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OnMobile Global Ltd. — Annual Report 2025
May 20, 2025
62296_rns_2025-05-20_5fcf9228-03f9-47f4-b7d6-66ca861f4438.pdf
Annual Report
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ONMOBILE GLOBAL LIMITED Tower #1, 94/1 C & 94/2, Veerasandra Village, Attibele Hobli, Anekal Taluk, Electronic City Phase-1, Bengaluru - 560100, Karnataka, India P: +91 80 4009 6000 | F: +91 80 4009 6009 CIN - L64202KA2000PLC027860 Email - [email protected] www.onmobile.com
May 20, 2025
To Department of Corporate Services, The Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Bandra (East) Mumbai - 400 001 Mumbai - 400 051 Scrip Code: 532944 Scrip Code: ONMOBILE
Dear Sir/Madam,
Sub: Outcome of Board Meeting held on May 20, 2025
Ref: 1. Our letter dated April 29, 2025 about Notice of Board Meeting
2. SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations)
The Board of Directors of OnMobile Global Limited (‘the Company’) at their meeting held on Tuesday, May 20, 2025 in Bangalore, through Zoom Video conference, has inter alia , considered and approved the followings:
• Financial Results:
Audited financial results as per IND-AS for the quarter and financial year ended March 31, 2025. A copy of the audited financial results (Standalone and Consolidated) along with the Audit report under Regulation 33 of SEBI Listing Regulations as Annexure-I .
Pursuant to Regulation 33(3)(d) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we would like to state that B S R & Co. LLP, statutory auditors of the Company, have issued audit reports with unmodified opinion on the financial statement.
- Appointment of Whole-time Director designated as ‘Whole-time Director and Chief Financial Officer’:
Based on the recommendation of the Nomination and Compensation Committee meeting, the Board appointed Radhika Venugopal (DIN: 10548693) as a Whole-time Director designated as ‘Whole-time Director and CFO’ w.e.f. May 20, 2025 to March 26, 2027, subject to approval of the shareholders through postal ballot.
• Shareholders’ approval through Postal Ballot:
Appointed Pramod S M of M/s. BMP & Co. LLP, Practicing Company Secretaries as Scrutinizer to conduct postal ballot process as described above.
• Re-appointment of an Independent Director:
Based on the recommendation of the Nomination and Compensation Committee, the Board re-appointed Paul Lamontagne (DIN 08995854) as an ‘Independent Director’ of the Company for a further period of five years w.e.f. December 17, 2025, subject to the approval of shareholders at the forthcoming AGM of the Company.
Details as required under Regulation 30 of SEBI Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, w.r.t change in Directors as Annexure – II.
• Re- appointment of Internal Auditors:
Based on the recommendation of the Audit Committee, the Board re-appointed Ernst & Young LLP, Chartered Accountants as Internal Auditors of the Company for FY 25-26.
• Appointment of Secretarial Auditor:
Based on the recommendation of the Audit Committee, the Board appointed Parameshwar G Hegde, (CP NO.640), Company Secretary-in-Practice as Secretarial Auditor of the Company for a period of five years, subject to the approval of shareholders at the forthcoming AGM of the Company.
Details as required under Regulation 30 of SEBI Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, w.r.t change in Auditors as Annexure – III.
• Annual General Meeting:
The 25[th] Annual General Meeting of the Members of the Company will be held on Tuesday, September 23, 2025.
The Meeting of Board of Directors of the Company commenced at 06.30 P.M. IST and concluded at 09:45 P.M. IST.
Request you to please take the same on record.
Thanking you,
Yours sincerely, For OnMobile Global Limited
Digitally signed by Pakanati V Pakanati V Varaprasad Date: 2025.05.20 Varaprasad 22:02:27 +05'30'
P V Varaprasad Company Secretary F5877
Encl: a/a
Annexure-I
OnMobile Global Limited Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited standalone results for the quarter and year ended March 31, 2025
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Amount in Rs Millions except data per share
As at As at
Particulars March 31, 2025 March 31, 2024
(Audited) (Audited)
ASSETS
Non-Current Assets
Property, plant and equipment 56.94 79.36
Capital work-in-progress 1.12 3.83
Intangible assets 58.62 79.85
- -
Intangible Assets Under Development
Right-of-use asset 12.52 27.58
Financial assets
Investments 3,631.16 3,631.16
Other financial assets 426.43 557.21
Deferred tax assets (net) 502.72 489.15
Non-current tax assets (net) 905.08 1,081.97
Other non-current assets 450.38 385.48
6,044.97 6,335.59
Current Assets
Financial Assets
Trade receivables 1,548.55 1,161.16
Cash and cash equivalents 94.05 61.65
Other bank balances 103.02 3.71
Loans 230.71 231.65
Other financial assets 43.53 14.05
Other current assets 118.12 160.32
2,137.98 1,632.54
TOTAL- ASSETS 8,182.95 7,968.13
EQUITY AND LIABILITIES
Equity
Equity share capital 1,063.21 1,062.14
Other equity 6,097.22 6,013.55
7,160.43 7,075.69
Non-Current Liabilities
Financial liabilities
Lease liabilities - 16.20
Provisions 104.83 101.52
104.83 117.72
Current Liabilities
Financial liabilities
Borrowings 279.54 130.00
Lease liabilities 16.20 17.29
Trade payables
-Total outstanding dues of micro and small enterprises 6.55 -
-Total outstanding dues of creditors other than micro and small
495.15 544.64
enterprises
Other financial liabilities 27.95 33.91
Other current liabilities 46.52 41.16
Provisions 6.85 3.20
