Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Sonata Software Ltd. Annual Report 2023

May 13, 2023

60845_rns_2023-05-13_1129ca82-6cb3-4d56-954d-69528f4e8ad6.pdf

Annual Report

Open in viewer

Opens in your device viewer

13" May, 2023

National Stock Exchange of India Limited BSE Limited Exchange Plaza, Bandra Kurla Complex, Mumbai P.J. Towers, Dalal Street, Mumbai Kind Attn: Manager, Listing Department Kind Attn: Manager, Listing Department Stock Code —- SONATSOFTW Stock Code - 532221

Dear Sir/Madam,

SUB: OUTCOME OF BOARD MEETING REF: DISCLOSURE UNDER REGULATION 30 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

We wish to inform you that at the meeting of Board of Directors of the Company held today i.e. 13" May 2023, the Board, inter-alia, considered and approved the following:

  • a. Audited Financial Results of the Company (standalone and consolidated) for quarter and year ended 315t March, 2023. The said results in the prescribed format along with Independent Auditors' Report are enclosed herewith.
  • b. Independent Auditors' Report on the Audited Financial Results of the Company (standalone and consolidated) for the financial year ended 31°t March, 2023 is with unmodified opinion and the declaration in this regard is enclosed.

Further, the Board of Directors have also:

c. Recommended a Final Dividend of Rs. 8.75/- per Equity share (875% on par value Re. 1/-) for the financial year ended 31°%t March, 2023 and the Final Dividend is payable subject to the approval of shareholders at the ensuing Annual General Meeting (AGM). The dividend, subject to the approval of shareholders, will be dispatched / credited within 30 days from the date of ensuing AGM. We shall inform you in due course the date on which the 28" Annual General Meeting of the Company will be held.

The meeting commenced at 9:15 a.m. and concluded at 10:15 a.m. Also note that the aforesaid information will be available on our website www.sonata-software.com.

Kindly take the same on record.

Thanking you,

Yours faithfully, For Sonata Software Limited

Mangal Kulkarni Company Secretary, Compliance Officer and Head Legal

Encl.: As above

Registered Office: 208, T V Industrial Estate, 2"4 Floor, S K Ahire Marg, Worli, Mumbai — 400 030 email: [email protected] Corporate Office: APS Trust Building, Bull Temple Road, N. R. Colony, Bangalore - 560 004, India Tel: +91 80 6778 1999 | Fax: +91 80 2661 0972 | CIN: L72200MH1994PLC082110

Sonata Software Limited - SSL Website: www.sonata-software.com

Chartered Accountants

Embassy Golf Links Business Park, Pebble Beach, B Block, 3rd Floor, No. 13/2, off Intermediate Ring Road. Bengaluru 560 071 India Tel: +91 80 4682 3000 Fax: +91 80 4682 3999

Independent Auditors Report

To the Board of Directors of Sonata Software Limited Report on the audit of the Standalone Annual Financial Results

Opinion

We have audited the accompanying standalone annual financial results of Sonata Software Limited (hereinafter referred to as the "Company") for the year ended 31 March 2023, 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:

  • are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this $\mathbf{a}$ regard; and
  • give a true and fair view in conformity with the recognition and measurement principles laid down in $b1$ the applicable Indian Accounting Standards, and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information for the year ended 31 March 2023.

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

Registered Office:

S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a
mited 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

Sonata Software Limited

of the Listing Regulations. The respective Management and Board of Directors of the company are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safequarding 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 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 is/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:

  • 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.
  • 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 standalone annual financial results made by the Management and Board of Directors
  • Conclude on the appropriateness of the Management 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.
  • 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

Page 2 of 3

B S R & Co. LLP

Independent Auditor's Report (Continued)

Sonata Software Limited

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.

Other Matters

The standalone annual financial results of the Company for the year ended 31 March 2022 were a. audited by the predecessor auditor.

The predecessor auditor had expressed an unmodified opinion on 29 April 2022.

