight funds 32.43 - Property, plant and 7.29 - - 7.29
equipment
Exchange differences (net) - -
Other intangible assets 55.91 - - 55.91
Miscellaneous income 0.31 0.00
Profit before tax 900.41 758.22 Year ended and as at March 31, 2022

b. Reconciliation of assets
Particulars India Singapore Others Total
Revenue from contracts
As at
with customers
Particulars March 31, 2023 March 31, 2022 Sales to external customers 3,125.18 199.97 650.06 3,975.21
Segment assets 1,817.15 1,607.59
Investment in an associate - 1,350.29 Other segment information
Investments 2,848.05 2,161.40 Non-current assets (other 354.94 - - 354.94
Loans 14.36 3.00 than financial assets and
Other non current assets 80.46 45.25 deferred tax asset)
Investment held for sale 1,350.29 -
Cash and cash equivalent 1,693.54 1,965.35 Capital expenditure:
Other bank balances 3,136.95 2,883.03 Property, plant and 12.94 - - 12.94
equipment
Other financial assets 55.52 0.57
Other intangible assets 43.66 - - 43.66
Other current assets 58.20 162.12
Total assets 11,054.52 10,178.60 The Company had one customer who contributed more than 10% of the Company’s revenue from contracts
with customers for the year ended March 31, 2023, however for the year ended March 31, 2022 there is no
such customer. The total amount of revenue from contracts with this customer for the year ended March 31,
2023 is 552.84 (March 31, 2022: INR NIL).

376 377
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

33. Statement of fair values 34. Fair value hierarchy

Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial All financial instruments for which fair value is recognised or disclosed are categorised within the fair
instruments: value hierarchy, described as follows, based on the lowest level input that is insignificant to the fair value
measurements as a whole.
Particulars March 31, 2023 March 31, 2022
Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Fair value through Carrying Fair value through Carrying
Level 2 : Valuation techniques for which the lowest level inputs that has a significant effect on the fair value
profit and loss Value profit and loss Value
measurement are observable, either directly or indirectly.
Financial assets
Level 3 : Valuation techniques for which the lowest level input which has a significant effect on fair value
Investments 0.26 2,847.79 0.26 2,161.14 measurement is not based on observable market data.
Other financial assets - 70.65 - 13.46
Trade receivables - 984.12 - 874.47 The following table provides the fair value measurement hierarchy of the Company’s assets and liabilities.
Cash and cash equivalent 814.85 878.69 - 1,965.35
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2023:
Other bank balances - 3,136.95 - 2,883.03
Loans - 14.36 - 3.00
Fair value measurement using
Total 815.11 7,932.56 0.26 7,900.45
Particulars Date of Total Quoted prices Significant Significant
valuation in active observable unobservable
Financial liabilities
markets inputs inputs
Trade payables - 1,738.74 - 1,493.54 (Level 1) (Level 2) (Level 3)
Lease liabilities - 6.55 - -
Assets measured at fair value:
Other financial liabilities - 50.39 - 44.94
FVTPL financial instruments:
Total - 1,795.68 - 1,538.48
Investments March 31, 2023 0.26 - - 0.26
The management assessed that cash and cash equivalent, other bank balances, trade receivables, capital Cash and cash equivalent March 31, 2023 814.85 814.85 - -
creditors, trade payables and other financial liabilities approximate their carrying amounts and fair value of 815.11 814.85 - 0.26
the Company’s financial instuments. Assets measured at FVTOCI March 31, 2023 - - - -
Liabilities measured at FVTPL March 31, 2023 - - - -
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be
Liabilities measured at March 31, 2023 - - - -
exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Further,
FVTOCI
the subsequent measurements of all assets and liabilities (other than investments) is at amortised cost, using
effective interest rate (EIR) method.
There have been no transfers between Level 1, Level 2 and Level 3 during the year ended March 31, 2023.
The following methods and assumptions were used to estimate the fair values:
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2022:
Receivables are evaluated by the Company based on parameters such as interest rates, specific country risk
factors, individual creditworthiness of the customer and the risk characteristics of the financed project based Fair value measurement using
on this evaluation, allowances are taken into account for the expected credit losses of these receivables. Particulars Date of Total Quoted prices Significant Significant
valuation in active observable unobservable
The fair value of unquoted instruments is estimated by discounting future cash flows using rates currently markets inputs inputs
applicable for debt on similar terms, credit risk and remaining maturities. (Level 1) (Level 2) (Level 3)
Assets measured at fair value:
For other financial assets and liabilities that are measured at fair value, the carrying amounts are equal to FVTPL financial instruments:
the fair values.
Investments March 31, 2022 0.26 - - 0.26
0.26 0.26
Assets measured at FVTOCI March 31, 2022 - - - -
Liabilities measured at FVTPL March 31, 2022
Liabilities measured at March 31, 2022 - - - -
FVTOCI

There have been no transfers between Level 1, Level 2 and Level 3 during the year ended March 31, 2022.

378 379
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Valuation technique used to derive fair values The amount of foreign currency exposure not hedged by derivative instruments or otherwise is as under:
The Company’s unquoted instruments is estimated by discounting future cash flows using rates currently
applicable for debt on similar terms, credit risk and remaining maturities. The valuation requires management As at
to make certain assumptions about the model inputs, including forecast cash flows, discount rate, credit risk
March 31, 2023 March 31, 2022
and volatility. The probabilities of the various estimates within the range can be reasonably assessed and are
Particulars Foreign currency Amount in INR Foreign currency Amount in INR
used in management’s estimate of fair value for these unquoted equity investments.
Financial liabilities
35. Financial risk management objectives and policies Trade payables
USD 15.42 1,266.98 6.68 504.26
The Company’s principal financial liabilities comprises trade payables, other payables, capital creditors Contract liabilities
and employee related payables. The main purpose of these financial liabilities is to finance the Company’s
Advance from
operations and to provide guarantees to support its operations. The Company’s principal financial assets
customers
include trade and other receivables, and cash and cash equivalent that derive directly from its operations.
USD 0.00 0.21 0.00 0.32
The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management Cash and cash
oversees the management of these risks. The Company’s senior management is responsible to ensure that equivalents
Company’s financial risk activities are governed by appropriate policies and procedures and that financial USD 0.90 73.53 0.01 0.59
risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. Trade receivables
The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised
USD 0.74 60.62 1.61 121.40
below.
Other current assets
a. Market risk Advances other than
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate capital advances
because of a change in market price. USD 0.08 6.34 0.00 0.16
Other receivables
i. Foreign currency risk
USD 0.10 8.39 0.01 0.95
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate
because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign
The following table demonstrate the sensitivity to a reasonable possible change in INR to USD exchange
exchange rates relates primarily to the Company’s operating activities (when revenue or expense is
rates on profit before tax arising as a result of the revaluation of the Company’s foreign currency financial
denominated in a foreign currency).
assets and unhedged liabilities.
The Company does not use derivative financial instruments such as forward exchange contracts or
options to hedge its risk associated with foreign currency fluctuations or for trading/speculation purpose. Effect on profit Effect on
before tax pre-tax equity
Particulars For the For the For the For the
year year year year
ended ended ended ended
March 31, March 31, March 31, March 31,
2023 2022 2022 2022
Effect of 10% strengthening of INR against USD* 111.83 38.16 111.83 38.16
Effect of 10% weakening of INR against USD* (111.83) (38.16) (111.83) (38.16)

* Figures in the bracket signifies credit to statement of profit and loss account

b. Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or
customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating
activities (primarily trade receivables) and from its investing activities, including deposits with banks and
financial institutions.

A counterparty whose payment is due more than 90 days after the due date is considered as a defaulted
party. This is based on considering the market and economic forces in which the Company operates. The

380 381
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Company write-off the amount if the credit risk of counter-party increases significantly due to its poor None of those trade receivable past due or impaired have had their terms renegotiated. The maximum
financial position. exposure to credit risk at the reporting date is the fair value of each class of receivables presented
in the financial statement. The Company does not hold any collateral or other credit enhancements
All the financial assets carried at amortised cost were into good category except some portion of trade over balances with third parties nor does it have a legal right of offset against any amounts owed by
receivables considered under doubtful category (refer note 10). the Company to the counterparty. For receivables which are overdue the Company has subsequently
received payments and has reduced its overdue exposure.
Trade receivables and contract assets
Trade receivables are typically unsecured. Credit risk is managed by the Company through credit Financial instruments and cash deposits
approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to Credit risk from balances with banks is managed by the Company’s treasury department in accordance
which the Company grants credit terms in the normal course of business. with the Company’s policy. Investments of surplus funds are made only with approved counterparties
and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the
The Company is exposed to credit risk in the event of non-payment by customers. An impairment analysis Company’s Board of Directors on an annual basis, and may be updated throughout the year subject to
is performed at each reporting date. The Company uses a provision matrix to measure the expected approval of the Company’s finance committee. The limits are set to minimise the concentration of risks
credit loss of trade receivables. and therefore mitigate financial loss through counterparty’s potential failure to make payments.