Income tax liabilities (net) 38.93 4.52
917.69 774.72
TOTAL- EQUITY AND LIABILITIES 8,182.95 7,968.13
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OnMobile Global Limited
Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited standalone results for the quarter and year ended March 31, 2025
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Amount in Rs Millions except data per share
Quarter ended Year Ended
Sl. Particulars March 31, 2025 December 31, 2024 March 31 , 2024 March 31, 2025 March 31, 2024
No (Audited) (Ref Note 6) (Unaudited) (Audited) (Ref Note 6) (Audited) (Audited)
1 Revenue from Operations
Mobile entertainment services 711.08 820.27 386.17 2,393.13 1,671.11
Other income (Net) (Note No. 4) 15.84 4.11 48.94 105.35 297.44
Total Income 726.92 824.38 435.11 2,498.48 1,968.55
2 Expenses
(a) Content fee and royalty 19.82 11.89 11.69 54.72 74.79
(b) Contest expenses 0.42 2.06 12.74 11.87 34.73
(c) Cost of software licenses and others 284.54 280.80 27.15 632.50 125.67
(d) Employee benefits expense 182.05 176.91 185.42 749.20 751.79
(e) Finance costs 6.43 7.12 8.16 25.21 21.63
(f) Depreciation and amortisation expenses 15.86 16.17 17.66 66.51 72.84
(g) Marketing expenses 108.17 94.24 80.74 335.30 390.69
(h) Other expenses 77.31 130.11 150.81 408.98 447.86
Total expenses 694.60 719.30 494.37 2,284.29 1,920.00
3 Profit /(loss) before tax and exceptional items (1-2) 32.32 105.08 (59.26) 214.19 48.55
4 Exceptional items (Refer Note 5) - (49.70) (5.30) (101.76) (5.30)
5 Profit /(loss) before tax (3-4) 32.32 55.38 (64.56) 112.43 43.25
6 Tax expense:
(a) Current tax 12.25 7.26 20.55 35.78 28.48
(b) Current Tax expense relating to prior years 3.16 - (23.95) 3.16 (23.95)
(c) Minimum Alternate Tax (MAT) credit entitlement (4.55) 3.45 - (4.55) -
(d) Deferred tax (3.43) 1.50 6.30 (6.41) 9.65
Total tax 7.43 12.21 2.90 27.98 14.18
7 Profit /(loss) for the period/ year (5-6) 24.89 43.17 (67.46) 84.45 29.07
8 Other comprehensive income
A. (i) Items that will not be reclassified to profit or loss (8.72) 0.14 (11.42) (8.99) 2.53
(ii) Income tax relating to items that will not be reclassified to
(0.04) (4.81) (0.74)
profit or loss 2.54 2.62
B. (i) Items that will be reclassified to profit or loss (13.71) 15.32 7.59 (20.28) (16.89)
(ii) Income tax relating to itemsItems that will be reclassified to - - - - -
profit or loss
Other comprehensive income/(loss) for the year, net of tax (19.89) 15.42 (8.64) (26.65) (15.10)
9 Total comprehensive income for the period/ year (7+8) 5.00 58.59 (76.10) 57.80 13.97
10 Paid up equity share capital (Face value of Rs 10/- each) 1,063.21 1,063.21 1,062.14 1,063.21 1,060.14
11 Other equity 6,097.22 6,013.55
12 Earnings per share (of Rs. 10 each) (not annualised except for year ended
March 31, 2025 and March 31, 2024)
(a) Basic 0.23 0.41 (0.64) 0.79 0.27
(b) Diluted 0.23 0.41 (0.64) 0.79 0.27
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OnMobile Global Limited Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited standalone results for the quarter and year ended March 31, 2025
2 STANDALONE STATEMENT OF CASH FLOWS
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Amount in Rs. Millions
Year ended Year ended
Particulars March 31, 2025 March 31, 2024
(Audited) (Audited)
A CASH FLOWS FROM OPERATING ACTIVITIES
Profit for the year 84.45 29.07
Adjustments for :
Adjustments to reconcile profit for the year to net cash flows:
Income tax recognised in the statement of profit and loss 27.98 14.18
Depreciation and amortisation expenses 66.51 72.84
Impairment provision for investment in subsidiaries - 5.30
Unrealised Foreign Exchange (Gain) 23.10 51.46
(Gain) on disposal of property plant and equipment (net) (3.35) (1.50)
Provision for doubtful and other trade receivables (net) 4.65 (17.02)
Liabilities no longer required written back (1.46) (25.30)
Share based payments 23.85 (30.90)
Dividend income (75.76) (113.46)
Finance costs 25.21 21.63
Interest income (23.39) (101.64)
Operating profit/(loss) before working capital changes 151.79 (95.34)
Changes in operating assets and liabilities:
(Increase) of trade receivables (420.45) (753.42)
(Increase)/Decrease of other assets 96.15 739.96
Increase/(Decrease) of Trade payables, provisions and other liabilities (71.10) (356.40)
(395.40) (369.86)
Cash used from operations (243.61) (465.20)
Direct taxes paid (net of refunds) 169.75 92.47
Net cash used in from operations(A) (73.86) (372.73)
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Property, plant and equipment, Capital work in progress and Other (5.26) (28.20)
intangible assets
Loan given/ (received back) to subsidiary (net) 8.40 (135.73)
Proceeds from sale of Property , Plant and equipment 4.04 2.00
Changes in other bank balances (99.31) 0.93
Interest received 75.76 113.46
Dividend received 21.47 101.64
Net cash generated/(used in) from investing activities(B) 5.10 54.10
C CASH FLOW FROM FINANCING ACTIVITIES
Finance costs (23.15) (18.28)
Repayment of lease liabilities (19.35) (18.43)
Proceeds from Short term Borrowings 149.55 50.00
Proceeds from exercise of ESOPs (including premium) 3.08 7.36
Net cash generated from financing activities (C) 110.13 20.65
Net decrease in cash and cash equivalents (A+B+C) 41.37 (297.98)
Cash and cash equivalents at the beginning of the year 61.65 360.35
Effect of exchange differences on translation of foreign currency cash and cash (8.97) (0.72)
equivalents
94.05 61.65
Cash and cash equivalents at the end of the year (Refer Note 11a)
