Auditor Report of Route Mobile Ltd.

Mar 31, 2025

1. We have audited the accompanying standalone
financial statements of Route Mobile
Limited (âthe Companyâ), which comprise the
Standalone Balance Sheet as at 31 March 2025,
the Standalone Statement of Profit and Loss
(including Other Comprehensive Income), the
Standalone Statement of Cash Flow and the
Standalone Statement of Changes in Equity
for the year then ended, and notes to the
standalone financial statements, including
material accounting policy information and
other explanatory information.

2. In our opinion and to the best of our information
and according to the explanations given to us,
the aforesaid standalone financial statements
give the information required by the Companies
Act, 2013 (âthe Actâ) in the manner so required
and give a true and fair view in conformity with
the Indian Accounting Standards (âInd ASâ)
specified under Section 133 of the Act read with
the Companies (Indian Accounting Standards)
Rules, 2015 and other accounting principles
generally accepted in India, of the state of affairs
of the Company as at 31 March 2025, and its
profit (including other comprehensive income),
its cash flows and the changes in equity for the
year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the
Standards on Auditing specified under Section
143(10) of the Act. Our responsibilities under
those standards are further described in the
Auditorâs Responsibilities for the Audit of the
Standalone Financial Statements section of our
report. We are independent of the Company in
accordance with the Code of Ethics issued by
the Institute of Chartered Accountants of India
(âICAIâ) together with the ethical requirements
that are relevant to our audit of the standalone
financial statements under the provisions
of the Act and the rules thereunder, and we
have fulfilled our other ethical responsibilities
in accordance with these requirements and
the Code of Ethics. We believe that the audit
evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.

Key Audit Matters

4. Key audit matters are those matters that, in
our professional judgement, were of most
significance in our audit of the standalone
financial statements of the current period. These
matters were addressed in the context of our
audit of the standalone financial statements as
a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on
these matters.

5. We have determined the matters described
below to be the key audit matters to be
communicated in our report.

Key audit matters

How our audit addressed the key audit matter

Impairment assessment of investment in subsidiaries

Refer note 3(xv) to the accompanying standalone financial
statements for significant accounting policies and note 4
for financial disclosures with respect to the carrying value
of investments in subsidiaries.

Amongst other investments, the Company has investments
in equity shares of two subsidiary companies, Send Clean
Private Limited (Formerly known as Cellent Technologies
(India) Pvt. Ltd.) and Call 2 Connect India Private Limited,
amounting to Rs 14.25 crores and Rs 14.89 crores (net of
provision for diminution in the value of investment of Rs
10 crores) respectively. These investments are carried at
cost less impairment, if any, in accordance with Ind AS 27,
Separate Financial Statements.

Our procedures in relation to the impairment assessment
of investment in subsidiaries included, but were not limited
to the following:

â¢ Obtained an understanding of the management
process for identification of possible impairment
indicators and process followed by the management
for impairment testing.

â¢ Evaluated the design and tested the operating
effectiveness of controls over the Companyâs process of
impairment assessment and approval of forecasts.

â¢ Assessed the appropriateness of the accounting policy
adopted by the management in accordance with Ind
AS 36.

â¢ Obtained the managementâs external valuation
specialistâs report on determination of recoverable
amount and also assessed the professional competence,
expertise and objectivity of the management expert.

Key audit matters	How our audit addressed the key audit matter
As at 31 March 2025, the carrying amount of investments	_â¢	Assessed the valuation methodology and assumptions
in the aforementioned two subsidiaries is higher than		used by the managementâs expert to estimate the
the net worth of the aforementioned subsidiaries, which		recoverability of investment with the help of auditorâs
has been identified as an impairment indicator by the		valuation experts.
management in accordance with the principles of	_â¢	Evaluated the appropriateness of the assumptions
Ind AS 36, - Impairment of Assets (âInd AS 36â).		applied in determining key inputs such as terminal
Accordingly, the management has performed detailed		growth rate and discount rates, which included
impairment testing for such investments in subsidiaries by		assessments based on our knowledge of the business
carrying out a valuation with the help of an independent		and external market conditions.
valuation specialist as a managementâs expert using	_â¢	Traced the cash flow projections used above to approved
discounted cash flow (âDCFâ) method in order to determine		business plans and compared the previous forecast to
the recoverable value of investments in such subsidiaries.		actual results in order to assess the Companyâs ability to
The assumptions underpinning the aforesaid valuation		forecast such projections accurately.
are cash flow projections, growth rates, discount rate, etc.,	_â¢	Tested mathematical accuracy of the projections and
which are inherently subjective and requires significant		applied independent sensitivity analysis to the key
management judgement and estimates due to high		assumptions mentioned above to determine and focus
estimation uncertainty involved.		on inputs with high estimation uncertainty.
However, due to their materiality in the context of the	_â¢	Assessed the appropriateness and adequacy of the
standalone financial statements and significant degree of		disclosures made by the management in note 4 to the
judgement and subjectivity involved in the estimates and		standalone financial statements in accordance with the
key assumptions used as above, this is considered to be the area which requires significant audit focus and accordingly, the matter is determined as a key audit matter for the current year audit.		requirements of the accounting standards.
Impairment assessment of Goodwill	Our procedures in relation to testing of impairment of
Refer note 3(xvii) for the accounting policy and note 3(b)	goodwill included but were not limited to the following:
for the disclosures made in the accompanying standalone	_â¢	Evaluated the appropriateness of the accounting policy
financial statements with respect to Goodwill aggregating		adopted by the management in accordance with Ind
to Rs 9.22 crores as at 31 March 2025 recognised in earlier		AS 36, and understood the managementâs process
years pertaining to acquisition of the Sarv Webs (division).		to identify separate Cash Generating Units (CGUs)
The Company/ Group has performed annual impairment		and perform required annual impairment testing of
test for the carrying value of goodwill in accordance with		goodwill.
the requirements of Ind AS 36, Impairment of Assets	_â¢	Evaluated the design and tested the operating
(âInd AS 36â).		effectiveness of the Companyâs control over the
The determination of the recoverable value requires		assessment of carrying value of goodwill.
management to make certain key estimates and	_â¢	Reviewed the allocation of the goodwill to the CGUs as
assumptions including forecast of future cash flows,		identified by the management.
long-term growth rates, profitability levels and discount	_â¢	Traced the cash flow forecasts determined by the
rates, etc. Changes in these assumptions could lead to an		management for such CGUs to approved business
impairment to the carrying value of the goodwill.		plans, assessed the reasonability of the assumptions
Considering goodwill balance is significant to the		used in the forecasts with our understanding of the
standalone financial statements and auditing management		business and external market conditions, as relevant,
judgement and estimates as stated above involves high		and verified the historical trend of the past performance
degree of subjectivity and require significant auditor		to evaluate consistency in such assumptions.
judgement, assessment of carrying value of goodwill is	_â¢	Obtained the managementâs external valuation
considered as a key audit matter for the current year audit.		specialistâs report on determination of recoverable amount and also assessed the competence, expertise and objectivity of the management expert.
	_â¢	Involved our auditorâs valuation experts to assess the valuation assumptions used and methodology considered by the managementâs expert to calculate the recoverable amount and the mathematical accuracy of these calculations.
	_â¢	Performed sensitivity analysis on the key assumptions to evaluate the possible variation on the current recoverable amount to ascertain the sufficiency of headroom available.
	_â¢	Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements, including disclosure of significant assumptions and judgements used by management, in accordance with applicable accounting standards.