The ageing analysis of trade receivables as of the reporting date is as follows: c. Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become
Particulars Contract Trade receivables due. The Company monitors their risk of shortage of funds using cash flow forecasting models. These
assets 0-90 90-180 180-360 1-2 2-3 >3 Total models consider the maturity of their financial investments, committed funding and projected cash flows
Current days days days year year year from operations. The Company’s objective is to provide financial resources to meet its business objectives
in a timely, cost effective and reliable manner.
As at March 31,
2023
A balance between continuity of funding and flexibility is maintained through the use of borrowings.
ECL rate 1.02% 0.95% 17.35% 24.88% 45.71% 52.31% 100% The Company also monitors compliance with its debt covenants. The maturity profile of the Company’s
Gross carrying 516.74 846.24 52.40 64.35 40.33 7.93 2.39 1,013.64 financial liabilities based on contractual undiscounted payments is given in the table below:
amount
ECL simplified 5.27 8.02 9.09 16.01 18.43 4.16 2.39 58.10 Particulars Contractual 0-1 year 1-2 years 2-5 years More than
approach undiscounted value 5 years
Net carrying 511.47 838.22 43.31 48.34 21.90 3.77 - 955.54 As at March 31, 2023
amount
Trade payables 1,738.74 1,723.11 13.93 1.70 -
Lease liabilities 6.98 4.88 2.10 - -
As at March 31,
Other financial liabilities 50.39 50.39 - -
2022
1,796.11 1,778.38 16.03 1.70 -
ECL rate 1.14% 1.14% 22.45% 33.04% 36.79% 65.16% 100%
As at March 31, 2022
Gross carrying 400.66 749.86 40.60 22.21 11.32 8.91 2.08 834.98
amount Trade payables 1,493.54 1,488.46 2.93 2.15 -
ECL simplified 4.56 8.53 9.11 7.34 4.16 5.81 2.08 37.03 Lease liabilities - - - -
approach Other financial liabilities 44.94 44.94 - - -
Net carrying 396.10 741.33 31.49 14.87 7.16 3.10 - 797.95 1,538.48 1,533.40 2.93 2.15 -
amount
36. Capital management
The Company has provision of INR 54.10 million (March 31, 2022: INR 37.03 million) for trade receivables
and provision of INR 5.27 million (March 31, 2022: INR 2.39 million) for contract assets. The Board’s policy maintains a strong capital base so as to maintain investor, creditor and market confidence
and to sustain future development of the business. The Board of Directors monitor the return on capital
Reconciliation of impairment allowance on trade receivables and contract assets employed as well as the amount of dividend if any to shareholders.

Particulars March 31, 2023 March 31, 2022 For the purpose of the Company’s capital management, capital includes issued equity capital and general
reserves attributable to the equity holders. The primary objective of the Company’s capital management is
Opening impairment allowance 41.59 32.52
to maximise the shareholder value.
Add: Additions during the year 30.18 19.61
Less: Bad debts written off (net of recovery) (8.40) (10.54) The Company manages its capital structure and makes adjustments in light of changes in economic conditions
Closing impairment allowance 63.37 41.59 and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company
may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.

382 383
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. 38. Business combination
The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less
cash and cash equivalents. The Company’s policy is to keep the gearing ratio between 0% and 30%. 38.1 Business combinations under common control

As at Scheme of amalgamation in accordance with previous GAAP


Particulars March 31, 2023 March 31, 2022
During the year ended March 31, 2017, the Holding Company has merged its fellow subsidiaries i.e. AD2C
Trade payables (refer note 15) 1,738.74 1,493.54 Holdings, AD2C India, Appstudioz Technologies into one merged entity, Affle India Limited (formerly known
Lease liabilities (refer note 29) 6.55 - as “Affle (India) Private Limited”) under the court approved scheme of amalgamation in accordance with
Other financial liabilities (refer note 16) 50.39 44.94 erstwhile applicable previous GAAP.
Less: Cash and cash equivalents (refer note 11) (1,693.54) (1,965.35)
Business combination under common control has been accounted for using purchase method in
Net debts 102.14 (426.87)
accordance with previous GAAP as prescribed under court scheme instead of using pooling interest method
Total capital 9,090.72 8,437.62 as prescribed under Ind AS 103. Business Combinations as the approved court scheme will prevail over
Capital and net debt 9,192.86 8,010.75 applicable accounting standard.
Gearing ratio (%) 1% -5%
Accordingly, the Scheme was accounted for using purchase method in accordance with erstwhile applicable
In order to achieve this overall objective, the Company’s capital management, amongst other things, aims Accounting Standard 14 “Accounting for Amalgamations”. All the assets and liabilities of the Transferor
to ensure that it meets financial covenants attached to the interest-bearing borrowings that define capital Companies have been incorporated at fair values as at 1 April 2015 against the purchase consideration of INR
structure requirements. There have been no breaches in the financial covenants of any interest-bearing 84.64 million which resulted in the Goodwill on amalgamation of amounting INR 59.24 million.
borrowings in the current period.
Goodwill acquired through business combinations have indefinite life. The Company performed its
No changes were made in the objectives, policies or processes for managing capital during the year. impairment test for the year ended March 31, 2023.

37. Dues to micro and small enterprises as defined under the MSMED Act, 2006 38.2 Impairment testing of goodwill

In term of the requirement of the Micro, Small and Medium Enterprise Development Act, 2006, the Company Goodwill acquired through business combinations have indefinite life. The Company performs the
has continuously sought confirmations. Based on the information available with the Company, the following impairment testing at the initial recognition of Godwill. The Company further performs impairment testing
are the details of principal/ interest amount due to micro and small enterprises. at every year end. At present there is no indcator for impairment of Goodwill. The Company considers
the relationship between its value in use and its carrying value, among other factors, when reviewing for
indicators of impairment.
As at
Particulars March 31, 2023 March 31, 2022 The recoverable amount of the goodwill is determined based on value in use (‘VIU’) calculated using cash
The principal amount and the interest due thereon (to be flow projections from financial budgets approved by management covering a five year period and the
shown separately) remaining unpaid to any supplier as at terminal value (after considering the relevant long-term growth rate) at the end of the said forecast periods.
the end of each accounting year The Company has used long-term growth rate of 5% (March 31, 2022: 2%) and discount rate of 10% (March
- Principal amount due to micro and small enterprises 30.48 42.25 31, 2022: 10%) for calculation of terminal value.
- Interest due on above 0.29 0.20
The amount of interest paid by the buyer in terms of Nil Nil The said cash flow projections are based on the senior management past experience as well as expected
Section 16 of the MSMED Act 2006 along with the met trends for the future periods. The projected cash flows have been updated to reflect the decreased
amounts of the payment made to the supplier beyond demand for services. The calculation of weighted average cost of capital (WACC) is based on the Company’s
the appointed day during each accounting year estimated capital structure as relevant and attributable to the Company. The WACC is also adjusted for
The amount of interest due and payable for the period Nil Nil specific risks, market risks and premium, and other inherent risks associated with similar type of investments
of delay in making payment (which have been paid but to arrive at an approximation of the WACC of a comparable market participant. The said WACC being
beyond the appointed day during the year) but without pre-tax discount rates reflecting specific risks, are then applied to the above mentioned projections of the
adding the interest specified under the MSMED Act 2006 estimated future cash flows to arrive at the discounted cash flows.
The amount of interest accrued and remaining unpaid at 0.61 0.33
Discount rates represent the market assessment of the risks specific to Cash generating unit (CGU), taking
the end of each accounting year
into consideration the time value of money and individual risks of the underlying assets that have not been
The amount of further interest remaining due and Nil Nil incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances
payable even in the succeeding years, until such date of the Company and its operating segments and is derived from its WACC.
when the interest dues as above are actually paid to the
small enterprise for the purpose of disallowance as a The key assumptions used in the determination of VIU are the revenue annual growth rates and the EBITDA
deductible expenditure under Section 23 of the MSMED growth rate. Revenue and EBITDA growths are based on average value achieved in preceding years. Also, the
Act 2006 growth rates used to extrapolate the cash flows beyond the forecast period are based on industry standards.

384 385
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

Based on the above assumptions and analysis, no impairment was identified as at March 31, 2023 (March 31, b. The details of the activity have been summarised below
2022: Nil). Further, on the analysis of the said calculation’s sensitivity to a reasonably possible change in any
of the above mentioned key assumptions/parameters on which the management has based determination Particulars As at March 31, 2023 As at March 31, 2022
of the recoverable amount, there are no scenarios identified by the management wherein the carrying value
Outstanding at the beginning of the 1,319,756 -
could exceed its recoverable amount.
year
39. Employee share based payment Exercisable at the beginning of the - -
year
During the previous year ended March 31, 2022, the Company has issued Employee Stock Option Scheme – Granted during the year 25,057 1,346,552
2021. The relevant details of the scheme and the grant are as follows: Forfeited during the year 130,368 26,796
Exercised during the year - -
Scheme: Affle (India) Limited Employee Stock Option Scheme – 2021 Vested during the year - -
Expired during the year - -
a. The Company instituted an Employees Stock Option Scheme (“ESOPs”) for certain employees of the
Company, its subsidiary and its step down subsidiaries (together know as Group) as approved by the Outstanding at the end of the year 1,214,445 1,319,756
shareholders on October 23, 2021 which provides for a grant of 3,750,000 options (each option convertible Exercisable at the end of the year - -
into share) to employees of the Group. Weighted average remaining 2 years, 7 months 3 years, 7 months
contractual life (in years) for
During the year ended March 31, 2023 the Company has further granted 25,057 options to the eligible 11,62,592 options
employees on March 23, 2023 as approved by the nomination and remuneration committee of the Company. Weighted average remaining 4 years -
contractual life (in years) for 25,057
Particulars As at March 31, 2023 As at March 31, 2022 options granted during the year
Date of grant November 1, 2021 November 1, 2021
c. Stock options granted
Date of grant during the year March 23, 2023 -
Dates of board approval August 7, 2021 August 7, 2021 The Black Scholes valuation model has been used for computing the weighted average fair value considering
Date of shareholders approval September 23, 2021 September 23, 2021 the following inputs:
Number of options granted till date 1,371,609 1,346,552
Method of settlement (Cash/Equity) Equity settled Equity settled Particulars As at March 31, 2023 As at March 31, 2022
Vesting period Upto 4 years Upto 4 years Weighted average share price/ 976.05 1,058.27
Fair value on the date of grant (INR) 1,058.27 1,058.27 market price (INR per share)
Fair value on the date of grant (INR) 990.65 - Exercise price (INR per share) 1,050.00 1,050.00
for options granted during the year (Grant wise)
Vesting conditions Vesting period is between Vesting period is between Exercise price (INR per share) 990.65
18-48 months from the grant 18-48 months from the grant (Grant wise) for options granted
date. The vesting period is date. The vesting period is during the year
subject to any modification subject to any modification Expected volatility 31.00% - 35.00% 31.00% - 35.00%
at the discretion of the at the discretion of the Life of the options granted (vesting Vesting period upto 4 years Vesting period upto 4 years
Nomination and Remuneration Nomination and Remuneration and exercise period) in years from date of grant. Exercise from date of grant.
Committee. Committee. period within 1 year from date Exercise period within 1 year
Exercise period 1 year from the vesting date 1 year from the vesting date of vesting. from date of vesting.
Expected dividends Nil Nil
Average risk-free interest rate 4.40% - 5.50% 4.40% - 5.50%

d. Effect of the employee option plan on the Statement of Profit or Loss and on its financial position