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OnMobile Global Limited Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited standalone results for the quarter and year ended March 31, 2025
-
1 The standalone results for the quarter and year ended March 31, 2025 have been reviewed by the Audit Committee and approved by the Board of Directors of the Company at their respective meetings held on May 19, 2025 and May 20,2025 respectively. The above results have been audited by the statutory auditors of the Company. The report of the statutory auditors is unmodified.
-
2 These financial results have been prepared in accordance with Indian Accounting Standards (‘Ind AS’) prescribed under section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and relevant circulars issued thereunder
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3 The Company is engaged in providing Mobile Entertainment Services and its operations are considered to constitute a single reportable segment in the context of Ind AS 108- "Operating Segments"
-
4 Other income for the year ended March 31, 2025 and March 31, 2024 includes Rs. 1.46 Million and Rs. 25.30 Million respectively on account of writeback of intercompany payables (net off receivables) with respect to subsidiaries / overseas branches which are either liquidated or are in the process of liquidation on account of cessation of operations.
-
5 Exceptional items include –
-
a) Amount recorded towards impairment of investments in wholly owned subsidiaries Rs. 5.30 Million for the quarter and year ended March 31, 2024
-
b) Head count restructuring and optimization cost of Rs. 49.70 Million and Rs. 101.76 Million for the quarter ended December 31, 2024 and year ended March 31, 2025 respectively
-
6 The figures of the last quarter ended March 31, 2024 and March 31, 2025 are the balancing figures between the audited figures in respect of the full financial year and the published year to date figures upto the third quarter of the respective financial year which were subject to limited review by the statutory auditor of the Company.
For and on behalf of Board of Directors of Onmobile Global Limited
FRANCOIS Digitally signed by FRANCOIS CHARLES SIROIS CHARLES SIROIS Date: 2025.05.20 20:19:11 +05'30'
François-Charles Sirois Executive Chairman & CEO
Place: Madrid Date: May 20, 2025
Embassy Golf Links Business Park Pebble Beach, B Block, 3rd Floor No. 13/2, off Intermediate Ring Road Bengaluru - 560 071, India Telephone: +91 80 4682 3000 Fax: +91 80 4682 3999
Chartered Accountants
B S R & Co. LLP
Independent Auditor’s Report
To the Board of Directors of Onmobile Global Limited
Report on the audit of the Standalone Annual Financial Results
Opinion
We have audited the accompanying standalone annual financial results of Onmobile Global Limited (hereinafter referred to as the “Company”) for the year ended 31 March 2025, attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone annual financial results:
-
a. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
-
b. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards, and other accounting principles generally accepted in India, of the net profit and other comprehensive loss and other financial information for the year ended 31 March 2025.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section 143(10) of the Companies Act, 2013 (“the Act”). Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Standalone Annual Financial Results 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 of the financial statements under the provisions of the Act, and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our opinion on the standalone annual financial results.
Management’s and Board of Directors’ Responsibilities for the Standalone Annual Financial Results
These standalone annual financial results have been prepared on the basis of the standalone annual financial statements.
The Company’s Management and the Board of Directors are responsible for the preparation and presentation of these standalone annual financial results that give a true and fair view of the net profit/ loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in Indian Accounting Standards prescribed under Section 133 of the Act and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. 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 accuracy and completeness of the accounting records, relevant to the preparation and
Registered Office:
B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 2013
14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063 Page 1 of 3
B S R & Co. LLP
Independent Auditor’s Report (Continued) Onmobile Global Limited
presentation of the standalone annual financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone annual financial results, the Management and the Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone Annual Financial Results
Our objectives are to obtain reasonable assurance about whether the standalone annual financial results as a 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 a 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 if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone annual financial results.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the standalone annual financial results, 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.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion through a separate report on the complete set of financial statements on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the standalone annual financial results made by the Management and Board of Directors.