Information other than the Standalone
Financial Statements and Auditor''s Report
thereon

Our opinion on the standalone financial
statements does not cover the other
information and we do not express any form
of assurance conclusion thereon, which we
obtained prior to the date of this auditorâs
report, and the Chairmanâs Message and Key
Performance Indicators, which is expected to be
made available to us after that date.

I n connection with our audit of the standalone
financial statements, our responsibility is to
read the other information and, in doing so,
consider whether the other information is
materially inconsistent with the standalone
financial statements or our knowledge
obtained in the audit or otherwise appears to be
materially misstated.

I f, based on the work we have performed, we
conclude that there is a material misstatement
of this other information, we are required to
report that fact. We have nothing to report in
this regard.

When we read the Chairmanâs Message and
Key Performance Indicators, if we conclude that
there is a material misstatement therein, we are
required to communicate the matter to those
charged with governance.

Responsibilities of Management and Those
Charged with Governance for the Standalone
Financial Statements

in India. This responsibility also includes
maintenance of adequate accounting records
in accordance with the provisions of the Act
for safeguarding of the assets of the Company
and for preventing and detecting frauds and
other irregularities; selection and application
of appropriate accounting policies; making
judgements and estimates that are reasonable
and prudent; and design, implementation and
maintenance of adequate internal financial
controls, that were operating effectively for
ensuring the accuracy and completeness of the
accounting records, relevant to the preparation
and presentation of the financial statements
that give a true and fair view and are free from
material misstatement, whether due to fraud
or error.

8. In preparing the standalone financial

statements, the Board of Directors is responsible
for assessing the Companyâs ability to continue
as a going concern, disclosing, as applicable,
matters related to going concern and using the
going concern basis of accounting unless the
Board of Directors either intends to liquidate
the Company or to cease operations, or has no
realistic alternative but to do so.

9. The Board of Directors is also responsible

for overseeing the Companyâs financial

reporting process.

Auditor''s Responsibilities for the Audit of
the Standalone Financial Statements

10. Our objectives are to obtain reasonable

assurance about whether the standalone
financial statements as a whole are free from
material misstatement, whether due to fraud or
error, and to issue an auditorâs report that includes
our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an
audit conducted in accordance with Standards
on Auditing will always detect a material
misstatement when it exists. Misstatements
can arise from fraud or error and are considered
material if, individually or in the aggregate, they
could reasonably be expected to influence the
economic decisions of users taken on the basis
of these standalone financial statements.

11. As part of an audit in accordance with Standards
on Auditing, specified under Section 143(10) of
the Act we exercise professional judgement and
maintain professional skepticism throughout
the audit. We also:

â¢ Identify and assess the risks of material
misstatement of the standalone financial

statements, whether due to fraud or error,
design and perform audit procedures
responsive to those risks, and obtain audit
evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk
of not detecting a material misstatement
resulting from fraud is higher than for one
resulting from error, as fraud may involve
collusion, forgery, intentional omissions,
misrepresentations, or the override of
internal control;

â¢ Obtain an understanding of internal control
relevant to the audit in order to design
audit procedures that are appropriate in
the circumstances. Under Section 143(3)
(i) of the Act we are also responsible for
expressing our opinion on whether the
Company has adequate internal financial
controls with reference to financial
statements in place and the operating
effectiveness of such controls;

â¢ Evaluate the appropriateness of accounting
policies used and the reasonableness
of accounting estimates and related
disclosures made by management;

â¢ Conclude on the appropriateness of Board
of Directorsâ use of the going concern basis
of accounting and, based on the audit
evidence obtained, whether a material
uncertainty exists related to events or
conditions that may cast significant doubt
on the Companyâs ability to continue as
a going concern. If we conclude that a
material uncertainty exists, we are required
to draw attention in our auditorâs report to
the related disclosures in the standalone
financial statements or, if such disclosures
are inadequate, to modify our opinion.
Our conclusions are based on the audit
evidence obtained up to the date of our
auditorâs report. However, future events
or conditions may cause the Company to
cease to continue as a going concern; and

â¢ Evaluate the overall presentation, structure
and content of the standalone financial
statements, including the disclosures,
and whether the standalone financial
statements represent the underlying
transactions and events in a manner that
achieves fair presentation.

12. We communicate with those charged with
governance regarding, among other matters,
the planned scope and timing of the audit
and significant audit findings, including any

significant deficiencies in internal control that
we identify during our audit.

13. We also provide those charged with governance
with a statement that we have complied
with relevant ethical requirements regarding
independence, and to communicate with
them all relationships and other matters
that may reasonably be thought to bear on
our independence, and where applicable,
related safeguards.

14. From the matters communicated with those
charged with governance, we determine those
matters that were of most significance in the
audit of the standalone financial statements
of the current period and are therefore the key
audit matters. We describe these matters in
our auditorâs report unless law or regulation
precludes public disclosure about the matter
or when, in extremely rare circumstances,
we determine that a matter should not be
communicated in our report because the
adverse consequences of doing so would
reasonably be expected to outweigh the public
interest benefits of such communication.

Report on Other Legal and Regulatory
Requirements

15. As required by Section 197(16) of the Act, based
on our audit, we report that the Company has
paid remuneration to its directors during the
year in accordance with the provisions of and
limits laid down under Section 197 read with
Schedule V to the Act.

16. As required by the Companies (Auditorâs Report)
Order, 2020 (âthe Orderâ) issued by the Central
Government of India in terms of Section 143(11)
of the Act we give in the Annexure I a statement
on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.

17 Further to our comments in Annexure I, as
required by Section 143(3) of the Act based on
our audit, we report, to the extent applicable, that:

a) We have sought and obtained all the
information and explanations which to
the best of our knowledge and belief
were necessary for the purpose of our
audit of the accompanying standalone
financial statements;

b) In our opinion, proper books of account
as required by law have been kept by the
Company so far as it appears from our
examination of those books except for
the matters stated in paragraph 17(h)(vi)

below on reporting under Rule 11(g) of
the Companies (Audit and Auditors) Rules,
2014 (as amended);

c) The standalone financial statements dealt
with by this report are in agreement with
the books of account;

d) in our opinion, the aforesaid standalone
financial statements comply with Ind AS
specified under Section 133 of the Act;

e) On the basis of the written representations
received from the directors and taken on
record by the Board of Directors, none of
the directors is disqualified as on 31 March
2025 from being appointed as a director in
terms of Section 164(2) of the Act;

f) The modfications relating to the
maintenance of accounts and other matters
connected therewith are as stated in
paragraph 17(b) above on reporting under
Section 143(3)(b) of the Act and paragraph
17(h)(vi) below on reporting under Rule
11(g) of the Companies (Audit and Auditors)
Rules, 2014 (as amended);

g) With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Company as on 31 March
2025 and the operating effectiveness of
such controls, refer to our separate report in
Annexure II wherein we have expressed an
unmodified opinion; and

h) With respect to the other matters to
be included in the Auditorâs Report in
accordance with rule 11 of the Companies
(Audit and Auditors) Rules, 2014 (as
amended), in our opinion and to the best
of our information and according to the
explanations given to us:

i. the Company, as detailed in note 38 to
the standalone financial statements,
has disclosed the impact of pending
litigations on its financial position as at
31 March 2025;

ii. the Company did not have any longÂ¬
term contracts including derivative
contracts for which there were any
material foreseeable losses as at
31 March 2025;

iii. There were no amounts which were
required to be transferred to the
Investor Education and Protection
Fund by the Company during the year
ended 31 March 2025;