As at
Particulars March 31, 2023 March 31, 2022
Total employee compensation cost pertaining to stock option plan 25.71 12.83
Deemed investment in direct subsidiary company and step down 60.58 20.24
subsidiaries of direct subsidiary
Liability for employee stock option plan outstanding as at the 99.12 33.07
year end
386 387
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

40. Capitalisation of intangible assets 43. The Company has appointed independent consultants for conducting a Transfer pricing study to
determine whether the transactions with associated enterprise were undertaken at “arm length price”.
The Company has capitalized the following expenses of revenue nature to the internally developed software. The management confirms that all domestic and international transactions with associated enterprises are
Consequently, the expenses disclosed under the respective heads are net of amounts capitalised by the undertaken at negotiated contracted price on usual commercial terms and is confident of there being no
Company. adjustment on completion of the study. Adjustment, if any, arising from the transfer pricing study shall be
accounted for as and when the study is completed.
Particulars March 31, 2023 March 31, 2022
44. During the previous year, the Company had completed Qualified Institutional Placement (“QIP”) by issuing
Salaries, allowances and bonus 43.48 35.48
1,153,845 equity shares aggregating to INR 5,906.90 million (net of QIP expenses of INR 93.09 million).
Other expenses 10.81 7.23 As at March 31, 2023 the Company has utilised INR 2,524.25 million towards purposes specified in the
Total 54.28 42.71 placement document and the balance amount of QIP’s net proceeds remains invested in fixed and other
deposits.
41. Other statutory information
45. During the earlier years, Company had made a strategic, non-controlling investment in Talent Unlimited
i. The Company does not have any Benami property, where any proceeding has been initiated or pending Online Services Private Limited (“Bobble”). The Company had received a right to appoint its nominee
against the Group for holding any Benami property under the Benami Transactions (Prohibition) Act, as a director on the board of Bobble, effective January 01, 2022, which was duly exercised. Given the
1988 and rules made thereunder. shareholding and board seat, the Company had considered Bobble as an associate. As at March 31, 2023,
the carrying value of investment in Bobble of INR 1,350.29 million was shown as the deemed cost of
ii. The Company has balance with the below-mentioned company struck off under section 248 of investment.
Companies Act, 2013 or section 560 of Companies Act, 1956.
The Company in its board meeting; had authorized the management to either divest or invest further in
Bobble. Accordingly, the management has classified the investment in Bobble as held for sale in accordance
Name of struck Nature of Balance outstanding Relationship with the with Ind AS 105 considering a possibility of divestment. The investment continues to be disclosed as an
off Company transactions Struck off company, investment held for sale as at March 31, 2023. The Company holds 26.24% stake on fully diluted basis in
with struck-off if any, to be disclosed Bobble.
Company
46. The Finance Act, 2021 has introduced an amendment to section 32 of the Income Tax Act, 1961, whereby
March 31, 2023 March 31, 2022
Goodwill of a business will not be considered as a depreciable asset and depreciation on goodwill will not
Arivali Digital Trade Payables 0.16 0.16 None be allowed as deductible expenditure effective April 1, 2020. In accordance with the requirements of Ind
Media Private AS 12 - Income Taxes, the Company has recognised one-time tax expense amounting to INR 14.18 million for
Limited the year ended March 31, 2021 respectively being the deferred tax liabilities recognized by the Company on
difference between book basis and tax basis of goodwill consequent upon enactment of above provisions.
iii. The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond This deferred tax liability is not expected to be a cash outflow in the future and its reversal is deemed
the statutory period. unlikely as the value of its associated goodwill is expected by value in use.

iv. The Company has not traded or invested in Cryptocurrency transactions / balances or Virtual Currency
during the financial year ended March 31, 2023 and March 31, 2022.

v. The Company have not advanced or loaned or invested funds to Intermediaries for further advancing
to any other person(s) or entity(ies), including foreign entities (Intermediaries).

vi. The Company has not received any funds or further advances in form of any fund from any person(s)
or entity(ies), including guarantee to the Ultimate beneficiaries.

42. The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post
employment benefits received Presidential assent in September 2020. The Code has been published in the
Gazette of India. However, the date on which the Code will come into effect has not been notified and the
final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when
it comes into effect and will record any related impact in the period the Code becomes effective.

388 389
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23


(Amount in INR million, unless otherwise stated) (Amount in INR million, unless otherwise stated)

47. Ratios l. Return on {MV(T1) {MV(T0) + 5.22% 3.75% 39.25% No remarks


Investment – MV(T0) Sum [W(t) required
Ratio Numerator Denominator Current Previous % Variance Reason for in deposits – Sum C(t)]}
Period Period variance - FD [C(t)]} (note 8)
a. Current ratio Current Current 4.08 3.74 9.09% No remarks re- (note 8)
assets liabilities quired m. Return on {MV(T1) {MV(T0) + 5.58% 1.82% 206.43% No remarks
b. Debt-equity Total debt Shareholder’s - - - Not applicable Investment – MV(T0) Sum [W(t) required
ratio equity in deposits – Sum C(t)]}
c. Debt service - MF [C(t)]} (note 8)
Earnings Debt service 522.37 204.29 155.70% The variance is
coverage available (note 2) due to decrease in (note 8)
ratio for debt repayment of lease
service liabilities in current *During the current year, investment in Bobble (associate) has been classified as held for sale and hence not
(note 1) year as compared considered for retrun on Investment in an associate ratio. Further, during the previous year ended March 31,
to previous year. 2022, the Company has increased its stake into Bobble, as a result investment in Bobble is being converted
into investment in associates (refer note 46).
d. Return on Net profits Average 0.08 0.11 -30.03% The variance is
equity ratio after shareholder’s due to increase in
Note 1: T1 = end of time period, T0 = beginning of time period, t = specific date falling between T1 and T0,
taxes – equity shareholders equity
MV(T1) = market Value at T1, MV(T0) = market Value at T0, C(t) = cash inflow, cash outflow on specific date,
preference in previous year
W(t) = weight of the net cash flow (i.e. either net inflow or net outflow) on day ‘t’, calculated as [T1 – t] / T1.
dividend (corresponding
Note 2: Debt service = Interest & Lease Payments + Principal Repayments
(if any) impact on average
Note 3: Net credit sales consist of gross credit sales minus sales return.
equity) on account
Note 4: Net credit purchases consist of gross credit purchases minus purchase return.
of fund raised
Note 5: Net sales shall be calculated as total sales minus sales returns.
during the previous
Note 6: Working capital shall be calculated as current assets minus current liabilities.
year through QIP.
Note 7: Capital Employed = Tangible Net Worth + Total Debt + Deferred Tax Liability
e. Inventory Cost of Average - - - Not Applicable Note 8: T1 = End of time period, T0 = Beginning of time period, t = Specific date falling between T1 and T0,
turnover goods inventory MV(T1) = Market Value at T1, MV(T0) = Market Value at T0, C(t) = Cash inflow, cash outflow on specific date,
ratio sold or W(t) = Weight of the net cash flow (i.e. either net inflow or net outflow) on day ‘t’, calculated as [T1 – t] / T1.
sales
f. Trade Net credit Average 5.32 5.07 5.11% No remarks As per our report of even date
receivables sales (note accounts required
turnover 3) receivable
For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
ratio
Chartered Accountants Affle (India) Limited
g. Trade Net credit Average trade 1.90 2.21 -14.15% No remarks ICAI Firm’s Registration CIN No.: L65990DL1994PLC408172
payables purchases payables required No.: 101049W/E300004
turnover (note 4)
ratio per Nikhil Aggarwal Anuj Khanna Sohum Vipul Kedia
h. Net capital Net sales Working 0.84 0.86 -2.36% No remarks Partner Managing Director Executive Director
turnover (note 5) capital (note required Membership No.: 504274 & Chief Executive Officer [DIN: 08234884]
ratio 6) Place: Gurugram [DIN: 01363666] Place: Gurugram
i. Net profit Net profit Net sales 0.14 0.14 -4.98% No remarks Date: May 13, 2023 Place: Singapore Date: May 13, 2023
ratio (note 1) (note 5) required Date: May 13, 2023
j. Return on Earning Capital 9.89% 9.02% 9.63% No remarks
Kapil Mohan Bhutani Parmita Choudhury
capital before employed required
Chief Financial & Operations Officer Company Secretary
employed interest (note 7)
[DIN: 00554760] Membership No.: 26261
and taxes
Place: Gurugram Place: Gurugram
k. Return on {MV(T1) {MV(T0) + 0.00% 18.67% -100.00% The variance is due Date: May 13, 2023 Date: May 13, 2023
Investment – MV(T0) Sum [W(t) to investment in
in an – Sum C(t)]} (note associate has been
associate* [C(t)]} 8) classified as held
(note 8) for sale.