$b.$ The standalone annual financial results include the results for the quarter ended 31 March 2023 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

Amrit Bhansali Partner Membership No.: 205385 UDIN:23065155BGYPRR6807

Bengaluru 13 May 2023

Registered Office: 208, T.V. Industrial Estate, S.K. Ahire Marg, Worli, Mumbai - 400 030

Corporate Office: 1/4, A.P.S Trust Building, Bull Temple Road, N.R. Colony, Bangalore - 560 019

CIN - L72200MH1994PLC082110

www.sonata-software.com, Tel : +91-080-67781999 Fax : +91-080-26601387, [email protected]

Part I ₹ in lakhs, except per share data

Statement of audited standalone financial results for the quarter and year ended March 31, 2023

Quarter ended Year ended
Sl No. Particulars March 31, 2023 December 31, 2022 March 31, 2023
March 31, 2022
(Refer Note 9) (Unaudited) March 31, 2022
(Refer Note 9)
(Audited) (Audited)
1 Revenue from operations 23,198 23,317 19,437 92,086 75,814
2 Other income (Refer Note 5) 4,820 4,362 1,410 15,968 16,424
3 Total Revenue (1 + 2) 28,018 27,679 20,847 108,054 92,238
4 Expenses
(a) Purchases of stock-in-trade 2,608 2,028 1,741 10,219 9,453
(b) Changes in inventories of stock-in-trade - - 54 17 15
(c) Employee benefits expense 15,247 13,987 11,487 54,350 41,499
(d) Finance costs 153 173 196 696 878
(e) Depreciation and amortization expense 471 486 437 1,851 1,755
(f) Other expenses 5,039 3,482 2,822 14,504 10,615
Total expenses 23,518 20,156 16,737 81,637 64,215
5 Profit before tax (3 - 4) 4,500 7,523 4,110 26,417 28,023
6 Tax expense
(1) Current tax 335 1,135 1,057 3,958 4,197
(2) Deferred tax 665 (81) (110) 422 307
7 Profit for the period (5 - 6) 3,500 6,469 3,163 22,037 23,519
8 Other comprehensive income
1 (a) Remeasurement of the defined benefit plans (446) 81 (434) (463) (933)
(b) Income tax relating to Items that will not be reclassified to profit/(loss) 74 (13) 76 77 149
2 Items that will be reclassified to profit or (loss)
(a) Exchange differences in translating the financial statements of foreign
operations 6 108 (17) (5) (14)
(b) Fair value changes on derivatives designated as cash flow hedge, net 514 (470) (150) (1,117) 201
(c) Income tax relating to Items that will be reclassified to profit/(loss) (67) 47 24 186 (30)
Total 81 (247) (501) (1,322) (627)
9 Total Comprehensive Income for the period (7 + 8) 3,581 6,222 2,662 20,715 22,892
10 Paid-up equity share capital (Face Value ₹ 1/-) 1,387 1,387 1,039 1,387 1,039
11 Other equity (Refer Note 8) 53,973 56,136 56,136 53,973 56,136
12 Earnings per equity share (of ₹ 1/- each) (Refer Note 6 & 7)
(a) Basic 2.48 4.67 2.28 15.89 16.97
(b) Diluted 2.52 4.67 2.28 15.89 16.96
See accompanying notes to the standalone financial results

Registered Office: 208, T.V. Industrial Estate, S.K. Ahire Marg, Worli, Mumbai - 400 030

Corporate Office: 1/4, A.P.S Trust Building, Bull Temple Road, N.R. Colony, Bangalore - 560 019

CIN - L72200MH1994PLC082110

www.sonata-software.com, Tel : +91-080-67781999 Fax : +91-080-26601387, [email protected]

