FREECHARGE PAYMENT TECHNOLOGIES PRIVATE LIMITED Dear Members DIRECTORS’ REPORT (] +91-124-4751361 [email protected] ® www freecharge.com Your Directors have the pleasure in presenting the 5* Annual Report of the Company, along with Audited Financial Statements for the financial year ended 31** March, 2019. 5 ict i ic ‘Asat March 31,2019 | AsatMarch 32, 2018 Particular (Rs'000) (Rs'000) Revenue from Operations 941,365 231,149 Other Income 1,550 3,635 Finance Income 76,388 40570 Profit/Loss After Tax (7341) (814,524) | State of Company’s Affairs and Future Outlooks Freecharge acts as a business correspondent and technology service provider to Axis Bank Limited, whereby it markets and distributes the semi-closed prepaid payment instruments under the brand name ‘Freecharge Balance’. Freecharge is also in merchant acquiring and payment aggregation business and in the year gone by focused on acquiring merchants across unorganized offline merchants where it saw good traction, Continuing with its iong term objective of becoming a digital financial service provider of choice for the digitally native, young and urban customer Freecharge Is working on deep integration with Axis Bank to become a product platform and digital channel by launching wide array of products across lending, investing and insurance. As part of the same, Freecharge launched various credit products (such as Personal Loan/Debit EMA) in collaboration with Axis Bank. Freecharge is also in the process of launching its Mutual Fund platform wherein a customer can choose from a wide range of fund houses and conveniently invest in mutual funds. In order to comply with a change in Reserve Bank of india regulations regarding “Storage of Payment systems Data” dated April 6, 2018. your company took swift and timely action to ensure it is compliant to the same. During the year under review, your Company filed an application before National Company Law Tribunal, New Delhi for approval of Scheme of Amalgamation Accelyst Solutions Pvt. Lisl, a fellow Subsidiary with and into the Company. The said Scheme of Amalgamation was approved by the Board of Directors of both Companies on March 27, 2018 and amendment to scheme was also approved on May 8, 2018. Since both the companies are engaged in similar line of business, the board of directors are of the opinion that merger of both companies will result in orgaaizational Principal Office: DLF Cyber Greens, 16th Floor, Tower- C, DLF Cyber City, DLE Phase Il, Gurugram, Haryana- 122002, india. Registered Office: 2nd Floor, Red Fort Capital Parsvmath Tower, Bhai Veer Singh Marg, Near Gole Market, New Delhi 120003 Tel :491-11-47396600 CIN: U74140D12015°7C275419 (Subsidiary of Axis Bank Limited) FTeeChaTgeefficiencies, economies of scale and optimum utilization of resources besides strengthening the brand "Freecharge”. Except as mentioned above, there has been no change in the nature of business being carried on by the Company. Dividend in view of losses incurred during the year under review, your Directors do not recommend any dividend. Share Capital During the financial year under review, there was no change in the authorised, issued, subscribed and paid-up equity share capital of the Company. tof, n ‘The extract of Annual Return, pursuant to the provisions of Section 92(3) of the Companies Act, 2013, read with Rule 12 of the Companies (Management and Administration) Rules, 2014, for the financial year ended 31st March, 2019, is furnished in Form MGT-9 and is annexed as “Annexure 1” to this, Report. Particulars of Loans, Guarantees or Investments under section 186 In compliance of Section 186 of the Companies Act, 2013, Company granted an aggregate amount of Rs 29.40 Crores as loan to Accelyst Solutions Private Limited during the year under review. The particular of loan are given in the notes to the Financial Statements of the Company for the financial year ending 2018-19, Particulars of Emplovees ‘The Company being an unlisted company, the provisions of Section 197 (12) of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time are not applicable on the Company. Particulars of Cont During the year under review, all contracts or arrangements with related parties entered into at arm’s lengths basis and in ordinary course of business. As required pursuant to provisions of Section 134(3) of the Companies Act, 2013 read with Companies (Accounts) Rules 2014, particulars of all such contracts or arrangements are enclosed in prescribed Form AOC-2 as Annexure-2 to this report. Public Deposits ‘The Company has not accepted any deposits from the public as defined under Chapter V of the Companies Act, 2013 and the Rules made thereunder. Auditors.M/s SiR. Batlibol & Co. LLP (ICAI Firm Registration Number 3010038) Statutory Auditors of the Company hold office till the conclusion of 7% Annual General Meeting of the Company. Auditors Report ‘The Auditor's report to the shareholders on standalone and consolidated financial statement for the year ended March 31, 2019 does not contain any qualification, observation or adverse comment. The comments made by Statutory Auditors in their report for financial year ended 31st March 2019 are self-explanatory and therefore, do not call for any further explanation or comments from the Board. Secretarial Auditors Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company appointed Mr. Sanjay Chugh, Practicing Company Secretary to act as the Secretarial Auditor of the Company for the financial year 2018-19. The Secretarial Auditor has conducted the audit of the secretarial records of the Company for the financial year under review and has also furnished the Secretarial Audit Report which is annexed as Annexure - 3 to this report. There are no qualification, reservation or adverse remark made by Secretarial Auditor in his Report. During the year under review, Mr. Sangram Singh was appointed as additional director in the board ‘meeting held on 8% May,2018. In the same meeting, he was also appointed as Managing Director designated as CEO for a period of 3(Three) years effective from 8" May,2018 to 7 May,2021(both days inclusive) subject to the approval of members in General meeting of the Company. Mr. Rohit Bhagat was appointed as Independent Director subject to the approval of shareholders for a period of 5 years effective from July 13, 2018 At 4® Annual General Meeting held on 21% September, 2018, the members of the Company approved the appointment of Mr. Sangram Singh, Mr. Mohit Jain and Mr. Jairam Sridharan as directors liable to retire by rotation. The appointment and remuneration of Mr. Sangram Singh as Managing Director designated as CEO of the Company for a period of 3(Three) years was also ratified by the members of the Company. In the same meeting, Ms. Nithya Easwaran and Mr. Rohit Bhagat were also appointed as Independent Directors, not liable to retire by rotation. Pursuant to provisions of Section 152 of the Companies Act, 2013 Mr. Jairam Sridharan retires by rotation at the forthcoming Annual General Meeting and being eligible, offers himself for reappointment. A resolution seeking approval of the members for the re-appointment of Mr. jairam Sridharan as director of the Company shall be placed before the members of the Company at the ensuing annual general meeting of the Company. Except as mentioned above, there are no changes in the directors and key managerial personnel of the Company.During the financial year under review, the Board of Directors met 6 times on April 19, 2018; May 8, 2018 at 04.00 P.M, May 8, 2018 at 5.30 P.M.; July 24, 2018; October 16, 2018 and January23, 2019. The time gap between two meetings did not exceed 120 days. The summary of number of meetings attended by each Board Member is a under: S.No. | Name of Director No. of Meetings Attended ei Mr. Sangram Singh o4 2 Mr. Rohit Bhagat 03 6 ‘Nithya Easwaran - 05 7 Jairam Sridharan 05 8 ‘Mohit jain I 06 During the year under review, the Company constituted a Nomination and Remuneration Committee in the Board Meeting held on July 24,2018 comprising of Ms. Nithya Easwaran, Mr. Rohit Bhagat, Mr. jairam Sridharan and Mr. Sangram Singh. Ms. Nithya Easwaran is Chairperson of the Committee. The members of Nomination and Remuneration Committee met twice during financial year 2018-19 on August 30, 2018 and 23" January,2019 respectively. Declaration by Independent Director ‘The company has received required declarations from Ms. Nithya Easwaran and Mr. Rohit Bhagat, Independent Directors stating that he/she meets the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013. Pursuant to the provisions of Section 178(3) of Companies Act,2013, the Company has devised a policy on remuneration of directors, Key Managerial Personnel, Senior Management and other employees. The objective of the Remuneration Policy is to attract, motivate and retain qualified and expert individuals that the Company needs in order to achieve its strategic and operational objectives, The Policy is accessible on website of the Company at www.freecharge.in. a R ai Pursuant to the provisions of Section 134(5) of the Companies Act 2013, and save as otherwise mentioned elsewhere in this Report, the Directors, to the best of their knowledge and beliel, confirm that: a) in the preparation of the annual accounts for the year ended March 31, 2019, the applicable accounting standards, have been followed along with proper explanations relating to material departures; whenever applicable b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ie. March 31, 2019 and of the losses of the Company for that period; ©) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;a) e) the Directors have prepared the annual accounts of the Company ona going concern basis; and ‘The Company not being a listed Company is not required to lay down the internal financial controls to be followed by the Company; and the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively. Annual Evaluation of performance by Board of Directors: Pursuant to the requirements as prescribed in Section 134(3)(p) the Companies Act, 2013, the Board of Directors has carried out an annual evaluation of its own performance as collective body on parameters such as Board Composition, Structure, Functioning of Board and its Committees, relation between Board and Management. The details of Energy, Technology, Absorption, Foreign Exchange Earnings and Outgo are as under: Conservation of Energy: Steps taken for conservation | Since the Company is not engaged in any manufacturing activity, issues relating to conservation of energy are not relevant to its functioning. However, energy conservation receives attention at all levels. All efforts are made to conserve and optimize use of energy. Steps taken for utilizing alternate sources of energy | Capital investment on energy conservation equipment’s ‘Technology Absorption: Efforts made for technology absorption The Company has not imported technical Benefits derived know-how. Your Company has not established Expenditure on Research &Development, if any Details of technology imported, ifany Year of import Whether imported technology fully absorbed any separate RAD facilities, ‘Areas where absorption of _ imported technology has not taken place, ifany Foreign Exchange Earnings/ Outgo: _ Amount in Rs.000" Earnings Nil ‘Outgo 30,602 ‘om Your Company complied with the applicable Secretarial Standards SS-1 and $S-2 with respect to Board Meetings and General Meetings respectively specified by the Institute of Company Secretaries of India,Disclosure _in_terms_of The Sexual Harassment Of Women At Workplace (Prevention, rane Your Company has formulated and adopted a policy on prevention of sexual harassment at workplace and has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year under report, no complaint relating to sexual harassment was received by the Company. General Disclosures > In view of losses incurred during the year, Board does not propose to transfer any amount to any reserves. > The Company doesn’thave any Subsidiary, Joint Venture or Associates. > No material changes and commitments occurred between the end of financial year 2018-19 and the date of this report which may affect the financial position of the Company. > During the year under review, Your Company was not required to maintain any cost records under provisions of Section 148 of Companies Act,2013 and rules made thereunder. > The provisions related to Corporate Social Responsibility as enumerated in section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable on the Company. > No significant and material order has been passed by the regulator/court/tribunal which may Impact the going concern and company’s operations in future. > The Company has established process to identify, assess, monitor and mitigate key financial, operational, business & compliance risks. > The Company, being a wholly owned subsidiary company is not required to constitute Audit Committee for the year under review. > No fraud has been reported by auditors under Section 143(12) of the Companies Act, 2013 > The Company has laid down adequate internal financial controls over financial reporting to be followed by the Company and such internal financial controls were operating effectively. Acknowledgement ‘The Directors wish to convey their appreciation to all the