Nature of exception noted	Details of Exception
Instances of accounting software for maintaining books of account for which the feature of recording audit trail (edit log) facility was not operated throughout the year for all relevant transactions recorded in the software	The audit trail feature was not enabled at the database level for accounting software âOdooâ to log any direct data changes, used for maintenance of all accounting records by the Company.
Instances of accounting software maintained by a third party where we are unable to comment on the audit trail feature	The accounting software used for maintenance of payroll process of the Company is operated by a third-party service provider. In the absence of any information on the existence of audit trail feature in the âIndependent Service Auditorâs Assurance Report on the Description of Controls, their Design and Operating Effectivenessâ (âType 2 reportâ issued in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organisation), we are unable to comment on whether audit trail feature at the database level of the said software was enabled and operated throughout the year.

iv. a) The management has represented

that, to the best of its knowledge
and belief, as disclosed in note
49(v) to the standalone financial
statements, no funds have been
advanced or loaned or invested
(either from borrowed funds or
securities premium or any other
sources or kind of funds) by the
Company to or in any person(s)
or entity(ies), including foreign
entities (âthe intermediariesâ),
with the understanding, whether
recorded in writing or otherwise,
that the intermediary shall,
whether, directly or indirectly
lend or invest in other persons or
entities identified in any manner
whatsoever by or on behalf of
the Company (âthe Ultimate
Beneficiariesâ) or provide any
guarantee, security or the like on
behalf the Ultimate Beneficiaries;

b) The management has represented
that, to the best of its knowledge
and belief, as disclosed in note
49(vi) to the standalone financial
statements, no funds have
been received by the Company
from any person(s) or entity(ies),
including foreign entities (âthe
Funding Partiesâ), with the
understanding, whether recorded
in writing or otherwise, that the
Company shall, whether directly
or indirectly, lend or invest in other
persons or entities identified in
any manner whatsoever by or
on behalf of the Funding Party
(âUltimate Beneficiariesâ) or
provide any guarantee, security or
the like on behalf of the Ultimate
Beneficiaries; and

c) Based on such audit procedures
performed as considered
reasonable and appropriate in the
circumstances, nothing has come
to our notice that has caused us
to believe that the management
representations under sub-clauses
(a) and (b) above contain any
material misstatement.

v. The interim dividend declared and paid

by the Company during the year ended

31 March 2025 and until the date of

this audit report is in compliance with
Section 123 of the Act.

The final dividend paid by the Company
during the year ended 31 March 2025
in respect of such dividend declared for
the previous year is in accordance with
Section 123 of the Act to the extent it
applies to payment of dividend.

As stated in note 35b to the
accompanying standalone financial
statements, the Board of Directors
of the Company have proposed final
dividend for the year ended 31 March
2025 which is subject to the approval
of the members at the ensuing
Annual General Meeting. The dividend
declared is in accordance with Section
123 of the Act to the extent it applies to
declaration of dividend.

vi. As stated in note 46 to the standalone
financial statements and based on
our examination which included test
checks, the Company, in respect of
financial year commencing on or after
1 April 2024, has used an accounting
software for maintaining its books
of account which have a feature of
recording audit trail (edit log) facility
and the same have been operated
throughout the year for all relevant
transactions recorded in the software.
Further, during the course of our audit
we did not come across any instance
of audit trail feature being tampered
with other than the consequential
impact of the exception given below.
Furthermore, the audit trail has
been preserved by the Company as
per the statutory requirements for
record retention.

For Walker Chandiok & Co LLP

Chartered Accountants

Firmâs Registration No.: 001076N/N500013

Rajni Mundra

Partner

Membership No.: 058644
UDIN: 25058644BMODKP2766

Place: Mumbai
Date: 7 May 2025

Mar 31, 2024

1. We have audited the accompanying standalone financial statements of Route Mobile Limited (âthe Companyâ), which comprise the Balance Sheet as at 31 March 2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including material accounting policy information and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (âthe Actâ) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (âInd ASâ) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2024, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditorâs Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (âICAIâ) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

5. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matters	How our audit addressed the key audit matter
Impairment assessment of investment in subsidiaries	Our procedures in relation to the impairment assessment of investment in subsidiaries included, but were not limited to
Refer note 3(xv) to the accompanying standalone	the following:
financial statements for accounting policies and note 4	â¢ Obtained an understanding of the management
for financial disclosures with respect to the carrying value	process for identification of possible impairment
of investments in subsidiaries.	indicators and process followed by the management
Amongst other investments, the Company has investments	for impairment testing.
in equity shares of two subsidiary companies, Send Clean Private Limited (Formerly known as Cellent Technologies (India) Pvt. Ltd.) and Call 2 Connect India Private Limited, amounting to Rs 14.13 crores and Rs 14.61 crores (net of provision for diminution in the value of investment of Rs 10 crores) respectively. These investments are carried at cost less any diminution in value in accordance with Ind AS 27, Separate Financial Statements.	â¢ Evaluated the design and tested the operating effectiveness of controls over the Companyâs process of impairment assessment and approval of forecasts. â¢ Assessed the appropriateness of the accounting policy adopted by the management in accordance with Ind AS 36.