390 391
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

NOTICE OF THE
28TH ANNUAL GENERAL MEETING

Notice is hereby given that the 28th Annual from the conclusion of 28th Annual General
General Meeting of the shareholders of Affle Meeting till the conclusion of 33rd Annual
(India) Limited (“the Company”) will be held on General Meeting of the Company to be held
Friday, September 22, 2023 at 10:30 a.m. (IST) in the year 2028, at such professional fees and
through video conferencing/audio visual means to reimbursement of out of pocket expenses, if
transact the following business: any, in each financial year, as recommended
by the Audit Committee and mutually agreed
ORDINARY BUSINESS: to between the Board of Directors and the
Statutory Auditors of the Company.”
1. To consider and adopt the audited financial
statements (including the consolidated SPECIAL BUSINESS:
financial statements) of the Company for the
financial year ended March 31, 2023 and the 4. Amendment to Affle (India) Limited Employee
reports of the Board of Directors (“the Board”) Stock Option Scheme 2021 (“Scheme”)
and Auditors thereon.
To consider and, if thought fit, to pass the
2. To appoint a Director in place of Ms. Noelia following Resolution as a Special Resolution:
Amoedo Casqueiro (DIN: 09636776), Non-
Executive Director who retires by rotation and “RESOLVED THAT pursuant to Section 62(1)
being eligible for re-appointment, seeks re- (b) of the Companies Act, 2013 (the “Act”)
appointment. and other applicable provisions, if any, of
the Act, and the applicable provisions of the
3. Appointment of Statutory Auditors of the Securities and Exchange Board of India (Share
Company Based Employee Benefits and Sweat Equity)
Regulations, 2021 (“SBEB & SE Regulations”)
To consider and, if thought fit, to pass the including any statutory modification(s) or
following Resolution as an Ordinary Resolution: enactment(s) thereof for the time being in
force and other rules, regulations, circulars and
“RESOLVED THAT pursuant to the provisions guidelines as may be applicable and subject to
of Sections 139, 142 and other applicable such approvals, consents and permissions as
provisions, if any, of the Companies Act, 2013 may be necessary, the approval of the members
and the Companies (Audit and Auditors) Rules, be and is hereby accorded to the amendments
2014 (including any statutory modification(s) to Affle (India) Limited Employee Stock Option
or re-enactment thereof, for the time being in Scheme 2021 (“Scheme”) as described in the
force), Walker Chandiok & Co LLP, Chartered Explanatory Statement.
Accountants (Firm Registration No.: 001076N/
N500013), be and is hereby appointed as the RESOLVED FURTHER THAT the Nomination &
Statutory Auditors of the Company, in place of Remuneration Committee (“NRC”) and/or the
the retiring Statutory Auditors, M/s. S.R. Batliboi Board of Directors of the Company be and is
& Associates LLP, Chartered Accountants (Firm hereby authorised on behalf of the Company
Registration No.: 101049W/E300004), to hold to carry out necessary changes, variations,
office for a term of five consecutive years alterations or revisions in the Scheme or to add

392 393
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

any sub-plan to the Scheme or to suspend, 3. Pursuant to the provisions of Regulation 36(3) electronically on the resolutions set forth in this 13. In case of joint holders, the member whose
withdraw or revive the Scheme, in accordance of the SEBI (Listing Obligations and Disclosure Notice. The period of remote e-voting before name appears as the first holder in the order of
with applicable laws prevailing from time to Requirements) Regulations, 2015 (“Listing the AGM, commences on Tuesday, September names as per the Register of Members of the
time, as it may deem fit, to give effect to this Regulations”) and the Secretarial Standard 19, 2023 (9:00 a.m. IST) and ends on Thursday, Company will be entitled to vote.
resolution. on General Meetings (“SS-2”), the relevant September 21, 2023 (5:00 p.m. IST). The voting
information in respect of the Directors seeking rights of the Shareholders shall be in proportion 14. SEBI vide its Circular No. SEBI/HO/MIRSD/
RESOLVED FURTHER THAT the Nomination re-appointment at the AGM is attached as to their shares of the paid-up equity share MIRSD-PoD-1/P/CIR/2023/37 dated March
& Remuneration Committee or the Board of “Annexure A” and forms an integral part of this capital of the Company as on the cut-off date, 16, 2023 has made it mandatory for
Directors of the Company be and are hereby Notice. i.e., Friday, September 15, 2023. shareholders holding shares in physical form
severally authorised, on behalf of the Company, to furnish PAN, KYC (i.e., postal address
to do all such acts, matters, deeds and things 4. M/s. KFin Technologies Limited (“KFintech”), 8. The Company has appointed Ms. Kiran Sharma with pin code, email ids, mobile number, bank
and to take all steps and do all things and give Registrar & Transfer Agent of the Company (FCS 4942, CP No. 3116) of Kiran Sharma & Co., account details, specimen signature, Demat
such directions as may be required, necessary, (“RTA”), shall be providing facility for e-voting Practicing Company Secretary, to act as the account details) and their nominee details to
expedient, incidental or desirable for the purpose and attending the AGM through video Scrutiniser to scrutinise the e-voting process the RTA of the Company. Further, relevantforms
of giving effect to the above resolutions.” conferencing. Members of the Company under in a fair and transparent manner and Ms. Kiran to update the above-mentioned information are
the category of Institutional Investors are Sharma has communicated her willingness to available on the Company’s website at https://
encouraged to attend and vote at the AGM be appointed and be available for the purpose. [Link]/investor-service-request.
By Order of the Board through VC.
For Affle (India) Limited 9. The Scrutiniser shall, immediately after the 15. SEBI vide its Circular No. SEBI/HO/MIRSD/
5. In compliance with the applicable MCA Circulars conclusion of the e-voting at the AGM, first MIRSD_RTAMB/P/CIR/2022/8 dated January
and SEBI Circulars, the Notice of the AGM along count the votes cast through e-voting during 25, 2022 has mandated the Listed Companies
Parmita Choudhury with the Annual Report for the Financial Year the meeting and thereafter unblock the votes to issue securities in demat form only while
Company Secretary & Compliance Officer 2022-23 are being sent only through electronic cast through remote e-voting before the AGM processing service requests viz. Issue of
Membership No. A26261 mode (by e-mail) to those members whose in presence of at least two witnesses who are duplicate securities certificate; claim from
e-mail ids are registered with the Company/ not in the employment of the Company, and Unclaimed Suspense Account; Renewal/
Date: August 23, 2023 Depositories, unless any member has requested make a consolidated Scrutiniser’s Report of Exchange of securities certificate; Endorsement;
Place: Gurugram a physical copy of the same. Members may the total votes cast in favour or against, if any, Sub-division/ Splitting of securities certificate;
NOTES note that the Notice of the AGM and the Annual and submit the same to the Chairperson or a Consolidation of securities certificates/ folios;
Report for the Financial Year 2022-23 will also person authorised by him in writing who shall Transmission and Transposition. Accordingly,
1. AGM of the Company is being conducted be available on the Company’s website at www. countersign the same. Shareholders are requested to make service
through VC in compliance with General Circular [Link], websites of the Stock Exchanges, i.e. requests by submitting a duly filled and signed
No. 10/2022 dated December 28, 2022 read BSE Limited and the National Stock Exchange 10. Members attending the AGM through VC shall Form ISR-4.
with General Circular Nos. 14/2020, 17/2020, of India Limited at [Link] and www. be counted for the purpose of reckoning the
20/2020, issued by Ministry of Corporate [Link] respectively, and on the website quorum under Section 103 of the Act. 16. As per the provisions of Section 72 of the Act,
Affairs and Circular dated January 5, 2023 read of KFintech at [Link] the facility for making nomination is available
with Circulars dated May 12, 2020, January 15, 11. In line with the applicable circulars at least for the members in respect of the shares held
2021, May 13, 2022 issued by the Securities and 6. Since this AGM is being held through VC/ 1000 members will be able to join the AGM on by them. Members who have not yet registered
Exchange Board of India (collectively referred to OAVM pursuant to the MCA Circulars read a first-come-first-served basis. However, the their nomination are requested to register the
as “Circulars”), which details the procedure and with Securities and Exchange Board of India large shareholders (i.e. shareholders holding same by submitting Form No. SH-13. Members
manner of holding AGM through VC and provide (“SEBI”) Circular No. SEBI/HO/CFD/PoD-2/P/ 2% or more shares), Promoters, Institutional are requested to submit the said form to their
certain relaxations from compliance with Listing CIR/2023/4 dated January 5, 2023, physical Investors, Directors, Key Managerial Personnel, Depository Participant (DP) in case the shares
obligations. The registered office of the Company attendance of members has been dispensed Chairpersons of the Audit Committee, are held in electronic form and to KFintech in
at New Delhi shall be deemed to be the venue for with. Accordingly, the facility for appointment Nomination & Remuneration Committee case the shares are held in physical form.
the AGM. Since the AGM will be held through VC, of proxy by the members under Section 105 of and Stakeholders’ Relationship Committee,
the Route Map is not annexed in this Notice. the Act will not be available for the AGM and Auditors, etc. can attend the AGM without any 17. Members may please note that SEBI has made
hence the Proxy Form and Attendance Slip are restriction on account of first-come-first-served PAN the sole identification number for all
2. The Explanatory Statement pursuant to not annexed to this Notice. principle. participants transacting in the securities market,
Section 102(1) of the Companies Act, 2013 irrespective of the amount of such transactions.
(“the Act”) relating to the special business to 7. In compliance with the provisions of Section 12. Members seeking or requiring any clarification Members may please note that SEBI has also
be transacted at the Annual General Meeting 108 of the Act, read with Rule 20 of the or information in respect of accounts or any made it mandatory for submission of PAN in
(“AGM”/ “Meeting”) is annexed hereto. The Companies (Management and Administration) other matter to be placed at the AGM may send the following cases: (i) Deletion of name of the
Board of Directors of the Company has opined Rules, 2014, as amended from time to time, their requests to the Company by Wednesday, deceased shareholder(s) (ii) Transmission of
that the special business, being considered and Regulation 44 of the LODR Regulations, September 20, 2023, 5:00 p.m. (IST) at shares to the legal heir(s) and (iii) Transposition
unavoidable, be transacted at 28th AGM of the the Company has extended e-voting facility for compliance@[Link]. of shares. Members holding shares in electronic
Company. its members to enable them to cast their votes form are, therefore, requested to submit their