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Conclude on the appropriateness of the Management’s and Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the appropriateness of this assumption. 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 standalone annual financial results 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.
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Evaluate the overall presentation, structure and content of the standalone annual financial results, including the disclosures, and whether the standalone annual financial results 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 with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
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B S R & Co. LLP
Independent Auditor’s Report (Continued) Onmobile Global Limited
Other Matter
- a. The standalone annual financial results include the results for the quarter ended 31 March 2025 being the balancing figure between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year which were subject to limited review by us.
For B S R & Co. LLP
Chartered Accountants Firm’s Registration No.:101248W/W-100022
PRAVEEN KUMAR JAIN
Digitally signed by PRAVEEN KUMAR JAIN Date: 2025.05.20 20:34:47 +05'30'
Praveen Kumar Jain
Partner
Bengaluru 20 May 2025
Membership No.: 079893 UDIN:25079893BMSCJU6870
Page 3 of 3
OnMobile Global Limited
Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited consolidated results for the quarter and year ended March 31, 2025
Notes:
1 Consolidated Balance Sheet
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Amount in Rs. Millions
As at As at
Particulars March 31, 2025 March 31, 2024
(Audited) (Audited)
ASSETS
Non-Current Assets
Property, plant and equipment 122.12 147.42
Capital work in progress 3.82 14.73
Goodwill 682.77 636.08
Other Intangible assets 1,986.23 2,187.02
Intangible asset under development 106.68 -
Right to use assets 24.07 30.50
Financial Assets
(i) Investments 680.57 675.27
(ii) Other financial assets 20.20 52.42
Deferred tax assets (net) 478.48 459.42
Non-current tax assets (net) 1,236.61 1,423.58
Other non-current assets 505.11 515.97
5,846.66 6,142.41
Current Assets
Financial Assets
(i) Trade receivables 1,908.14 1,397.44
(ii) Cash and cash equivalents 296.88 633.33
(iii) Bank balances other than (iii) above 102.68 3.36
(iv) Other financial assets 63.04 34.85
Other current assets 486.42 643.41
2,857.16 2,712.39
TOTAL - ASSETS 8,703.82 8,854.80
EQUITY AND LIABILITIES
Equity
Equity share capital 1,063.21 1,062.14
Other equity 5,164.28 5,434.53
Equity attributable to owners of the Company 6,227.49 6,496.67
Non-controlling interests 11.75 -
6,239.24 6,496.67
Non-Current Liabilities
Financial liabilities
Lease liabilities 5.58 16.20
Provisions 104.87 109.77
Deferred tax liabilities (net) 8.89 9.20
119.34 135.17
Current Liabilities
Financial liabilities
Borrowings 414.09 130.00
Lease liabilities 19.01 21.19
Trade payables
-Total outstanding dues of micro and small enterprises 6.55 -
-Total outstanding dues of creditors other than micro and small enterprises
1,639.53 1,679.32
Other financial liabilities 29.66 45.53
Other current liabilities 137.45 235.82
Provisions 19.91 17.83
Current tax liabilities (net) 79.04 93.27
2,345.24 2,222.96
TOTAL - EQUITY AND LIABILITIES 8,703.82 8,854.80
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Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100
OnMobile Global Limited
CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited consolidated results for the quarter and year ended March 31, 2025
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Amount in Rs Millions except data per share
Quarter ended Year ended
March 31, 2025 December 31, 2024 March 31, 2024 March 31, 2025 March 31, 2024
Sl. No Particulars
(Audited) (Ref Note 6) (Unaudited) (Audited) (Ref Note 6) (Audited) (Audited)
1 Revenue from Operations
Mobile entertainment services 1,562.22 1,640.06 1,226.81 5,730.24 5,132.40
Other income (net) 19.03 16.10 34.69 52.69 201.77
Total Income 1,581.25 1,656.16 1,261.50 5,782.93 5,334.17
2 Expenses
(a) Content fee and royalty 515.23 561.66 560.99 2,258.42 2,345.00
(b) Contest expenses 2.29 7.12 15.60 25.90 42.98
(c) Cost of software licenses and others 362.43 361.74 28.84 814.52 137.54
(d) Employee benefits expenses 298.11 294.54 263.57 1,184.29 1,082.00
(e) Finance costs 15.11 17.67 17.50 60.86 45.61
(f) Depreciation and amortisation expenses 79.57 82.31 26.70 323.19 112.14
(g) Marketing expenses 226.13 237.91 213.54 909.90 859.05
(h) Other expenses 149.39 77.00 117.39 430.23 444.56
Total expenses 1,648.26 1,639.95 1,244.13 6,007.31 5,068.88
3 Profit before share of profit/(loss) of associates, exceptional (67.01) 16.21 17.37 (224.38) 265.29
items and tax (1 - 2)
4 Share of profit/(loss) of associates (0.50) 0.15 (0.36) (0.05) 0.09
5 Profit/(loss) before tax and exceptional items (3+4) (67.51) 16.36 17.01 (224.43) 265.38
6 Exceptional items - net (Refer note 5) - (49.70) - (122.52) -