As at
As at
Particulars
Sl No.
March 31, 2023
March 31, 2022
ASSETS
1
NON-CURRENT ASSETS
(a) Property, plant and equipment
2,265
1,010
3,058
(b) Right-of-use assets
5,734
2
(c) Capital work-in-progress
1
282
(d) Goodwill
282
(e) Financial assets
6,291
(i) Investments
6,389
1,711
(ii) Other financial assets
1,761
1,353
(f) Deferred tax assets (net)
1,512
7,500
(g) Income tax assets (net)
5,047
124
(h) Other non-current assets
105
22,586
21,841
2
CURRENT ASSETS
(a) Financial assets
2,084
(i) Investments
7,900
30,752
(ii) Trade receivables
15,283
4,931
(iii) Cash and cash equivalents
27,848
14,416
(iv) Bank balances other than (iii) above
2,272
664
(v) Other financial assets
4,108
4,806
(b) Other current assets
1,077
57,653
58,488
TOTAL - ASSETS
80,239
80,329
EQUITY AND LIABILITIES
3
EQUITY
1,387
(a) Equity share capital
1,039
53,973
(b) Other equity
56,136
55,360
57,175
LIABILITIES
4
NON-CURRENT LIABILITIES
Financial liabilities
2,468
Lease liabilities
5,283
661
Other financial liabilities
-
3,129
5,283
5
CURRENT LIABILITIES
(a) Financial liabilities
Borrowings
62
Trade payables
Total outstanding dues of micro enterprises and small enterprises
157
39
Total outstanding dues of creditors other than micro enterprises and small enterprises
10,709
10,013
Lease liabilities
1,583
1,862
Other financial liabilities
2,391
978
(b) Other current liabilities
3,572
1,679
(c) Provisions
1,267
1,228
(d) Current tax liabilities (net)
2,009
2,072
21,750
17,871
TOTAL - EQUITY AND LIABILITIES
80,239
80,329
( ₹ in lakhs)
Standalone Balance Sheet
Standalone Cash Flow Statement
(₹ in Lakhs)
For the year ended
Particulars March 31, 2023 March 31, 2022
(Audited) (Audited)
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit before tax 26,417 28,023
Adjustments for :
Depreciation and amortization expense 1,851 1,755
Finance costs 696 865
Impairment loss/(gain) recognised on trade receivable
Provisions/ liabilities no longer required written back
28
(85)
(300)
(1,264)
Lease payment concessions - (138)
Interest income (1,345) (1,440)
Dividend income from long-term investments in subsidiaries (13,075) (10,808)
(Gain) / loss on sale of fixed assets / scrapped 19 -
Net (gain) on investments carried at fair value through profit and loss (559) (309)
Gain on termination of lease (466) -
Expenses/(gain) on employee stock based compensation 679 34
Exchange (gain)/loss on revaluation of investments (53) 31
Net unrealized foreign exchange (gain)/loss 97 (52)
Operating profit before working capital changes 14,204 16,397
Changes in operating assets and liabilities:
Trade receivables (14,208) 3,642
Inventories 17 15
Other financial assets-current 18 114
Other financial assets non-current 8 14
Other non-current assets (19) 307
Other current assets (2,777) 485
Other financial liabilities non-current 661 -
Trade payables 1,113 1,959
Other financial liabilities 459 226
Other current liabilities
Provisions
1,500
39
(2,749)
(206)
Net cash flow from operations 1,015 20,204
Direct taxes/advance tax paid (net) (6,474)
(5,459)
(4,977)
Net cash flow from operating activities (A) 15,227
Net cash from operating activities after exceptional items
B. CASH FLOW FROM INVESTING ACTIVITIES
Acquisition of property, plant and equipment including capital work-in-progress and capital
advances (1,782) (373)
Acquisition of subsidiary - (893)
Purchase of non-current investments - (356)
Purchase of current investments
Proceeds from sale of current investments
(52,618)
59,037
(41,041)
38,071
Investment in bank deposits (12,144) (224)
Interest received 2,142 850
Dividend received from subsidiary 13,075 10,808
Inter corporate deposit to subsidiary (net) - 180
Net cash flow from investing activities (B) 7,710 7,022
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings from banks (net) 62 -
Payment of lease liabilities
Payment of dividend
(1,875) (1,719)
Proceeds from issue of shares on exercise of employee stock options (23,240)
2
(18,692)
-
Interest paid. (25) (37)
Net cash flow used in financing activities (C) (25,076) (20,448)
Net increase/(decrease) in Cash and cash equivalents (A+B+C) (22,825) 1,801
Opening Cash and cash equivalents
Exchange difference on translation of foreign currency Cash and cash equivalents. 27,848
(92)
26,040
7
Closing Cash and cash equivalents 4,931 27,848
-
Cash and cash equivalents at the end of the period comprises:
Balances with banks
In current accounts 771 702
In EEFC accounts 185 995
In demand deposit accounts 3,975
4,931
26,151
27,848