Key audit matters	How our audit addressed the key audit matter
As at 31 March 2024, the carrying amount of investments in the aforementioned two subsidiaries is higher than the net worth of the aforementioned subsidiaries, which has been identified as an impairment indicator by the management in accordance with the principles of Ind AS 36, Impairment of Assets (âInd AS 36''). Accordingly, the management has performed detailed impairment testing for such investments in subsidiaries by carrying out a valuation with the help of an independent valuation specialist as a management''s expert using discounted cash flow (âDCF'') method in order to determine the recoverable value of investments in such subsidiaries. The assumptions underpinning the aforesaid valuation are cash flow projections, growth rates, discount rate, etc., which are inherently subjective and requires significant management judgement and estimates due to high estimation uncertainty involved. However, due to their materiality in the context of the standalone financial statements and significant degree of judgement and subjectivity involved in the estimates and key assumptions used as above, this is considered to be the area which requires significant audit focus and accordingly, the matter is determined as a key audit matter for the current year audit.	â¢ Obtained the management''s external valuation specialist''s report on determination of recoverable amount and also assessed the professional competence, expertise and objectivity of the management expert. â¢ Assessed the valuation methodology and assumptions used by the management''s expert to estimate the recoverability of investment with the help of auditor''s valuation experts. â¢ Evaluated the appropriateness of the assumptions applied in determining key inputs such as terminal growth rate and discount rates, which included assessments based on our knowledge of the business and external market conditions. â¢ Traced the cash flow projections used above to approved business plans and compared the previous forecast to actual results in order to assess the Company''s ability to forecast such projections accurately. â¢ Tested mathematical accuracy of the projections and applied independent sensitivity analysis to the key assumptions mentioned above to determine and focus on inputs with high estimation uncertainty. â¢ Assessed the appropriateness and adequacy of the disclosures made by the management in note 4 to the standalone financial statements in
accordance with the requirements of the accounting standards.
Impairment assessment of Goodwill Refer note 3(xvii) for the accounting policy and note 3(b) for the disclosures made in the accompanying standalone financial statements with respect to Goodwill aggregating to Rs 9.22 crores as at 31 March 2024 recognized in earlier years pertaining to acquisition of the Sarv Webs (division). The Company has performed annual impairment test for the carrying value of goodwill in accordance with the requirements of Ind AS 36, Impairment of Assets (âInd AS 36'').	Our procedures in relation to testing of impairment of goodwill included but were not limited to the following: â¢ Evaluated the appropriateness of the accounting policy adopted by the management in accordance with Ind AS 36 and understood the management''s process to identify separate Cash Generating Units (CGUs) and perform required annual impairment testing of goodwill. â¢ Evaluated the design and tested the operating effectiveness of the Company''s control over the assessment of carrying value of goodwill.
The determination of the recoverable value requires management to make certain key estimates and assumptions including forecast of future cash flows, long-term growth rates, profitability levels and discount rates, etc. Changes in these assumptions could lead to an impairment to the carrying value of the goodwill.	â¢ Reviewed the allocation of the goodwill to the CGUs as identified by the management. â¢ Traced the cash flow forecasts determined by the management for such CGUs to approved business plans, assessed the reasonability of the assumptions used in the forecasts with our understanding of the business and external market conditions, as relevant, and verified the historical trend of the past performance to evaluate consistency in such assumptions.
	â¢ Obtained the management''s external valuation specialist''s report on determination of recoverable amount and also assessed the competence, expertise and objectivity of the management expert.

Key audit matters		How our audit addressed the key audit matter
Considering goodwill balance	is significant to the	â¢ Involved our auditorâs valuation experts to assess
standalone financial statements and auditing		the valuation assumptions used and methodology
management judgement and	estimates as stated	considered by the managementâs expert to calculate
above involves high degree of subjectivity and requires		the recoverable amount and the mathematical
significant auditor judgement,	assessment of carrying	accuracy of these calculations.
value of goodwill is considered as a key audit matter for the current year audit.		â¢ Performed sensitivity analysis on the key assumptions to evaluate the possible variation on the current
		recoverable amount to ascertain the sufficiency of headroom available.
		â¢ Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements, including disclosure of significant assumptions and judgements used by management, in accordance with applicable accounting standards.

Information other than the Financial Statements and Auditor''s Report thereon

6. The Companyâs Board of Directors are responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Report on Corporate Governance and Directorsâ Report but does not include the standalone financial statements and our auditorâs report thereon, which we obtained prior to the date of this auditorâs report, and the Chairmanâs Message and Key Performance Indicators, which is expected to be made available to us after that date.

Our opinion on the standalone financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditorâs report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

When we read the Chairmanâs Message and Key Performance Indicators, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

7 The accompanying standalone financial statements have been approved by the Companyâs Board of Directors. The Companyâs Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

8. In preparing the financial statements, the Board of Directors is responsible for assessing the Companyâs ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going

concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

9. The Board of Directors is also responsible for overseeing the Companyâs financial reporting process.

Auditor''s Responsibilities for the Audit of the Standalone Financial Statements

10. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditorâs report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

11. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

â¢ Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

â¢ Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls;

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness

of accounting estimates and related disclosures made by management;

â¢ Conclude on the appropriateness of Board of Directorsâ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorâs report. However, future events or conditions may cause the Company to cease to continue as a going concern; and

â¢ Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

12. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

13. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

14. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditorâs report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

15. As required by section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

16. As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ) issued by the Central Government of India in terms of section 143(11) of the Act, we give in the Annexure I, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

17 Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, we report, to the extent applicable, that:

a) We have sought and obtained all the information and explanations which to

j the best of our knowledge and belief

were necessary for the purpose of our audit of the accompanying standalone

- financial statements;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in paragraph 17(h)(vi)

)

below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

c) The standalone financial statements dealt with by this report are in agreement with the books of account;

d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2024 from being appointed as a director in terms of section 164(2) of the Act;

f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph 17(b) above on reporting under section 143(3)(b) of the Act and paragraph 17(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31 March 2024 and the operating effectiveness of such controls, refer to our separate report in Annexure II wherein we have expressed an unmodified opinion; and

h) With respect to the other matters to be included in the Auditorâs Report in accordance with rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us:

i. the Company, as detailed in note 38 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2024;

ii. the Company did not have any longterm contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2024;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31 March 2024;

iv. a. The management has represented

that, to the best of its knowledge and belief, as disclosed in note 52(v) to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (âthe intermediariesâ), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (âthe Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 52(vi) to the standalone financial statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (âthe Funding Partiesâ), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

v. The interim dividend declared and paid by the Company during the year ended 31 March 2024 and until the date of this audit report is in compliance with section 123 of the Act.

The final dividend paid by the Company during the year ended 31 March 2024 in respect of such dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 51 to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31 March 2024 which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.

vi. As stated in note 46 to the standalone financial statements and based on our examination which included test

checks, except for instance mentioned below, the Company, in respect of financial year commencing on 1 April 2023, has used accounting software for maintaining its books of account which have a feature of recording audit trail (edit log) facility and the same have been operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with, other than the consequential impact of the exception given below.

For Walker Chandiok & Co LLP

Chartered Accountants

Firmâs Registration No.: 001076N/N500013

Rajni Mundra

Partner

Membership No.: 058644 UDIN: 24058644BKFUEZ9823

Place: Mumbai Date: 06 May 2024

Nature of exception noted	Details of exception
Instances of accounting software used for maintaining books of account for which the feature of recording audit trail (edit log) facility was not operated throughout the year for all relevant transactions recorded in the software	The audit trail feature was not enabled at the database level for accounting software âOdooâ and the server âPlatformâ to log any direct data changes, used for maintenance of all accounting records by the Company.
Instances of accounting software maintained by a third party where we are unable to comment on the audit trail feature	The accounting software used for maintenance of payroll process of the Company is operated by a third-party service provider. In the absence of any information on the existence of audit trail feature in the âIndependent Service Auditorâs Assurance Report on the Description of Controls, their Design and Operating Effectivenessâ (âType 2 reportâ issued in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organisation), we are unable to comment on whether audit trail feature at the database level of the said software was enabled and operated throughout the year.