members, customers, bankers, government departments and other stakeholders for their invaluable support to Company. The Directors also wish to extend the heartiest gratitude to the employees of the Company at all levels for their hard work, dedication and commitment. By the Order of Board For eo ‘Technologies Private Limited Of. Of! ae Sangram Singh’ Jairam Sridharan Managing Director _- Director DIN:07965826 * DIN:05165390 Date : April 17, 2019 Place: MumbaiAnnexure -1 Form No. MGT-9 EXTRACT OF ANNUAL RETURN as on the financial year ended on March 31,2019 [Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014] 1. REGISTRATION AND OTHER DETAILS: @_ [an U74140DL2015PTC275419_ ay _ | Resistration Date January 14,2015 airy _| Name of the Company Freecharge Payment Technologies Private Limited tiv) | Category 7” Sub-Category of the | Company having share capital Compan [Address of the Registered office and w | 24 Floor,Red Fort Capital Parsvnath Tower, Bhai | contaep deta Veer Singh Marg, Near Gole Market, New Delhi- 110001. (viy_| Whether listed company Yes/No | No Link Intime India Private Limited C-101, 247 Park, LBS Marg, Mumbai-400083 Contact No:-022-49186000 (wit) | Name, Address and Contact details of Registrar and Transfer Agent, if any Ul, PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY All the business activities contributing 10 % or more of the total turnover of the company shall be stated:- iLNo, Name and Description of main products NIC Code of ted to total turnover of services Product/ service the company th jerchant Acquiring Services, Payment 64990 110% regation Services, Payment Support jervices, Business Correspondent to | jank/Financial Institution II PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES - Holding/ | % of CIN/GLN Subsidiary/ | shares | 2opticable Associate | held ai Sl |Name and address of the No. | company Axis Bank Ltd. ‘Trishul, 3Floor, Opp | 2(46) of 1. | SamartheshwarTemple Law | 465110G}1993PL.C020769 | Holding | 100% | Companie Garden, Ellisbridge, Ahmedabad 5 Act,2013 380006IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity) i) Category-wise Share Holding Cater of (No.of Shares held a the beginning ofthe year Novef Sharesheldat the endl he year % Change shareholders during mat Physical] Total Yor Toe Demat Physica] Total % oF | the year shares Fotat Shares “KPrometers (G)indian = = — Individual HUF | 0 0. a a 0 3 2 Cc CF Central Govt 0 o 0 ° oe 0 0 o State Govt 0 0 o 0 0 0 0 o ° Boilies Corp. 0 0 0 0 ° sai0se9s [1 serosono0 [100 | ==56105000 ‘567050000 | 100 | 0 1 Banks / FL ° Any other o ° a o 0 3 @ o o ‘Sub - Total (A) se0e9099 | 1 seros0000 | 100 | sBT0s0000 ‘s81050000__| 1000 (@2)FOREIGN. (a]NRs-tndividuals | 0 9 0 To a o o o ()Other-Individuals [0 ° 0 To 0 @ 0 0 (Bodies Conporate [0 0 o 0 @ 0 0 @)Banks FI 0 o © 0 0 0 0 @ {elAny Orhers. = a _| ye te ¥ x ‘Sub-Total A(Z) 2 ° @ o oto o o ‘Total Ava(iy+Afz) | s8i049909 [1 ‘saroso000 | 100 | s81050000 10 ‘sei050000 | 1000) ‘BPublic Shareholding 1. astitutions 3] Mutual Funds o a a 3 3 a a a a | Banks / FI 0 © 0 o © 0 © 0 0 ) Central Govt ° © © 0 0 0 0 0 0 dl State Govt] 0 o o 0 0 0 o @ 0 e)Venture Capital Funds 9 © © 0 o os fo 0 0 insurance Gos o o o 0 a 0 0 0 Fl 0 @ 0 0 0 0 0 0 0 ‘Foreign Venture Capital Funds 0 © © 0 o o o 0 6 Others (specify) 2 io o a 2 a 9 S a ‘Sub-total (B)() 9 @ o a o o 2 2, Non-institutions 3) Bodies Corp a indian D o o o o a a 9 o if Overseas 0 ° @ ° 0 3 0 0 0 individuals individual shareholders holding nominal share capital ‘upto Rs. 1k o o lo o o o o o o individual shareholders holding. nominal share capital inexcessof Rs lakh | 0 ° © ° ° o © ° o Others (specify): ‘Trust 0 © © ° ° o o 0 ° ‘Subsoel BG) 0 ©. © ° o oe © o ‘Total Public Shareholding (B)=@)G)+ (82) _| 0 o o 0 o 0 o ° o Shares held by Custodian for GORs & ADRS o o o 000 lo o lo o00__| 6.00 ‘Grand Total (VEG) | SB1O49599 [1 ‘SHT050000 [100 581050000 [0 ‘sa1050000 100 [0 Include 1 share held by individual as nominee, the beneficial ownership for which was held by erstwhile parent company, Axis Bank Ltd, ** Including 60 shares held by individuals as nominees of Axis Bank Ltd. the holding company. The beneficial ‘ownership of 60 shares is with Axis Bank Ltd.(i)Shareholding of Promoters [| Shareteiders | Shareholding atthe beginning Shareholding atthe snd ofthe No, | Name ofthe nancial year Financial Year So change inshare TooF % of Poor Shares | No.of itera | har Shares | toiding Shares | total Pledged/ | Shares hares. ofPledged /| funn Shares of Eneumbered! pany Boeumbered | mpany total ototal Shares hares 1 Pals Bank ted. 58700 000| 700] - '58.1030000 | 100 [= : eal 587050000 | TO0 ‘581050000 fio) |= : | * Incluce 1 share held by individual as nominee, the beneficial ownership for which was held by erstwhile parent company, Axis Bank Ltd ** Including 60 shares held by individuals as nominees of Axis Bank Ltd, the holding company. The beneficial ‘ownership of 60 shares is with Axis Bank Lt. (ili) Change in Promoters’ Shareholding ( please specify, if there is no change)-No change SN Name of ‘Shareholding atthe | Change in shareholding during the year “Cumulative Shareholding hareholder | beginning and at the during the year fend ofthe year | No. ofshares | of tal] Date Reason Tnerease (J) | No.ofshares [% of shares of Decrease (2)in ‘otal ‘company sharcholding shares of | company (iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs): NOT APPLICBLE Sl | ForEach ofthe Top | Shareholding at the | Cumulative shareholding | Shareholding at the end No. | 10Shareholders — | beginning of the year during the year ofthe year No. of | %oftotal__| No. of | Date OF [No.of | %oftotal shares shares of | shares | allotment, | shares __| shares of company ‘Transfer etc, company() Shareholding of Directors and Key Managerial Personnel: S| For Each of the | Shareholding at the | Change in shareholding during the year | Cumulative No. | Directorsand KMP_ | beginning and at the Shareholding during end of the year - the year 2018, No, of | Woftotal | Date Reason pees No. of [% of shares | shares of crease | shares. | shares of company company | 1 fJairam Sridharan Asat 31.03.2018 [*1 Negligible | 17.05.2018 | Transfer increase | “*10 [Negligible (+9) ‘Asat3103.2019 | 10 | Negligible 10 |Negligible * Mohit Jain [_ ‘As at 31.03.2018 | - 17.08.2018 | Transfer increase | "10 Negligible | (+10) ‘Asat3103.2019 | "10 | Negligible | - ss 10 Negligible *7 share is held by Mr. Jairam Sridharan as a nominee of Axis Bank Ltd.. The beneficial ownership of said share is with Axis Bank Ltd, “10 shares each are held by Mr. Jairam Sridharan and Mr, Mohit Jain as a nominees of Axis Bank Ltd. The beneficial ownership of said share is with Axis Bank Led V. INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for payment: Secured Loans Unsecured Loans | Deposits | Total excluding deposits Indebtedness Indebtedness at the beginning ofthe financial year i} Principal Amount : - - : ii) Interest due but not paid - : - : iti) Interest accrued but not due - - : : Change in Indebtedness during the financial year © Addition : = * 3 Principal : = é i Interest © Reduction Principal : : : - interest z : : : Wet Change ~ = Z : Indebtedness at the end of the financial year i) Principal Amount : : : : 11) Interest due but not paid : . > iif) Interest accrued but not due : : : = Total (I+ii+ii) z 5 = =vi REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL Remuneration to Managing Director, Whole-time Directors and/or Manager (Amount in Bs: SNe. Particulars of Remuneration Mr. Sangram Singh, Managing Director Total Amount Gross salary of the Income-tax Act, 1961 tax Act, 1961 (a) Salary as per provisions contained in section 17(1) (b) Value of perquisites u/s 17(2) Income-tax Act, 1961 (©) Profits in lieu of salary under section 17(3) Income- 1,32,07,934 132,07,934 ‘Stock Option, Sweat Equity ‘Commission as % of profit ~others, specify... Others, please specify Total 1,32,07534 1,32,07,934 Ceiling as per the Act Remuneration to other directors: Sl. No. Particulars of Remuneration Name of Directo 7 Total Amount | Mr. Rohit Bhagat Ms. Nithya Easwaran i. Independent Directors + Fee for attending board committee meetings * Commission + Others, Sitting Fees for attending Board Meetings 4,00,000.00 4,50,000.00 | 8,50,000.00 Total (1) -4,00,000.00 50,000.00 | 850,000.00 2. Other Non-Executive Directors + Fee for attending board / committee meetings + Commission + Others, please specify Not Applicable Not Applicable | N.A Total (2) Total (B)=(1+2) 4,00,000.00 450,000.00 | 850,000.00 ‘Total Managerial Remuneration Overall Ceiling as per the Act, E REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER TH: JAN MD / MANAGER/WTD S.No Particulars of Remuneration Key Managerial Personnel whlef Executive fficer Chief Finance | Officer Company | Total Secretary Gross salary {a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) : Income-tax Act, 1961 (©) Profits in lieu of salary under - section 17(3) Income-tax Act, 1961 1,29,11,330 31,46,390 | 1,60,57,720 | Stock Option E ‘Sweat Equity E Commission : ~as % of profit -others, specify. ‘Others, please specify 5 Total F 129,110,380 1,607,720 3146390 _VIL, PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: NIL Type Section of | Brief Companies Act | Description Details of Penalty/Punishment Compounding Fee ‘Authority (RD/NCLT/ Court) ‘Appeal made, if any ‘A. COMPANY, Imposed Penalty = i Punishment | - 5 Compounding | - = B. DIRECTORS Penalty : 5 Punishment | - = Compounding - C_ OTHER OFFICERS IN DEFAULT Penalty - - Punishment |= z Compounding | - a By order of the Board of Directors Freecharge pe ‘Technologies Private Limited of of, od Uopre k YA 7 Sangram a! fram Sridharan Managing Director _< ctor DIN:07965826 DIN:05165390 Date : April 17,2019 Place: MumbaiAnnexure -2 FORM NO. AOC -2 (Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014. Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arms length transaction under third proviso thereto. NOT APPLICABLE Details of contracts or arrangements or transactions not at Arm's length ba: 2. Details of contracts or arrangements or transactions at Arm‘s length basis. 5] Name (8) of] Nature Of] Duration of the | Salient terms of the | Date of | Amount No. | the related | contracts/ contracts/ contracts or | approval by | paid as party &| arrangements | arrangements/ arrangements or | theBoard | advances, nature of | /transaction transaction transaction including the ‘any relationship value, ifany T. | Accelyst | Gross-charge for | Valid til 31" March, | - Transaction are | Not Nit Solutions | services e, 2020 entered in ordinary | Applicable Pvt. Ltd. - |- Payroll Services course of business and Fellow |- Employee at Arm’s Length, Subsidiary | Support Services, = Consideration to be ~ Customer mutually decided by Support Se the Parties. - Professional services, - IT services, - Administrative services 2 | Accelyst —|fa) Right to use |(@) Valid ull 31 | - Transaction are | Not Nic Solutions Agreement- January, entered in ordinary | Applicable Pet. Lid. -| office space in} 2020(terminated | course of business and Fellow Salarpuria on 308 | at Arms Length, Subsidiary | Adonis, November, = Consideration to be Bengaluru 2018) charged (b) Right to use |(b) Valid tll 31*| proportionately on Agreement- December, 2020 | actual. office space in |{¢) Valid ul 30* Cyber Green, | April, 2021 Gurgaon (164 |(d) Valid ull 31 Floor) August, 2023 ©) Right to use | Agreement- | office space in | Vaibhav | Chambers, Bandra Kurla Complex, | Mumbai | (a) Right to use | Agreement (including |__addendum)-office space in Salarpuria | | Emporium | | Bengaluru ‘Accelyst_ | Payment Gateway | Continuous ~ Transaction are | Not NIL Solutions | Service entered in ordinary | Applicable Pvt Ltd. - | Agreement course of business and Fellow at Arm's Length, Subsidiary Consideration to be as per Agreement. | ‘Accelyst | Asset Purchase | Valid till 18% May, | - Transaction are | Not NIL Solutions | Agreement 2019 entered in ordinary | Applicable Put Ltd. - course of business and Fellow at Arm's Length. Subsidiary = Consideration to be as per Agreement. ‘Aecelyst [Loan Agreement | Valid till 18 | - Transaction are | Not NiL Solutions November, 2019 or | entered in ordinary | Applicable Pvt Ltd, - upon prepayment of | course of business and Fellow Loan whichever is | at Arm's Length. Subsidiary earlier = Consideration to be as _ per Agreement. [Axis Banktad] Taternet Payment | Valid til 15 | Transaction are | Not Ni |-Holding | Gateway Services | February, 2019 entered in ordinary | Applicable Company course of business and at Arm's Length, ~ Consideration to be mutually decided by the Parties [Axis Bank Ltd] UPI Based Money | Continuous > Transaction are | Not NIL |-Holding | Transfer entered in ordinary | Applicable ‘company course of business and at Arm's Length. Consideration to be mutually decided by = the Parties. [Axis Bank Ltd] Aggregator Valid till 16% | = Transaction are | Not NIL Holding | services for PPI__| January, 2023 entered in ordinary | Applicable Company course of business and at Arm's Length. = Consideration to be mutually decided by the Parties [Axis Bank Led(a) Business Continuous ~ Transaction are | Not NIL "Holding Correspondent entered in ordinary | Applicable Company —|(b) First course of business and Addendum to at Arm's Length. Business + Consideration to be as Correspondent per the (Consideration ‘Agreement/Addendum. for PPI Business) \(e) Second ‘Addendum to | Business Correspondent for Axis Digital Savings Account (ASAPAccount) (@) Third Addendum to Business Correspondent (Technology service provider for Wallet and Gift Instrument) \(e) Fourth Addendum to the BC Agreement (MPs Services) (9 Fifth ‘Addendum to the BC ‘Agreement (instant Personal Loan) (a) Sixth ‘Addendum to the BC ‘Agreement (Debit EMI Services) 10 [Axis Bank Lid] Agreement for | Valid til 4 | - Transaction are | Not Ni [(Holding | subletting December, 2021 entered in _ ordinary | Applicable Company} | premises (Red | (terminated on 31*| course of business and. Fort Capital | January, 2019) at Arm's Length, Parsvnath Tower, = Consideration to be as New Delhi) per Agreement. 