Notes :Notes:

  • 1 The statutory auditors, B S R & Co. LLP have reviewed the standalone finacial results for the quarter and audited for the year ended March 31, 2023. Amounts for the quarter ended March 31, 2022 were reviewed by predecessor auditors and amounts for the year ended March 31, 2022 were audited by predecessor auditors, Deloitte Haskins & Sells LLP. The information presented above is prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016. These audited standalone financial results thereafter have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on May 13, 2023.
  • The above audited standalone financial results are filed with Stock Exchanges under Regulation 33 of the SEBI (Listing and Other Disclosure Requirements) Regulations, 2015 and are available on the Stock Exchange websites, www.nseindia.com and www.bseindia.com, and on the Company's website, www.sonata-software.com.
  • 2 The Company also publishes audited consolidated financial results in addition to audited standalone financial results. In accordance with Ind AS 108 Operating Segments, the Company has disclosed the segment information in the audited consolidated financial results.
  • 3 The Board of Directors at their Meeting held on 24th January, 2023, have approved the appointment of Mr. Samir Dhir, as Managing Director & CEO (formerly Whole time Director & CEO) of the Company and Mr. Srikar Reddy, as Executive Vice Chairman (formerly Managing Director & CEO) w.e.f. 14th February, 2023.
  • 4 The Board of Directors recommended a final dividend of Rs 8.75 /- (875% on par value of Rs 1/-) per equity share for the financial year ended March 31, 2023. The payment is subject to the approval of the shareholders in the ensuing Annual General Meeting of the Company.
  • 5 Other income for the quarter ended March 31, 2023 includes dividend income received from subsidiary, Sonata Information Technology Limited ₹ 3,500 Lakhs and year ended March 31, 2023 includes dividend income received from subsidiaries, Sonata Information Technology Limited ₹ 12,509 Lakhs, Encore India ₹ 300 Lakhs and Sonata Australia Pty Ltd ₹ 266 Lakhs.
  • 6 EPS for quarterly periods is not annualised.
  • 7 The company had allotted 35,053,102 Equity Shares of Re. 1/- each, credited as fully paid as bonus equity shares to the eligible Members as on the record date of 10th September, 2022 in the ratio of 01 (One) new fully paid-up equity share for every 03 (Three) existing fully paid-up equity shares (1:3). The EPS for all the periods presented have been adjusted to this effect as required by "Ind AS 33: Earnings per Share".
  • 8 The other equity with respect to quarter ended 31st December 2022 and quarter ended 31st March 2022 represents balance as per the audited Balance Sheet of the previous year as required by SEBI (Listing and Other Disclosure Requirements) Regulations, 2015
  • 9 The figures for the quarter ended March 31, 2023 and March 31, 2022, are balancing figures arrived based on audited results of the full financial year and published year to date unaudited figures for nine months ended December 31, 2022 and December 31, 2021 respectively. The statutory auditors have performed a limited review on the results for the nine months ended December 31, 2022. The predessor auditor had performed a limited review on the results for the nine months ended December 31, 2021.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Place : New Jersey, USA SAMIR DHIR

Date : May 13, 2023 MANAGING DIRECTOR & CEO

Chartered Accountants

Embassy Golf Links Business Park, Pebble Beach, B Block, 3rd Floor, No. 13/2, off Intermediate Ring Road. Bengaluru 560 071 India Tel: +91 80 4682 3000 Fax: +91 80 4682 3999

Independent Auditors Report

To the Board of Directors of Sonata Software Limited Report on the audit of the Consolidated Annual Financial Results

Opinion

We have audited the accompanying consolidated annual financial results of Sonata Software Limited (hereinafter referred to as the "Holding Company") and its subsidiaries (Holding Company and its subsidiaries together referred to as "the Group"), for the year ended 31 March 2023, 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 and based on the consideration of reports of other auditors on separate audited financial statements of the subsidiaries, the aforesaid consolidated annual financial results:

  • include the annual financial results of the entities mentioned in Annexure I to the aforesaid $\mathbf{a}$ consolidated annual financial results:
  • $b.$ are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
  • give a true and fair view in conformity with the recognition and measurement principles laid down in C. the applicable Indian Accounting Standards, and other accounting principles generally accepted in India, of consolidated net profit and other comprehensive income and other financial information of the Group for the year ended 31 March 2023.