Mar 31, 2023

Route Mobile Limited

Report on the Audit of the StandaloneFinancial StatementsOpinion

1. We have audited the accompanying standalone financial statements of Route Mobile Limited (âthe Companyâ), which comprise the Balance Sheet as at 31 March 2023, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (âthe Actâ) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (âInd ASâ) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2023, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditorâs Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (âICAIâ) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4. Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

5. We have determined the matter(s) described below to be the key audit matters to be communicated in our report.

Key audit matters	How our audit addressed the key audit matters
Impairment assessment of Investment in Subsidiaries	Our procedures in relation to the impairment assessment of
Refer note 1(x) to the accompanying standalone financial	investment in subsidiaries included, but were not limited to the
statements for accounting policies and 4 for financial	following:
disclosures with respect to carrying value of investments in subsidiaries. Amongst other investments, the Company has investments	â¢	Obtained an understanding of the management process for identification of possible impairment indicators and process
in equity shares of three subsidiary companies, Send Clean		followed by the management for impairment testing.
Private Limited (Formerly known as Cellent Technologies (India) Pvt. Ltd.), Start Corp India Private Limited and Call 2	â¢	Evaluated the design and tested the operating effectiveness
Connect India Private Limited, amounting to H 11.61 crore, H		of controls over the Company''s process of impairment
2.30 crore and H 18.76 crore (net of provision for diminution in the value of investment of H 10 crore) respectively. These		assessment and approval of forecasts.
investments are carried at cost less any diminution in	â¢	Assessed the appropriateness of the accounting policy
value in accordance with Ind AS 27, Separate Financial Statements.		adopted by the management in accordance with Ind AS 36.
As at 31 March 2023, the carrying amount of investments	â¢	Obtained the management''s external valuation specialist''s
in the aforementioned three subsidiaries is higher than		report on determination of recoverable amount and also
the net worth of the aforementioned subsidiaries, which		assessed the professional competence, expertise and
has been identified as an impairment indicator by the management in accordance with the principles of Ind AS		objectivity of the management expert.
36, Impairment of Assets (âInd AS 36'').	â¢	Assessed the valuation methodology and assumptions used
Accordingly, the management has performed detailed impairment testing for such investments in subsidiaries by carrying out a valuation with the help of an independent valuation specialist as a management''s expert using discounted cash flow (âDCF'') method in order to determine	â¢	by the management''s expert to estimate the recoverability of investment with the help of auditor''s valuation experts.
	â¢	Evaluated the appropriateness of the assumptions applied
the recoverable value of investments in such subsidiaries.		in determining key inputs such as terminal growth rate and
The assumptions underpinning the aforesaid valuation are cash flow projections, growth rates, discount rate, etc., which are inherently subjective and requires significant management judgement and estimates due to high	â¢	discount rates, which included assessments based on our knowledge of the business and external market conditions. Traced the The cash flow projections used above to approved
estimation uncertainty involved.		business plans and compared the previous forecast to actual
Basis such assessment done by the management, the		results in order to assess the Company''s ability to forecast
carrying value of the investment was impaired by H 5 crore		such projections accurately.
in the current year (For the year ended 31^st March 2022 H 5 crore) as disclosed in note 4 to the standalone financial	â¢	Tested mathematical accuracy of the projections and applied
statements.		independent sensitivity analysis to the key assumptions
However, due to their materiality in the context of the standalone financial statements and significant degree of judgement and subjectivity involved in the estimates and		mentioned above to determine and focus on inputs with high estimation uncertainty.
key assumptions used as above, this is considered to be the area which requires significant audit focus and accordingly,	â¢	Assessed the appropriateness and adequacy of the
the matter is determined as a key audit matter for the		disclosures made by the management in note 4 to the
current year audit.		standalone financial statements in accordance with the
		requirements of the accounting standards.

Key audit matters	How our audit addressed the key audit matters
Impairment assessment of Goodwill Refer note 1(xii) for the accounting policy and note 3(b) for the disclosures made in the accompanying standalone financial statements with respect to Goodwill aggregating to H 9.22 crore as at 31 March 2023 recognised in earlier year pertaining to acquisition of Sarv Webs Private Limited. The Company has performed annual impairment test for the carrying value of goodwill in accordance with the requirements of Ind AS 36, Impairment of Assets (âInd AS 36â). The determination of the recoverable value requires management to make certain key estimates and assumptions including forecast of future cash flows, longterm growth rates, profitability levels and discount rates, etc. Changes in these assumptions could lead to an impairment to the carrying value of the goodwill. Considering goodwill balance is significant to the standalone financial statements and auditing management judgement and estimates as stated above involves high degree of subjectivity and require significant auditor judgement, assessment of carrying value of goodwill is considered as a key audit matter for the current year audit.	Our procedures in relation to testing of impairment of goodwill included but were not limited to the following: â¢ Evaluated the appropriateness of the accounting policy adopted by the management in accordance with Ind AS 36 and understood the managementâs process to identify separate Cash Generating Units (CGUs) and perform required annual impairment testing of goodwill. â¢ Evaluated the design and tested the operating effectiveness of the Companyâs control over the assessment of carrying value of goodwill. â¢ Reviewed the allocation of the goodwill to the CGUs as identified by the management. â¢ Traced the cash flow forecasts determined by the management for such CGUs to approved business plans, assessed the reasonability of the assumptions used in the forecasts with our understanding of the business and external market conditions, as relevant, and verified the historical trend of the past performance to evaluate consistency in such assumptions.
	â¢	Obtained the managementâs external valuation specialistâs report on determination of recoverable amount and also assessed the competence, expertise and objectivity of the management expert.
	â¢	Involved our auditorâs valuation experts to assess the valuation assumptions used and methodology considered by the managementâs expert to calculate the recoverable amount and the mathematical accuracy of these calculations.
	â¢	Performed sensitivity analysis on the key assumptions to evaluate the possible variation on the current recoverable amount to ascertain the sufficiency of headroom available.
	â¢	Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements, including disclosure of significant assumptions and judgements used by management, in accordance with applicable accounting standards.

Information other than the Financial Statements and Auditor''s Report thereon

6. The Companyâs Board of Directors are responsible for the other information. The other information comprises the information included in the Management discussion and Analysis and Directorsâ Report, but does not include the standalone financial statements and our auditorâs report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

7 The accompanying standalone financial statements have been approved by the Companyâs Board of Directors. The Companyâs Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under Section 133 of the Act and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

8. In preparing the financial statements, the Board of Directors are responsible for assessing the Companyâs ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

9. Those Board of Directors are also responsible for overseeing the Companyâs financial reporting process.

Auditor''s Responsibilities for the Audit of the Standalone Financial Statements

11. As part of an audit in accordance with Standards on Auditing, specified under Section 143(10) of the Act. we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

â¢ Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system with reference

to financial statements in place and the operating effectiveness of such controls;

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

â¢ That may cast significant doubt on the Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorâs report. However, future events or conditions may cause the Company to cease to continue as a going concern;

13. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

15. As required by Section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under Section 197 read with Schedule V to the Act.