11 [Axis Bank Lidl Commercial Card | Continuous > Transaction are | Not Ni (Holding | Agreement entered in ordinary | Applicable Company) course of business and at Arm’s Length, - Consideration to be as per Agreement. 12 [Axis Bank Lid] Reimbursement _ | Not Applicable Transaction are | Not Nil (Holding — | for marketing & entered in ordinary | Applicable Company) | advertisement expenses course of business and at Arm's Length, - Consideration to be as per actuals. By order of the Board of Directors pe Payment Technologies Private Limited YE x 2 Gin, ASAV wa Sangram Singh ( fram Sridharan Managing Direct < Director DIN:07965826 DIN:05165390 Date: April 17, 2019 Place: MumbaiSanjay Chugh 317, Vardhman Plaza-1, BCom (H), CS. J Block Commercial Complex, Rajouri Garden, New Delhi-110 027 {9810770237 (M), 01141443668 Company Secretary FORM No. MR-3 SECRETARIAL AUDIT REPORT For the Financial Year ended on 31st March, 2019 (Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014) To ‘The Members, Freecharge Payment Technologies Private Limited, 2nd Floor, Red Fort Capital Parsvnath Tower, Bhai Veer Singh Marg, Near Gole Market New Delhi Central 110001 | have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Freecharge Payment Technologies Private Limited (hereinafter called the Company). The Company is an unlisted Deemed Public Company, limited by shares and is an Indian Non- Government Company. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon. Based on my verification of the Company's books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, | hereby report that in my opinion, the company has, during the audit period covering financial year ended on March 31, 2019 (‘Audit Period”) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance- mechanism in place to the extent, in the manner and subject to the reporting made hereinafter: | have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2019 according to the provisions of: w The Companies Act, 2013 (the Act) and the rules made there under; (ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under, (ii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under; (iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; Page 1 of 4() The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’)- (a) The Securities and Exchange Board of India (Substantial Acquisition of ‘Shares and Takeovers) Regulations, 2011; (Not applicable to the Company during the audit period) (b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015) (Not applicable to the Company during the audit period) (©) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; (Not applicable to the Company during the audit period) (d) The Securities and Exchange Board of India (Share Based employee Benefits) Regulations, 2014; (Not applicable to the Company during the audit period) (e) The Securities and Exchange Board of India (Issue & Listing of Debt Securities) Regulations, 2008 and Listing Agreement for Debt Securities; (Not applicable to the Company during the audit period) () The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; (Not applicable to the Company during the audit period) (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and (Not applicable to the Company during the audit period) (h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable to the Company during the audit period) vi) The Management has identified and confirmed the following law as applicable to the ‘Company. a) Employee Provident Fund Act 1952 b)) Payment of Gratuity Act, 1972 | have also examined compliance with the applicable clauses/regulations of the following: (1) Secretarial Standards issued by The Institute of Company Secretaries of India (2) The Listing Agreement entered into by the Company with the Stock Exchange/SEB! (Listing Obligations and Disclosure Requirements) Regulations, 2015. (Not applicable to the Company during the audit period) Page 2 0f 4During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. as mentioned above without any material non-compliance: | further report that, The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the Period under review were carried out in compliance with the provisions of the Act. Adequate notices are given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance and in few cases the same has been sent at shorter notice after complying the provisions and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting The Minutes were generally circulated within the prescribed time except in few cases. Further note that Board minutes of the last quarter ending March 2019 shall be signed in the next Board Meeting scheduled to be held in April 2019 after my report. Majority decision is carried through while the dissenting members’ views, if any, are captured and recorded as part of the minutes. | further report that there are adequate systems and processes in the ‘Company ‘commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines SANJAY CHUGH COMPANY SECRETARY FCS No: 3754 C.P.NO. 3073 Place: New Delhi Date: April 10, 2019 Note: This report is to be read with our letter of even date which is annexed as Annexure- A and forms an integral part of this report. Page 3 of 4Sanjay Chugh 317, Vardhman Plaza -I, B.Com (H), FCS. J Block Commercial Complex, ‘Company Secretary Rajouri Garden, New Delhi-110027 9810770237 (M), 011-4144368 ANNEXURE A’ To, The Members, Freecharge Payment Technologies Private Limited 2nd Floor, Red Fort Capital Parsvnath Tower, Bhai Veer Singh Marg, Near Gole Market New Delhi Central 110001 Our report of even date is to be read along with this letter. 1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit 2. | have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. | believe that the processes and practices, | followed provide a reasonable basis for our opinion. 3. | have not verified the correctness and appropriateness of financial records and Books of Accounts of the company. 4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc. 5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on random test basis 6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conse affairs of the company. SANJAY CHUGH COMPANY SECRETARY FCS No: 3754 C.P.NO. 3073 Place: New Delhi Date: April 10, 2019 Page 4 of 4SR. Battizoi & Co. LLP Satie Crporate Tower 8 Sector 42, Sector Road Garugram” 122.002, Haryana, Inia Tel : 91 124.681 6000, Chartered Accountants INDEPENDENT AUDITOR’S REPORT To the Members of Freecharge Payment Technologies Private Limited Report on the Audit of the Ind AS Financial Statements Opinion We have audited the accompanying Ind AS financial statements of Freecharge Payment Technologies Private Limited (“the Company”), which comprise the Balance sheet as at March 31 2019, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement, ‘and the Statement of Changes in Equity for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2019, its loss including other comprehensive income, its cash flows and the changes in equity for the year ended on that date. Basis for Opinion We conducted our audit of the Ind AS financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the “Auditor's Responsibilities for the Audit of the Ind AS 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 together with the ethical requirements that are relevant to our audit ofthe 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 audit opinion on the Ind AS financial statements, Other Information The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Directors report, but does not include the Ind AS financial statements and our auditor's report thereon. Our opinion on the Ind AS 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 Ind AS financial statements, our responsibility is to read the other information 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, 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,S.R. BATLiBot & Co, LLP Chartered Accountants Responsi 'y of Management for the Ind AS Financial Statements ‘The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, (as amended from time to time) issued by Ministry of Corporate Affairs. 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 the 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 Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the Ind AS financial statements, management is responsible for assessing the Company’s ability to continue as a going concem, disclosing, as applicable, matters related to going concer and using the going concern basis of accounting unless management either intends to liquidate the Company ‘or to cease operations, or has no realistic alternative but to do so. ‘The Board of Directors are also responsible for overseeing the Company's financial reporting process, Auditor's Responsibilities for the Audit of the Ind AS Financial Statements Our objectives are to obtain reasonable assurance about whether the Ind AS financial statements as @ whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion, Reasonable assurance is @ high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material ividually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Ind AS financial statements, As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We als: + Identify and assess the risks of material misstatement of the Ind AS 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, + Obiain an understanding of intemal 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 in place and the operating effectiveness of such controls. uate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. * Conclude on the appropriateness of management’s use of the going concern basis of accounting, and, based on the audit evidence obtained, whether a material uncertainty exists related toS.R. BATLIBOI & Co. LLP Chartered Accountants concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's 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 auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern Evaluate the overall presentation, structure and content of the Ind AS financial statements, including the disclosures, and whether the Ind AS financial statements represent the underlying transactions and events in a manner that achieves fair presentation. 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 We also provide those charged ith 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 on Other Legal and Regulatory Requirements 1 2. As required by the Companies (Auditor's Report) Order, 2016 (“the Order”), issued by the Central Government of India in terms of sub-section (1) of section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in paragraphs 3 and 4 of the Order. As required by Section 143(3) of the Act, we report that: (@) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit; (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; (©) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account ; (d) In our opinion, the aforesaid Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, (as amended from time time) issued by ministry of corporate affairs; (e) On the basis of the written representations received from the directors as on March 31, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a director in terms of Section 164 (2) of the Act; (© With respect to the adequacy of the intemal financial controls over financial reporting of the Company with reference to these Ind AS financial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report; (2) In our opinion, the managerial remuneration for the year ended March 31, 2019 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;SR. BATLIBOI & Co. LLP (a) With respect to the other matters to be included in the Auditor's Report in accordance with Rule | 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 does not have any pending litigations which would impact its financial position; G) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; (k) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company. For S.R. Batliboi & CO. LLP Chartered Accountants ICAI Firm Registration Number: 301003E/E300005 Membership Number: 058814 Place of Signature: Gurugram Date: April 17, 2019SR. BATLIBOI & Co. LLP ‘Chartered Accountants Annexure f Annexure referred to in paragraph I of Report on Other Legal and Regulatory Requirements” of our report of even date Re: Accelyst Solutions Private Limited (‘the Company’) a &) © «i Gi) ) o wi win@ ©) © wii) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets Fixed assets were physically verified by the management during the year and no