Registered Office: Route Mobile Limited 4. Dimension, 3id floor, Mind Space, Malad (West), Mumbai - 400 064, India +91 22 4033 7676/77-99 I Fax: +91 22 4033 7650 [email protected] I www.routemobile.com CIN No: U72900MH2004PLC146323

Ref No: RML/2021-22/79 Ref No: RML/2021-22/79

Date: May 18, 2021 Date: May 18, 2021

To, BSE Limited Scrip Code: 543228 To,

National Stock Exchange of India Limited NSE Symbol: ROUTE BSE Limited National Stock Exchange of India Limited Scrip Code: 543228 NSE Symbol: ROUTE

Dear Sir/Madam, Dear Sir/Madam,

Sub: Outcome of Board Meeting held on May 18.2021 Sub: Outcome of Board Meeting held on May 18, 2021

Pursuant to the Regulation 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 ("Listing Regulations"), we hereby inform you that the Board of Directors of the Company at its Meeting held today i.e. May 18, 2021 have inter alia, approved the following matters: Pursuant to the Regulation 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 ("Listing Regulations"), we hereby inform you that the Board of Directors of the Company at its Meeting held today i.e. May 18, 2021 have inter alia, approved the following matters:

1. Audited Financial Results: The Board of Directors ('BoDs') have approved the Audited Financial Statements (Standalone and Consolidated) for the year ended March 31, 2021 and the Audited Financial Results (Standalone and Consolidated) for the quarter / year ended March 31, 2021, as recommended by the Audit Committee. 1. Audited Financial Results: The Board of Directors ('BoDs') have approved the Audited Financial Statements (Standalone and Consolidated) for the year ended March 31, 2021 and the Audited Financial Results (Standalone and Consolidated) for the quarter / year ended March 31, 2021, as recommended by the Audit Committee.
1. Unmodified Opinion: The Statutory Auditors of the Company, Walker Chandiok & Co LLP, Chartered Accountants, have issued an Audit Report with unmodified opinion on the Annual Audited Financial Results of the Company (Consolidated & Standalone) for the Financial Year ended March 31, 2021. This declaration is being made pursuant to Regulation 33(3)(d) of the Listing Regulations. 2. Unmodified Opinion: The Statutory Auditors of the Company, Walker Chandiok & Co LLP, Chartered Accountants, have issued an Audit Report with unmodified opinion on the Annual Audited Financial Results of the Company (Consolidated & Standalone) for the Financial Year ended March 31, 2021. This declaration is being made pursuant to Regulation 33(3)(d) of the Listing Regulations.
1. Re-appointment of Statutory Auditors: The Board also approved the re-appointment of M/s Walker Chandiok & Co LLP, Chartered Accountants (Registration No. 001076N/N500013 as Statutory Auditors of the Company for a second term of five (5) years to hold office from the conclusion of the 17th Annual General Meeting till the conclusion of the 22nd Annual General Meeting, subject to the approval of Members. Brief Profile of M/s Walker Chandiok & Co LLP is enclosed as Annexure A. 3. Re-appointment of Statutory Auditors: The Board also approved the re-appointment of M/s Walker Chandiok & Co LLP, Chartered Accountants (Registration No. 001076N/N500013 as Statutory Auditors of the Company for a second term of five (5) years to hold office from the conclusion of the 17th Annual General Meeting till the conclusion of the 22nd Annual General Meeting, subject to the approval of Members. Brief Profile of M/s Walker Chandiok & Co LLP is enclosed as Annexure A.
1. Dividend: The Board has recommended a dividend of Rs. 2 per equity share for the Financial Year 2020-'21, subject to the shareholders' approval at the ensuing 17th Annual General Meeting. Accordingly, the said Final Dividend, if approved, by the shareholders at the ensuing Annual General Meeting of the Company, will be paid within 30 days from the date of Annual General Meeting. 4. Dividend: The Board has recommended a dividend of Rs. 2 per equity share for the Financial Year 2020-'21, subject to the shareholders' approval at the ensuing 17th Annual General Meeting. Accordingly, the said Final Dividend, if approved, by the shareholders at the ensuing Annual General Meeting of the Company, will be paid within 30 days from the date of Annual General Meeting.

We shall inform you in due course the date on which the Company will hold its Annual General Meeting for the year ended March 31, 2021 and the date from which dividend, if approved by the shareholders, will be paid or warrants thereof despatched to the shareholders. We shall inform you in due course the date on which the Company will hold its Annual General Meeting for the year ended March 31, 2021 and the date from which dividend, if approved by the shareholders, will be paid or warrants thereof despatched to the shareholders.

Registered Office: Route Mobile Limited 41" Dimension, 3id floor, Mind Space, Malad (West), Mumbai - 400 064, India +91 22 4033 7676/77-99 I Fax: +91 22 4033 7650 [email protected] I www.routemobile.com CIN No: U72900MH2004PLC146323

A copy of the said results together with the Auditors' Report for quarter and financial year ended March 31, 2021, are enclosed herewith. These are also being made available on the website of the Company at www.routemobile.com. A copy of the said results together with the Auditors' Report for quarter and financial year ended March 31, 2021, are enclosed herewith. These are also being made available on the website of the Company at www.routemobile.com.

Please note that in terms of the Company's internal Code of Conduct for Regulating, Monitoring and Reporting of Trades of Route Mobile Limited ('Company') read with applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015 as amended, the window for trading in Securities of the Company by its employees and directors of the Company will open on Friday, May 21, 2021. Please note that in terms of the Company's internal Code of Conduct for Regulating, Monitoring and Reporting of Trades of Route Mobile Limited ('Company') read with applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015 as amended, the window for trading in Securities of the Company by its employees and directors of the Company will open on Friday, May 21, 2021.

The meeting of the Board of Directors commenced at 13:15 P.M. and concluded at 14:55 P.M. The meeting of the Board of Directors commenced at 13:15 P.M. and concluded at 14:55 P.M.

You are requested to take the above information on record. You are requested to take the above information on record.

Yours faithfully, For Route Mobile Limited Yours faithfully, For Route Mobile Limited

________________________________ RATHIND RA DAS Digitally signed by RATHINDRA DAS Date: 2021.05.18 15:09:12 +05'30'

Rathindra Das Head Legal, Company Secretary & Compliance Officer Rathindra Das Head Legal, Company Secretary & Compliance Officer

End: as above Encl: as above

Walker Chandiok & Co LLP Walker Chandiok & Co LLP

Profile Profile

About Walker Chandiok & Co LLP About Walker Chandiok & Co LLP

		Annexure AAnnexure A
Walker Chandiok & Co LLPWalker Chandiok & Co LLP
ProfileProfile
About Walker Chandiok & Co LLPAboutWalkerChandiok	&CoLLP
Date of establishmentDate of establishment		01 Jan 193501Jan1935
Date of conversion to LLPDate of conversion to LLP		25 Mar 201425Mar 2014
Registrations and empanelmentRegistrations and empanelment	The Institute of Chartered Accountants of IndiaThe Institute of Chartered Accountants of IndiaPublic Company Accounting Oversight BoardPublic Company Accounting Oversight BoardComptroller and Auditor General of IndiaComptroller and Auditor General of India
Registered officeRegisteredoffice	L-41, Connaught Circus, New Delhi-110001L-41, Connaught Circus, New Delhi-110001
Number of partnersNumber of partners		5050
Number of qualified staffNumber of qualified staff		533+533+
Number of traineesNumber of trainees		468+468+
Number of other employeesNumber of other employees		506+506+
Total number of partners and staffTotal number of partners and staff		1557+1557+
Number and Location of OfficesNumber and Location of Offices	13 [Bengaluru, Chandigarh, Chennai, Delhi (2 offices13 [Bengaluru, Chandigarh, Chennai, Delhi (2 officesincluding head office) Gurgaon, Hyderabad, Kolkata, Mumbaiincluding head office) Gurgaon, Hyderabad, Kolkata, Mumbai(2 offices), Noida, Pune, Kochi](2 offices), Noida, Pune, Kochi]