7 Profit/(loss) before tax (5+6) (67.51) (33.34) 17.01 (346.95) 265.38
8 Tax expense
(a) Current tax 44.46 9.46 41.32 91.17 89.05
(b) Earlier year provision (16.69) - (22.56) (16.69) (22.56)
(c) Deferred tax (11.41) 5.90 5.06 (11.47) 45.73
(d) Minimum Alternate Tax (MAT) credit entitlement (4.55) 3.45 - (4.55) -
Total tax 11.81 18.81 23.82 58.46 112.22
9 Profit/(loss) for the period / year (7-8) (79.32) (52.15) (6.81) (405.41) 153.16
10 Other comprehensive income
A. (i) Items that will not be reclassified to profit or loss (8.72) 0.14 (11.42) (8.99) 2.53
(ii) Income tax relating to items that will not be
reclassified to profit or loss 2.54 (0.04) (4.81) 2.62 (0.74)
B. (i) Items that will be reclassified to profit or loss 79.38 (44.31) (88.34) 76.40 (184.79)
(ii) Income tax relating to items that will be reclassified to profit or loss - - - - -
Other comprehensive income/(loss) for the year , net of tax 73.20 (44.21) (104.57) 70.03 (183.00)
11 Total comprehensive income/(loss) for the period/ year (9+10) (6.12) (96.36) (111.38) (335.38) (29.84)
12 Profit/(loss) attributable to:
Owners of the Company (79.30) (50.86) (5.91) (401.73) 152.37
Non-controlling interests (0.02) (1.29) (0.90) (3.68) 0.79
(79.32) (52.15) (6.81) (405.41) 153.16
13 Total comprehensive income/(loss) attributable to:
Owners of the Company (6.12) (96.36) (111.38) (335.38) (29.84)
Non-controlling interests - - - - -
(6.12) (96.36) (111.38) (335.38) (29.84)
12 Paid up equity share capital (Face value of Rs 10/- each) 1,063.21 1,063.21 1,062.14 1,063.21 1,062.14
13 Other equity 5,164.28 5,434.53
14 Earnings per share (of Rs. 10 each) (not annualised except for year
ended March 31, 2025 and March 31, 2024)
(a) Basic (0.75) (0.49) (0.07) (3.78) 1.44
(b) Diluted (0.75) (0.49) (0.08) (3.78) 1.43
----- End of picture text -----
Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
OnMobile Global Limited
Statement of audited consolidated results for the quarter and year ended March 31, 2025
Consolidated Cash Flow Statements
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----- Start of picture text -----
Amount in Rs. Millions
Particulars Year Ended Year Ended
March 31, 2025 March 31, 2024
(Audited) (Audited)
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit/(loss) for the year (405.41) 153.16
Adjustments to reconcile profit for the year to net cash flows:
Income tax expense recognised in the consolidated statement of profit and loss 58.46 112.22
Share of (loss) / profit from associate (0.05) 0.09
Depreciation and amortisation expenses 323.19 112.14
Unrealised foreign exchange (gain) / loss 22.96 (49.70)
Gain on disposal of Property plant and equipment (net) (2.99) (0.48)
Allowance for expected credit loss 16.86 (2.58)
Share based payments 24.58 (30.90)
Finance costs 40.04 45.61
Provisions no longer required written back (1.46) (54.29)
Interest income (12.51) (117.97)
469.08 14.14
Operating profit before working capital changes 63.67 167.30
Changes in operating assets and liabilities:
Increase of trade receivables (517.16) (95.86)
Decrease of other assets 228.56 496.76
Decrease of trade payables, provisions and other liabilities (100.50) (298.27)
(389.10) 102.63
Cash (used in)/generated from operations (325.43) 269.93
Direct taxes paid (net of refunds) 86.65 110.04
Net cash (used in)/generated from operating activities (238.78) 379.97
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Property, plant and equipment, Capital work in progress and Other intangible assets (250.07) (766.22)
Proceeds from sale of Property, Plant and equipment 28.44 4.35
Sale, redemption / (purchase) of long term investments (net) (5.30) (8.13)
Changes in other bank balances (99.32) 90.26
Interest received 10.99 111.75
Net cash generated used in investing activities (315.26) (568.00)
C. CASH FLOW FROM FINANCING ACTIVITIES
Finance cost (40.04) (45.61)
Repayment of lease liabilities (23.37) (20.69)
Proceeds from exercise of ESOPs (including premium) 3.09 7.36
Proceeds on Short Term Borrowings 284.09 50.00
Net cash generated/(used in) financing activities 223.77 (8.94)
Net decrease in cash and cash equivalents (A+B+C) (330.27) (196.97)
Cash and cash equivalents at the beginning of the year 633.33 770.23
Effect of exchange differences on translation of foreign currency cash and cash equivalents (6.18) 60.07
Cash and cash equivalents at the end of the year 296.88 633.33
----- End of picture text -----
OnMobile Global Limited Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com
Statement of audited consolidated results for the quarter and year ended March 31, 2025
-
1 (a) The consolidated results for the quarter and year ended March 31, 2025 have been reviewed by the Audit Committee and approved by the Board of Directors of the Company at their respective meetings held on May 19, 2025 and May 20,2025 respectively. The above results have been audited by the statutory auditors of the Company. The report of the statutory auditors is unmodified.