material discrepancies were identified on such verification, ‘According to the information and explanations given by the management, there are no immovable properties, included in property, plant and equipment of the Company and accordingly, the requirements under clause 3(i)(€) ‘of the Onder are not applicable to the Company. ‘The Company's business does not involve inventories and, accordingly, the requirements under clause 3(ii) of the Order are not applicable to the Company. ‘According to the information and explanations given by the management, the Company has not granted any loans, secured oF unsecured to companies, firms, limited liability partnership fitm or other parties covered in the register ‘maintained under Section 189 of the Companies Act, 2013. Accordingly, the provisions of clause 3(ii)(a), (b) and (©) of the Order are not applicable to the Company and hence not commented upon In our opinion and according to the information and explanations given by the management, there are no loans, investments, guarantees, and securities granted in respect of which provisions of section 185 and 186 of the companies Act, 2013 are applicable and hence not commented upon, ‘The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(¥) of the Order are not applicable to the Company. ‘Yo the best of our knowledge and as explained by the management, the Central Government has not specified the maintenance of cost records under Section 148(1) of the Companies Act, 2013, for the services of the Company. ‘The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, income-tax, sales-tax, service tax cess and other material statutory dues applicable to it. The provisions of investor education and protection fund, employees’ state insurance, wealth-tax, customs duty, excise duty are not applicable to the company. According tothe information and explanations given by the management, no undisputed amounts payable in respect of provident fund, income-tax, service tax, value added tax, cess and other statutory dues were outstanding, at the year end, for @ period of more than six months from the date they became payable. ‘According to the information and explanations given by the management, there are no dues of income tax, service tax, value added tax and cess which have not been deposited on account of any dispute. In our opinion and according to the information and explanations given by the management, the Company has not defaulted in repayment of loans or borrowing to a financial institution, bank or government or dues to debenture holders.SR. (9) @ i) (xii) (ii) (xiv) ow) wid BaTLiBol & Co. LLP According to the information and explanations given by the management, the Company has not raised any money ‘Way of initial public offer / further public offer / debt instruments and term loans hence, reporting under clause (ix) is not applicable to the Company and hence not commented upon. ‘Based on our the audit procedures performed for the purpose of reporting the true and fair view of the financial slaiements and according to the information and explanations given by the management, we report that no fraud by the Company or no material fraud on the Company by the officers and employees of the Company has been noticed or reported during the year. ‘According to the information and explanations given by the management, the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V (o the Companies Act, 2013. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 3( not applicable to the Company and hence not commented upon, i) of the Order are Based on our the audit procedures performed for the purpose of reporting the true and fair view of the financial siatements and according to the information and explanations given by the management, transactions with the related parties are in compliance with Section 188 of the Companies Act, 2013 where applicable and the details have been disclosed in the notes tothe financial statements, as required by the applicable accounting standards. The provisions of Section 177 the Companies Act, 2013 are not applicable to the Company and accordingly reporting tunder clause 3(xiif) of the Order insofar as it relates to Section 177 of the Companies Act, 2013 is not applicable to the Company and hence not commented upon. ‘According to the information and explanations given to us and on an overall examination of the balance sheet, the ‘Company bas not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, reporting requirements under clause 3(xiv) of the Order are not applicable to the Company and hence not commented upon. According to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons Connected with him as referred to in Section 192 of the Companies ‘Act, 2013, According to the information and explanations given by the management, the provisions of Section 45 Reserve Bank of India Act, 1934 are not applicable to the Company. JA of the For S.R. Batlibei & Co, LLP Charter ‘ed Accountants ICAI Firm Registration Number: 301003E/E300005 Ki per Nilaigshu Katriar Partner Membership Number: 058814 Place of Xilinoe ignature: Gurgaon Date: April 17, 2019S.R. BATLIBot & Co. LLP CCharterea Accountants Annexure 2 ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF FREECHARGE PAYMENT TECHNOLOGIES PRIVATE LIMITED LIMTED, Report on the Internal Financial Controls under Clause (i) of Sub-seetion 3 of Section 143 of the Comp ‘Act, 2013 (“the Act”) \We have audited the internal financial controls over financial reporting of Freecharge Payment Technologies Private Limited (‘the Company”) as of March 31, 2019 in conjunction with our aut ofthe financial statements of the Company forthe year ended on that date. Management’s Responsibility for Internal Financial Controts ‘The Company's Management is responsible for establishing and maintaining intemal financial controls based on the intemal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including, adherence to the Company's policies, the safeguarding of ts assets, the prevention and detection of rads and errors, the accuracy and completeness of the ‘accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditor's Responsi ity ‘Our responsibilty isto express an opinion on the Company’s internal financial controls over financial reporting with reference to these financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the ‘Standards on Auditing as specified under section 143(10) of the Companies Act, 2013, to the extent applicable to ‘an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those ‘andards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these financial statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the intemal financial controls over financial reporting with reference to these financial statements and their operating effectiveness. ‘Our audit of intemal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment ofthe risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls over financial reporting with reference to these financial statements Meaning of Internal Financial Controls Over Financial Reporting With Reference to these Finaneial Statements 'A company’s internal financial control over financial reporting with reference to these financial statements is @ process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting priteiples. A company's internal financial control over financial reporting with reference to these financial Statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable ddelail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2)S.R. BATLIBOI& Co. LLP reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in ‘accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting With Reference to these inancial Statements Because ofthe inherent limitations of internal financial controls over financial reporting with reference to these financial statement, including the possibilty of collusion or improper management override of controls, material misstatements due to error of fraud may occur and not be detected. Also, projections of any evaluation of the intemal financial controls over financial reporting with reference to these financial statements to future periods are subject to the rsk thatthe intemal financial control over finaneial reporting with reference to these financial staiements may become inadequate because of changes in conditions, or thatthe degree of compliance with the Policies or procedures may deteriorate. Opinion In our opinion, the Company has, in all material respects, adequate internal financial controls over financial reporting with reference to these financial statements and such internal financial controls over financial reporting with reference to these financial statements were operating effectively as at March 31, 2019, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India For S.R. Batliboi & CO. LLP Chartered Accountants ICAI Firm Registration Number: 301003E/E30000S Membership Number: 058814 Place of Signature: Gurugram Date: April 17, 2019Freceharge Payment Teehasapes Private Limited Balance Shee a2 March 31,2019 Aamo is, 008, escent pr share dnt nd a tated other wie) aa Tew pi March 31,2019 Marsh 31,2018 3 963 63.500 Inrange assets 4 su) 202 Financial assets ‘Oe final esets s s2830 26188 Prepayments vat Rule ier non-urent assets 6 138383 29421 “Total aoncurret sacs 9 (967 ‘Current sate Financ Assets Invent 7 2esou esse ton 5 2exow 5 ‘Trade resales ° naz sset7 10 4990 1.78058 (Cash and cash equivalents n 478334 : Othe fine aes 5 ‘700 2asasi 16 20594 TRis89 Tis370 See Se gly and Habits Baits Equity share capital 2 ss10300 st10.300 Retained eannge 15.01.66 (2494326 ‘otal equity OBE Sietts ‘New-urret abies : Fimueil abd ‘Othe finn ais 8 40s 900 \Netemploys eid benef ibis 1% 9.282 059 ‘Total rom-cerrent ‘S08 T7955 ‘Curren ibilites Financ bien “Trae and cer payables Is ssa 149.653 the fini abies B 192 3 Net employee defied beefs abies 4 20337 28211 “Total carson ities Tre10 ase “Toa ates as Tota equty 2nd abies 7) “The accompanying notes ar an iigral par ofthe fianealSatemens [As par ou report ofeven date For $. Baie & Ce LLP For and on behalf of Hoard of Directors of Chartered Accountans Frees 1 Few Registration Number: SO1003E /E300008 ment Tocholies Private Limited poe Nagios Kata a Parte A Wine Member Number 058814 atv tier Phase of Signatur: Date: Ape 17,2019 ‘Chie Finacial Ofcer ‘Company SecretaryFreechange Payment Technolgies Private Limited Statement of Profit or Loc (or the year ended March 31,2019 {Al amounts n Rs. "00, except per share data and a state other wis) For the year ended For te year ended Reta March 31,2019 ‘March 32018 Revenue fom opoatons 7 oases Te Cer income 0 1380 3635 ‘Financ income 8 16.388 «0st ‘Total income TH19303, 354 Expenses Service charges 121239 Lavan Advertisement and publiciy expenses coz 51598 Employee benefits expense 563474 436357 Depreciation and smarusation expense 25502 17,606 inane cost 2 327 Other expenses 249397 13237 ‘Tota expenses 70,20306 10.966 ‘Loss forthe year before exceptional items See Exceptional items 23 z 330581 SS] Loss for the year Other comprehessve income (Other comprehensive income noo be resasiid to profit rls in subsequent periods: ‘Remmensuementpie!loses) on defined benef plans 16438) 769 Income tox effet ‘ : ‘Other omprtheasve income forthe year net of ex eae 7 “Tota comprehensive lose for the year, net of ax re Lose per ety share [nominal valve per epuity share Rs 10), (aren 31,2018; 8s 10) Basic and duced computed onthe basis of les forthe year -000 sy strut to equity holders of he Company (Rs) ‘The sccompanying note are an integral prt ofthe nancial statements ‘Aspe our report ofeven date ForS. R Balibel & Co. LLP For and on behalf of Board of Dizeetrs of ‘Chartered Accountants 2 Payment Technologies Private Lied |CAI Flem Regstation Namber: 3010035 /£30000S per Nilaneape Katriar Partner beri Number OS8814 i 2 Oficer Sie vitae ae aes Date: Api 17,2019, (Chief Financial Omier Company Seereinryreccharge Payment Technolgies Private Liited Slatement of Cash Flows for he year ended Marsh 31,2019 (Allsmants in 00 sept per share da snd ae ated other wie) For the your ened Mares 31,2018 ‘Ca ow from operon aes Loa for the year 90s 5283 ‘Aajsment to seco os before txt nt eh ows Depreison of rope anand eipment m3 rns Amortzaon of ent aes 1079 mm ibis no fogs eid writen back “1300 3616 Loss om eof fed se ‘554 218 Bee debts a co Bad et expenses on ncount of setlment wih orp companss 30381 Shaetaed payment expense : “erase Gain on sl of eves (=) 238 “1284 Unwinding fdissnunt on racial ast at amt cost 3492 1430 3940 lao. Mask ate ain on cue iestens 2a 3 Ines nce os eas pve ld pte 8.284 an Operstin fn before moring cepa ehunses “Ss ass Adjnument fr change warkng capa: (OnereaseyDectese in Trade eeoables isos 19.265 (OneteateyDecese in Fach ass ses 360908 (neteateyDecese in Fepyments at “ase Tncress(Deeraz) in Tate ad ober payables sais lose Increar(Deerease] in Net employes sind Beet biies 439 18598 Increaee Deere) in Fn ibis S505 38. (Cash wedi operations none es pad (et fetus) [Net eas fom operation setts (A) Banner Tana ‘Cash fows from investing atrtis Loan eno) rei by Acs Soltions Pras Lite 2.94000 2200.00 Purch of oper lit bd equipent and inne assets 79986 “go Proceeds fom neo oper pat ad equines Tis : Purch of erect vermont (3) a2usto 10807 Invesinet in aed depen 48001 Inter ncme aes eno rele parte [Neto wat in evening ete (5) Cath fom aang sti Proceeds hm isso iy share epi . 