*As at 01 April 2021 *As at 01 April 2021

11th Floor, Tower II, One International Center, S B Marg, Prabhadevi (W), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601 11th Floor, Tower II, One International Center, S B Marg, Prabhadevi (W), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Independent Auditor's Report on Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To the Board of Directors of Route Mobile Limited (as amended) To the Board of Directors of Route Mobile Limited

Opinion Opinion

1. We have audited the accompanying consolidated annual financial results (the Statement') of Route Mobile Limited ('the Holding Company') and its subsidiaries (the Holding Company and its subsidiaries together referred to as the Group'), for the year ended 31 March 2021, attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ('Listing Regulations'), including relevant circulars issued by the SEBI from time to time. 1. We have audited the accompanying consolidated annual of Route Mobile Limited and its subsidiaries (the Holding Company and its year ended 31 March 2021, attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) , including relevant circulars issued by the SEBI from time to time.
1. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of other auditors on separate/consolodated audited financial statements of the subsidiaries, as referred to in paragraph 13 below, the Statement: 2. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of other auditors on separate/consolodated audited financial statements of the subsidiaries, as referred to in paragraph 13 below, the Statement:
- (i) includes the annual financial results of the entities listed in Annexure 1; (i) includes the annual financial results of the entities listed in Annexure 1;
- (ii) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations, and (ii) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations, and
- (iii) gives a true and fair view in conformity with the applicable Indian Accounting Standards (lnd AS') prescribed under Section 133 of the Companies Act, 2013 (the Act') read with relevant rules issued thereunder, and other accounting principles generally accepted in India, of the consolidated net profit after tax and other comprehensive income and other financial information of the Group for the year ended 31 March 2021. (iii) gives a true and fair view in conformity with the applicable Indian Accounting Standards prescribed under Section 133 of the read with relevant rules issued thereunder, and other accounting principles generally accepted in India, of the consolidated net profit after tax and other comprehensive income and other financial information of the Group for the year ended 31 March 2021.

Basis for Opinion Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ('SAs') 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 Statement section of our report. We are independent of the Group, in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('the ICA') 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 and that obtained by the other auditors in terms of their reports referred to in paragraph 13 of the Other Matters section below, is sufficient and appropriate to provide a basis for our opinion. 3. We conducted our audit in accordance with the Standards on Auditing ( SAs ) specified under Section 143(10) of the Act. the Audit of the Statement section of our report. We are independent of the Group, in accordance with the the 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 and that obtained by the other auditors in terms of their reports referred to in paragraph 13 of the Other Matters section below, is sufficient and appropriate to provide a basis for our opinion.

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Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants Chartered Accountants

Emphasis of Matter

We draw attention to the matter stated in Note 8 to the accompanying Statement which indicates delay in payment of foreign currency payables and receipt of foreign currency receivables within the group as on 31 March 2021 beyond the timelines stipulated vide FED Master Direction No. 17/2016-17 and FED Master Direction No. 16/2015-16, read with RBI circulars, RBI/2019-20/242 No.33 dated 22 May 2020 and RBI/2019-20/206 No.27 dated 1 April 2020, under the Foreign Exchange Management Act, 1999. The management of the Holding Company is in the process of filing necessary applications seeking set off of receivables and payables and condonation of delays with appropriate authorities for regularising these defaults. Pending conclusion on these matters, the management is of the view that the amount of fines/penalties, if any, that may be levied, are currently unascertainable but not expected to be material and accordingly, no consequential adjustments have been made to the accompanying Statement with respect to such delays/defaults. Our opinion is not modified in respect of this matter. 4. We draw attention to the matter stated in Note 8 to the accompanying Statement which indicates delay in payment of foreign currency payables and receipt of foreign currency receivables within the group as on 31 March 2021 beyond the timelines stipulated vide FED Master Direction No. 17/2016-17 and FED Master Direction No. 16/2015-16, read with RBI circulars, RBI/2019-20/242 No.33 dated 22 May 2020 and RBI/2019-20/206 No.27 dated 1 April 2020, under the Foreign Exchange Management Act, 1999. The management of the Holding Company is in the process of filing necessary applications seeking set off of receivables and payables and condonation of delays with appropriate authorities for regularising these defaults. Pending conclusion on these matters, the management is of the view that the amount of fines/penalties, if any, that may be levied, are currently unascertainable but not expected to be material and accordingly, no consequential adjustments have been made to the accompanying Statement with respect to such delays/defaults. Our opinion is not modified in respect of this matter.

Responsibilities of Management and Those Charged with Governance for the Statement Responsibilities of Management and Those Charged with Governance for the Statement

1. The Statement, which is the responsibility of the Holding Company's management and has been approved by the Holding Company's Board of Directors, has been prepared on the basis of the consolidated annual audited financial statements. The Holding Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the consolidated net profit or loss after tax and other comprehensive income, and other financial information of the Group in accordance with the accounting principles generally accepted in India, including the Ind AS 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 Holding Company's Board of Directors is also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of the Statement. Further, in terms of the provisions of the Act, the respective Board of Directors / management of the companies included in the Group, covered under the Act, are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively, for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statemets, that give a true and fair view and are free from material misstatement, whether due to fraud or error. These consolidated financial statements have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid. Circle, New Delhi, 110001, IndiaEmphasis of Matter 5. has been approved by the Holding Company's Board of Directors, has been prepared on the basis of the consolidated annual audited financial statements. Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the consolidated net profit or loss after tax and other comprehensive income, and other financial information of the Group in accordance with the accounting principles generally accepted in India, including the Ind AS 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. for ensuring accuracy of records including financial information considered necessary for the preparation of the Statement. Further, in terms of the provisions of the Act, the respective Board of Directors / management of the companies included in the Group, covered under the Act, are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively, for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statemets, that give a true and fair view and are free from material misstatement, whether due to fraud or error. These consolidated financial statements have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.
1. In preparing the Statement, the respective Board of Directors of the companies included in the Group, are responsible for assessing the ability of the Group, 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 Group or to cease operations, or has no realistic alternative but to do so. 6. In preparing the Statement, the respective Board of Directors of the companies included in the Group, are responsible for assessing the ability of the Group, 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 Group or to cease operations, or has no realistic alternative but to do so.
1. The respective Board of Directors of the companies included in the Group, are responsible for overseeing the financial reporting process of the companies included in the Group. 7. The respective Board of Directors of the companies included in the Group, are responsible for overseeing the financial reporting process of the companies included in the Group.

Auditor's Responsibilities for the Audit of the Statement

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is 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 Standards on Auditing, specified under Section 143(10) of the Act, 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 this Statement. 8. Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing, specified under Section 143(10) of the Act, 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 this Statement.