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 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, along with the consideration of reports of the other auditors referred to in sub paragraph no. (b) of the "Other Matters" paragraph below, 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.

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 6

Sonata Software Limited

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 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. The respective Management and Board of Directors of the entities included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of each entity 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 Directors of the entities included in the Group are responsible for assessing the ability of each entity 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 the respective management and Board of Directors either intends to liquidate the entity or to cease operations, or has no realistic alternative but to do so

The respective management and Board of Directors of the entities included in the Group is responsible for overseeing the financial reporting process of each entity.

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 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

Page 2 of 6

Sonata Software Limited

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 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.
  • Obtain sufficient appropriate audit evidence regarding the financial results of the entities within the Group to express an opinion on the consolidated annual financial results. We are responsible for the direction, supervision and performance of the audit of financial results of such entities included in the consolidated annual financial results of which we are the independent auditors. For the other entities included in the consolidated annual financial results, which have been audited by 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. Our responsibilities in this regard are further described in sub paragraph no. of the "Other Matters" paragraph in this audit report.

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.

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 Requlation 33(8) of the Listing Requlations, to the extent applicable.

Other Matters

The consolidated annual financial results of the Group for the year ended 31 March 2023 were audited $a.$ by the predecessor auditor.

The predecessor auditor had expressed an unmodified opinion on 29 April 2022.

$\mathbf{b}$ The consolidated annual financial results include the audited financial results of 2 subsidiaries, whose financial statements reflects total assets (before consolidation adjustments) of Rs. 20,109 lakhs as at 31 March 2023, total revenue (before consolidation adjustments) of Rs. 26,094 lakhs and total net profit after tax (before consolidation adjustments) of Rs. 2,169 lakhs and net cash outflows (before consolidation adjustments) of Rs. 850 lakhs for the year ended on that date, as considered in the consolidated annual financial results, which have been audited by their respective independent auditors. The independent auditor's reports on financial statements of these entities have been furnished to us by the management.

Our opinion on the consolidated annual financial results, in so far as it relates to the amounts and disclosures included in respect of these entities, is based solely on the reports of such auditors and the procedures performed by us are as stated in paragraph above.

Our opinion on the consolidated annual financial results is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors.

The consolidated annual financial results include the unaudited financial results of 21 subsidiaries, C. whose financial statements reflects total assets (before consolidation adjustments) of Rs. 36,002 lakhs as at 31 March 2023, total revenue (before consolidation adjustments) of Rs. 38,789 lakhs, total net profit after tax (before consolidation adjustments) of Rs. 5,691 lakhs and net cash flows (before consolidation adjustments) of Rs. 12,366 lakhs for the year ended on that date, as considered in the consolidated annual financial results. These unaudited financial statements have been furnished to

Independent Auditor's Report (Continued) Sonata Software Limited

us by the Board of Directors.

Our opinion on the consolidated annual financial results, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on such financial statements. In our opinion and according to the information and explanations given to us by the Board of Directors, these financial statements are not material to the Group.

Our opinion on the consolidated annual financial results is not modified in respect of the above matter with respect to the financial statements certified by the Board of Directors.

$d_{\star}$ The consolidated annual financial results include the results for the quarter ended 31 March 2023 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

Zancel:

Amrit Bhansali Partner Membership No.: 205385 UDIN:23065155BGYPRQ5444

Bengaluru 13 May 2023

Page 4 of 6

Independent Auditor's Report (Continued) Sonata Software Limited

$\bar{\sigma}$

Annexure I

$\overline{z}$

List of entities included in consolidated annual financial results.