-
(b) Key numbers of Standalone Financial Results of the Company for the quarter and year ended March 31, 2025 are as under:
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----- Start of picture text -----
Amount in Rs. Millions
Quarter ended Year ended
Particulars March 31, 2025 December 31, 2024 March 31, 2024 March 31, 2025
(Audited) (Unaudited) (Audited) (Audited)
Total Income 726.92 824.38 435.11 2,498.48
Profit before Tax 32.32 55.38 (64.56) 112.43
Net Profit/(loss) after Tax 24.89 43.17 (67.46) 84.45
Standalone results of OnMobile Global limited are available in investors section in www.onmobile.com and also with the stock exchanges where it is listed.
----- End of picture text -----
-
2 These financial results have been prepared in accordance with Indian Accounting Standards (‘Ind AS’) prescribed under section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and relevant circulars issued thereunder.
-
3 The above results include consolidated results of the Company's subsidiaries : - OnMobile Singapore Pte Limited,
-
OnMobile Europe B.V.
-
Servicios De Telefonia OnMobile SA De CV,
-
OnMobile Global SA
-
OnMobile DE Venezuela C.A
-
OnMobile Brasil Sistemas de Valor Agregado Para Comunicacoes Moveis Ltda,
-
OnMobile Global for Telecommunication Services,
-
OnMobile Uruguay S.A.,
-
OnMobile Senegal SARL,
-
OnMobile Mali SARL,
-
OnMobile Bangladesh Private Limited, - OnMobile Kenya Telecom Limited, - OnMobile Telecom Limited, - OnMobile Costa Rica OBCR SA., - OnMobile Global Spain S.L.U - OnMobile Tanzania Telecom Limited, - OnMobile Zambia Telecom Limited, - OnMobile Uganda Limited, - OnMobile Rwanda Telecom Limited, - OnMobile Nigeria Telecom Limited, - OnMobile Global Solutions Canada Limited,
-
Onmobile Turkey Telekomunikasyon Sistemleri Limited Şirketi, - Onmobile Telecom Burkina Faso, SARL, - ONMO Inc, - 2dayUK Limited., - OnMobile Global South Africa (RF) (PTY) LTD, - ONMO Sweden AB (formerly known as “Appland AB”),
-
OnMobile Bangladesh Technologies Private Limited,
-
Technologies Rob0 Inc.
-
OnMobile South Africa Technologies (PTY) Limited, - OnMobile USA LLC,
-
OnMobile Madagascar Telecom Limited (liquidated w.e.f. July 27, 2023),
-
OnMobile Global Italy S.R.L, SL (liquidated w.e.f. October 04, 2024),
-
9447-9029 Quebec Inc. (formerly known as Les Productions Back to the Game Inc.) and
-
Mobile Voice Konnect Private Limited (Associate).
-
4 The Company is engaged in providing Mobile Entertainment Services and its operations are considered to constitute a single reportable segment in the context of Ind AS 108 - “Operating Segments”.
-
5 Exceptional items include head count restructuring and optimization cost of Rs. 49.70 Million and Rs. 122.52 Million for the quarter ended December 31, 2024 and year ended March 31, 2025 respectively.
-
6 The figures of the last quarter ended March 31, 2025 and March 31, 2024 are the balancing figures between the audited figures in respect of the full financial year and the published year to date figures upto the third quarter of the respective financial year which were subject to limited review by the statutory auditor of the company.
-
7 The geographical information analysis of the Group’s revenues and non-current assets by the Company’s country of domicile (i.e. India) and other countries is as below. In presenting the geographical information, segment revenue has been based on the geographic location of customers and segment assets which have been based on the geographical location of the assets.
| 1 2 Sl. No |
Geographical information Revenue from Operations Mobile entertainment services : India Europe Africa Latin America and United States of America Rest of the World Total revenue Non-Current Assets India Europe Africa Latin America and United States of America Rest of the World Total Particulars* |
March 31, 2025 Dec 31, 2024 March 31, 2024 March 31, 2025 March 31, 2024 (Audited) (Unaudited) (Audited) (Audited) (Audited) 561.15 573.67 193.88 1,579.35 972.05 534.67 594.58 667.61 2,421.74 2,649.17 221.97 253.85 199.46 956.87 833.56 86.37 71.31 80.14 305.87 319.47 158.06 146.65 85.72 466.41 358.15 1,562.22 1,640.06 1,226.81 5,730.24 5,132.40 538.61 655.29 952.56 538.61 952.56 1,345.76 1293.63 1334.68 1345.76 1,334.68 165.49 163.21 125.35 165.49 125.35 2,423.68 2443.85 2457.63 2423.68 2,457.63 193.82 204.69 85.09 193.82 85.09 4,667.36 4,760.68 4,955.31 4,667.36 4,955.31 Quarter ended Year Ended |
|---|---|---|
*- excluding Financial Instruments and Deferred Tax Assets
For and on behalf of Board of Directors of Onmobile Global Limited
FRANCOIS Digitally signed by FRANCOIS CHARLES CHARLES SIROIS SIROIS Date: 2025.05.20 20:17:09 +05'30' François-Charles Sirois Executive Chairman & CEO
Place: Madrid
Date: May 20, 2025
Embassy Golf Links Business Park Pebble Beach, B Block, 3rd Floor No. 13/2, off Intermediate Ring Road Bengaluru - 560 071, India Telephone: +91 80 4682 3000 Fax: +91 80 4682 3999
Chartered Accountants
B S R & Co. LLP
Independent Auditor’s Report
To the Board of Directors of Onmobile Global Limited
Report on the audit of the Consolidated Annual Financial Results
Opinion
We have audited the accompanying consolidated annual financial results of Onmobile Global Limited (hereinafter referred to as the “Holding Company”) and its subsidiaries (Holding Company and its subsidiaries together referred to as “the Group”), its associate for the year ended 31 March 2025, attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated annual financial results:
-
a. include the annual financial results of the following entities:
-
Onmobile Global Limited (Parent)
-
OnMobile Singapore Pte. Ltd.