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Chartered Accountants Chartered Accountants

Route Mobile Limited Route Mobile Limited

1. As part of an audit in accordance with the Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the Statement, 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. Identify and assess the risks of material misstatement of the Statement, 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 on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Holding 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 made by the management. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management. Conclude on the appropriateness of management use of the going concern basis of accounting and,
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 events or conditions that may cast significant doubt on the ability of the Group, to continue as a going 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 Statement 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 to cease to continue as a going concern. Circle, New Delhi, 110001, India9. As part of an audit in accordance with the Standards on Auditing, we exercise professional judgment and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group, to continue as a going concern. If the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our future events or conditions may cause the Group to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation. Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial statements of the entities within the Group, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Statement, of which we are the independent auditors. For the other entities included in the Statement, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. Obtain sufficient appropriate audit evidence regarding the financial statements of the entities within the Group, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Statement, of which we are the independent auditors. For the other entities included in the Statement, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.
1. We communicate with those charged with governance of the Holding Company and such other entity included in the Statement, 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. 10. We communicate with those charged with governance of the Holding Company and such other entity included in the Statement, 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.
1. 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. 11. 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.
1. We also performed procedures in accordance with SEBI Circular CIR/CFD/CMD1/44/2019 dated 29 March 2019, issued by the SEBI under Regulation 33 (8) of the Listing Regulations, to the extent applicable. 12. We also performed procedures in accordance with SEBI Circular CIR/CFD/CMD1/44/2019 dated 29 March 2019, issued by the SEBI under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Chartered Accountants Chartered Accountants

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer

Route Mobile Limited Independent Auditor's Report on Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) Route Mobile Limited Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Other Matters

We did not audit the annual financial statements/ annual consolidated financial statements of 19 subsidiaries included in the Statement, whose financial information reflects total assets of ₹ 38,986.65 lakhs as at 31 March 2021, total revenues of ₹ 50,864.39 lakhs, total net profit after tax of ₹ 4,639.70 lakhs, total comprehensive income of ₹ 4,642.39 lakhs, and cash flows (net) of ₹ 6,006.65 lakhs for the year ended on that date, as considered in the Statement. These annual financial statements/ annual consolidated financial statements have been audited by other auditors whose audit reports have been furnished to us by the management, and our opinion in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the audit reports of such other auditors, and the procedures performed by us as stated in paragraph 12 above. 13. We did not audit the annual financial statements/ annual consolidated financial statements of 19 subsidiaries included in the Statement, whose financial information reflects 38,986.65 lakhs as at 31 March 2021, 50,864.39 lakhs, 4,639.70 lakhs, total 4,642.39 lakhs 6,006.65 lakhs for the year ended on that date, as considered in the Statement. These annual financial statements/ annual consolidated financial statements have been audited by other auditors whose audit reports have been furnished to us by the management, and our opinion in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the audit reports of such other auditors, and the procedures performed by us as stated in paragraph 12 above.

Further, of these subsidiaries, 12 subsidiaries, are located outside India, whose annual financial statements/ annual consolidated financial statements have been prepared in accordance with accounting principles generally accepted in their respective countries, and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Holding Company's management has converted the financial statements / annual consolidated financial statements of such subsidiaries from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company's management. Our opinion, in so far as it relates to the balances and affairs of these subsidiaries, is based on the audit reports of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us. Circle, New Delhi, 110001, IndiaOther Matters Further, of these subsidiaries, 12 subsidiaries, are located outside India, whose annual financial statements/ annual consolidated financial statements have been prepared in accordance with accounting principles generally accepted in their respective countries, and which have been audited by other auditors under generally accepted auditing standards applicable in has converted the financial statements / annual consolidated financial statements of such subsidiaries from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by t management. Our opinion, in so far as it relates to the balances and affairs of these subsidiaries, is based on the audit reports of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.

Our opinion is not modified in respect of these matters with respect to our reliance on the work done by and the reports of the other auditors. Our opinion is not modified in respect of these matters with respect to our reliance on the work done by and the reports of the other auditors.

14. The Statement includes the consolidated financial results for the quarter ended 31 March 2021, being the balancing figures between the audited consolidated figures in respect of the full financial year and the published unaudited year-to-date consolidated figures up to the third quarter of the current financial year, which were subjected to limited review by us. 14. The Statement includes the consolidated financial results for the quarter ended 31 March 2021, being the balancing figures between the audited consolidated figures in respect of the full financial year and the published unaudited year-to-date consolidated figures up to the third quarter of the current financial year, which were subjected to limited review by us.

For Walker Chandiok & Co LLP For Walker Chandiok & Co LLP

Chartered Accountants Firm Registration No:001076N/N500013 Chartered Accountants Firm Registration No:001076N/N500013

Digitally signed by BHARAT BHARAT KOCHU SHETTY KOCHU SHETTY Date: 2021.05.18 15:01:15 +05'30'

Bharat Shetty Partner Membership No:106815 Bharat Shetty Partner Membership No:106815

UDIN:21106815AAAABM1145 UDIN:21106815AAAABM1145

Place: Mumbai Date: 18 May 2021 Place: Mumbai Date: 18 May 2021

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Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer

Chartered Accountants Chartered Accountants

Route Mobile Limited Independent Auditor's Report on Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) Route Mobile Limited Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Annexure 1

List of entities included in the Statement

Route Mobile Limited Sphere Edge Consulting India Private Limited Start Corp India Private Limited Cellent Technologies India Private Limited Route Connect Private Limited Call 2 Connect India Private Limited RouteSMS Solutions FZE (Consolidated) RouteSMS Solutions Nigeria Limited Route Mobile Pte. Ltd.- Singapore Route Mobile UK Limited 365Squared Limited Route Connect (Kenya) Limited Route Mobile (Bangladesh) Limited Route Mobile (Nepal) Private Limited Route Mobile Lanka (Private) Limited Route Mobile (Uganda) Limited Route Mobile Limited (Ghana) Route Mobile Malta Limited Route Mobile INC. Routesms Solutions Zambia Limited Spectrum Telecom FZE-LLC Circle, New Delhi, 110001, IndiaAnnexure 1 List of entities included in the Statement Route Mobile Limited Sphere Edge Consulting India Private Limited Start Corp India Private Limited Cellent Technologies India Private Limited Route Connect Private Limited Call 2 Connect India Private Limited RouteSMS Solutions FZE (Consolidated) RouteSMS Solutions Nigeria Limited Route Mobile Pte. Ltd.- Singapore Route Mobile UK Limited 365Squared Limited Route Connect (Kenya) Limited Route Mobile (Bangladesh) Limited Route Mobile (Nepal) Private Limited Route Mobile Lanka (Private) Limited Route Mobile (Uganda) Limited Route Mobile Limited (Ghana) Route Mobile Malta Limited Route Mobile INC. Routesms Solutions Zambia Limited Spectrum Telecom FZE-LLC

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Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer

ROUTE MOBILE LIMITED

Registered office 4th Dimension, 3rd Floor, Mind Space, Malad (West), Mumbai 400 064, Maharashtra, India

Corporate Identity Number: U72900MH2004PLC146323 , Website : www.routemobile.com

A. STATEMENT OF CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31 MARCH 2021

	(₹ in laths)
		Quarter endedYear ended
		31.03.2021	31.12.2020	31.03.2020	31.03.2021	31.03.2020
	Sr. No. Particulars	(Audited)	(Unaudited)	(Audited)	(Audited)	(Audited)
		(Refer note 3)		(Refer note 3)
1	Revenue
	Revenue from operations	36,243.98	38,484.36	26,576.37	140,617.48	95,625.28
		(60.91)
	Other income		867.88	5.52	1,597.92	1,184.89
	Total revenue	36,183.07	39,352.24	26,581.89	142,215.40	96,810.17

2	Expenses
	Purchases of messaging services	28,286.59	31,548.52	21,879.64	112,905.00	76,415.47
	Employee benefits expense	1,701.69	1,687.11	1,434.24	6,149.31	5,820.05
	Finance costs	44.35	44.38	145.19	275.59	486.81
	Depreciation and amortisation expense	639.37	653.17	613.45	2,575.49	2,267.91
	Other expenses	1,265.00	777.28	750.05	4,156.44	3,394.51
	Total expenses	31,937.00	34,710.46	24,822.57	126,061.83	88,384.75

3	Profit before exceptional item and tax (1-2)	4,246.07	4,641.78	1,759.32	16,153.57	8,425.42

4	Exceptional item - Service tax expense			13.41		1,489.09

5	Profit before tax (3-4)	4,246.07	4,641.78	1,745.91	16,153.57	6,936.33


6	Tax expense
	Current tax	740.69	917.14	156.13	2,977.92	1,082.53
	Deferred tax (credit)/charge	(42.09)	(37.39)	110.57	(99.37)	33.35
		698.60	879.75	266.70	2,878.55	1,115.88
7	Profit for the period (5-6)	3,547.47	3,762.03	1,479.21	13,275.02	5,820.45