Sr. No Name of component Relationship
1 Sonata Information Technology Limited Subsidiary
2 Sonata Software Solutions Limited Subsidiary
3 Sonata Software FZ LLC (Liquidated with effect Subsidiary
from 2 February 2023)
4 Sonata Europe Limited Subsidiary
5 Sonata Software North America, Inc. ("SSNA") Subsidiary
6 Sonata Australia Pty Ltd Subsidiary
7 Sonata Software (Qatar) LLC Subsidiary
8 Encore IT Services Solutions Private Limited Subsidiary
9 Sonata Software GmbH Subsidiary
10 Sonata Software Intercontinental Limited Subsidiary
11 Interactive Business Information System, Inc.
(Merged with SSNA with effect from 17 November
2022)
Step-down Subsidiary
12 Sopris Systems LLC Step-down Subsidiary
13 Encore Software Services, Inc. Step-down Subsidiary
14 Sonata Software Canada Limited Step-down Subsidiary
15 GAPbuster Limited Step-down Subsidiary
16 GAPbuster Europe Limited Step-down Subsidiary
17 GAPbuster Inc. Step-down Subsidiary
18 Kabushiki Kaisha GAPbuster Japan Step-down Subsidiary
19 GAPbuster China Co. Limited Step-down Subsidiary
20 GAPbuster Worldwide Malaysia Sdn Bhd Step-down Subsidiary
21 GAPbuster Worldwide Pty Ltd Step-down Subsidiary
22 Sonata Latin America S. DE R.L. DE C.V. Step-down Subsidiary
23 Quant Systems Inc. (with effect from 10 March
2023)
Step-down Subsidiary
24 Quant Cloud Solutions Private Limited (with effect Step-down Subsidiary
from 10 March 2023)

$\sigma_{\rm b} = \omega^2$

Page 5 of 6

Sonata Software Limited

Sr. No. Name of component Relationship
25 Woodshed LLC (with effect from 10 March 2023) Step-down Subsidiary
26 Quant Systems CRC Inc Sociedad de Step-down Subsidiary
Responsabilidad Limitada (CRC LLC) (with effect
from 10 March 2023)

$\mathbb{Z}$

Registered Office: 208, T.V. Industrial Estate, S.K. Ahire Marg, Worli, Mumbai - 400 030 Corporate Office: 1/4, A.P.S Trust Building, Bull Temple Road, N.R. Colony, Bangalore - 560 019

CIN - L72200MH1994PLC082110

www.sonata-software.com, Tel : +91-080-67781999 Fax : +91-080-26601387, [email protected]

Part I ₹ in lakhs, except per share data

Year ended
Quarter ended
Sl No. Particulars
March 31, 2023
December 31, 2022
March 31, 2022
March 31, 2023
March 31, 2022
(Refer Note 8)
(Unaudited)
(Refer Note 8)
(Audited)
(Audited)
1
Revenue from operations
191,350
226,078
146,363
744,912
555,337
2
Other income
2,497
1,655
4,503
7,082
10,198
3
Total Revenue (1 + 2)
193,847
227,733
150,866
751,994
565,535
4
Expenses
(a) Purchase of stock-in-trade (traded goods)
134,900
172,439
102,515
548,163
401,752
(b) Changes in inventories of Stock-in-Trade
1,173
3,105
1,092
(2,589)
555
(c) Employee benefits expense
25,679
23,976
20,532
93,311
73,702
(d) Finance costs
717
385
423
1,854
1,805
(e) Depreciation and amortization expense
1,892
1,362
1,307
5,913
4,732
(f) Other expenses
14,438
10,932
11,414
45,614
32,953
Total expenses
178,799
212,199
137,283
692,266
515,499
5
Profit before tax (3 - 4)
15,048
15,534
13,583
59,728
50,036
6
Tax expense
(1) Current tax
4,435
3,354
4,692
16,709
14,547
(2) Deferred tax
(764)
414
(1,199)
(2,171)
7
Profit after tax (5 + 6)
11,377
11,766
10,090
45,190
8
Other comprehensive income
1 (a) Remeasurement of the defined benefit plans
(547)
158
(475)
(662)
(b) Income tax relating to Items that will not be reclassified to profit/(loss)
134
(38)
122
162
2 Items that will be reclassified to profit or (loss)
(a) Exchange differences in translating the financial statements of foreign
operations
(149)
991
570
873
(b) Fair value changes on derivatives designated as cash flow hedge, net
(51)
(709)
(144)
(3,539)
(c) Income tax relating to Items that will be reclassified to profit/(loss)
43
(59)
(114)
652
Total
(570)
343
(41)
(2,514)
9
Total Comprehensive Income for the period (7 + 8)
10,807
12,109
10,049
42,676
Of the total comprehensive income above, total comprehensive income
attributable to:
Owners of the parent
10,807
12,109
10,049
42,676
Non - controlling interest
-
-
-
-
-
10,807
12,109
10,049
42,676
27,997
Of the total comprehensive income above, profit for the period attributable to:
Owners of the parent
11,377
11,766
10,090
45,190
37,643
Non - controlling interest
-
-
-
-
-
11,377
11,766
10,090
45,190
Of the total comprehensive income above, other comprehensive income for the
period attributable to:
Owners of the parent
(570)
343
(41)
(2,514)
400
Non - controlling interest
-
-
-
-
-
(570)
343
(41)
(2,514)
400
Paid-up equity share capital (Face Value ₹ 1/-)
10
1,387
1,387
1,039
1,387
Statement of audited consolidated financial results for the quarter and year ended March 31, 2023
(2,154)
37,643
(1,111)
278
478
1,166
(411)
400
38,043
38,043
37,643
1,039
11 Other equity (Refer Note 9) 128,678 108,881 108,881 128,678 108,881
Earnings per equity share (of ₹ 1/- each) (Refer Note 6 & 7)
12
(a) Basic
8.20
8.48
7.28
32.58
(b) Diluted
8.20
8.48
7.28
32.58
27.17
27.15
See accompanying notes to the consolidated financial results