20000 [Net ea fom nasengstivies (C) 12.2000 Net deren ath a cash eguialeats (A +80) ‘Cas and cash equivalents a the begining of he ear ‘Cash and cash equlalents a the end of the year ‘Components of eas ud ash equivalents Balances with bani nearer access 2aT0 2as On een cous wih elated pats eer ot 38) 220 175435 coh equttens (Refer nae 10) —a “The accompanying notes ae an nigra part of he hai statement. 1. The above each Sow sree as Been prepara under the “ict Matin” eo in he nd AS. 7 on Cath Flow Snements nied ner he Compan nin Accouing Sted) Rates, 201528 amended Po tne ns) sae by Misty of Company AMS 2-The above ne fw same as armended as een compiled om and is asd onthe Bans Sheet st Mach 3, 2019 ac the elated Statement of Profan Los forthe ser ended on that de 3. Figes in brackets indies cash cu. ‘Previous ear ures hve een egiouped and veces wherever aes a conf the eaet yar asians, ‘As per our report oeven de. For 8. ates & Co. LLP For and on behalf of Board of Directors of ast Freeeharge Payment Teemnlogles Private Limited 1 Fim Registration Number: 310038 / 300005 a ie Be Nowe Fre : oo of “Sar i ero saniathCovlla (Chit Finacial Officer ‘Company Seeretry Pc of Sgn: Date: Ap 17,2018Gamanng hue sop quer (9¢ a1 31) sowedos és wp (corn wusse) AT RD HO Lamia Zymboerwonnquvee) —_sming pus seasFroccharge Payment Technologies Private Limited Notes ofnaucial statements (Allamounts in Rs "00, except per share data and a ated otherwise) 1. Corpornte formation Freschare Payments Technologies Private Limited (the Company") was icorporsed in Inds on Janoay 14,2015. The Company’ is engaged in he basines to provide, promote, develop, design, Setup, muni, operate, marke and carry othe business ol ‘ypes of physica, electronic and vital payment system services, evalts, mobile walls, pre-paid isirumets, wheter open, lose, sem-closed, cash card, payment gateways service The registred office ofthe Company is oeaed st 2nd Foor, Red Fort Capita Patsvnih Tower, Bhat Veer Singh Marg, Near Gole Mihet New Dt ‘The financial statenents were authorised for issu in accordance with resolution of Bord of Diets on April 7th, 2019 220 Significant Accountag Policies 21 Basis ofaccountig und preparation of faantal statements “These Financial statements have bee prepared in accordance with Indian Accounting Standards (nd AS) ntifed unde section 133 of the Companies Ac, 2013 read together with he Companies han Aesounting Standards) Rules, 2015 (as nnd rom ie ‘otime) issued by Ministry of Company Aas. ‘The financial statements have been prepared on ahistorical eos bas, excep forthe following assets and lites which have een measured at fie value or revalus amount ‘Cerin nancial assets a bilities mensured at fur vale (fe eeounting policy regarding nancial instrument) ‘he ial sttement hasbeen presi in Indian Rupees tothe newest thousand (00), excep a stated other, 122 Summary of significant acounting poises 4, Current versus nom-currentcasieation ‘The Company presets assets an ibis in the bance sheet bse on rent non-curent clssition. Av asset is ested erent when is + Expected be realised oF intended be soi or consumed in oral operating eyete Hel primarily fr he purpose of eding Exped to be read within twee mouths afer the reporting period, oF + Castor cash equivalent unless restcte fiom being exchanged or used 1 sete a laity frat least twelve mom alr the reporting petiod| All other assets ne lsd asnon-crent Aili curent when: “Its expected 0 be ete in normal operating yee “Itished primarily oe he purpase of tain Iti deo be seed within tele monte ar the roping peta or Thor is uncondional righ to fer the setloment Fhe ability for at eas twelve months fe the reporting psi ‘The Company classifies lothe ailtiesax nore. ‘The operating ee is he tne betineen the acquision of ass fr processing and torreon neath and ash equivalent ‘The Company as ientied twelve month as operating eee 1, Foren enrrencies ‘Te Companys final statements are presented in Indian Rupees the reerest thous (100), whi fo the Company’ futon een. “Transactions and balances ‘Transaction in frign currencies ar inl record by tke Company athe spot aes the date the tensa ist quails for recognition, Hossever, for practical reasons, the Company uses an verge rte if th average apronimaes the acta at at the date ‘ofthe wanton, Monciay ass nd ibis denominated in eign cuences ae translated atthe functional ereney spt rts of exchange a ‘he reporting date (hs space as boon nsoionlly left lank)Freecharge Payment Technologies Private Limited ‘Notes to final statements (tlamounts in Rs 00, except per share data and a stated eter Wise) ‘Eechangs dferenes arising on stlement or watsttion of monetary items ae recognised in statement of profit or los withthe ‘exeeztion ofthe flowing Exchange ifrences sing on monetary items hat fons pat ofa reporting entity's net investnent in a fren operation are recognised in profit or lose inthe spare nancial satmens ofthe reporting ety ore individual Gnancia trent ofthe foreign operation, a5 appropiate I the nal siatments that include the Ferien operation and the reporing entity (e8, ‘consldited financial statment win the foreign operation ia sidan), such exchange dilrenes ar recognise niall in (OCI These exchange dieroncs at relssiid fom equi to pot a lesson disposal ofthe at investment. = Bschange direnes arising on monetary stems tha ste designated as pat ofthe hedge ofthe Company’ net invests of @ fircign operation. These are recognised in OC! uni the et investment = disposed of, t which time, th eomlative amount edad profit or ass. Tox charges and eres attributable exchange ferences on those monetary tems ae also recorded in OC ‘Nonsonetary ems that are measured in ems of istrict na freign euroncyare ansated using the exchange rates athe dase of he nial ansactions. Non-maneay ems measured fr value in a foreign esrency ae translated using the exchange rasa the date when the fi vale detrmined. Th gan of loss sing on tanslation of o-morstary items eased at fe ‘ali reated sn line withthe eeopniton af the gin a lst onthe change in far value of the tem (e, raion deere on ‘tems whose far value gain ols is recognised in otber comprchesive icome (OCT) or statement of profit oc oss ae also recognise in OCI or sitement of proto loss, respecte) value measerement ‘The Company measures Hnancial instrument, such es, derivatives Fivestmens a fir leat each belance sheet at. Fir value ‘isthe price it wo be received sell an ase or pit afr bliyin a Orde ransacton botweun markt participants sth measurement date. The fi vale measuremeout is based onthe presumption thatthe transaction sel he asst or ware the Tibi takes ple ether “Inthe peineipl marke forthe asset orb, ot “Inthe abiene of principal markt inthe most ancagees market forthe asset o aii “The principal or the mos advartagcous marke must be access bythe Company. The ae valu of an asset obi s measured using the essumrions ha market parcipants would use when pricing te sss laity, essing that market participants act ther economic best interest. A fir value measurement of non-financial asset takes ino uecount a matketparcipan's ably to generate economic benefits by ‘sing the set nts highest est use by Sling ito aot mirketprtieipant hat would se thease ins highest and bes The Company uss velution echiques that are appropriate in te circumstances and for which sufcent data are avaiable to ase fi ylu, maiming the ue ferent obaervab inputs and minimising the use of unobservable inputs All assets an ilies for which fi yle i measred dso in he Final statements are ators ihn the vale Irate, described fll, based on the lowest eve inpt tat significant othe fair value measurement sa whole: Lavel 1 — Quoted (unadusted) marke pies in active markt fr deria ssl or alites « Level 2 — Valuation feeigues for ibich the lowest level input hit is significa to the fir value measurement is dite ot indiety observe Level 3— Valuation techniques be which he lowes eve input ta significant wo the i valu measucment is unobservable or aso and ibis that are seennised in the Finacial statements on a ecuing basi, dhe Company determines whether srarsfrs have eccurred between levels in the hierarchy by reassessing categorisation (based onthe lowest lve inpt that spicata he ae value measurement whole) atthe et of ach reporting prod "tema yluess are involved for valuation of signiiant assets, such as propertics and unguoted financial aes, and significant Takis, sachs comingnt consideration, Fo the purpose ffi vse dclosures, the company has determined cls of aes nd ibis on the basi ofthe naire, characteristic snd ik of he ase or Hib and the level ofthe fi vale 36 explained above 4. Revenue recognition Revenue i ecogized oth exten that i robuletha the economic bene il low tthe Company an the revenue canbe reldbly measured regress of when the payment being made. Revenue is measured atthe fair value ofthe consideration received or receivable, taking into a¢countconretal defied terns of payment and excloing taxes or des collet on behalf af ‘overnment The flowing specie ecogiton criteria mus lgo be met before revenues 2c0gnzed (us space hasbeen tention let Bank)reeeharge Payment Technologies Private Limited Notes o financial vatoments (Allamounts ln Rs. "00, except per share data an as sated oer wise) Revenue from commision income “Merchant checkout fees fom wallt transaction is rewpised on the bass of ices pay-out of walt usage to the respective merchants. The seement are doe diy for such transactions othe merchant net of MDR revenue, The Corpury colets service tes on bel ofthe goverment and, therfore, ese ae not econooie befits owing othe Compan. Hence, they ere cluded om revere, Revenue payment storage service ‘The revenue fom payment & sore servic 6 recognise for providing PG aggregation service andes a payients pao for transttions of the merchant executed trough payment greway. The Company collects revene on the bess of the payment tntevay tonsscton routed trough its payment lator ota only bass Revenue Wallet maintenance fers Pursuant w anargement entered with Axis Bank Line, the Comany ns stated charging “Relevant cost” fr the PPL! wale ‘business wet 17th January, 2018 Said charge is refer as wallet maintoance fee which scaleulte onthe basis of expenses neue by the Company in relation to facing walle uansactons and rsintonance of rated technical platform, Such foe recognized on esrual basi Other operating revenue ‘evens om anc ates ike convenience fs, commision cpm ec are recognised upon rendering of eves, Variable considerat Ifthe consideration nx conract includes variable amo, tbe Company estimates the amount of eorsideain o wich it wil be ented in exchange for transfering the goods to the customer, The varabe eosideraon is extimated at contact inception and onstained un it is ighy peobabe tht significant revenve revel in the amount of camultverevenve recognised wil not occur when the associed uncertainty withthe variable consideration i subsequently resolved. Some catacts for the sale of lectonies equipment provide eustomers witha ight of retum and volume rebetes. The rights of tum and volume rebues eves to variable consieation, ') Rights oft Certain corr provide customer. aright © return the goods within 2 specifi period. The Company uses the expected value mod to estimate dhe goods that wil ot be rund becuse this metho bert predict the amount of varisble consisation| {o which the Company wil be emiled. The requirements in rd AS 15 on constraining estimates of variable consideration are also spied in order to dteine the amount of variable consideration that canbe inti in the transaction price. For goods thi re expt to he return insted of revenue, the Company seognses Yet Hbiiy. A ight of ren seset (nd corresponding adjustment change in invertor is lo recognised othe right to reaver pads fom a customer. 