8	Other comprehensive income
	(i) (a) Items that will not be reclassified to profit or loss	5.03	(5.03)	(18.50)	(10.06)	(29.27)
	(b) Tax (expense) / benefit on items that will not be reclassified to profit or loss	(0.59)	1.27	2.06	3.21	4.77

	(ii) (a) Items that will be reclassified to profit or loss	46.55	507.54	416.25	136.58	597.56
	(b) Tax (expense) / benefit on items that will be reclassified to profit or loss
	Total other comprehensive income (net of tax)	50.99	503.78	399.81	129.73	573.06

9	Total comprehensive income for the period (7+8)	3,598.46	4,265.81	1,879.02	13,404.75	6,393.51

10	Profit attributable to:
	Owners of the Holding Company	3,536.87	3,799.22	1,351.09	13,332.02	5,826.99
	Non-controlling interest	10.60	(37.19)	128.12	(57.00)	(6.54)

	Other comprehensive income attributable to:
	Owners of the Holding Company	51.73	501.05	389.97	122.00	595.33
	Non-controlling interest	(0.74)	2.73	9.84	7.73	(22.27)

	Total comprehensive income attributable to:
	Owners of the Holding Company	3,588.60	4,300.27	1,741.06	13,454.02	6,422.32
	Non-controlling interest	9.86	(34.46)	137.96	(49.27)	(28.81)

11	Paid-up equity share capital (face value of ₹ 10/- each)	5,771.36	5,735.71	5,000.00	5,771.36	5,000.00

12	Other equity (excluding revaluation reserve ₹ Nil)				59,440.74	21,938.43

13	Earnings per share (face value of ₹ 10/- each) (not annualised) ( ₹ )
	Basic	6.17	6.66	2.70	24.76	11.65
	Diluted	5.64	6.66	2.70	24.23	11.65

B. SEGMENT RESULT FOR THE QUARTER AND YEAR ENDED 31 MARCH 2021

					(₹ in lakhs)
	Quarter ended			Year ended
Particulars	3103.2021(Audited)(Refer note 3)	31.12.2020(Unaudited)	31.03.2020(Audited)(Refer note 3)	31.03.2021(Audited)	31.03.2020(Audited)
Segment revenue
-India	13,863.85	13,359.88	13,965.07	53,032.79	48,649.57
-Dubai	4,444.59	4,761.55	5,262.01	18,180.02	18,894.70
-United Kingdom	23,141.45	26,827.98	14,092.53	94,977.32	45,449.19
-Nigeria	2,996.64	3,358.14	1,808.39	10,697.72	6,314.29
-Others	771.72	1,007.84	1,002.55	5,271.75	10,789.35
-Inter-segment revenue	(8,974.27)	(10,831.03)	(9,554.18)	(41,542.12)	(34,471.82)
Total Revenue from operations	36,243.98	38,484.36	26,576.37	140,617.48	95,625.28
Segment Results
-India	956.46	555.25	355.37	2,467.92	919.68
-Dubai	684.40	674.15	889.49	1,842.97	1,622.59
-United Kingdom	2,147.37	1,938.33	45.69	8,240.10	2,685.53
-Nigeria	268.69	528.37	51.05	1,192.31	520.96
-Others	288.34	180.19	367.75	1,074.02	1,954.28
-Inter-segment revenue	6.07	(58.01)	189.64	13.92	24.30
Segmental results before other income, finance costs,exceptional item and tax	4,351.33	3,818.28	1,898.99	14,83124	7,727.34

Add : Other income	(60.91)	867.88	5.52	1,597.92	1,184.89
Less : Finance costs	44.35	44.38	145.19	275.59	486.81
Profit before exceptional item and tax	4,246.07	4,641.78	1,759.32	16,153.57	8,425.42
Less : Exceptional item- Service tax expense		-	13.41	-	1,489.09
Profit before tax	4,246.07	4,641.78	1,745.91	16,153.57	6,936.33
Segment assets (including of NCI)
-India	65,726.75	66,004.73	40,384.99	65,726.75	40,384.99
-Dubai	25,174.47	24,438.94	20,554.09	25,174.47	20,554.09
-United Kingdom	63,362.10	64,503.24	42,811.57	63,362.10	42,811.57
-Nigeria	3,653.21	3,372.07	1,706.09	3,653.21	1,706.09
-Others	15,105.32	16,874.26	16,504.85	15,105.32	16,504.85
-Inter-segment Assets	(70,813.04)	(76,626.84)	(59,408.35)	(70,813.04)	(59,408.35)
	102,208.81	98,566.40	62,553.24	102,208.81	62,553.24
Segment liabilities (including of NCI)
-India	29,082.30	31,087.19	32,030.07	29,082.30	32,030.07
-Dubai	10,941.93	11,083.78	8,408.02	10,941.93	8,408.02
-United Kingdom	42,997.81	46,424.13	32,295.79	42,997.81	32,295.79
-Nigeria	2,119.51	2,015.70	885.16	2,119.51	885.16
-Others	5,167.68	6,758.03	6,246.38	5,167.68	6,246.38
-Inter-segment liabilities	(53,046.10)	(59,202.31)	(44,033.46)	(53,046.10)	(44,033.46)
	37,263.13	38,166.52	35,831.96	37,263.13	35,831.96

C. Consolidated Balance Sheet

		(₹ in lakhs)
	As at
Particulars	31.03.2021	3103.2020
	(Audited)	(Audited)
Assets
Non-current assets
Property, plant and equipment	2,114.03	2,242.23
Right-of-use assets	1,566.10	965.94
Capital work-in-progress	105.49
Goodwill	9,025.01	8,445.20
Other Intangible assets	6,578.57	5,908.64
Financial assets
Other financial assets	3,167.44	1,619.56
Deferred tax assets (net)	464.97	382.42
Non-current tax assets (net)	1,433.85	1,828.06
Other non-current assets	778.56	751.78
	25,234.02	22,143.83
Current assets
Financial assets
Investments	1,280.18	1,189.80
Trade receivables	21,730.29	20,369.94
Cash and cash equivalents	26,998.97	6,151.87
Other bank balances	19,766.47	4,112.33
Other financial assets	2,455.18	1,064.26
Other current assets	4,743.70	7,521.21
	76,974.79	40,409.41
Total assets	102,208.81	62,553.24

Equity and liabilities
Equity
Equity share capital	5,771.36	5,000.00
Other equity	59,440.74	21,938.43
Equity attributable to owners of the Holding Company	65,212.10	26,938.43
Non-controlling interest	(266.42)	(217.15)
Total equity	64,945.68	26,721.28

Liabilities
Non-current liabilities
Financial liabilities
Borrowings	340.91	371.20
Lease liabilities	1,117.73	562.42
Provisions	273.96	223.23
Deferred tax liabilities (net)	29.72	50.82
	1,762.32	1,207.67
Current liabilities
Financial liabilities
Borrowings		3,735.56
Lease liabilities	481.97	588.42
Trade payables
-Total outstanding dues of micro enterprises and small enterprises	5.05
-Total outstanding dues of creditors other than micro enterprises and small enterprises
	23,843.82	18,122.81
Other current financial liabilities	4,464.41	8,802.62
Provisions	50.96	82.48
Current tax liabilities (net)	4,082.78	2,438.30
Other current liabilities	2,571.82	854.10
	35,500.81	34,624.29
Total equity and liabilities	102,208.81	62,553.24