Registered Office: 208, T.V. Industrial Estate, S.K. Ahire Marg, Worli, Mumbai - 400 030

Corporate Office: 1/4, A.P.S Trust Building, Bull Temple Road, N.R. Colony, Bangalore - 560 019

CIN - L72200MH1994PLC082110

www.sonata-software.com, Tel : +91-080-67781999 Fax : +91-080-26601387, [email protected]

Part II (₹ in lakhs)
Consolidated Balance Sheet
Sl No. Particulars As at
March 31, 2023
As at
March 31, 2022
ASSETS
1 NON-CURRENT ASSETS
(a) Property, plant and equipment 4,800 1,770
(b) Right-of-use assets 8,281 10,560
(c) Capital work-in-progress 82 1
(d) Goodwill 109,837 22,072
(e) Other intangible assets 50,309 8,290
(f) Financial assets
(i) Investments 1,396 1,385
(ii) Other financial assets 4,192 3,795
(g) Deferred tax assets (net) - 2,613
(h) Income tax assets (net) 14,935
348
10,641
(i) Other non-current assets
Total
194,180 364
61,491
2 CURRENT ASSETS
(a) Inventories 2,882 293
(b) Financial assets
(i) Investments 20,580
123,622
14,476
(ii) Trade receivables
(iii) Cash and cash equivalents
41,740 89,256
73,369
(iv) Other balances with banks 31,286 3,594
(v) Other financial assets 1,406 10,370
(c) Other current assets 17,459 2,670
(d) Asset held-for-sale 2,533 -
Total current assets 241,508 194,028
TOTAL ASSETS 435,688 255,519
EQUITY AND LIABILITIES
3 EQUITY
(a) Equity share capital 1,387 1,039
(b) Other equity 128,678 108,881
Total 130,065 109,920
LIABILITIES
4 NON-CURRENT LIABILITIES
(a) Financial liabilities
(i) Borrowings 30,506 -
(ii) Lease liabilites 6,751 9,173
(iii) Other financial liabilities 44,964 7,427
(iv) Deferred tax liabilities (net) 7,069 -
89,290 16,600
5 CURRENT LIABILITIES
(a) Financial liabilities
(i) Borrowings 18,852 3,800
(ii) Lease liabilites 2,941 2,968
(iii) Trade payables
Total outstanding dues of micro enterprises and small enterprises 164 40
Total outstanding dues of creditors other than micro enterprises and small enterprises 129,323 105,433
(iv) Other financial liabilities 42,218 488
(b) Other current liabilities
(c) Provisions
10,515
3,106
7,595
2,850
(d) Current tax liabilities (net) 9,214 5,825
Total current liabilities 216,333 128,999
TOTAL EQUITY AND LIABILITIES 435,688 255,519
(₹ in Lakhs)
Particulars For the year ended
March 31, 2023 March 31, 2022
A. CASH FLOW FROM OPERATING ACTIVITIES:
Profit before tax 59,728 50,036
Adjustments for :
Depreciation and amortization expense
5,913 4,732
Impairment loss on Goodwill - 2,293
Finance costs 1,809 1,714
Impairment loss/(gain) recognised on trade receivable 595 (966)
Bad trade receivables written off 33 233
Provisions/ liabilities no longer required written back (465)
Interest on financial assets at amortized cost -
Lease payment concessions - (142)
Interest Income (2,643) (2,873)
Net (gain) / loss on sale of property, plant and equipment / scrapped 25
Net(gain) on investments carried at fair value through profit and loss (1,523) (553)
Gain on termination of lease
Expenses on employee stock based compensation
(466)
679
34
Net unrealized foreign exchange (gain) / loss (1,639) (380)
Operating profit before working capital changes 62,046 54,129