1 Volume rebates The Company provides retrospective volme rebates to certain customers once th quanty of pret purchased ring the period «eaced a thesold speci inthe entra, Rebate are oe against amounts payable by the customer. To esti the variable onsideration forthe expected future rebates, the Company applies the most Nkely wmount method fr contracts wth singe- ‘lume threshold andthe expected value meted for eons with more han one volume teshold. The selered method that est pros the amount of variable considerations primarily driven by the umber of volume trslds contained in he contac. The Comny thn spl the requirements on eonstainingestirate of variable consideration an rsngnise nd ability forthe expec fate rebates (i) Noncsh coesideration ‘The Company received moulds and other tools om certain customers tobe used in manufctring fire prevention equipment fo be sold to them, The fir value of such noneash consideration receive from the customer is inelided in the transition price and ‘measured when the Company obtains control of he equipment ‘The Company applies the rouinements of Ind AS 113 Fair Value Measurement in measuring the fir value ofthe non-cash ‘oosderation. the far vale eannot be reasonably estima the noacsh onsdeaton i mse indie by refeence to he (is space ha boon nationally ef lank)ited Freecharye Payment Technologies Private [Notes to nancial statements (all amouas in RS "00, except per share data and as stated other wise) Interest Focal dt nsruments measure either a morse costo tr value trou other comprehensive incom, interest income is recorded using the eflectiv intrest te (EI). EIR ste rte that exaly discounts he estimated future cash peyments or ects ‘ove the expoved life of the nancial insrument or a sharerprig, where approprzt, to he goss carrying amount of he nana tsset oto the amortized cost of Snail laity. Wham calculating te efetveierat rae, the Company’ estates the ‘expected cash Bows By considering all the contact tems ofthe nancial instrument (or example, repeyment, extension, call ‘ed similar ovions) But doesnot conse the expected crest losses. nies income is iteladed in Finance income inthe staterent of poi oross Unbiled revense Receivables ae geneally card a the orginal invaeed amount, ssa llowanc for doubtful reccivables where thee is objective tevin dat olinces il not be recovered in fil Unbilled receivables is reengnsed tthe extent forthe ervies to billed atthe reparing date Taxes Garren income tax ‘Curent iacome-ae is measured st th amount expt oe pid to the ix authorities in gcardance wih the Income-tax Ae 1961 enacted nda and tax laws prevailing inthe respective tax juristions where the Company operates. The tx rates and as ‘ays used io compute the amount are tos tht ae enacted or subsansvely enacted athe reprig det Curent income tax eating o tems recognised ouside profit or oss is rengnised outside profit or Tos (ier in oer comprcensive lacome ein equi). Curent ax items are recognise in corelation to the underlying transaction ether in OCL ot diet in equiv. Management pettodeally evalstes positans taker inthe Wx returns with respect To sitions in whieh ‘ppleabie ux regulations are subject to interpretation and establishes provisions where appropri Deforre ‘Defer isis provided using th ability mood on temporary dferences between the ux huss of assets an abies and her aryng amounts for neal epring purposes tthe epetng date ‘fare as abit re ecogisd fr al mule temporary diferencss, excep = When the deferred a ibility arises fram the intl reopnton of goodwill or an asst olay na ansacton that not a ‘business combination and athe tne ofthe ransaton, aes neither he accounting profit nr taxable profit or lass =n respect of table lemporry ifleencesasoined with investments in sbsiiries,ssscists and nlerets in joint vente, ‘ven the ining ofthe revere of he temporary aiferences can be controled and itis probable tht the temprayifrenes wl ro revete in he oeseabl ie, Deferred tas ass ae recognised fr al deducibie temporary ferences, the cary fewer of unused a eels and any unused ‘nx loses. Deferred ax aes are recognised to the exter that i probable tbat taxable profit wil be avaiable aginst which the deductible emporay ferences, andthe cary forward f unused tax credits and unused ta loses can be tise, excep = When the dered ta ase lating the deductible tmporayieence aie rr the ntl veeognton of an asset oily in transaction that i nots business combinton and, he tine of the transaction, ffs neither the counting poe nor ‘xable profi or loss “in repost of deductible temporary difleenceswsseclteé ith vestments i subsidies, associates and intrest im joint ‘entre, ded ax asets are reognisd only to the extent hati i probable thatthe temporary flernces wl reverse the Fereseeable futur and asable prof wil be availble sgaast which the emporary dilerences canbe wise ‘The canying amount of dered tx assets is reviewed at each eprtng date and edueed tothe exe that ts no longer probable ‘hat alicen taxable profit wl avaiable o allow al or prt he deferred tax ast to be wld Unrecognised deere tax assets ate reseed at cach reporting dte and ae recognised othe extent that it bas become proba ‘hat are sabe profi willl the deere tas asst bbe reaver Defired tax ails an sities are eased tthe ax rts that re expected to apply in he yar when thease i realised rte Tibi s seed, based on tox ates (anda) that ave been enacted o substantively enact at the eprtng te (Ps space as been isestonaly lf Blank)reecharge Payment Technologies Private Limited ates to Deere tx oaing items reognised outside pot ot loss i eeogised ouside profit or loss (ether in other compres Income oF in equ), Defered ax ems are recognised in corelation to the undeiing ransction ether in OCI er dey in au. Defer tases and dered tax Tibilties are oft ia lgallyenerccube right exist 19 se off cuenta asset tint utenti ibis and the dae tax elt othe same axle entity ante amc taxation thoi, Tax benefits acquired as part of a hsves combization, but aot satisfying the erteia for separate recognition at tet date, are recognised subsequently if pew information about fits ad cicimstancs change Acauired deere as benefits eegnised within ‘he measurement peed reduce goodwill lated to that sequlston If hey ret fom ner ilormation obined about fxs and ‘irumstnces existing at th acquisition date, Ite carying amount of goodwill i 2, any remaining deere tax beefs are recognised in OCV capital reserve depending en the principle explained for brpain purchase gis, Al other acquires tax bones realised are recognise instalment of pot a ass Property, plan and equipment Capi work in progres is tated at cost, net oF accumulated impaiment loss, if any. Pant ad equipment tated a cost, nt of ‘accumulated depreciation and accumulated impairment loses, if any. Soch cot inelaes the cot of replacing pat of he plant and ‘quipmen and bortowing costs er longterm construction projects if th feconitin esteria are met. Whe signet parts of plat ‘and equipment ae reuited to be placed at intervals, the Company depts them separately based on ther pei sel ives, Likewise, when 4 jor inspection is pecnmed, its cost i recognised inthe caring amount of the plant and equipment sa replacement ifthe recognition eira are setisioé. Al other repr a maintenance cons ar recognised in pit of Iss 8 incur. The present value of the expeeted ost forthe decommissioning of an asset afer its use 5 included in the cost of the respective ast ifthe recognition eri for a provision are met. Retr to note 17 and 36 reging significa acounting Jidgemens, estimates and assumption and provisions for ther frntion stow eroded decommissioning provision, Contributions by customer of tems of property, plant and equipment (uch as mous) which requis an obligation to supply goods ‘0 the cusomer inthe fture re recognise at he far value when the Company has contol af the em. A coresponing cei 0 ‘onret Tabi s made. The Company may apres to delve one er more sevies in exchange fer the tansTeed item af propel, ant and equipment, such 35 connecting the customer toa network, proving the eusomer with angoing access (02 supply oF ‘ons or serves or both. The Company denis the soparataly dentable performance abiation ncuded in the arent ‘only one perfomance blgntion is identi the Company recognises revenue when the sevie i peformed. 4) an ongoing service i denied as pat of ue agreement, the pared over ihich revenue is recognised for that servise is tively determined by the terms of th agreement withthe customer Ifthe astement docs no specif «pio, the rvenae i recngnised over pei no longer than te usefull ofthe tasted ase use to provide the ning service 'ip Pore than one separately identifiable perfamance cist ¢Kented, the fer value ofthe total consideration rected or recsvable for the agreement yl be allocated to each service and the recognition tela of Ind AS 115 ae then applied o each Land and bung te measure at value less accumulated depreciation on buldigs and impairment losses recognised atthe at of revaluation, Valuations are performed with suicientoguency to ensure thatthe carping amount of revasd set does ier atrial fom its five. ‘A cevaluton surplus is recorded in OCI and credited tw the ase revaluation surplus in eau. However, the extent tht i reverses a velation deficit ofthe same eset revioisly recognised in profit or los, the increase is econisedin profit and loss. A revaluation deficit srecopnised in the statement of pot and ls, exept othe extent that oft an existing surplus on the ame sot eeoniedin the asset revaluation reser ‘Am aul ane om ho ase evaluation reserve to rain eamings is made fr the diferece betwen depreciation ase on ‘he revalued eayng mount othe set and depevain Pred onthe ase's rgial cost, Adina, acamulted deprecation atthe sevalstion date eliminated gains the ros caring anount of he eset ad the net sou restated to the vevaliad mount of the ase. Upon cisposel any revaluation reserve relating to the particular asat bun Sold is wansfeed directly to resin earinee (is space hasbeen intention ef lank)Freecharge Payment Technologies Private Limited ‘Notes to finan statements ‘Allamounts in Rs. "000, excep pr share data and as stated other wise) eqeeitn elated on Sai ne Basi ver he ciated wal as OWS Category ofan Fatiaied soto ‘Computers nd dia processing ws 3-6 years (omee machinery and eauipmenis yeas Furte and tings oes Mobile devices 2 years ‘The Compan, based on tchnislasessment made by tecnica espe and management estimate, deprecstes cetin sens of ‘nailing plat and equipment over estimated uf lives which ae diferent fom the use fe prescribed in Sule Ho the ‘Companies Act, 2013. The management believes tht thas stinated wef ves are elise a eect (i approximation of he ‘patio over which the sets ar ily tbe use, An ite of property, plat and equipment and any significant pr initilyreognised is deveeognsed upon disposi ¢ hen no Faure economic benefits are expted fom its seo depos. Any gino loss axing on derecognition f the asset (acute =| ‘he freee between the net dspsal proceeds and the crying runt oF thease) sncluedf he Statement pro and loss ‘sen th are i derecognied ‘The residual values, use ives and methods of depreciation of property, plat and equipment are reviewed at each financial year and dsl prospctvly, iapproeiae Intangible assets Inangibeases acquired separately ae measured on inital recopiton a ost. The custo nangble eset acquire na business combination i thei fai value atthe dat of acquisition. Following ntl recognition, intangible assets are cai at costes any accumulated smonisatin and accumulated inpainen! losses Inerally geerted inane, excluding capitalised development ‘os, aro no capi si the ened expire reece in statement of profit o losin the peri n which the expentae isincures, ‘The uel ives fintangible assets aw assessed as ther Site inden Insangible asses with finite Hose are smartsd ove the wef economic Ife and assessed fr impairment whenever thee 30 indiation thatthe intangible asset maybe inpared. Tho amortisation period andthe amatsation method fran nanaible asset ‘witha ite wef ife are reviewed at eas atthe endo eth reporting peciod. Changes in the expected useful lie o the expected pati of consumption of future cceuomic hens embodies inthe asst ate considered to modify the aronisation period oF ‘method, appropeae, nd ate eae a changes in ccourting estimates. The amortisation expense on inangble ses with inte likes is ecomisodin he statement of profit eras unless such expenditure forms pat of carving value of nator asset Imangibe assets with indefinite usefl ives are nt amis, but ar este fr impairment anual ether individually Fat the ‘asrgenerating nit evel The sseenent of india Lies reviwed annually to determine wheter te indefinite ie continues ‘to desupponable. It, th change in seule om idee wo Fates made ona prospective bass Gains or loses arising fom dereoanton ofan intaaible ase are measured as the direc betwen the at disposal proceeds snd thocaryingamount of th asset an are recogni inthe statement of roi lose when thease i derecognised Borrowing cots ‘Basrowing costs dectlyausbutble tothe acquisition, constuction or prodton of an ast thal necessarily takes substan patio of time to get ready fori intended use o sae ae capitis as part ofthe eos ofthe asset. Al ther borowing costs are expensed in he period in which they accur.Borowing cass consist of interes and eer costs tat an entity incurs a connection ‘withthe torowing of funds. Borrowing cost als includes exchange dienes to the extent regarded as an adjustment tothe Borrowing cos (his space has be intentionally fe Bank)‘Precharge Payment ‘ectnolagies Private Limited Notes fnanca statements (Allamounts in Rs "00, except per share data and as otherwise) Leases “The determination of whether an arangment is (or consns ese is based onthe substance ofthe arangement tthe inesption ‘ofthe lees, Te srangement sor consing, las i ullnet ofthe srangemant is dependent on the use of a pone eset or ‘sets andthe rangement conveys aight ous the stl oases even that right sno explily specie in an srangement Company aya tess ‘lease is dasifiod atthe inception daa a nance lease ran epeating lease lease that ansfrs substantial al he rks and reds incident oership tthe Company is ls 3 ance eas, nance leases are capitalise at the commencement ofthe lease at the inception date fir ale ofthe leased propor or ilower, at tho presen value of the minimum eae payments. Lease payments ae apportioned between finance charges and reduction of he lease lability so a5 achieve a consant te of intrest on te remaining balance ofthe iabli. Fnance charges are ecoaised in Finance costs in the statement of pot ols, unless they ae dtl acibutabe to quliing ss, which ese they are ied in acoitane with the Companss general