D. Consolidated Statement of Cash flows

			(₹ in lakhs)
	Particulars	Year ended31.03.2021	Year ended31.03.2020
		(Audited)	(Audited)
	CASH FLOW FROM OPERATING ACTIVITIES
	Profit before tax	16,153.57	6,936.33
	Adjustments for :
	Financial asset measured at amortised cost (net)	0.10	0.10
	Depreciation and amortisation expenseAdvances and trade receivable written off	2,575.49211.08	2,267.9167.65
	Interest income on fixed deposits	(788.56)	(265.27)
	Interest on income tax refund	(68.09)	(3.70)
	Fair value changes of contingent consideration		(241.92)
	Provision for doubtful debts and advances	98.13	91.15
	Provision for doubtful debts written back	(20.75)
	Interest on borrowings from bank	164.47	281.37
	Interest on lease liabilities	78.61	142.17
	Other borrowing cost	21.21	8.18
	Unrealised foreign exchange loss	100.83	73.30
	Net gain arising on fmanrial assets designated as FVTPL	(90.38)	(123.25)
	Stamp duty charges	158.13
	Loss on derivative transaction		4.54
	Mark to market of derivative financial instruments	(118.68)	116.11
	Liabilities no longer payable, written back	(33.00)	(301.39)
	Gain on extinguishment of lease liabilities (net)	(41.13)
	Operating profit before working capital changes	18,401.03	9,053.28
	Adjustments for working capital
	(Increase) in trade receivables	(1,515.35)	(5,698.87)
	(Increase) in financial assets and other assets	(139.17)	(4,238.47)
	Increase in trade payables, provisions and other liabilities	7,928.65	12,524.57
	Cash generated from operating activities	24,675.16	11,640.51
	Direct taxes paid (net)	(1,732.00)	(1,792.96)
	Net cash generated from operations (A)	22,943.16	9,847.55
B	CASH FLOW FROM INVESTING ACTIVITIES
	Purchase of property, plant and equipment and intangible assets including Capital work-inprogress	(766.31)	(723.78)
	Payment of purchase consideration on TeleDNA acquisition	(1,200.00)
	Payment for acquisition of subsidiary	(5,255.84)	(1,967.52)
	Fixed deposits (placed)/matured (net)	(15,899.17)	2,508.42
	Interest received	515.99	205.43
	Net cash (used in) / generated from investing activities (B)	(22,605.33)	22.55
C	CASH FLOW FROM FINANCING ACTIVITIES
	Repayment of non-current borrowings	(33.21)	(11.00)
	Dividend paid (including Dividend distribution tax)		(1,654.16)
	Repayment of current borrowings (net)	(3,735.56)	(3,580.73)
	Share issue expenses	(828.58)	(501.07)
	Proceeds from issue of equity shares on public offer	24,000.00
	Proceeds from issue of equity shares on exercise of employee stock options	2,603.84
	Payment of interest portion of lease liabilities	(78.61)	(142.17)
	Payment of principal portion of lease liabilities	(624.85)	(570.52)
	Interest paid	(206.09)	(275.62)
	Net cash generated from / (used in) financing activities (C)	21,096.94	(6,735.27)
D	Currency fluctuations arising on consolidation (D)	(727.21)	76.98
	Net increase in cash and cash equivalents (A+B+C+D)	20,707.56	3,211.81
	Cash and cash equivalents at the beginning of the period	6,151.87	2,940.06
	Effect of currency fluctuations on cash and cash equivalents	139.54
	Cash and cash equivalents at the end of the period	26,998.97	6,151.87
	Cash and cash equivalents as per consolidated financial statements	26,998.97	6,151.87

Note:

The Consolidated statement of cash flows has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS) 7, 'Statement of Cash Flows'.

Notes (A to D):

1. The Statement of Route Mobile Limited ('the Holding Company) and its subsidiaries (referred to as 'the Group) has been prepared in accordance with the recognition and measurement principles of applicable Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended), as prescribed under Section 133 of the Companies Act, 2013.
1. The consolidated financial results were reviewed and recommended by the Audit Committee and were thereafter approved by the Board of Directors at their respective meetings held on 18 May 2021. There are no qualifications in the audit report issued for the year ended 31 March 2021.
1. The figures for the quarter ended 31 March 2021 represent the balancing figures between audited figures in respect of the full financial year and those published till the third quarter of the financial year, which were subjected to a limited review by statutory auditors.

The figures for the quarter ended 31 March 2020 represent the balancing figures between audited figures in respect of the full financial year and the audited year to date figures upto the third quarter of the financial year.

The Holding Company has completed its Initial Public Offering (IPO) of 17,142,856 equity shares of face value of ₹ 10 each at an issue price of ₹ 350 per equity share, consisting of fresh issue of 6,857,142 equity shares and an offer for sale of 10,285,714 equity shares by the selling shareholders. The equity shares of the Holding Company were listed on BSE limited and National Stock Exchange of India Limited on 21 September 2020.

The utilisation of IPO proceeds is summarised below :

			(₹ in lakhs)
Particulars	Objects of theissue as per the- Prospectus	Utilisation upto31.032021	Unutilisedamounts as on31.03.2021
Repayment or pre-payment, in full or part, of certain borrowings of the	3,650.00	3,650.00
Holding Company
Acquisitions and other strategic initiatives	8,300.00	4,084.80	4,215.20
Purchase of office premises in Mumbai	6,500.00		6,500.00
General corporate purposes (including IPO related expenses apportioned	5,550.00	1,784.19	3,765.81
to the Holding Company)
Net utilisation	24,000.00	9,518.99	14,481.01

MO proceeds which remain unutilised as at 31 March 2021 were temporarily invested/parked in deposits with scheduled commercial banks, current account and in monitoring agency account.

5) During the quarter ended 30 September 2020, the Holding Company had completed acquisition of a division, comprising intellectual property (software) and related customer contracts, of TeleDNA Communications Private Limited (TDNA), a Bengaluru based Company specializing in development of telecom related solutions, under slump sale arrangement for total consideration of ₹ 1,200 lakhs. The following table presents the purchase price allocation :-

Description	Purchase priceallocation(₹ in lakhs)
Net assets	16.23
Customer related intangibles	651.00
Intellectual properties (software)	388.00
Non-compete	38.00
Goodwill	106.77
Total purchase price	1,200.00

6) During the quarter ended 31 March 2021 and 31 December 2020, the Holding Company has allotted 356,441 and 500,000 fully paidup equity shares of face value of ₹ 10 each respectively, pursuant to exercise of stock options vested with eligible employees, which are administered through Route Mobile Employee Welfare Trust (an ESOP Trust) under Route Mobile Limited Employee Stock Option Plan 2017 (ESOP Scheme).

Notes (A to D):

1. The Holding Company, its subsidiaries, step down subsidiaries predominantly operate within a single business segment. The Chief Operating Decision Maker (CODM) evaluates the Group's performance on the basis of geographical location of the operations carried out by the Holding Company, its subsidiaries and step down subsidiaries.
1. There are certain delays in payment of foreign currency payables and receipt of foreign currency receivables within the group as at 31 March 2021, outstanding beyond the timelines stipulated vide FED Master Direction No. 17/2016-17 and the FED Master Direction No. 16/2015-16 respectively, read with RBI circulars RBI/2019-20/242 No.33 dated 22 May 2020 and RBI/2019-20/206 No.27 dated 1 April 2020 respectively, under the Foreign Exchange Management Act, 1999. The management of the Holding Company is in the process of filing necessary applications seeking set off of receivables and payables and condonation of delays with the appropriate authorities for regularizing these defaults. Pending conclusion of the aforesaid matter, the amount of fine/penalty, if any, that may be levied, is not ascertainable and accordingly, the accompanying Statement do not include any adjustments that may arise due to such fine/penalty.
1. In assessing the recoverability of receivables, investments and other assets, the Group has considered internal and external information up to the date of these consolidated financial results including credit reports and economic forecasts. The Group has performed sensitivity analysis on the assumptions used and based on the current indicators of future economic conditions, the Group expects to recover the carrying amount of these assets. The impact of the global health pandemic may be different from the estimate as at the date of these consolidated financial results and the Group will closely monitor any material changes to future economic conditions and respond accordingly.
1. The Board of Directors have recommended a final dividend of ₹ 2 per equity share (face value of Rs.10 each) for the year ended 31 March 2021, subject to necessary approval by the members in the ensuing Annual General Meeting of the Company.
11) Subsequent to Balance Sheet date, the Holding Company has entered into a share purchase agreement (SPA) dated 29 April 2021 to acquire Phonon Communications Private Limited ("Phonon"), a leading communications automation platform provider, for total consideration of ₹ 2,900 lakhs. The acquisition allows Route Mobile to leverage Phonon's supercharged customer experience platform and enable brands to deliver personalized experiences across digital touchpoints. The acquisition is subject to customary closing actions and internal approvals.