16. As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ) issued by the Central Government of India in terms of Section 143(11) of the Act we give in Annexure I, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

17 Further to our comments in Annexure I, as required by Section 143(3) of the Act based on our audit, we report, to the extent applicable, that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the accompanying standalone financial statements;

b) i n our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c) The standalone financial statements dealt with by this report are in agreement with the books of account;

d) i n our opinion, the aforesaid standalone financial statements comply with Ind AS specified under Section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of;

f) Directors, none of the directors is disqualified as on 31 March 2023 from being appointed as a director in terms of Section 164(2) of the Act;

g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31 March 2023 and the operating effectiveness of such controls, refer to our separate Report in Annexure II wherein we have expressed an unmodified opinion; and

h) With respect to the other matters to be included in the Auditorâs Report in accordance with rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us:

i. t he Company, as detailed in note 38 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2023.

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2023;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31 March 2023;

iv. a. The management has represented that,

to the best of its knowledge and belief, other than, as disclosed in note 52(v) to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (âthe intermediariesâ), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (âthe Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

v. The interim dividend declared and paid by the Company during the year ended 31 March 2023 and until the date of this audit report is in compliance with Section 123 of the Act.

The final dividend paid by the Company during the year ended 31 March 2023 in respect of such dividend declared for the previous year is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 51 to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31 March 2023 which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.

vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 requires all companies which use accounting software for maintaining their books of account, to use such an accounting software which has a feature of audit trail, with effect from the financial year beginning on 1 April 2023 and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 (as amended) is not applicable for the current financial year.

For Walker Chandiok & Co LLP

Chartered Accountants

Firmâs Registration No.: 001076N/N500013

Bharat Shetty

Partner

Membership No.: 106815

UDIN: 23106815BGYCAI3723

Place: Mumbai

Date: 19 May 2023

Mar 31, 2022

Summary of the significant accounting policies and other explanatory information as at and for the year ended 31 March 2022

Company Overview

Route Mobile Limited (âthe Companyâ) is a public limited company incorporated and domiciled in India. The registered office of the Company is located at 4th Dimension, 3rd Floor, Mind Space, Malad (West), Mumbai 400064. The Company is listed on BSE limited and National Stock Exchange of India Limited on 21 September 2020.

The Company was incorporated on 14 May 2004. The Company is a cloud communication provider to enterprises, over-the-top players and mobile network operators.

The standalone financial statements for the year ended 31 March 2022 were approved by Board of Directors and authorised for issue on 18 May 2022.

1 Significant accounting policies and assumptions(i) Statement of compliance

The Company has prepared its standalone financial statements to comply in all material respects with the provisions of the Companies Act, 2013 (the âActâ) and rules framed thereunder and guidelines issued by the Securities and Exchange Board of India (SEBI). In accordance with the notification issued by the Ministry of Corporate Affairs, the Company has adopted Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) under Section 133 of the Act and other relevant provisions of the Act.

The standalone financial statements have been prepared under the historical cost convention and on accrual basis, except for certain financial assets and liabilities, defined benefit plan liabilities measured at fair value.

Current and non-current classification: All assets and liabilities have been classified as current or noncurrent as per the Company''s normal operating cycle and other criteria set out in Schedule III of the Act. Based on the nature of service and time taken between acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as twelve months for the purpose of the classification of assets and liabilities into current and non-current.

(ii) Critical estimates and judgements

The preparation of these financial statements in conformity with Ind AS requires management to make estimates, assumptions and exercise judgement in applying the accounting policies that affect the reported amounts of a-ssets, liabilities and disclosure of contingent liabilities at the date of financial statements and the reported amounts of income and expenses during the year.

The Management believes that these estimates are prudent and reasonable and are based upon the Management''s best knowledge of current events and actions. Actual results could differ from these estimates and differences between actual results and estimates are recognised in the periods in which the results are known or materialised.

This note provides an overview of the areas that involved a higher degree ofjudgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.

â¢ Impairment of investments in subsidiaries

Determining whether the investments in subsidiaries are impaired requires an estimate in the value in use of investments. The Company reviews its carrying value of investments carried at cost annually, or more frequently when there is an indication for impairment. If the recoverable amount is less than its carrying amount, the

impairment loss is accounted for. In considering the value in use, the Board of directors have anticipated the future market conditions and other parameters that affect the operations of these entities.

â¢ Useful lives of property, plant and equipment and Intangible assets

The Company reviews the useful lives of property, plant and equipment and intangible assets at the end of each reporting period. This reassessment may result in change in depreciation and amortisation expense in future periods.

â¢ Valuation of deferred tax assets

The Company reviews the carrying amount of deferred tax assets at the end of each reporting period.

â¢ Defined benefit obligation

The cost of post-employment benefits is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, future salary increases and mortality rates. Due to the long term nature of these plans, such estimates are subject to significant uncertainty.

â¢ Fair value of financial instruments

The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date.

â¢ Impairment of financial assets

The impairment provisions for financial assets disclosed are based on assumptions about risk of default and expected loss rates. The Company

uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company''s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

â¢ Impairment of Goodwill

The Company estimates the value in use of the cash generating unit (CGU) to which Goodwill is associated, based on the future cash flows, growth rate, applicable discount rate and anticipated future economic and regulatory conditions. The estimated cash flows are developed using internal forecasts. The discount rate used for the CGU represents the weighted average cost of capital based on the historical market returns of comparable companies.

â¢ Research and development costs

Management monitors progress of internal research and development projects by using a project judgement is required in distinguishing research from the development phase. Development costs are recognised as an asset when all the criteria are met, whereas research costs are expensed as incurred.

Management also monitors whether the recognition requirements for development costs continue to be met. This is necessary due to inherent uncertainty in the economic success of any product development.

â¢ Share-based payments

Estimating fair value for share-based payments requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. The estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about them.

â¢ Contingencies

Management has estimated the possible outflow of resources at the end of each annual reporting financial year, if any, in respect of contingencies/ litigations against the Company as it is not

possible to predict the outcome of pending matters with accuracy.

â¢ Leases - Estimating the incremental borrowing rate

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 Company would have to pay to borrow over a similar term, and with a similar security, the fund necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment.

(iii) Revenue recognition

Revenue is measured at the fair value of consideration received or receivable. Revenue is recognised upon transfer of control of promised services to the customers at the consideration which the Company has received or expects to receive in exchange of those services. Amount disclosed as revenue are reported net of discounts and applicable taxes which are collected on behalf of the government.

a. Revenue from messaging services - The Company recognises revenue based on the usage of messaging services. The revenue is recognised when the Company''s services are used based on the specific terms of the contract with customers.

Technical and support services - Income from technical and support services rendered to its group companies is recorded on an accrual basis at a fully loaded cost plus mark-up on such costs.

Revenue in excess of invoicing are classified as unbilled revenue while invoicing /collection in excess of revenue for services to be performed in future are classified as deferred revenue / advances from customers.