394 395
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

PAN to their depository participant(s). Members INSTRUCTIONS FOR E-VOTING AND JOINING e. In terms of provisions of Section 107 of the iv. Members can also use SMS service to get
holding shares in physical form are required to THE AGM ARE AS FOLLOWS: Companies Act, 2013, since the Company is the credentials if their mobile number is
submit their PAN details to the RTA. providing the facility of remote e-voting to registered against Folio No. / DP ID Client
A. VOTING THROUGH ELECTRONIC MEANS: the members, there shall be no voting by ID, by sending SMS: MYEPWD <space>
18. Institutional/Corporate Shareholders (i.e. show of hands at the AGM. The Company EVEN No+Folio No. (in case of physical
other than individuals/HUF, NRI, etc.) are a. Pursuant to the provisions of Section 108 is also offering facility for voting by way of shareholders) or MYEPWD <space> DP ID
required to send a scanned copy (PDF/JPG and other applicable provisions, if any, of “Insta Poll” at the AGM for the members Client ID (in case of shares held in DEMAT
Format) of its Board or governing body the Act read with Rule 20 of the Companies attending the meeting who have not cast form) to 9212993399.
Resolution/Authorisation etc. authorising its (Management and Administration) Rules, their vote by remote e-voting. If a member
representative to attend the AGM through VC 2014, as amended from time to time, and cast votes by both modes i.e. remote Example for NSDL MYEPWD <SPACE>
on its behalf and to vote either through remote sub-regulation (1) & (2) of Regulation 44 of e-voting and Insta Poll at the AGM, then IN12345612345678
e-voting or during AGM together with attested the SEBI Listing Regulations and applicable voting done through remote e-voting shall
Example for CDSL MYEPWD <SPACE>
specimen signature(s) of the duly authorised Circulars, the Company is offering the facility prevail and Insta Poll shall be treated as
1402345612345678
representative(s). The said Resolution/ of remote e-voting to its members. The invalid.
Authorization shall be sent electronically facility of casting votes by a member using an Example for MYEPWD <SPACE>
through registered email ids to the Company electronic voting system from a place other B. THE DETAILS OF THE PROCESS AND Physical 6614HMT12345678
at compliance@[Link] with a copy marked than venue of the AGM (‘remote e-voting”) MANNER FOR REMOTE E-VOTING ARE
to evoting@[Link] and the Scrutiniser at as well as voting at the AGM through VC EXPLAINED HEREIN BELOW - APPLICABLE v. Enter the login credentials (i.e. User ID and
kiran3116@[Link]. (“e-voting at the AGM”) will be provided by FOR NON-INDIVIDUAL SHAREHOLDERS password). In case of physical folio, User
Company’s Registrar and Transfer Agent HOLDING SECURITIES IN DEMAT MODE AND ID will be EVEN (E-voting Event Number)
19. Inspection of Documents i.e. M/s KFin Technologies Limited. The SHAREHOLDERS HOLDING SECURITIES IN 7595 followed by folio number. In case of
instructions for remote e-voting and facility PHYSICAL MODE: Demat account, User ID will be your DP ID
The Register of Directors and Key Managerial for those members participating in the AGM and Client ID. However, if you are already
Personnel and their shareholding maintained to cast vote through e-voting system during i. Please access the RTA’s e-voting platform registered with KFintech for e-voting, you
under Section 170 of the Act, the Register the AGM are given in the Notice. at the URL: [Link] can use your existing User ID and password
of Contracts or Arrangements in which the for casting your vote.
Directors are interested maintained under b. The remote e-voting period commences ii. Members whose email ids are registered
Section 189 of the Act and relevant documents on Tuesday, September 19, 2023 (9:00 a.m. with the Company/ Depository Participants vi. After entering these details appropriately,
referred to in the Notice will be available IST) and ends on Thursday, September 21, (s), will receive an email from KFintech click on “LOGIN”.
electronically for inspection by the members 2023 (5:00 p.m. IST). During this period, which will include details of e-voting Event
during the AGM. members holding shares either in physical Number (EVEN) i.e., 7595, USER ID and vii. You will now reach password change menu
form or in demat form, as on Friday, password. Members are requested to use wherein you are required to mandatorily
Certificate from the Secretarial Auditor of September 15, 2023 (i.e. “Cut-off” Date), these credentials at the Remote Voting change your password. The new password
the Company certifying that Employee Stock may cast their vote electronically. Login at the abovementioned URL. shall comprise of minimum 8 characters
Option Scheme, 2021 is being implemented with at least one upper case (A-Z), one
in accordance with the SEBI (Share Based c. The remote e-voting module shall be iii. Alternatively, if the member is already lower case (a-z), one numeric value (0-9)
Employee Benefits and Sweat Equity) disabled by KFintech for voting thereafter. registered with RTA’s e-voting platform, and a special character (@,#,$, etc). The
Regulations, 2021 will be available electronically Those members, who will be present in then he can use their existing User ID and system will prompt you to change your
for inspection by the members during the AGM. the AGM through VC facility and have not password for casting the vote through password and update your contact details
cast their vote on the resolutions through remote e-voting. If they have forgotten like mobile number, email id etc., on first
All documents referred to in the Notice will remote e-voting and are otherwise not the password, then they may click “forgot login. It is strongly recommended that you
also be available electronically for inspection barred from doing so, shall be eligible to password” and enter Folio No. or DP ID do not share your password with any other
without any fee by the members from the vote through e-voting system during the Client ID and PAN to generate a password. person and that you take utmost care to
date of circulation of this Notice up to the AGM. A person who is not a member as on keep your password confidential.
date of AGM. Members seeking to inspect such the cut-off date should treat this Notice for
documents can send an email to compliance@ information purposes only. The voting rights viii. You need to login again with the new
[Link]. of members shall be in proportion to their credentials.
shares in the paid-up equity share capital of
the Company as on the cut-off date. ix. On successful login, the system will prompt
you to select the “EVENT” i.e., Affle (India)
d. The members who have cast their vote by Limited.
remote e-voting prior to the AGM may also
attend/ participate in the AGM through VC x. On the voting page, enter the number of
but shall not be entitled to cast their vote shares (which represents the number of
again. votes) as on the Cut Off Date under “FOR/

396 397
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

AGAINST” or alternatively, you may partially Option 1 – Login through Depositories


enter any number “FOR” and partially
“AGAINST” but the total number in “FOR/ NSDL CDSL
AGAINST” taken together shall not exceed
Members who have already registered and opted Members who have already registered and opted
your total shareholding as mentioned herein
for IDeAS facility to follow below steps: for Easi / Easiest to follow below steps:
above. You may also choose the option
ABSTAIN. If the member does not indicate
Go to URL: [Link] Go to URL:
either “FOR” or “AGAINST”, it will be treated
Click on the “Beneficial Owner” icon under [Link]
as “ABSTAIN” and the shares held will not
‘IDeAS’ section. or
be counted under either head.
URL: [Link] and then go to Login and
On the new page, enter the existing User ID and select New System Myeasi.
xi. Members holding multiple folios/demat
Password. Post successful authentication, click
accounts shall choose the voting process
on “Access to e-voting” Login with user id and password.
separately for each folio/demat account.
Click on the Company name or e-voting service The option will be made available to reach e-voting
xii. Voting has to be done for each resolution
provider and you will be re-directed to e-voting page without any further authentication.
of the 28th AGM Notice separately. In case
service provider website (i.e. KFintech) for casting
you do not desire to cast your vote on
the vote during the remote e-voting period. Click on Company name or e-voting service provider
any specific resolution it will be treated as
name to cast your vote during the remote e-voting
abstained.
period.
xiii. You may then cast your vote by selecting an User not registered for IDeAS e-Services User not registered for Easi/Easiest
appropriate option and click on “Submit”.
To register click on link: [Link] Option to register is available at:
xiv. A confirmation box will be displayed. Click com (Select “Register Online for IDeAS”); [Link]
“OK” to confirm else “CANCEL” to modify. or
Once you have voted on the resolution(s), [Link] Proceed with completing the required fields
you will not be allowed to modify your vote. [Link]
During the voting period, members can
login any number of times till they confirm Proceed with completing the required fields.
the voting on all the resolutions by clicking
“SUBMIT”.

C. THE INSTRUCTIONS FOR REMOTE E-VOTING


ARE AS UNDER FOR INDIVIDUAL
SHAREHOLDERS HOLDING SHARES IN
DEMAT MODE:

As per the SEBI circular dated December 9,


2020 on e-voting facility provided by Listed
Companies, Individual shareholders holding
securities in Demat mode are allowed to vote
through their demat account maintained with
their respective Depositories and Depository
Participants as detailed below. Shareholders
are advised to update their mobile number and
email Id in their demat accounts in order to
access e-voting facility.

398 399
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

Important note:

NSDL CDSL Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password
option available at the abovementioned website. For any technical issues, members may contact as below:
First-time users can visit the e-voting website First-time users can visit the e-voting website
directly and follow the process below: directly and follow the process below:
NSDL CDSL
Go to URL: [Link] Go to URL: [Link] NSDL helpdesk by email to: CDSL helpdesk by email to:
evoting@[Link] or call at toll-free no.: 1800 [Link]@[Link] or call at 022-
Click on the icon “Login” which is available under Click on the icon “E-voting” 1020 990 or 1800 22 44 30 23058738, 23058542-43
‘Shareholder/Member’ section.
Provide demat Account Number and PAN No. I. Voting at the AGM: Those members who are present in the meeting through VC / OAVM and have not cast
Enter User ID (i.e. 16-digit demat account number their vote on resolutions through remote e-voting, can vote through e-voting at the meeting. Members
held with NSDL), Password/OTP and a Verification System will authenticate user by sending OTP on who have already cast their votes by remote e-voting are eligible to attend the meeting. However, those
Code as shown on the screen. registered Mobile & Email as recorded in the demat members are not entitled to cast their vote again at the meeting.
Account.
Post successful authentication, you will be II. A member can opt for only single mode of voting i.e., through remote e-voting or voting at the AGM. If
redirected to NSDL Depository site wherein you After successful authentication, the user will be a member cast votes by both modes i.e., voting at the AGM and remote e-voting, voting done through
can see e-voting page. provided links for the respective ESP where the remote e-voting shall prevail and vote at the AGM shall be treated as invalid.
e-voting is in progress.
Click on the Company name or e-voting service
Other Instructions: ii. If e-mail id or mobile number of the member
provider name and you will be redirected to Click on the Company name and you will be
is registered against Folio No. / DP ID Client
e-voting service provider website (i.e. KFintech) redirected to e-voting service provider website (i.e.
a. Members holding shares either in physical form ID, then on the home page of [Link]
for casting your vote during the remote e-voting KFintech) for casting your vote during the remote
or in dematerialised form, as on the close of [Link]/ , the member may click “Forgot
period. e-voting period.
business hours on Friday, September 15, 2023, Password” and enter Folio No. or DP ID Client
being the cut-off date, are entitled to vote on ID and PAN to generate a password.
Members can also download NSDL Mobile App
the resolutions set forth in this Notice. The
“NSDL Speede” facility by scanning the QR
voting rights of members shall be in proportion iii. In case of any queries, you may refer Help &
code mentioned below for a seamless voting
to their shares in the paid-up equity share FAQ section of [Link] or
experience
capital of the Company as on the cut-off date. call KFintech on Toll-Free No. 1-800-309-4001.
Any person who is not a member as on the cut-
off date should treat this Notice for information iv. Member may send an e-mail request to einward.
purpose only. ris@[Link]. However, KFintech shall
endeavour to send User ID and Password to
b. Any person, who acquires shares of the Company those new members whose e-mail IDs are
and becomes member of the Company after available.
dispatch of the Notice and holding shares as of
the cut-off date, i.e. Friday, September 15, 2023 c. The Board of Directors has appointed Ms.
may obtain the login ID and password in the Kiran Sharma (FCS 4942 COP No. 3116) as a
manner as mentioned below: Scrutiniser to scrutinise the e-voting process in
a fair and transparent manner.
i. If the mobile number of the member
is registered against Folio No./ d. Speaker Registration before AGM: Members who
DP ID Client ID, the member may wish to speak during the meeting may register
Option 2 - Login through Depository Participants
send SMS: MYEPWD <space> E-voting themselves as speakers for the AGM to express
Event Number + Folio No. or DP ID Client their views, during the period starting from
You can also login using the login credentials of your demat account through your Depository Participant
ID to 9212993399 Tuesday, September 19, 2023 (9:00 a.m. IST) to
registered with NSDL/CDSL for e-voting facility. Once logged in, you will be able to see e-voting option. Click
Thursday, September 21, 2023 (5:00 p.m. IST).
on e-voting option and you will be redirected to NSDL/CDSL Depository site after successful authentication.
1. Example for NSDL: For registration, please visit [Link]
Click on the Company name or e-voting service provider name and you will be redirected to e-voting service
MYEPWD <SPACE> IN12345612345678 [Link] and login through the user id and
provider website of KFintech for casting your vote during the remote e-voting period.
2. Example for CDSL: password provided in the mail received from
MYEPWD <SPACE> 1402345612345678 KFintech. On successful login, select “Speaker
3. Example for Physical: Registration” and mention your e-mail id, mobile
MYEPWD <SPACE> XXXX1234567890 number, and city. The Company reserves the
(XXXX being E-voting Event Number) right to restrict the number of speakers at the

400 401
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

AGM depending on the availability of time for Scrutiniser’s Report of the total votes cast in shall be eligible to vote through e-voting system EXPLANATORY STATEMENT UNDER SECTION
the AGM. Those members who have registered favour or against, if any, to the Chairperson or available during the AGM. 102(1) OF THE COMPANIES ACT, 2013
themselves as speakers will only be allowed to any other person authorised by him in writing,
express their views/ask questions during the who shall countersign and declare the same. d. Members are encouraged to join the meeting Item No. 3
AGM. Please note that questions of only those through Laptops/Desktops with Google
members will be entertained/considered who j. The voting results declared along with the Chrome (preferred browser), Safari, Internet The following disclosure is made further to the
are holding shares of Company as on the cut- Scrutiniser’s Report(s) will be available on the Explorer, Microsoft Edge, Mozilla Firefox 22. requirement of sub-regulation (5) of Regulation
off date i.e., Friday, September 15, 2023. Those website of the Company i.e. [Link] 36 of the SEBI (Listing Obligations and Disclosure
members who have registered themselves as a and on the website of the RTA at [Link] e. Members will be required to grant access to the Requirements) Regulations, 2015 read with Section
speaker will be allowed to express their views/ [Link] and will be communicated to the webcam to enable VC/OAVM. Further, members 102 of Companies Act, 2013:
ask questions during the AGM and the maximum BSE Limited and the National Stock Exchange connecting from mobile devices or Tablets
time per speaker will be restricted to 3 minutes. of India Limited within two working days from or through Laptop connecting via mobile In accordance with Section 139 of the Companies
the conclusion of the AGM. hotspot may experience audio/video loss due Act, 2013, read with the Companies (Audit and
e. Due to limitation of transmission and co- to fluctuation in their respective network. It Auditors) Rules, 2014, M/s. S.R. Batliboi & Associates
ordination during the AGM, the Company may INSTRUCTIONS FOR THE MEMBERS FOR is therefore recommended to use stable Wi- LLP, Chartered Accountants (Firm Registration
have to dispense with or curtail the speaker ATTENDING THE AGM THROUGH VC/OAVM AND Fi or LAN connection to mitigate any kind of No.: 101049W/E300004), Statutory Auditors of
session & dispense with the speaker registration E-VOTING DURING THE AGM: aforesaid glitches. the Company shall retire at the conclusion of the
during the AGM. The Company reserves the right 28th AGM of the Company.
to restrict the number of speakers depending a. Members may access the platform to attend f. Post your Question: Members, who may want
on the availability of time for the AGM. the AGM through VC at [Link] to express their views or post questions with The Board of Directors of the Company, on
[Link]/ by clicking on the tab “video regard to the accounts or any matter to be the recommendation of the Audit Committee,
f. Facility of joining the AGM through VC shall conference” and using their e-voting login placed at the AGM, may do so by visiting https:// have recommended the appointment of Walker
be open fifteen (15) minutes before the time credentials provided in the email received [Link]. Please login through Chandiok & Co LLP, Chartered Accountants
scheduled for the AGM and will be available for from the Company / KFintech. After logging the user id and password provided in the email (Firm Registration No. : 001076N/N500013) on
members on first-come-first-served-basis and in, click on the “Video Conference” tab and received from KFintech. On successful login August 23, 2023, as the Statutory Auditors of the
the Company may close the window for joining select the EVEN of the Company. Click on select “Post Your Question” option to post their Company, by the members at the 28th AGM of the
the VC facility fifteen (15) minutes after the the video symbol and accept the meeting queries in the window provided. The window Company for a term of five consecutive years from
scheduled time to start the AGM. etiquette to join the meeting. Please note shall remain active from Tuesday, September 19, the conclusion of 28th AGM till the conclusion
that the members who have not registered 2023 (9:00 a.m. IST) till Thursday, September of 33rd AGM of the Company to be held in the
g. It is strongly recommended not to share your their e-mail id or do not have the User ID and 21, 2023 (5:00 p.m. IST). year 2028, at an annual remuneration of INR 75
password with any other person and take utmost Password for e-voting or have forgotten the lakhs plus applicable taxes and reimbursement
care to keep your password confidential. Please User ID and Password may retrieve the same g. Please note that questions of only those of out-of-pocket expenses at the actuals, if any,
note that login to the e-voting website will be by following the remote e-voting instructions members will be entertained/considered who for the financial year 2023-24. The remuneration
disabled upon 3 unsuccessful attempts to key in mentioned in this Notice. are holding shares of Company as on the cut- for the subsequent year(s) of their term shall be
the correct password. In such an event, you will off date i.e. Friday, September 15, 2023. determined based on the recommendation of the
need to go through the ‘Forgot User Details/ b. Facility of joining the AGM through VC/OAVM Audit Committee and as mutually agreed between
Password’ or ‘Physical User Reset Password’ shall open 15 minutes before the scheduled time h. A video guide assisting the members attending the Board of Directors of the Company and the
option available on [Link] for commencement of the AGM and maybe AGM either as a speaker or participant is Statutory Auditors. There is no material change
to reset the password. closed after the expiry of 15 minutes after such available for quick reference at URL: https:// in the remuneration paid to M/s. S.R. Batliboi
scheduled time. [Link]/emeetings/video/ & Associates LLP, Chartered Accountants, the
h. In case of any query pertaining to e-voting, [Link]. retiring Statutory Auditors, for the statutory audit
please visit Help & FAQ’s section and e-voting c. The e-voting window shall be activated upon conducted for the financial year ended March 31,
user manual available at the download section instructions of the Chairperson during the i. Members who may require any technical 2023 and the remuneration proposed to be paid
of [Link] (“KFintech AGM proceedings. Upon the declaration by assistance or support before or during the AGM to Walker Chandiok & Co LLP for the financial year
website”) or contact Mr. Umesh Pandey from the Chairperson about the commencement of are requested to contact KFintech at toll free ending March 31, 2024.
KFintech at evoting@[Link] or call e-voting at AGM, members shall click on the number 1-800-309-4001 or write to them at
KFintech’s toll free number 1-800-309-4001 for “Vote” sign on the left-hand bottom corner [Link]@[Link]. After evaluating all proposals and considering
any further clarifications. of their video screen for voting at the AGM, various factors such as independence, industry
which will take them to the Instapoll page. experience, technical skills, geographical presence,
i. The Scrutiniser shall, immediately after the Members would need to click on the “Instapoll” audit team, Walker Chandiok & Co LLP has been
conclusion of voting at the AGM, first count icon and follow the instructions to vote on the recommended to be appointed as the Statutory
the votes cast during the AGM, thereafter resolutions. Only those shareholders, who are Auditors of the Company.
unblock the votes cast through remote e-voting present in the AGM and have not casted their
and submit,not later than two working days vote on the resolutions through remote e-voting The Committee considered various parameters like
of conclusion of the AGM, a consolidated and are otherwise not barred from doing so, capability to serve a diverse and complex business