For and on behalf of the Board of Directors

SANDIPKUMA Digitally signed by SANDIPKUMAR CHANDRAKANT CRHANDRAKA GUPTA Date: 2021.05.18 NT GUPTA 14:48:46 +05'30' Sandipkumar Gupta Chairman

Place : Goa Date : 18 May 2021

Walker Chandiok & Co LLP Walker Chandiok & Co LLP

Independent Auditor's Report on Standalone Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Route Mobile Limited To the Board of Directors of Route Mobile Limited

Opinion Opinion

1. We have audited the accompanying standalone annual financial results ('the Statement') of Route Mobile Limited ('the Company') for the year ended 31 March 2021, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) (listing Regulations'), including relevant circulars issued by the SEBI from time to time. 1. Route Mobile Limited for the year ended 31 March 2021, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing including relevant circulars issued by the SEBI from time to time.
1. In our opinion and to the best of our information and according to the explanations given to us, the Statement: 2. In our opinion and to the best of our information and according to the explanations given to us, the Statement:
- (i) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations, and (i) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations, and
- (ii) gives a true and fair view in conformity with the applicable Indian Accounting Standards ('Ind AS') prescribed under Section 133 of the Companies Act, 2013 ('the Act'), read with relevant rules issued thereunder, and other accounting principles generally accepted in India, of the standalone net profit after tax and other comprehensive income and other financial information of the Company for the year ended 31 March 2021. (ii) gives a true thereunder, and other accounting principles generally accepted in India, of the standalone net profit after tax and other comprehensive income and other financial information of the Company for the year ended 31 March 2021.

Basis for Opinion Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (`SAs') 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 Statement 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 ('the !CAI') 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. 3. We conducted our audit in accordance with the Standards on Auditing Responsibilities for the Audit of the Statement section of our report. We are independent of the Company in accordance wit 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.

Emphasis of Matter

We draw attention to the matter stated in note 7 to the accompanying Statement which indicates delay in payment of foreign currency payables and receipt of foreign currency receivables to/from subsidiaries, aggregating to ₹6,104.63 lakhs and ₹1,078.80 lakhs, respectively, outstanding as on 31 March 2021 beyond the timelines stipulated vide FED Master Direction No. 17/2016-17 and FED Master Direction No. 16/2015-16, read with RBI circulars, RBI/2019-20/242 No.33 dated 22 May 2020 and RBI/2019-20/206 No.27 dated 1 April 2020 respectively, under the Foreign Exchange Management Act, 1999. The management of the Company is in the process of filing necessary applications seeking set-off of receivables and payables and condonation of delays with appropriate authorities for regularising these defaults. Pending conclusion of these matters, the management is of the view that the amount of fines/penalties, if any, that may be levied, are currently unascertainable but not expected to be material and accordingly, no consequential adjustments have been made to the accompanying Statement with respect to such delays/defaults. Our opinion is not modified in respect of this matter. 4. We draw attention to the matter stated in note 7 to the accompanying Statement which indicates delay in payment of foreign currency payables and receipt of foreign currency receivables to/from hs, respectively, outstanding as on 31 March 2021 beyond the timelines stipulated vide FED Master Direction No. 17/2016-17 and FED Master Direction No. 16/2015-16, read with RBI circulars, RBI/2019-20/242 No.33 dated 22 May 2020 and RBI/2019-20/206 No.27 dated 1 April 2020 respectively, under the Foreign Exchange Management Act, 1999. The management of the Company is in the process of filing necessary applications seeking set-off of receivables and payables and condonation of delays with appropriate authorities for regularising these defaults. Pending conclusion of these matters, the management is of the view that the amount of fines/penalties, if any, that may be levied, are currently unascertainable but not expected to be material and accordingly, no consequential adjustments have been made to the accompanying Statement with respect to such delays/defaults. Our opinion is not modified in respect of this matter.

Responsibilities of Management and Those Charged with Governance for the Statement Responsibilities of Management and Those Charged with Governance for the Statement

5. This Statement has been prepared on the basis of the standalone annual audited financial statements and has been approved by the Company's Board of Directors. The Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit or loss and other comprehensive income and other financial information of the Company in accordance with the accounting principles generally accepted in India, including Ind AS 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. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that gives a true and fair view and is free from material misstatement, whether due to fraud or error. Circle, New Delhi, 110001, IndiaEmphasis of Matter 5. This Statement has been prepared on the basis of the standalone annual audited financial Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit or loss and other comprehensive income and other financial information of the Company in accordance with the accounting principles generally accepted in India, including Ind AS 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. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
6. In preparing the Statement, the Board of Directors is 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. 6. 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.
7. The Board of Directors is also responsible for overseeing the Company's financial reporting process. 7.

Auditor's Responsibilities for the Audit of the Statement

8. Our objectives are to obtain reasonable assurance about whether the Statement as a whole is 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 Standards on Auditing, specified under Section 143(10) of the Act, 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 this Statement. 8. Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing, specified under Section 143(10) of the Act, 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 this Statement.
9. As part of an audit in accordance with the Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: 9. As part of an audit in accordance with the Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the Statement, 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. Identify and assess the risks of material misstatement of the Statement, 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.

Page 2 of 3 Page 2 of 3

Walker Chandiok & Co LLP is registered

Circle, New Delhi, 110001, India

Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer

Chartered Accountants Chartered Accountants

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Company has in place adequate internal financial controls with reference to financial statements and the operating effectiveness of such controls. internal financial controls with reference to financial statements and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
Conclude on the appropriateness of the management's 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 Company's ability to continue as a going 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 Statement 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 auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern. Circle, New Delhi, 110001, India Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Company has in place adequate accounting and, based on the audit evidence obtained, whether a material uncertainty exists continue as a going concern. If we conclude that a material uncertainty exists, we are required he related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation. Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.
1. 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. 10. We communicate with those charged with governance regarding, among other matters, the planned
1. 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. scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 11. 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.

Other Matter Other Matter

The Statement includes the financial results for the quarter ended 31 March 2021, being the balancing figures 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 subjected to limited review by us. 12. The Statement includes the financial results for the quarter ended 31 March 2021, being the balancing figures 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 subjected to limited review by us.