-
OnMobile Europe B.V.
-
Servicios De Telefonia OnMobile SA De CV
-
OnMobile Global SA
-
OnMobile De Venezuela C.A.
-
OnMobile Brasil Sistemas De Valor Agregado Para Comunicacoes Moveis Ltda.
-
OnMobile Global for Telecommunication Services
-
OnMobile Uruguay SA
-
OnMobile Senegal SARL
-
OnMobile Mali SARL
-
OnMobile Bangladesh Private Limited
-
OnMobile Kenya Telecom Limited
-
OnMobile Telecom Limited
-
OnMobile Costa Rica OBCR, SA
-
OnMobile Global Spain, S.L.U.
-
OnMobile Tanzania Telecom Limited
-
OnMobile Zambia Telecom Limited
-
OnMobile Uganda Limited
-
OnMobile Rwanda Telecom Limited
-
OnMobile Nigeria Telecom Limited
-
OnMobile Global Solutions Canada Limited
-
OnMobile Turkey Telekomunikasyon Sistemleri Limited Şirketi
Registered Office:
B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 2013
14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063
Page 1 of 4
B S R & Co. LLP
Independent Auditor’s Report (Continued) Onmobile Global Limited
-
OnMobile Telecom Burkina Faso SARL
-
ONMO Inc.
-
2DayUK Limited
-
OnMobile Global South Africa (RF) (PTY) Ltd.
-
ONMO Sweden AB
-
OnMobile Bangladesh Technologies Private Limited
-
Technologies rob0 Inc.
-
OnMobile South Africa Technologies (PTY) Ltd.
-
Onmobile USA LLC
-
Mobile Voice Konnect Private Limited
-
b. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
-
c. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards, and other accounting principles generally accepted in India, of consolidated net loss and other comprehensive income and other financial information of the Group for the year ended 31 March 2025.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section 143(10) of the Companies Act, 2013 (“the Act”). Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Annual Financial Results section of our report. We are independent of the Group and its associate 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 of the financial statements under the provisions of the Act, and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our opinion on the consolidated annual financial results.
Management’s and Board of Directors’ Responsibilities for the Consolidated Annual Financial Results
These consolidated annual financial results have been prepared on the basis of the consolidated annual financial statements.
The Holding Company’s Management and the Board of Directors are responsible for the preparation and presentation of these consolidated annual financial results that give a true and fair view of the consolidated net profit/ loss and other comprehensive income and other financial information of the Group including its associate in accordance with the recognition and measurement principles laid down in Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Management and Board of Directors of the companies included in the Group and of its associate are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of each 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 accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated annual financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated annual financial results by the Management and the Board of Directors of the Holding Company, as aforesaid.
In preparing the consolidated annual financial results, the respective Management and the Board of
Page 2 of 4
B S R & Co. LLP
Independent Auditor’s Report (Continued) Onmobile Global Limited
Directors of the companies included in the Group and of its associate are responsible for assessing the ability of each company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
The respective Board of Directors of the companies included in the Group and the respective Board of Directors and of its associate is responsible for overseeing the financial reporting process of each company.
Auditor’s Responsibilities for the Audit of the Consolidated Annual Financial Results
Our objectives are to obtain reasonable assurance about whether the consolidated annual financial results as a 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 a 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 if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated annual financial results.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the consolidated annual financial results, 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.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion through a separate report on the complete set of financial statements on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the consolidated annual financial results made by the Management and Board of Directors.
-
Conclude on the appropriateness of the Management’s and Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the appropriateness of this assumption. 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 consolidated annual financial results 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 Group and its associate to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated annual financial results, including the disclosures, and whether the consolidated annual financial results represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated annual financial results of which we are the independent auditors 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 with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
Page 3 of 4
B S R & Co. LLP
Independent Auditor’s Report (Continued) Onmobile Global Limited
We also performed procedures in accordance with the circular No CIR/CFD/CMD1/44/2019 issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable.
Other Matter
- a. The consolidated annual financial results include the results for the quarter ended 31 March 2025 being the balancing figure between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year which were subject to limited review by us.