402 403
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

landscape as that of the Company, audit experience (India) Limited Employee Stock Option Scheme Details of the key variations of the Scheme are provided below:
in the Company’s operating segments, market 2021 (“Scheme”).
standing of the firm, clientele served, technical 1. Key Variations in the Scheme:
knowledge etc., and found Walker Chandiok & Co Based on the recommendation of the Nomination &
LLP to be best suited to handle the scale, diversity Remuneration Committee and Board of Directors, S. Clause Current position Amendment Proposed Change
and complexity associated with the audit of the the Company now proposes to amend the Scheme No. No. under the
financial statements of the Company. to facilitate grantees of stock option under the Scheme
Scheme who are tax residents of countries other
1 4.1.32 “Trust” shall “Trust” shall mean Affle (India) Limited Employees Change of
Walker Chandiok & Co LLP (“the Firm”) is a than India.
mean Affle Welfare Trust, an irrevocable Trust created by the definition of
chartered accountant firm established in January
(India) Limited Company. “Trust”
1935 and got converted to LLP in March 2014. Directors and other Key Managerial Personnel of
Employees
The registered office of the firm is located at the Company and its subsidiary(ies) are deemed
L-41, Connaught Circus, New Delhi 110001. The to be concerned or interested, to the extent of Welfare Trust
firm has 60+ partners and 1,700+ staff. The firm stock options granted/ to be granted pursuant to established by
is registered and empanelled with the Institute of the Scheme and to the extent of their shareholding the Company
Chartered Accountants of India (“ICAI”), Public in the Company, if any. under the
Company Accounting Oversight Board (“PCAOB”) provisions of
and Comptroller and Auditor General of India In view of above, approval of members is sought Indian Trust
(“CAG”). The firm has a wide presence across India by way of a Special Resolution set out in Item No. Act, 1882,
(12 locations and 14 offices). 4, for amending the Scheme and do all such acts, including
matters, deeds and things and to take all steps any statutory
Pursuant to Section 139 of the Companies Act, 2013 and do all things and give such directions as may modification or
and the rules framed thereunder, the Company has be required, necessary, expedient, incidental or re-enactment
received written consent from Walker Chandiok desirable for giving effect to the amendments of thereof, for
& Co LLP and a certificate that they satisfy the Scheme. implementing
the criteria provided under Section 141 of the the Scheme.
Companies Act, 2013 and that the appointment, if 2 5.1 The Company The Company proposes to implement the Scheme Clause 5.1
made, shall be in accordance with the applicable proposes to through Trust Route, except in the case where the replaced with
provisions of the Act and rules framed thereunder. implement Grantees are covered under Clause 5.2 and Clause new Clause
As required under the SEBI (Listing Obligations the Scheme 5.3, wherein to carve out
and Disclosure Requirements) Regulations, 2015, through Trust separate
Walker Chandiok & Co LLP, has confirmed that Route wherein A) The Trust shall acquire the Shares by: Clause 5.2 &
they hold a valid certificate issued by the Peer the Trust shall i) Direct allotment from the Company and/or Clause 5.3
Review Board of ICAI. acquire the ii) From secondary acquisition from the market to facilitate
Shares by: grants to tax
None of the Directors and Key Managerial Personnel B) The Shares so acquired by the Trust will either be: residents of
of the Company and their relatives are concerned 5.1.1 Direct Israel and
or interested, financially or otherwise, in the allotment from i) transferred to the Grantees as and when the tax residents
resolution set out in Item No. 3 of the accompanying the Company Options are exercised and/or of countries
Notice of the 28th AGM. Accordingly, the Board of and/or ii) will be sold by the Trust and the sale proceeds other than
Directors recommends the aforesaid appointment after adjustment of Exercise Price, applicable income India
to the members for their approval by way of an
5.1.2 From tax amounts and other amounts, if any will be
Ordinary Resolution as set out in Item No. 3 of the
secondary transferred to the Grantees in accordance with the
Notice of the AGM.
acquisition terms and conditions of the Scheme when Options
from the are exercised under cashless mechanism.
Item No. 4
market
The Company believes in motivating employees
and rewarding them for their continuous hard
work, dedication and support, which has led the
Company on the growth path. In view of the above,
pursuant to a resolution of the Board of Directors
passed on August 7, 2021, and the shareholders’
approval through Special Resolution passed on
September 23, 2021, the Company instituted Affle

404 405
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

3 5.2 The Company further proposes to implement the New Clause 5. 5.7.4 To approve any sub-plans and/ or reserve a pool of Insertion of
Scheme, through Trust, by a sub plan (“Israeli Sub- inserted as Options for such sub-plans, as may be required from new clause
Plan) under this Scheme for the Grantees, who are stated above time to time. to grant
tax resident of Israel and such Israeli Grantees shall in S. No.3 additional
be covered under the Israeli Sub-Plan attached as power to
Appendix A, wherein Nomination &
Remuneration
A) The Trust shall acquire the Shares by: Committee
i) Direct allotment from the Company and/or 6. 9.10 Grants to the tax residents of Israel shall comply Insertion of
ii) From secondary acquisition from the market with the Israeli Sub-Plan attached as Appendix A. new clause
7. 9.11 Grants made under Clause 5.3 shall comply with Insertion of
B) Subject to the provisions of Israeli Sub-Plan, the any sub plan as may be approved by the Committee new clause
Shares so acquired by the Trust will either be: from time to time.
8. 21.2 The exercisable Options are also subject to any Insertion of
i) transferred to the Grantees as and when the
applicable provisions, in the jurisdiction of the new clause
Options are exercised and/or residency of the Grantee, for any tax or levy subject
ii) will be sold by the Trust and the sale proceeds to any benefit under the Double Taxation Avoidance
after adjustment of Exercise Price, applicable income Agreements between India and their respective
tax amounts and other amounts, if any, will be State of residency of the Grantee.
transferred to the Israeli Grantees in accordance with
the terms and conditions of the Scheme and the 2. Rationale for the variation of the Scheme:
Israeli Sub-Plan, when the Options are exercised by
cashless mechanism. a. The amendments, including those mentioned herein, are proposed to be undertaken for the benefit of
4 5.3 The Company also proposes to implement Scheme, New Clause proposed grantees who are tax residents of countries other than India. The proposed amendments are
through Trust, by any other sub plan as may be inserted as in compliance with Securities and Exchange Board of India (Share Based Employee Benefits and Sweat
approved by the Committee, from time to time, stated above Equity) Regulations, 2021.
for the Grantees who are tax residents in countries in S. No.3
other than India and Israel and such other sub plan b. The proposed amendments also contain certain editorial changes.
shall form an integral part of the Scheme, wherein
c. The proposed amendments are not prejudicial to the interests of the current option grantees of the
A) The Trust shall acquire the Shares by: Company.

i) Direct allotment from the Company and/or 3. Details of the employees who are beneficiaries of such variation:
ii) From secondary acquisition from the market
The amendments, including those mentioned herein, are proposed to be undertaken for the benefit of
B) The Shares so acquired by the Trust will either be: proposed grantees who are tax residents of countries other than India.

i) transferred to the Grantees as and when the The Board recommends the Special Resolution set out in Item No. 4 of the Notice for approval of the members.
Options are exercised and/or
ii) will be sold by the Trust and the sale proceeds
after adjustment of Exercise Price, applicable income
tax amounts and other amounts, if any will be
transferred to the Grantees in accordance with the
terms and conditions of the Scheme when Options
are exercised by cashless mechanism.
With the insertion of new Clauses 5.2 and 5.3, the existing Clauses 5.3 to 5.6 shall be renumbered

406 407
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

ANNEXURE A Summarized information at glance

Details of Director seeking re-appointment at the 28th Annual General Meeting Particulars Details
[Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Time and Date of AGM Friday, September 22, 2023 at 10.30 a.m. (IST)
Regulations, 2015]
Venue/Mode Through video conference at below link:
[Link]
Name of the Director Ms. Noelia Amoedo Casqueiro
Cut-off date for e-voting Friday, September 15, 2023
Date of Birth August 19, 1974
Age 48 years E-voting Start time and date Tuesday, September 19, 2023 (9:00 a.m. IST)
Date of appointment July 01, 2022 E-voting end time and date Thursday, September 21, 2023 (5:00 p.m. IST)
Relationship with Directors and Not applicable E-voting website links [Link]
Key Managerial Personnel (Please use as applicable to you) [Link]
Expertise in specific functional Noelia is the founder and CEO of Mediasmart Mobile S.L, a technology [Link]
area company in the field of mobile advertising, now part of the Affle group. She E-voting Event Number (EVEN) 7595
is an expert in managing businesses based on mobile technologies, having
Contact details of RTA Mr. Umesh Pandey, Manager
worked in the industry since 2000 in more than a dozen of international
KFin Technologies Limited
markets. Noelia has taken several executive roles in the past few years,
Selenium Tower B, Plot 31 and 32, Financial District, Nanakramguda,
including VP of marketing and business development for webOS in EMEA
Serilingampally Mandal,
at Palm - HP’s subsidiary, VP of Mobile at the social network hi5, back when
Hyderabad – 500 032, Telangana, India
social networks were starting to succeed, and multiple senior positions with
Email ids: [Link]@[Link]
the mobile value-added service provider Buongiorno, the last one of which
[Link]@[Link]
was Managing Director of Buongiorno USA. Prior to her life on mobile, Noelia
Website: [Link]
also worked at iPIN Transaction Systems in San Francisco back in 1999, where
Toll free number 1-800-309-4001
she first got acquainted with an internet-based business.

Noelia has extensive experience in mobile, internet and social media, with a
proven track record of success in developing profitable business from scratch
in international markets.
Skills and capabilities required Not applicable
for the role and the manner
in which the proposed
Independent Director meets
such requirements.
Qualification(s) Noelia has a bachelor’s degree in Physics (major in optical communications)
from Santiago de Compostela University, and a master’s in electrical
engineering from Stanford University, where she was a Fulbright Scholar. She is
also a Fellow with the Aspen Institute in Spain.
Board Membership of other (a) Mediasmart Mobile S.L
Companies (b) Jampp (Ireland) Limited
(c) Jampp Veiculacao de Publicidade Limitada
Listed entities from which the -
person has resigned in the past
three years
Chairmanships/Memberships of -
the Committees of other public
limited companies
Shareholding of Non-Executive -
Directors including shareholding
as a beneficial owner

Notes:
1. Information pertaining to remuneration paid to the Director who is re-appointed, and the number of Board
Meetings attended by her during the year 2022-23 have been provided in the Corporate Governance
Report forming part of the Annual Report.