For Walker Chandiok & Co LLP For Walker Chandiok & Co LLP

Chartered Accountants Firm Registration No:001076N/N500013 Chartered Accountants Firm Registration No:001076N/N500013

BHARAT KOCHU SHETTY

Digitally signed by BHARAT KOCHU SHETTY Date: 2021.05.18 15:00:27 +05'30'

Bharat Shetty Partner Membership No:106815 Bharat Shetty Partner Membership No:106815

UDIN:21106815AAAABL8059 UDIN:21106815AAAABL8059

Place: Mumbai Date: 18 May 2021 Place: Mumbai Date: 18 May 2021

Page 3 of 3 Page 3 of 3

Chartered Accountants Chartered Accountants

ROUTE MOBILE LIMITED

Registered office : 4th Dimension, 3rd Floor, Mind Space, Malad (West), Mumbai 400 064, Maharashtra, India Corporate Identity Number: U72900MH2004PLC146323 , Website : www.routemobile.com

A. STATEMENT OF STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR YEAR ENDED 31 MARCH 2021

	(₹ in lakhs)
			Quarter ended		Year ended
		31.03.2021	31.12.2020	31.03.2020	31.03.2021	31.03.2020
	Sr. No. Particulars	(Audited)	(Unaudited)	(Audited)	(Audited)	(Audited)
		(Refer note 3)		(Refer note 3)
1	Revenue
	Revenue from operations	9,093.63	9,126.71	10,825.23	37,638.36	40,654.73
	Other Income	287.27	418.64	1,252.35	1,157.25	1,853.87
	Total revenue	9,380.90	9,545.35	12,077.58	38,795.61	42,508.60
2	Expenses
	Purchases of messaging services	6,818.19	7,490.00	9,225.42	30,565.68	35,472.10
	Employee benefits expense	787.23	772.71	548.99	2,890.43	2,257.57

	Finance costs	13.61	26.18	75.79	178.93	279.71
	Depreciation and amortisation expense	296.69	292.44	187.63	1,038.13	634.28
	Other expenses	543.78	230.64	429.19	1,145.71	1,517.67
	Total expenses	8,459.50	8,811.97	10,467.02	35,818.88	40,161.33

3	Profit before exceptional item and tax (1-2)	921.40	733.38	1,610.56	2,976.73	2,347.27
4	Exceptional item- Service tax expense			13.40		1,338.91
5	Profit before Tax	921.40	733.38	1,597.16	2,976.73	1,008.36

6	Tax expense
	Current tax	198.23	194.00	187.60	683.33	187.60
	Deferred tax (credit)/charge	24.97	(5.28)	143.83	60.89	66.07
		223.20	188.72	331.43	744.22	253.67
7	Profit for the period (5-6)	698.20	544.66	1,265.73	2,232.51	754.69

8	Other Comprehensive income
	Items that will not be reclassified to profit or loss
	Measurements of defined employee benefit plans	2.34	(5.03)	(8.17)	(12.75)	(18.94)
	Income tax relating to above item	(0.59)	1.27	2.06	3.21	4.77
	Total other comprehensive income (net of tax)	1.75	(3.76)	(6.11)	(9.54)	(14.17)
9	Total comprehensive income for the period (7+8)	699.95	540.90	1,259.62	2,222.97	740.52

10	Paid-up equity share capital (face value of ₹ 10/- each)	5,771.36	5,735.71	5,000.00	5,771.36	5,000.00
11	Other equity (excluding revaluation reserve ₹ Nil)				28,702.95	2,431.69
12	Earnings per share (face value of ₹ 10/- each) (not annualised)(₹)
	Basic (in ₹)	1.20	0.97	2.53	4.15	1.51
	Diluted (in ₹)	1.11	0.97	2.53	4.06	1.51

B. Standalone Balance Sheet

			(₹ in lakhs)
		As at
	Particulars	31.03.2021	31.03.2020
		(Audited)	(Audited)
I	Assets
	1 Non-current assets
	Property, plant and equipment	867.34	703.62
	Right-of-use assets	1,173.07	266.14
	Capital work-in-progress	105.49
	Goodwill	106.77
	Other Intangible assets	1,561.61	337.75
	Investments in subsidiaries	3,650.04	2,649.96
	Financial assets
	Loans	769.67
	Other financial assets	329.42	119.35
	Deferred tax assets (net)
	Non-current tax assets (net)	239.52	297.20
	Other non-current assets	1,194.93	1,480.78
		34.9310,032.79	736.626,591.42
	2 Current assets

	Financial assets
	Investments	1,280.18	1,189.80
	Trade receivables	9,829.79	11,179.82
	Cash and cash equivalents	12,927.11	2,292.75
	Other bank balances	19,268.05	3,602.31
	Loans	3,294.80	2,233.97
	Other current financial assets	2,122.03	886.76
	Other current assets	184.93	4,425.57
		48,906.89	25,810.98
	Total assets	58,939.68	32,402.40
II	Equity and liabilities
	1 Equity
	Equity share capital	5,771.36	5,000.00
	Other equity	28,702.95	2,431.69
		34,474.31	7,431.69

	Liabilities
	2 Non-current liabilities
	Financial liabilities
	Borrowings	12.79	18.78
	Lease liabilities	951.19	27.86
	Provisions	251.71	202.98
		1,215.69	249.62
	3 Current liabilities
	Financial liabilities
	Borrowings		3,735.56
	Lease liabilities	186.19	280.83
	Trade payables
	-Total outstanding dues of micro enterprises and small enterprises	5.05
	-Total outstanding dues of creditors other than micro enterprises and small	19,120.22	18,934.25
	enterprises
	Other current financial liabilities	2,024.94	1,364.08
	Provisions	46.37	77.99
	Other current liabilities	1,866.91	328.38
		23,249.68	24,721.09
	Total equity and liabilities	58,939.68	32,402.40

C. Standalone Statement of Cash flows

Year endedYear endedParticulars31 March 202131 March 2020A. CASH FLOW FROM OPERATING ACTIVITIESProfit before tax2,976.731,008.36Adjustments for :Financial asset measured at amortised cost(11.36)(14.91)1,038.13634.28Depreciation and amortisation expense21.9748.94Interest on lease liabilitiesAdvances and trade receivable written off10.9636.72Interest income on fixed deposits(763.54)(167.08)Interest income on loan to subsidiary companies(122.78)(165.84)Net gain arising on financial asset measured at FVTPL(90.38)(123.25)Interest on income tax refund(54.70)Provision for doubtful debts written back(20.75)Dividend received from Subsidiaries(1,093.15)Provision for doubtful debts and advances40.84Interest on borrowings from bank218.34137.21Other borrowing cost17.276.58Unrealised foreign exchange loss149.98456.66Loss on derivative transaction4.54Mark to market of derivative financial instruments(118.68)116.11Liabilities no longer payable, written back(4.71)Operating profit before working capital changes3,165.35799.91Adjustments for working capital:Decrease/(Increase) in trade receivables1,397.48Decrease/(Increase) in financial assets and other assets3,210.84Increase in trade payables, provisions and other liabilities1,973.578,587.81Cash generated from operating activities9,747.244,939.53Direct taxes paid (net)(397.48)Net cash generated from operating activities9,349.763,936.07B. CASH FLOW FROM INVESTING ACTIVITIESPurchase of property, plant and equipment and intangible assets including Capitalwork-in-progress(722.92)Payment of purchase consideration on TeleDNA acquisition(1,200.00)Fixed deposits placed(15,665.74)Loans given to Subsidiaries(2,884.80)Repayment of loans given to Subsidiaries1,430.97Dividend received from Subsidiaries1,093.15Interest received on loan to subsidiaries141.7691.21Interest received235.32109.66Net cash (used in) investing activities(20,146.93)C. CASH FLOW FROM FINANCING ACTIVITIESProceeds from issue of equity shares on public offer24,000.00Proceeds from issue of equity shares on exercise of employee stock options2,603.84Share issue expenses(853.96)(501.07)Repayment of non-current borrowings(7.47)(6.86)(174.91)(211.00)Interest paidPayment of interest portion of lease liability(21.97)(48.94)Payment of principal portion of lease liability(334.48)(315.57)(1,500.00)Dividend paid(154.16)Dividend distribution tax paid(Repayment of )/Proceeds from current borrowings (net)(3,735.56)1,846.95Net cash generated from/(used in) financing activities21,475.49(890.65)Net increase in cash and cash equivalents (A+B+C)10,678.321,911.93Opening balance of cash and cash equivalents2,292.75380.82Effect of currency fluctuations on cash and cash equivalents(43.96)Closing balance of cash and cash equivalents12,927.112,292.75Cash and cash equivalents as per financial statements2,292.7512,927.11		(₹ in lakhs)






















		(207.23)



		(1,495.43)
		(2,952.76)


		(1,003.46)




		(231.40)

		(3,080.63)
		(597.00)




		(1,133.49)




















	Note:

(i) Non-cash transactions :- Conversion of loan to subsidiary of ₹ 1,000.08 lakhs into 74,300 equity shares of ₹ 10 each. (ii) The standalone statement of cash flows has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS) 7, 'Statement of Cash Flows'.