Liquidated damages and penalties are accounted as per the contract terms wherever there is a delayed delivery attributable to the Company and when there is a reasonable certainty with which the same can be estimated.

b. Profit on sale of investments is recorded on transfer of title from the Company and is determined as the difference between the sale price and carrying value of the investment.

c. Dividend are recognised in profit or loss only when the right to receive payment is established, it is probable that the economic benefits associated with the dividend will flow to the Company, and the amount of the dividend can be measured reliably.

d. Interest income for all debt instruments is recognised using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the gross carrying amount of the financial asset. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment, extension, call and similar options) but does not consider the expected credit losses.

(iv) Measurement and recognition of leases

The Company considers whether contract is, or contains a lease. A lease is defined as âa contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for consideration''.

To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

Company as a lessee

At lease commencement date, the Company recognises a right-of-use asset and lease liabilities on the balance sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Company and any lease payments made in advance of the lease commencement date.

The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Company also assesses the right-of-use asset for impairment when such indicators exist. For the purpose of impairment testing, the recoverable amount (i.e. higher of the fair value less cost to sell

and the value in use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such case, the recoverable amount is determined for the cash generating unit (CGU) to which the asset belongs.

At the commencement date of lease, the Company measures the lease liability at the present value of the lease payments to be made over the lease term, discounted using the interest rate implicit in the lease if that rate is readily available or the Company''s incremental borrowing rate.

The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities.

Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance, fixed), and payments arising from options reasonably certain to be exercised. Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest expenses. It is remeasured to reflect any reassessment or modification.

When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset or Statement of profit and loss, as the case may be.

The Company has elected to account for shortterm leases and leases of low-value assets using the exemption given under Ind AS 116, Leases. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term or on another systematic basis if that basis is more representative of the pattern of the Company''s benefit.

Company as a lessor

Leases for which the Company is a lessor classified as finance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as finance lease. All other leases are classified as operating leases.

Lease income from operating leases where the Company is a lessor is recognised as income on straight line basis over the lease term.

(v) Borrowing costs

Borrowing costs attributable to the acquisition and construction of qualifying assets are capitalised as part of the cost of such assets up to the date such assets are ready for their intended use. Other borrowing costs are charged to profit or loss. Borrowing cost is calculated using effective interest rate on the amortised cost of the instrument.

(vi) Foreign currency

The functional currency of the Company is Indian rupee.

Transactions in foreign currency are recorded at exchange rates prevailing on the date of the transaction. Foreign currency denominated monetary assets and liabilities are translated at the exchange rate prevailing on the Balance sheet date and exchange gains or losses arising on settlement and restatement are recognised in the Statement of Profit and Loss.

Non-monetary assets and liabilities that are measured in terms of historical cost in foreign currencies are not retranslated at year end.

(vii) Income taxes

Income tax expense comprises Current tax expenses and net change in the deferred tax assets or liabilities during the year. Current and deferred taxes are recognised in the Statement of profit and loss, except when they relate to items that are recognised in Other comprehensive income or directly in Equity, in which case, the current and deferred tax are also recognised in Other comprehensive income or directly in Equity respectively.

Current Income taxes

The current income tax includes income taxes payable by the Company computed in accordance with the tax laws applicable in the jurisdiction in which the Company operates. Advance taxes and provision for current income tax are presented in the Balance sheet after offsetting the advance tax paid and income tax provision arising in the same jurisdiction and where the relevant tax paying units intend to settle the asset and liability on a net basis.

Deferred income taxes

Deferred income tax is recognised using Balance sheet approach. Deferred income tax assets and liabilities are recognised for deductible and taxable temporary differences arising between the tax base of assets and liabilities and their carrying amount, except when the deferred income tax arises from the initial recognition of an asset or liability in a transaction that is not a business combination and affects neither accounting nor taxable profit or loss at the time of recognition.

Deferred tax assets are recognised to the extent future taxable profit will be available against which the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be utilised.

The carrying amount of deferred tax assets are reviewed at each reporting date and reduced to the extent it is no longer probable that sufficient taxable profit will be available to allow deferred income tax assets to be utilised. At each reporting date, the Company re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax assets to the extent it has become reasonably certain, that sufficient future taxable income will be available against which such deferred tax assets can be realized.

Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be received or settled.

(viii) Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial assets and liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value measured on initial recognition of financial assets or financial liability.

(I) Financial assets Classification

The Company classifies its financial assets in the following measurement categories:

â¢ those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and

â¢ those measured at amortised cost.

The classification depends on the entity''s business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income.

The Company reclassifies debt investments when and only when its business model for managing those assets change.

Initial measurement

At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Subsequent measurement of debt instruments

Subsequent measurement of debt instruments depends on the Company''s business model for managing the asset and the cash flow characteristics

of the asset. There are three measurement

categories into which the Company classifies its debt

instruments:

â¢ Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest, are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired. Interest income from these financial assets is included in finance income using the effective interest rate method.

â¢ Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets'' cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other gains/ (losses). Interest income from these financial assets is included in other income using the effective interest rate method.

â¢ Fair value through profit or loss: Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss and is not part of a hedging relationship is recognised in profit or loss and presented net in the statement of profit and loss within other gains/(losses) in the period in which it arises. Interest income from these financial assets is included in other income.

De-recognition of financial assets

A financial asset is de-recognised only when

â¢ The Company has transferred the rights to receive cash flows from the financial asset or

â¢ retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash flows to one or more recipients.

Cash and cash equivalents

Cash and cash equivalents for the purpose of the cash flow statement comprise of the cash on hand and at bank and current investments with an original maturity of three months or less. Cash and cash equivalents consists of balances with banks which are unrestricted for withdrawal and usage.

For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company''s cash management.

(II) Financial liabilities

Borrowings and other financial liabilities are initially recognised at fair value (net of transaction costs incurred). Difference between the fair value and the transaction proceeds on initial recognition is recognised as an asset / liability based on the underlying reason for the difference.

Subsequently, all financial liabilities are measured at amortised cost using the effective interest rate method.

Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss. The gain / loss is recognised in other equity in case of transactions with shareholders.

(III) Derivative Financial Instruments

The Company uses currency swaps as derivative instrument to mitigate the risk of changes in currency rates. Such derivative instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently measured at fair value.

(ix) Investment in subsidiaries

Investments in subsidiaries are carried at cost less accumulated impairment losses, if any. Where an indication of impairment exist, the carrying amount of the investment is assessed. Where the carrying amount of an investment is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount and the difference is transferred to the statement of profit and loss. On disposal of investment, the differences between the net disposal proceeds and the carrying amount is charged or credited to the statement of profit and loss.

(x) Property, plant and equipment (including Capital Work-in-Progress)

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, if any. Cost includes inward freight, adjustment for GST credit, taxes and expenses incidental to acquisition and installation, up to the point the asset is ready for its intended use.

Assets acquired but not ready for use or assets under construction are classified under Capital work in progress.

(xi) Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost.

Intangible assets acquired in a business combination are recognised at fair value at the acquisition date.

Subsequently, intangible assets are carried at cost less accumulated amortisation and accumulated impairment losses, if any.