policy on the borowing costs (See note 2.Uh). Contingent reas are recognised ab expenses inthe pods in which the ar incurred ‘Alesed sets dpreciated ove te sell Le ofthe ss However, i thre Is no reasonable centiny that the Company wil ‘bain owsership by the end ofthe lease te, the asst daprsiated over the shore ofthe estimated wef life ofthe ase and theese em, ‘Operating lease payments ae reeonied akan expense in he statement of profit or les on stright basi over the ese ten, Company a. lessor ‘Leases in which the Company does na ransersustanily ll the risks and rewards of ownership ofan asst ae elasified 38 ‘pertng leases. Real income from operating lease is reopnsed ona sain basis ver the term of the elevates. ntl et oss incured in negotiating and aranging an opsaing lease are added to the carying amount of the leased asset and ‘ogni ver he ese term onthe sme sis 8 renal ncome. Contingent rents are resogrsed as event inthe ead i hich they ar eared. Leases ae casted as france leases en substantially al of tess and rewards of ownership taster fom the Company to the lessee. Amounts due fam lessees under Finance leases are recorded a ecivables atthe Compaat’s net nvastent in Ue lakes inace lease income is allocated to accounting poiods so st elect a constant plod rte of retum op the et invent oustnding in respcet ofthe las, Impalement of non-financial asets ‘The Company assess, at cach eptng date, whothor there fap indestion aan asset maybe impale. IFany indication exits, ‘or when annul mpament testing for an asset isrequie the Company estimates the asses recoverable amount. An asses recoverable amoupt isthe higher ofan asset's or eas-geneatng units (CU fi vale less eat of diposl ait vain we Reeoverable amount i determined for an individual set, unless the asset does not generate cash inflows tha are largely Independent of those fom other assets or Companys of asses. When the carving amount of an asset or CGU exceeds Ms recoverable mount, the aso coasdeed paid andi writen down ois resoverble aun. ‘mn asensing vl i, the estimated future cash ows are discounted to their present vale wing pre-tax scout rte tat relets curent maret stssments af the ine val of money and the rks specific to theese. In tenn ac vale es cots of disposal, resot market transitions are taken into account. If 99 such wansatons can be iene, an apnoprate valaton ‘model sed, Those clelations are comobaated ty elution mules, quoted share prices for pebielytaded companies or ir avaible ar value idan, The Company bases is impalement aleaton on deta! bagel and forecast alultions, which re prepared seperately Fr each ofthe Company's CGUs to which the individual ase ar allocated. These budgets and forecast calculations generally cover & period of ve yes For longer periods, a long-em growth rats auld and applied to pojet fate cas Nos aftr heh {year To estimate cash How projections beyond periods evered bythe most recente budgets forecasts, the Company extrapolate «sah Mw proestins i the Budget using a sendy or declining growth rate for subsequent years, unless an increasing rate canbe justified. any case, his growth ate des not exceed the longterm average rowth rte fr the rodacts, industries, or oun oF ous in which he eny operates, forthe marke which he ast wed. (Tis space has bac inno bk)Freeelaege Paynent Technologies Private Li ‘Notes o financial statements (Allamouns in Rs "00, except per share data ands stated other Wiss) tt Lipaiomest sss of continuing operations are recognised in the statement of profit or Iss exept for properties previously reviled withthe vation supa taken o OCI For such popes, he initment is recognsed in OCI up wo the smount oF ny previous revalatlon sup hs ‘Ate mgaizment, deprecation is provided o the revised caring amon ofthe sset oer is reining tsi if a estimated by ‘he management or essets an assessment is made a ech reporting defo dsermine whether there is an indication that previously recognised impinment loses no longer exist or have decreased. If such indication exists, the Company estimates the see» oF CU's recoverable amcunt. A previously reconisl impasinent los i reversed only if there has bean a change inthe asunpsons wed 0 etormine to ase'secoverabe amount since the last impainment loss was recognised. Tho ever limited so tha the crying amount ofthe asst doesnot exceed is eeoverable amoutt, no exces the crying amoont that would have been determined net ‘of depreiation, dno impainment os een recognised forthe asset in prior years. Such evesal s eeognsed in the statement of oft or las wiles the ase cried at a evalued umount, in which cise the eer sete as revelation increase Provisions Provisions are recognised when the Company has presen obligation (gal or constructive) a result oF past event, is probable {hat an outow of resoures embodying eenomic benefit will be equred to stle the eligation and elle etme can be ade of te amount of the ablation, When the Company expects sme oral af a povsion Io be reimburse, for example, unde surance contact the reimbursements rvopnsed as separate asst, tut only when the reimbursements vieually enn. The expense relating wa provision presented in the statren of pot and loss net oF ny reimbursement. tthe effet ofthe time value of money is material provisions are cscountd using a current presax ate that reflets, when ‘appropri, te iss speitc tothe lity. When dlscourting sued, the inrese inthe provision de tothe pasage af eis reewgnsed as finance cost. Onerous contracts Ifthe Company has «contrat that s onerous, the present obligation under the contracts rcognised and measured asa provision. Hover, befre a separate provision fran anezos eos established the Company recognises any npmentWoss tat his ‘secured on assets dicted tat sonal ‘An onerous epi a contrat under which tho unavoidable costs (Le, the cst thatthe Company cannot avoid because hs ‘he contract) of mesting the obligations under the contact exceed the economic bonis expected to be resived une it The ‘unviable costs unde contact retest the leas net cost of extn om the ental, which isthe lower ofthe costo ling i sn any corpenstion or penalties asin fon Tale ofa Provision for bons ‘Provision fr bons is ecognised on time ropontion busi ove the pve of service Retirement and oer emplayee bene Ratrement benef inthe frm of provident fund ea dein eontribtion scheme, The Company bso obliation, oer than the entribuion payable to the provident fend. The Company recognizes contribution payable tothe provident fund scheme as an expense, when an employee fendes the rtd srvice. Iahe contribution payable to the scheme fr service recived before the talance shoe at excetds the contribution skeady pad, the deficit payable to the scheme is ecognizd sibility ater deducting ‘he contbutin already paid. [rhe conurbation aleady pad exces he contebution du Tor services receive bere the balance sheet die, then ewes is resognized as an asst to the exon thatthe prepayment wil lead to, for example, a seduction in fate Payment oe ash retin. In accordance wth Indian law, the Catnpany provides fr gray, a defined benef retzren plan (the “Gratuity Plo”) covering allemployes. Te Gratuity Plan roves a ump sim payment 9 vested employees on retirement or on termination of enplyment fora amount hse o the resptctive employer’ slay and he years of employment with the Company. ‘The cost of providing benefits under the detind bent plan is determined using the projected unit rat method based ov an xtra valuation performed by a independent ars(Allamounts in Rs. "00, except per share data andl tats eter wise) Remeasursment, comprising of actual gains and loses, eacuding amour included in et intrest onthe net defined beet lab, ar ecogised immediatly in he blanc sheet wi a conespensing debit rere wo resined emmngs trough OCT in th pve in whic hey occur Remeasurements arena ecasiid topo ees in subsequent periods ast service costs are respanised in profit les onthe ei of +The date ofthe pln amendment of curtalnent, and The date hat th Company recognises related reseveturing oes Ne intrest is calculated by applying she discon: rate to the nt defined bene ality or asst. Tae Company recognises the Felowing changes the net defined benefit obligation us am expense inthe consolidated samen of profit and los + Serie cst comprising curent sevice eos, past-ervice cos, guint ond nses on cutlets ad no routine selemens ana Net interest expense oncom ‘9, Financial instrament A\finncia sium i any contract that gies rise toa anal ase fone entity and inca abit or eat instrument of sate et Financial aso Inia recogition and measurement All nail asses ae recognised initly ati value pls, nthe ease of Fanci aes not recoded at fur vale thrugh profit ss, ranston cost that are atrbuablo tothe aquisition a the nana Subsequent measurement For purposes of subsequent measurement, fnanci sst ae clase in four categories Debt nsment at more cost, ~ Det names at valve tvough othe comprehensive income (FVTOCD, Debt nstumens, derivatives an equity instruments ut ur ale ough prof or loss (FVTPL) Equity instruments measured at fi value drough eter eompeehensive income (EVTOCD) Debt instruments at amortised cost ‘Abt nstment is measured tthe amortsd eos it bath theflosng condition tenet 2) The assets held within @ busines model whose ebjecine to bol sts fr ellen contac cash Hows, end b) Contractual tems ofthe asset give ise on speiied dts to cash Rows ha ae solely payments of principal and intrest (SPI) onthe principal amount outstanding. Afr intial measurement, such financial ass are subsequently measure! at amortsd cst ung te effective intrest at (EIR) od. Amrtised costs celelsted by taking ino account any discount or premium on acquisition and fes or conte that ace a0 integral par ofthe EIR The FIR amortisation is include a eae income ine rotor loss. Te losses arising rom imuiement te recognised in hepato ss. This eatogor generally applies otra and ater rece, Deh instrument at FVEOCT ‘A det instrrent is classifed asa the FVTFOCE i bh ofthe following etter te met 18) The objective oh business model is achioved bath by casting contractual ash Rows and sling the nail asst, and 'b) The ase’ conrataleash fows epeset SPL Det instruments include within the FVTOCI category are messed iil as wel bot eh reptng dat t fir ale. Fit ‘ale moverens are recognized in the OCL However the Compeny recognizes interest income, impimtent loses & reversals and foreign exchange gain or los nthe statement of peat or los. On derepgntion ofthe aset. cumulative gain ors previously recognised in OCI 1s relessifedffom the equity to semen of profit or loss. Isrest eared hist holding FVTOCK dete ‘instruments repated sinters income using the EIR meth (This space has heen ttetonaty lp Band)‘Allamouns fa Rs. 00, excep per share data snd a tate oe wise) Debt instrument ot FVTPL [PVTPL is a residual category for debe insirunets, Ay et insert, which doesnot meet the tra fr eaegoizaton as at amortized cost or as FVTOCT, clase as at FVTPL. in ain, the Company may elect designate debt nstumen, which otherwise meets amortized cost or FYTOCI ctrl sat EVIPL. Hower, soc eletion is allowed ony f doing so reduces or eliminates msiremen or recognition inconsistency (fered to 9 sezounting mismatch’) "The Company hasnt designated any deb instrament a at FVTPL, ‘ett instruments inladed within the FVTPL. category ate measure tir value with al changes recognized in the statment of prot oss Equity investments All equity investments in scope of In AS 108 are measured at fir value, Eau instruments which ae held for tng and 4 (8) popod Sunzodss oqo pus 29 2 pu BuuuS9q 2M 1 Bop Se reyes ass dpe yp oro Os OFS red ns e901 130 (ONO'OSO'ES 8100 ‘1E I) Sones ded Sra eran 3 pee or J suns Kano (gO LOGON 102 Te HEH ae ses paziomnny soc re woz toc re mse TTT cr (on sng pores se par evep ane so doo ‘p09, Fw ONE onary yea sosojouyooy wameg BEINNPreecharge Payment Technologies Private Limited Notes to financial statements (All umounts in Rs '000, except per share data and as stated other wise) 13, Other nancial abilities eat March 31,2019, 11595 Tease equlnation meen Total other Ganclal Habits Current 12 : Nos-cutent 11403 90 otal other financial ieiltes 30 14, Net employee defined benefits Hailes eat eat Mareh 31,2019 Maret 31,2018 rovsion For gratty 21.196 i344 Provision fr eompenseted absences 15622 26,825, ‘Total net employee defined benefit abilities 819 ogi Curent 20537 28211 ‘Non-curent 1922. f 9 ‘Total net employee defined benefit abilities In acontance with applicable Indian laws, the Croup provides fr gratuity, a defined benefit retcment plan (the Gratuity Pan”) covering eligible ‘emmployess, The Gratuity Plan provides fra lump sum payment to vested employees on retirement (subject to completion of five years of continuous employment), death, ineapactation o termination of employment of amount that are based on salary and enue of employment Liabilities with egud othe Gratuity Plan are determined by actearal valuation on the reporting date, “he fllowing tables summarises the componcas of net beelit expense recognised i the income statement and he funded status and mounts recognise inthe balance sbet forthe plan: iat wat Maren 31,2019 Mareh 31,2018, Current Service cost, 428 3555 Interest cost on beni ablgation 905, 67 Net benefit expense Ei 5557 ‘Changes inthe present value of the defined be obligation are, as