408 409
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

APPENDIX: GRI INDEX 2-22 Statement on sustainable development strategy 4, 11, 161
2-23 Policy commitments 48-53, 90, 160, 167
Statement of use: Affle (India) Limited has reported the information cited in this GRI content index for the period 2-24 Embedding policy commitments 48-53, 90, 160, 167
from April 1, 2022 to March 31, 2023 with reference to the GRI Standards as mentioned below.
46-47, 68, 94, 132,
2-25 Processes to remediate negative impacts
158, 168, 173, 179
GRI STANDARD DISCLOSURES PAGE NUMBER Strategy,
Policies and 68, 94, 132, 158, 168,
GRI 1: FOUNDATION 2021 (GRI 1 considered but it does not include any disclosures) 2-26 Mechanisms for seeking advice and raising concerns
Practices 173, 179
GRI 2: GENERAL DISCLOSURES 2021
No significant
2-1 Organizational details 4, 8, 18-19, 72, 154 instances of non-
2-27 Compliance with laws and regulations
2-2 Entities included in the organization’s sustainability reporting 5, 157, 184, 204-210 compliance or
Organization regulatory fines
2-3 Reporting period, frequency and contact point 5
and its
Restated Functional 2-28 Membership associations 72, 178
Reporting
Practices 2-4 Restatements of information Diversity data (Page Stakeholder 2-29 Approach to stakeholder engagement 46-47, 171
50) Engagement 2-30 Collective bargaining agreements 50, 168
2-5 External assurance na GRI 3: MATERIAL TOPICS 2021
2-6 Activities, value chain and other business relationships 12-15, 18-19, 44-45 3-1 Process to determine material topics 58-59
Activities and 2-7 Employees 50-51, 156-157 Material
3-2 List of material topics 58-61
Workers Topics
No workers. Hence, 3-3 Management of material topics 58-61
2-8 Workers who are not employees
not applicable
GRI 200: ECONOMIC
2-9 Governance structure and composition 68-69, 72, 125-140
GRI 201:
2-10 Nomination and selection of the highest governance body 131-132 Economic 26-27
201-1 Direct economic value generated and distributed
69. Our Board is led Performance
by a Non-executive 2016
2-11 Chair of the highest governance body
Chairperson and GRI 203:
Independent Diector Indirect 23-25, 32-35
203-2 Significant indirect economic impacts
2-12 Role of the highest governance body in overseeing the management Economic
70-71, 132-134, 138
of impacts Impacts
2-13 Delegation of responsibility for managing impacts 70-71, 132-134, 138 GRI 205: Anti- 205-2 Communication and training about anti-corruption policies and
90, 164-165
2-14 Role of the highest governance body in sustainability reporting 58-59, 70 corruption procedures
2-15 Conflicts of interest 104, 147, 165 2016 205-3 Confirmed incidents of corruption and actions taken 50, 68
Governance
68, 94, 132, 158, 168, GRI 300: ENVIRONMENTAL
2-16 Communication of critical concerns
173, 179 GRI 302:
302-1 Energy consumption within the organization 57, 174
2-17 Collective knowledge of the highest governance body 68, 127, 164 Energy 2016
2-18 Evaluation of the performance of the highest governance body 95-96, 127, 131-132 GRI 303:
116-119, 122-123, 131-132, Water and 303-1 Interactions with water as a shared resource 57, 174
2-19 Remuneration policies Effluents 2018
138-140
95-96, 116-119, 138- GRI 305:
2-20 Process to determine remuneration Emissions 305-1 Direct (Scope 1) GHG emissions 57, 176, 178
140
2016
Ratio was 16.5
2-21 Annual total compensation ratio for FY2023 (On a GRI 306:
standalone basis) Waste 2020 306-1 Waste generation and significant waste-related impacts 57, 161

410 411
.

AFFLE (INDIA) LIMITED INTEGRATED ANNUAL REPORT 2022-23

GRI 400: SOCIAL NOTES


GRI 401:
-------------------------------------------------------------------------------------------------------------------------------------
Employment 401-3 Parental leave 50, 166, 168
2016
-------------------------------------------------------------------------------------------------------------------------------------
GRI 402:
Labor/ -------------------------------------------------------------------------------------------------------------------------------------
402-1 Minimum notice periods regarding operational changes 50
Management
Relations 2016 -------------------------------------------------------------------------------------------------------------------------------------
GRI 404: 404-2 Programs for upgrading employee skills and transition assistance 52, 90, 164, 168
Training and programs -------------------------------------------------------------------------------------------------------------------------------------
Education 404-3 Percentage of employees receiving regular performance and career 53, 169
2016 development reviews -------------------------------------------------------------------------------------------------------------------------------------
GRI 405:
Diversity -------------------------------------------------------------------------------------------------------------------------------------
and Equal 405-1 Diversity of governance bodies and employees 50-51, 69, 127-128
Opportunity -------------------------------------------------------------------------------------------------------------------------------------
2016
GRI 406: Non-
-------------------------------------------------------------------------------------------------------------------------------------
discrimination 406-1 Incidents of discrimination and corrective actions taken 50, 173
2016
-------------------------------------------------------------------------------------------------------------------------------------
GRI 413: Local
413-1 Operations with local community engagement, impact assessments, -------------------------------------------------------------------------------------------------------------------------------------
Communities 54-57
and development programs
2016
-------------------------------------------------------------------------------------------------------------------------------------
GRI 418:
418-1 Substantiated complaints concerning breaches of customer privacy 34
Customer -------------------------------------------------------------------------------------------------------------------------------------
and losses of customer data
Privacy 2016
-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------------

412 413
Affle (India) Limited

designed by: [Link]

For queries, please write to us at:


Compliance: compliance@affl[Link]
Investors: [Link]@affl[Link]

Common questions

Powered by AI

Affle has strategically positioned itself to navigate industry changes through product innovation, expansion in global markets, and enhancing supply-side partnerships . It has also focused on leveraging its core R&D capabilities towards responsible integration of Generative AI technology . Additionally, the launch of a full-funnel proposition on iOS Appstore Apple Search Ads and the CPCU model on Connected TV have established competitive advantages . These initiatives help Affle in adapting to new market norms and enhancing ROI impact for customers .

Affle’s investment strategy includes focusing on strategic acquisitions and capitalizing on broader industry shifts to enhance its platforms and ecosystem partnerships . The company has given loans to subsidiaries that were later converted to equity, optimizing capital utilization . This strategic approach is geared towards unlocking profitable growth and strengthening its market position while ensuring high return on investment .

Affle's financial strategy focuses on maximizing returns through prudent capital deployment, which enables desired outcomes across various financial metrics and stakeholder interests . Its consistent double-digit growth and robust financial performance allow it to invest in future technologies and acquisitions, enhancing its competitive position . By strengthening core capabilities and strategically handling macroeconomic challenges like the Covid-19 pandemic, Affle positions itself for sustainable growth .

Affle's Board of Directors comprises nine directors, led by a Non-Executive Chairperson who is an Independent Director . There is a balance of Executive, Non-Executive, and Independent Directors, including a woman director . The Board includes four Independent Directors: Bijynath, Sumit Mamak Chadha, Vivek Narayan Gour, and Lay See Tan . Committees within the company, such as the Nomination & Remuneration Committee, play critical roles in setting policies for director appointments, evaluating director independence, and determining compensation . The Board conducts annual performance evaluations for itself, individual Directors, and its committees, emphasizing their roles, strategic planning, and communication . The Board aims for diversity and includes a Board Diversity Policy ensuring the presence of members with varied backgrounds and expertise . The company also has a Risk Management Committee and policies for performance evaluation, risk management, and a whistleblower policy .

Affle enhances employee welfare and development through programs offering training modules, webinars, and tech events fostering innovation . The company provides opportunities for continuous learning, directly impacting confidence and professional growth . These initiatives are part of Affle’s sustainability approach, contributing to employee happiness and organizational development .

Affle's Vision 2030 focuses on scaling operations to manage over 10 billion connected devices, enhancing omni-channel consumer journeys, and integrating Generative AI technologies responsibly . These initiatives align with technological trends towards greater connectivity and AI-driven decision-making. By investing in core R&D capabilities and expanding market presence, Affle is positioning itself to leverage these trends for creating consumer-centric solutions at scale .

Affle has leveraged technological innovations by launching a CPCU model on Connected TV with household ID sync technology, allowing them to offer conversion-linked capabilities in this sector . This model, along with the use of iOS Appstore Apple Search Ads, enhances its ability to drive premium conversions and positions Affle as a unique player in the mobile marketing ecosystem. These advancements provide competitive advantages and improve ROI for clients .

Affle ensures data privacy and compliance through comprehensive governance and policy measures that include data privacy by design, private data impact assessments, and risk control matrices . They comply with regulations like GDPR and undergo third-party reviews by auditors . They also maintain a robust incident management system to address any data privacy concerns . This framework supports Affle in maintaining stakeholder trust and credibility .

Affle manages its financial assets and liabilities by adhering to frameworks like the SPPI test for asset classification and fair value measurement at balance sheet dates . Reclassification of assets is performed only when significant changes to the business model occur, as determined by senior management . This structured approach ensures effective financial management in generating and protecting shareholder value .

Affle's remuneration policy for directors and key managerial personnel is driven by performance metrics, return to investors, and shareholder value creation . The policy determines remuneration based on qualitative parameters like company performance and profitability, with independent directors receiving sitting fees for board meetings . This ensures alignment with long-term growth objectives and the interests of shareholders .

You might also like