Goodwill is initially recognised based on accounting policy for business combinations and is tested for impairment annually.

Research and development

Expenses on research activities undertaken with the prospect of gaining new scientific or technical knowledge and understanding are recognised in the standalone statement of profit and loss as incurred.

Development activities involve a plan or design for the production of new or substantially improved

products and processes. Development expenditure is capitalised only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, the assets are controlled by the Company, and the Company intends to and has sufficient resources to complete development and to use or sell the asset. The expenditure capitalised includes the cost directly attributable to preparing the asset for its intended use. Other development expenditure is recognised in the standalone statement of profit and loss as incurred.

(xii) Depreciation/Amortisation

Depreciation on Property, plant and equipment is provided to the extent of depreciable amount on written down value method (WDV) over the useful lives of assets as determined by the management which is in line with Part-C of Schedule II of the Act with residual value of 5%, except servers and network (part of Computers).

The estimated useful life of these Property, Plant and Equipment is mentioned below:

Type of asset	Estimated useful life of asset
Furniture and fittings	10 years
Office equipment	5 to 10 years
Vehicles	8 to 10 years
Computers	3 to 5 years
Building	60 years
Leasehold improvements	Lower of estimated useful life or lease term

Servers and networks are depreciated over a period of five years on WDV method, based on internal assessment and technical evaluation carried out by the management, and which represents the period over which they expect to use these assets.

Leasehold improvements are amortised over the period of lease or their estimated useful life, whichever is lower, on a straight-line basis.

Computer software and technical know how is amortized over a period of three years on WDV method

Following table summarises the nature of intangible and their estimated useful lives and amortised on a straight line basis:-

Nature of Intangibles	Useful lives
License	3 years
Customer relationship	4 to 10.75 years
Non-compete fees	4 to 5 years
Computer Software	3 years
Technical know- how	3 years

Depreciation/amortisation is calculated pro-rata from/to the date of addition/deletion.

(xiii) Impairment of assetsNon-financial assets

The carrying amount of the non-financial assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal /external factors. An impairment loss is recognised whenever the carrying amount of an asset or a cash generating unit exceeds its recoverable amount. The recoverable amount of the assets (or where applicable, that of the cash generating unit to which the asset belongs) is estimated as the higher of its net selling price and its value in use. Impairment loss is recognised in the statement of profit and loss.

After impairment, depreciation / amortisation is provided on the revised carrying amount of the asset over its remaining useful life.

A previously recognised impairment loss is increased or reversed depending on changes in circumstances. However, the carrying value after reversal is not increased beyond the carrying value that would have prevailed by charging usual depreciation / amortisation if there was no impairment.

Financial assets

The Company assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost and FVOCI debt instruments. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109, Financial Instruments, which requires expected lifetime losses to be recognised on initial recognition of the receivables.

(xiv) Employee benefits

All short term employee benefits are accounted on undiscounted basis during the accounting period based on services rendered by employees and recognised as expenses in the Statement of Profit and Loss.

The Company''s contribution to Provident Fund and Employees State Insurance Scheme is determined based on a fixed percentage of the eligible employees'' salary and charged to the Statement of Profit and Loss on accrual basis. The Company has categorised its Provident Fund and the Employees State Insurance Scheme as a defined contribution plan since it has no further obligations beyond these contributions.

The Company''s liability towards gratuity, being defined benefit plan is accounted for on the basis of an independent actuarial valuation using the projected unit credit method, done at the year end. Gratuity liability is not funded and the payments are made to the employees directly when they leave the organisation post completion of 5 years of service or at the time of retirement (with minimum 5 years of service), whichever is earlier.

Service cost and the net interest cost is included in employee benefit expense in the Statement of profit and loss. Actuarial gains and losses arising on the measurement of defined benefit obligation is credited/charged to other comprehensive income.

Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year are treated as short term employee benefits. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.

(xv) Provisions, contingent liabilities and contingent assets

A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to their present value and are determined based on management estimate of the amount required to settle the obligation at the Balance Sheet date. These

are reviewed at each Balance Sheet date and adjusted to reflect the current management estimates.

Contingent liabilities are disclosed in respect of possible obligations that arise from past events, whose existence would be confirmed by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company.

Contingent assets are not recognised in the financial statements. However, it is disclosed only when an inflow of economic benefits is probable.

(xvi) Earnings per share

Basic earnings per share are computed by dividing net profit after tax (excluding other comprehensive income) by the weighted average number of equity shares outstanding during the year.

Diluted earnings per share is computed by dividing net profit after tax (excluding other comprehensive income) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been issued on conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per share.

(xvii) Business combinations

Business combinations are accounted for using the acquisition method as per Ind AS 103, Business combinations. The cost of an acquisition is measured at the fair value of the assets transferred, equity instruments issued and liabilities assumed at the date of acquisition, which is the date on which control is transferred to the Company. Identified assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair value on the date of acquisition. Transaction costs that the Company incurs in connection with a business combination such as stamp duty, legal fees, due diligence fees and other professional and consulting fees are expensed as incurred.

The excess of the consideration transferred over the fair value of the net identifiable assets acquired is recorded as goodwill.

(xx) Treasury shares (Shares held by the ESOP Trust)

The Company uses the ESOP Trust as a vehicle for distributing shares to employees under the employee remuneration schemes.

The Company treats ESOP trust as its extension and shares held by ESOP Trust are treated as treasury shares. Share options exercised during the reporting period are satisfied with treasury shares. The consideration paid for treasury shares including any directly attributable incremental cost is presented as a deduction from total equity, until they are cancelled, sold or reissued. When treasury shares are sold or reissued subsequently, the amount received is

(xviii) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting, nature of the products / process, organisation structure as well as differential risks and returns, using the information provided to the board of directors and chief operating officer, together, the chief operating decision maker (''CODM'').

(xix) Share based payments

Share-based compensation benefits are provided to employees via the "ROUTE MOBILE LIMITED", Employee Stock Option Plan 2017 and 2021 (the âESOP scheme''). The fair value of options granted under the ESOP scheme is recognised as an employee benefits expense with a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the options granted:

â¢ including any market performance conditions (e.g., the entity''s share price)

â¢ excluding the impact of any service and nonmarket performance vesting conditions (e.g. profitability, sales growth targets and remaining an employee of the entity over a specified time period), and

â¢ including the impact of any non-vesting conditions (e.g. the requirement for employees to serve or hold shares for a specific period of time).

The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the number of options that are expected to vest based on the non-market vesting and service conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity.

The Company has created a Route Mobile Employee Welfare Trust (ESOP Trust) for implementation of the said ESOP scheme. The Company allots shares to the ESOP Trust. The Company treats the ESOP trust as its extension and shares held by ESOP Trust are treated as treasury shares.

recognized as an increase in equity, and the resulting surplus or deficit on the transaction is transferred to/ from retained earnings.

(xxi) Share issue expense

The transaction costs of an equity transaction are accounted for as a deduction from equity to the extent they are incremental costs directly attributable to the equity transaction.

(xxii) Standards issued but not effective

There are no standards that are issued but not yet effective on 31 March 2022.

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