Notes (A to C):

1. The Statement has been prepared in accordance with the recognition and measurement principles of applicable Indian Accounting Standards (Ind AS') notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended), as prescribed under Section 133 of the Companies Act, 2013.
1. The standalone financial results were reviewed and recommended by the Audit Committee and were thereafter approved by the Board of Directors at their respective meetings held on 18 May 2021. There are no qualifications in the audit report issued for the year ended 31 March 2021.
1. The figures for the quarter ended 31 March 2021 represent the balancing figures between audited figures in respect of the full financial year and those published till the third quarter of the financial year, which were subjected to limited review by statutory auditors.

The Company has completed its Initial Public Offering (IPO) of 17,142,856 equity shares of face value of ₹ 10 each at an issue price of ₹ 350 per equity share, consisting of fresh issue of 6,857,142 equity shares and an offer for sale of 10,285,714 equity shares by the selling shareholders. The equity shares of the Company were listed on BSE limited and National Stock Exchange of India Limited on 21 September 2020.

The utilisation of IPO proceeds is summarised below :

			(₹ in lakhs)
Particulars	Objects of the	Utilisation upto	Unutilised
	issue as per the	31.03.2021	amounts as on
	Prospectus		31.03.2021
Repayment or pre-payment, in full or part, of certain	3,650.00	3,650.00
borrowings of the Company
Acquisitions and other strategic initiatives	8,300.00	4,084.80	4,215.20
Purchase of office premises in Mumbai	6,500.00		6,500.00
General corporate purposes (including IPO related expenses	5,550.00	1,784.19	3,765.81
apportioned to the Company)
Net utilisation	24,000.00	9,518.99	14,481.01

IPO proceeds which remain unutilised as at 31 March 2021 were temporarily invested/parked in deposits with scheduled commercial banks, current account and in monitoring agency account.

5) During the quarter ended 30 September 2020, the Company had completed acquisition of a division, comprising intellectual property (software) and related customer contracts, of TeleDNA Communications Private Limited (TDNA), a Bengaluru based company specializing in development of telecom related solutions, under slump sale arrangement for total consideration of ₹ 1,200 lakhs. The following table presents the purchase price allocation :-

Description	Purchase priceallocation(₹ in lakhs)
Net assets	16.23
Customer related intangibles	651.00
Intellectual properties (software)	388.00
Non-compete	38.00
Goodwill	106.77
Total purchase price	1,200.00

6) During the quarter ended 31 March 2021 and 31 December 2020, the Company has allotted 356,441 and 500,000 fully paid-up equity shares of face value of ₹ 10 each respectively, pursuant to exercise of stock options vested with eligible employees, which are administered through Route Mobile Employee Welfare Trust (an ESOP Trust) under Route Mobile Limited Employee Stock Option Plan 2017 (ESOP Scheme).

Notes (A to C):

1. The outstanding balances as at 31 March 2021 include trade payables aggregating ₹ 6,104.63 lakhs and trade receivables aggregating ₹ 1,078.80 lakhs, to/from subsidiaries situated outside India. These balances are pending for settlement and have resulted in delays beyond the timeline stipulated by the FED Master Direction No. 17/2016-17 and the FED Master Direction No. 16/2015-16 respectively, read with RBI circulars RBI/2019-20/242 No.33 dated 22 May 2020 and RBI/2019-20/206 No.27 dated 1 April 2020 respectively under the Foreign Exchange Management Act, 1999. The management of the Company is in the process of filing necessary applications seeking set-off of receivables and payables and condonation of delays with the appropriate authorities for regularising these defaults. Pending conclusion of the aforesaid matters, the amount of fine/penalty, if any, that may be levied, is currently not ascertainable and accordingly, the accompanying Statement do not include any adjustments that may arise due to such fine/penalty.
8) In assessing the recoverability of receivables, investments and other assets, the Company has considered internal and external information up to the date of these standalone financial results including credit reports and economic forecasts. The Company has performed sensitivity analysis on the assumptions used and based on the current indicators of future economic conditions, the Company expects to recover the carrying amount of these assets. The impact of the global health pandemic may be different from the estimate as at the date of these standalone financial results and the Company will closely monitor any material changes to future economic conditions and respond accordingly.
9) In accordance with Ind AS 108, `Operating Segments', the Company has opted to present segment information along with the consolidated financial results of the Group.
10) The Board of Directors have recommended a final dividend of ₹ 2 per equity share (face value of Rs.10 each) for the year ended 31 March 2021, subject to necessary approval by the members in the ensuing Annual General Meeting of the Company.
11) Subsequent to Balance Sheet date, the Company has entered into a share purchase agreement (SPA) dated 29 April 2021 to acquire Phonon Communications Private Limited ("Phonon"), a leading communications automation platform provider, for total consideration of ₹ 2,900 lakhs. The acquisition allows Route Mobile to leverage Phonon's supercharged customer experience platform and enable brands to deliver personalized experiences across digital touchpoints. The acquisition is subject to customary closing actions and internal approvals.

For and on behalf of the Board of Directors

SANDIPKUMAR Digitally signed by SANDIPKUMAR CHAN DRA KAN CHANDRAKANT GUPTA T GUPTA Date: 2021.05.18 14:49:51 +0530'

Place : Goa Sandipkumar Gupta

Date : 18 May 2021 Chairman

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Route Mobile Limited — Earnings Release 2021

61371_rns_2021-05-18_8da65c89-0ff2-4ee5-a0f2-3b0f07ad5aeb.pdf

Sub: Outcome of Board Meeting held on May 18.2021 Sub: Outcome of Board Meeting held on May 18, 2021

Walker Chandiok & Co LLP Walker Chandiok & Co LLP

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About Walker Chandiok & Co LLP About Walker Chandiok & Co LLP

To the Board of Directors of Route Mobile Limited (as amended) To the Board of Directors of Route Mobile Limited

Opinion Opinion

Basis for Opinion Basis for Opinion

Emphasis of Matter

Responsibilities of Management and Those Charged with Governance for the Statement Responsibilities of Management and Those Charged with Governance for the Statement

Auditor's Responsibilities for the Audit of the Statement

Route Mobile Limited Route Mobile Limited

Other Matters

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UDIN:21106815AAAABM1145 UDIN:21106815AAAABM1145

Annexure 1

List of entities included in the Statement

ROUTE MOBILE LIMITED

Corporate Identity Number: U72900MH2004PLC146323 , Website : www.routemobile.com

A. STATEMENT OF CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31 MARCH 2021

B. SEGMENT RESULT FOR THE QUARTER AND YEAR ENDED 31 MARCH 2021

C. Consolidated Balance Sheet

D. Consolidated Statement of Cash flows

Notes (A to D):

The utilisation of IPO proceeds is summarised below :

Notes (A to D):

For and on behalf of the Board of Directors

To the Board of Directors of Route Mobile Limited To the Board of Directors of Route Mobile Limited

Opinion Opinion

Basis for Opinion Basis for Opinion

Emphasis of Matter

Responsibilities of Management and Those Charged with Governance for the Statement Responsibilities of Management and Those Charged with Governance for the Statement

Auditor's Responsibilities for the Audit of the Statement

Other Matter Other Matter

For Walker Chandiok & Co LLP For Walker Chandiok & Co LLP

UDIN:21106815AAAABL8059 UDIN:21106815AAAABL8059

A. STATEMENT OF STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR YEAR ENDED 31 MARCH 2021

B. Standalone Balance Sheet

C. Standalone Statement of Cash flows

Notes (A to C):

The utilisation of IPO proceeds is summarised below :

Notes (A to C):

More from Route Mobile Limited

Route Mobile Limited Earnings Release 2021