For B S R & Co. LLP
Chartered Accountants
Firm’s Registration No.:101248W/W-100022 Digitally signed by PRAVEEN PRAVEEN KUMAR JAIN KUMAR JAIN Date: 2025.05.20 20:34:00 +05'30'
Praveen Kumar Jain
Partner
Bengaluru 20 May 2025
Membership No.: 079893 UDIN:25079893BMSCJV7717
Page 4 of 4
Annexure -II
Details as required under Regulation 30, Para A (7) of Part A of Schedule III of the Listing Regulations read with the SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 .
| S.no | Particulars | Details | Details | |
|---|---|---|---|---|
| 1. | Reason for change viz. appointment, re- appointment, ~~resignation,~~ ~~cessation,~~ ~~removal, death or~~ ~~otherwise.~~ |
Appointment of Radhika Venugopal (DIN: 10548693) as a Whole-Time Director designated as ‘Whole-Time Director and CFO’ of the Company. |
Re-appointment of Paul Lamontagne (DIN 08995854) as an Independent Director of the Company. |
|
| 2. | Date of Appointment & term of appointment |
w.e.f. May 20, 2025 to March 26, 2027. | w.e.f. December 17, 2025 to December 16, 2030. |
|
| 3. | Brief Profile | Radhika is a results-driven, strategic professional with nearly twenty years of experience in global finance across diverse domains. As a qualified Chartered Accountant, she possesses expertise in Financial Planning Analysis & Reporting, Controllership, Statutory Reporting, Deal structuring and pricing, Contracting & Negotiations, Taxation, Treasury, Mergers & Acquisitions, Investor Relations, Statutory Compliances, Transfer pricing, Procurement and Administration. Skilled in devising solutions to enhance business operations and streamline workflows, Radhika has been an integral part of OnMobile Global Limited for over a decade. She has progressed through various key roles throughout her tenure, currently as the Chief Financial Officer of the Company, contributing significantly to the company's growth and transformative phases. Before joining OnMobile, she held positions at Vodafone and IFB Industries Ltd. |
Paul Lamontagne is a Canadian business leader, Board member and advisor seeking progress towards the United Nations Sustainable Development Goals (SDGs). He has extensive experience in both the public and private sectors. Leads the QG100 Network, a not-for-profit organization of the top 100 Quebec Companies present globally. He had a distinguished career in banking, private equity, venture capital and impact investing, served as Founder CEO of FinDev Canada. Previously, he served as Executive Investment Partner at CapAfrica, a private equity group of Canadian investors; Regional Head, Middle East & Africa, Global Banks, at the Canadian Imperial Bank of Commerce; and Co-Founder and CEO of the Enablis Entrepreneurial Network, which provided learning, mentoring, and financing programs, as well as networking opportunities to entrepreneurs in Africa. |
|
| 4. | Disclosure of relationships between directors |
None | None | |
| 5. | Information as required pursuant to BSE Circular with ref. no. LIST/COMP/14/201819 and the National Stock Exchange of India Ltd with ref. no. NSE/ CML/ 2018/24, dated June 20, 2018. |
She is not debarred from holding the office of director by virtue of any order passed by SEBI or any other authority. |
He is not debarred from holding the office of director by virtue of any order passed by SEBI or any other authority. |
Annexure -III
Details as required under Regulation 30, Para A (7) of Part A of Schedule III of the Listing Regulations read with the SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 .
| S.no | Particulars | Internal Auditors | Secretarial auditor | |
|---|---|---|---|---|
| 1. | Reason for change viz. appointment, re- appointment, ~~resignation,~~ ~~cessation,~~ ~~removal, death or~~ ~~otherwise.~~ |
Re appointment of. Ernst & Young LLP, Chartered Accountants as Internal Auditors of the Company. |
Appointment of Parameshwar G Hegde (CP NO.640), Company Secretary-in-Practice as Secretarial Auditor of the Company. |
|
| 2. | Date of Appointment & term of appointment |
With effect from April 01, 2025, for FY 25-26. |
For a period of five years commencing from the conclusion of the 25thAGM till the conclusion of the 30thAGM. |
|
| 3. | Brief Profile | EY (Ernst & Young) is a global leader in assurance, tax, transaction, and advisory services, recognized for its commitment to enhancing risk management, control, and governance processes through its Internal Audit (IA) services. By leveraging extensive industry knowledge and innovative methodologies, EY delivers tailored solutions that address unique organizational challenges. Their focus areas include risk assessment, process improvement, technology integration, regulatory compliance, and stakeholder engagement. Overall, EY's IA services provide valuable assurance and insights that support informed decision-making and contribute to the long-term success of organizations. |
Parameshwar G Hegde, Company Secretary-in-Practice, established in the year 1987, He is a Fellow member of the ICSI, and in practice for over 35 years in the areas of corporate laws, SEBI/Securities market regulations, FEMA, FDI/ODI, RBI matters, collaborations, JVs, shareholders agreements, mergers & acquisitions, IPOs, ESOPS Startups, Industrial and Labour Laws etc. He holds a valid Peer Review Certificate issued by The Institute of Company Secretaries of India (ICSI). The practicing unit is also Quality Reviewed by the ICSI, enuring highest standards of professional practice and conduct. He is conducting Secretarial Audit of various reputed companies and has been conducting Secretarial Audit of Onmobile ever since it was introduced in the year 2015. |
|
| 4. | Disclosure of relationships between directors |
None | None |