follows: Anomntia000 Detined benefit obligation at April 1, 2017 —_— 1078 (Caren Service cost 3858 Past Servoe cost 1,856 Interest cost on benefit obligation 79 Benefits paid 2.3) Acquis G29) ‘Actuarial gins on obligation 38) Defived benelt obligation at March 31,2018 EN Curent Serviee cost 204 Past Service cost E Interest cost benefit obligation os Benefits paid ‘Acquisition ‘Actuarial ain on obligation Defined benefit obligation at March 31,2019 ‘The principal actuarial assumpons used in determining gratuity benefit obligations forthe Company's plans ae shown below: “Asat Seat Mareh 31,2019 March 31.2018, Dacoantvave 807% 710% Salary escalation rate 12.00% 1o.30%% ‘Withdeaal rate 28.40% 25.20%recharge Payment Technolgies Private Limited [Notes to financial statements (All amounts in Rs. "00, excep per share data and as stated other wise) 15, Trade and other payables Rear eat Mareh 31,2019 March 31,2018 “Trade payabies ‘Trade payables 57.536 3731s Trade payables related partes (ref note 33) 30 . Total trade payable aa rr Other payables ‘Accrued salaries and benfis 48,389 st04 Payable o creditors for capital goods 4.166 2437 Statutory ibis payable 207 16.740 ‘Advance fom customers 102 1370 Payable to related parties (efernote 33) 4,368 gos Payable to merchants 19.876 ter payables 43, ‘Tota other payables Rea Tae Tota trade and other payables = z Curent sss. 199,653, Noncurent : ‘Tota trade and other payables (his space hasbeen imentonaly lf Blank)recharge Payment Techslige Private ini Nets inl stares {amounts in RO, exept per share data and 5 tated ether Tortie ened Fort Fare Maren 31-209 March 31,3018 Tee a comin fo teri) as 3st er om wall tenance fs fr ot 3 and 38) e789 6314 the operating even 733 10898 Revenue rom operations Sai B10 17. oer income Fortheyeurended —Fertheyeurended Marek 31,2019 Mare 312008, Trai ng aed Ta 1 36 Other npr cme 350 i SS Fortheyesrended For theyear ended Maren 312019 eh 31,2018 Tense a pots ler nve Ty ws fi Ire nme on eon gen ee pie (far ot 32) 54 nin Uni of ate ban testa cot 3402 vo (Ganon se fear inverts ne) i284 ‘ako mate nen cent vee 14092 Totals income TEs asm 9 Service canes Fortheyearended For thee ended Marek 312009 Mare 31208 Fama pew a TE a Hosting charges 3.008 S28 Tort sever charges Tu T77 2 Advertement an ply expenses Fortheyear ended Fortheycar ened March 2019 are, 008 ‘keener nd oR ste T8307 ‘sss prmton expenses 2605) Total adertnement nd public expenses mae Sh 21, Elance nei ane Fortheyesrendet For theyearendal Maren 2009" sfaeh 12004, Same masa oe aa sao loo toc pn shee fer oe 3) - 2%) Consbeon pecan te fd ete 78s eat esame ‘90 oa Sintec omnes 11430 S88 “etaemplsee Doct xpeies co Kes 22 Dereiaton xa TFortheyearended For theyearended Mareh31,2019 ek 208 ‘igen at ere incl mat Tae OOe TT Tae Tie Amaro of mapas (eter pates) m be Tot deprecation exper Bs Ta Fortheyenrended Forte year ade Mareh31,2019__ Mare 3 3008 Tako Tz Sar Toa aes oats z 3 (hese bento ef Sa)recharge Payment Testis Private Limited Notes to ancl statements (Allameuts ns", except pe share data ala sed 24 oibereen Tortieyaraued —Tortheyear ale March, 2019__"streh3, 2018 Power tas aa Reve oe x47 at aett 2 Payne pater refer A belo) 1919 1s eaten profes ee ane mast Raterand cs ad aa Repu ond inane Balin 9496 a738 Dies ns 0 reveling nd conveyance aa feat Sot exgnses sas gon neson wre of of fad ee 3a 28 Recniomer expense 3430 oe Losedito ee conigrin sus sox 0. imate € mello ener 2301s 95 Tota other xp 3877 ma (A Panment to Antone ei: Aodetee 1.400 Text “ao (Ontor pocket wens 309 ea 25 acalna to Forthegearended Forte year ended ‘Marche 3019 March, 2018, Sal ps a oT ST Fp RTS HITT 7 aT (ns peo ew enol ef oyFreecharge Payment Technologies Private Liited ‘Notes to nancial statements (All amounts in RS "0, except per share data anda ited ther wise) 26, Fair vats ‘Setout below, ia comparison ty las f the canying nouns and fu value of the Company’ acl insane hn hse wih csying amount are ‘essonable pyroximations of aval aa ae re ‘eat ee Tear Tan March 31,2019 Mareh31, 2014 Maych 31.2019 Mare 31,2018, Financia ase Investnts ic ale tush et ose 263011 652502 26s011 32302 (ber inanial esate 120,430 3148 i030 S138 ‘Total SSH 35.85 3H 398 Financial bie ibe ia ibien 11595 5.00 11595 5.0, ‘Total 9S S900 Se S500 ‘he management assessed that cash ad cash equivalents, tee eeivables, rade pels, bank ovedrasand eter cunt ais approximate tel cansag amounts lagoly dus oh sos ter matuis of hese nse. “The value ofthe fn assets a bie pel at the moun at which the israent could exchanged ncuron iansaction betwee wiling pais, ther tha ina forced oF iquidaton sale The folowing methods nd ssumpioes were wsod 1 estimate the Ia Vas (Gi Longer esivabes are evened bythe Company based on pormsers seh as ineet aes, nda eet worhinwss of he cust nd thers characteris of ‘he fnaead project Bated on his lation llowanesare ak no cenit forthe xpi red loses of hese receivables, ‘7, Te Compe is exposed to fnacial ks arising fom is pert apd tho us of anc instruments. The key financial vhs cade, ish and markt ik, The * Hoard vides independent oversight othe efetveness he rsh mangenen proces The filling sections provide deals regarding the Company's exposure ithe abovementioned Financia chs and the objectives, policies and processes fr the management ofthe rake ‘There hasbeen no change to he Catpany’'s exposure these financials othe man in which tmanages and messi the sks (a) Cre rik Cres ithe vk of los sa ma rise on oustanding Financia instruments sould counterpay deft on ts aligaons, The Company's exposure cits ses imate ade and eter eciabls For other Manca ssa (nclong Leveson secre, cash and shorter depois), the Company minimise rc ik by zlingesclsivey with igh ered ating connec. ‘The Company's bjaive ist sok cotnul revenue growth while misinising loses incre doe o meen credit rik exposure, The Company ads eny with seopisd and reo tl pares nado, ecevable balances ae manta onan azn basis wih the rs tha fie Company's expose to bad dis ntsc, cee nik coneranon ‘Concentation aise when number of eosnterparies are engaged in simi business actives, or stv inte same geographical eon, ce have economic features that ‘wo aus he aly eet eontactal eins to he smal feted by changes fn economic, pois or ther condtons.Concentaons inate te tltive fens ofthe Companys performance o develope fisting pour indy In ter avoid excesive concetations fri the Campany’s plies and procedures nade specie guideline to oew on maining a diversified proto, end encentatos of eet sks ae cntlled and managed according span to rei “The Copany’s mssimum expasue to creek fo the components fhe stmt of nail poston a of Mach 31 (Trae eciabies. 2019 the caring amounis a cos in note 9 Financ aes tha as nether pas de nor rd ‘rade a other eeirables that renter past duc no ipaite ar wth xeditwoty debtors eth good payment scr withthe Company. Cath nd short-em deposits an investment scutes that are peter pst us no inated ar plat Wh epuaeianclnattatnsor companies wih high cei aigs abn istry delle Pinca assets tht are eho pos deo mpd Information regarding Manca sts hate ether pst eo imps is slo n noe 9 (Trade esas). Dy) Liguiity isk Lily vik the tha be Company wil encounter dicate mess Racal obiains dust shortage of fnd Th Companys expat oily ib es madly fom sma ofthe mars of angi assets and ies. The Company minting blancs bee continuity of funding and ex, ‘The Company ses he concensaion of isk with respect retnancing its deh and conhaded ito be low: Acceso sures of funding is sufi avilable ©) Captat Management ‘The prinaty abject of he Companys capital management i ensue tt munis an ficient capital src and heh ep aoe noder Wo supports spss ‘and mais sbareoldr vl ‘The Carpany monitors capital using @ arn ale, which nde di by toa capital pet ab. Ne de cleat sons and borrowings es cas and cash equivales, (this spac har boos ional ef any"recharge Payeent Tecoloies Prat Lind Notes inant tate ‘amount Re 00, nen sare data nd as stated other wis) 2, Earnings.) per sate (EPS) ‘Base EPS snoans ae cle by viding the pot er he year ale to uy aes of he Company by te sighed aves mane of Fay ses tsi vias eye ii EPS umount eluted by vig he rots uty of th Cpa ty the weg vege mab of Equity shares standin dating "Geyer ps th waited erage ube of Equity Shes har woul ess on eomveson fal th itive al ty shares ne Eau shes is fling sles he ins lsh data se ihe id ited ES compen Tor heer ended Fore year ended ‘Meh 2019 Mane, 2018 Ta oa wba ui Bae Ta oT Coy AT TST aay eisedaverage mane: of esses nae scab aes EPS (N00) ss1nso200 Sts 386 ‘Ba ie los pe egy ste) ono) 35) 28. Semen infomation ‘he Compa ry basins to yove, promot devon deen, stp, iin, opens mks nd cay ont ies of lps flys, eee ant ‘ir pyatent ten series, nals. moe walls, preg stomens, whee open, sed, senecse, ch cr, pom way sae. Astnkng te neo cer ep bsines or georpical sepaesta be dined period Ind AS 108 “OpatingSepment 230, Commitnents and contingencien tenes ‘The Conon hs cpr lees ars fc pees. Teese ramen pram a sh ee 0 a mime of 5 yeu im dat oie. Tt let pnmens resgaisdin te stems of prota ls fi oe yer 67S Gach 31, 2018 Ra. 36970. Fur mma ese tens yale emer ancl pein leases ae low ‘einen ens pyle under or cance peti so los Ta in March 312019 __Moveh 31,3018 Waa sew ‘ka oe Arne year nt meth eyes sta a Morena ie ear Tota oe er Coming bi Ceainget Us at Mar 31, 2019:Rs. NB Nc, 201 Re I) «Copa commitments aed othe commitments A Mir 3,209, th Compacts of Ni (Mah St, 28: Re 36) t fae ating to capi contrac 34, Dissre eared ndersetion 185) ofthe Companis Ac 2013 loci ons vent eed pie (fer oe 8) re ean nr csprte depot the paca of wish ae iotd slow ns ree by seen 184 of engi Ac 2013 ‘Namo i lonnce Taieot Dae date Secure oir eat wa Interest March 32019 March31,2018 esha Saas Pat De Tes Caan Tessa Sia ‘Troshore si loos esas ines areas dios in oe 5, have been ie for meng hk nekng api eure. 2%, Amos de to miso and small esters nde Mie, Sul en sin Enteies Deveap(MSMED) Ac 2006 agg to Rs. ted incon alain he Compe Miah, 70) Mare SF 1) Tea aan a ee Ue tao Tang FAN aN AT SH a TO TNE Tas : The ama of iret pi te ne in tems of ton 16s MSMED A, 2006, aoe wl se soso a 5 rsync one tear bey hapa ay rings ya, ©) Th ance of rtd and payable fe the dof ay in taking pe (ch ve Ben pi bot Boe he uss ngs dy ding te year wt ange tet sped wf MEME Ae 2006 4) Theat or mart seed a remain wpa the ta of xh acne er ima ©) Theo offer interest ein dc and pyle exch aceite when hens 5 5 us above ae actly pl ote sl exes fr he puose of dallorace a4 daa epedis mst ion 2 ofthe SED Aa 2086.ge ma i Lind Revenant Sm Sindh pt Da 0 Ne 8) ong pe st rn atch i ad a Fo ie oT a aT [ing Conny eer br] a [aa vpn ly di] [ Ja Sars Pvc aed : sao al et spy ean hn ere) feat ; coma etna an yagi mt) _ Jew Sots Ps Ua : onsen : : sion [toons Par Litt si sia : Pa er src ate [cpa nt s = sl ea tae lr esac aa sbi Kouba) “sion nl oh toa usa pd ies eps phn hi8 en on ea e Caruy ane ‘Dein a tpt ce mene Se aad se gh rcs gt rnd sd in i a ‘cheng mcr ec ama pa, j‘roccharge Baya! Techsloies Private Limite [testo nancial statements (Gite Re 000 excep peste data ae 34 Eupenditor in foram curancy on as si) ortho year ended Forte yar saded March 31,2019" March 31,2018 Tipeniors Sowa expeses a6 ors Recent expenses a ‘ 1 Ba ioe “Thar were cams in ean een drng een an rvs ye 35 Unkedgd foreign carency exposure Puss of med fin cmency exes 5 a te eponing de Parr aaa ‘aad op aT ae ‘Re iae (OSD TID ing wie = HTT Mark 31, 2018; Re 6 (USD 97 “aitong ae ef TUSD = Rs 508) ‘Kove sale by i Coo ee a ol caren FAS Employee stock option plan asin evi yea, ea eplnes ofthe Company were gen stock options of Japs Infch Pvt Lind foer hig capan) pet stock opin shame. The sce assed. mage a adnate by the dng copy, In acerdace wi sae purchase ages led ‘etnen Mis ase inte Private Lined and Ms As ak Lid al ex rmpayees at oon emploee ih see sons) of he Company ve sree vest cs opis held ca. 4 scone with pr 434 of Ind AS 12 “Shae Bose Pee he pesos yar ended Mach 31,2018, th Copy as ves est senoning to Re 67,298 an scout ofthe esme Fare, compa had veh ad det of Re 334,004 ow cu sete ote tal lok yon ost css ge byte ing ean, din ich paid {7 Indian Acouating Standard (Ind AS, ud bt nt fective "nd AS 16 Leases was noted by MCA on 30 Mirch 2019 pies od AS 17 Leas, icing appendies tcta. nd AS 16 ne or ‘oul pts boing on afr 1 Ay 2019 AS 116 st he pines fr he recopiton,meneert pesto a ak fees {nd eues sees to acu feral eases ra single-lane ss adel ino the sen ofan ese tend A 7 The Sand inches te ecnion exesions fr see least ef Lowa’ atte, pete angus) asec ses ses wih lease em fonts ees) Ate conenceseat di of es, lee il ecopi s aby oaks ese poet these Hb) and ase epreing te iit ous he unending helene tom (Le te ip-oie st). Lessee nl fe equted seach eae the meet expeseon theese att an he defecate expense ots ai se, ‘Less wl be ao equ reese the ease abi pen he eccarence fcr cts. change th seem, agen ere ee mens esting oon a img nen ins orate sed to tein oe payments) Ths ses wi eral epi he aot the ‘emeaacot of te lease aby a an ane oh ie ast "eso acoomng unde nd AS 11 subs uch on en's cougar nd AS 7 Less wl oti 1 lay a ase sng ‘he sae chsifletin pine st nl AS 7 an npn wo pes eee opting and mee ess ‘The Company ind fot ese andr ow | API. Tow he Company har ans etc, ese te api of ke snd Save a misinal netinact in retained ears, (sce has biel lan)