Changes in operating assets and liabilities:
Trade receivables (31,258) (25,238)
Inventories (2,590) 555
Other financial assets non-current (397) (211)
Other financial assets current (7,829) 1,155
Other non-current assets 16 307
Other current assets (4,525) 262
Asset held-for-sale (2,533)
Trade payables 25,432 40,809
Other financial liabilities non-current (2,974) (663)
Other financial liabilities
Other current liabilities
6,785
1,956
(7,082)
Provisions 256 135
Net cash flow from / (used in) operations 44,385 64,158
Direct taxes/advance tax paid net (17,543) (15,592)
Net cash flow from / (used in) operating activities (A) 26,842 48,566
B. CASH FLOW FROM INVESTING ACTIVITIES
Acquisition of property, plant and equipment including intangible assets, capital-work-in
progress and capital advances (4,105) (963)
Proceeds from disposal of property, plant and equipment
Purchase of current investments
(5)
(499,637)
(1)
(258,945)
Purchase of non-current investments - (290)
Acquisition of subsidiary (52,939) (4,977)
Proceeds from sale of current investments 495,035 251,563
Investment in bank deposits (27,691) 48
Interest received 3,808 1,685
Net cash flow from / (used in) investing activities (B) (85,534) (11,880)
C. CASH FLOW FROM FINANCING ACTIVITIES
Payment of lease liabilities (3,258) (2,921)
Proceeds from short-term borrowings 14,733 6,858
Repayment of short-term borrowings (14,512) (12,031)
Proceeds from long-term borrowings
Proceeds from issue of shares on exercise of employee stock options
45,128
Interest paid 2
(177)
(274)
Net cash flow used in financing activities (C) 18,675 (27,061)
Net increase/(decrease) in cash and cash equivalents (A+B+C) (40,017) 9,625
Opening cash and cash equivalents 73,369 64,066
Exchange difference on translation of foreign currency cash and cash equivalents (371) (322)
Closing Cash and cash equivalents 41,740 73,369
Cash and cash equivalents at the end of the period comprises:
Cash on hand 2
Balances with banks
In current accounts 25,365 8,729
In EEFC accounts 1,002 1,100
In demand deposit accounts 15,371 63,539
41,740 73,369

Notes :Notes:

1 The statutory auditors, B S R & Co. LLP have reviewed the consolidated finacial results for the quarter and audited for the year ended March 31, 2023. Amounts for the quarter ended March 31, 2022 were reviewed by predecessor auditors and amounts for the year ended March 31, 2022 were audited by predecessor auditors, Deloitte Haskins & Sells LLP. The information presented above is prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016. These audited Consolidated financial results thereafter have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on May 13, 2023.

The above audited Consolidated financial results are filed with Stock Exchanges under Regulation 33 of the SEBI (Listing and Other Disclosure Requirements) Regulations, 2015 and are available on the Stock Exchange websites, www.nseindia.com and www.bseindia.com, and on the Company's website, www.sonata-software.com.

  • 2 Audited consolidated financial results include financial results of subsidiaries i.e, Sonata Information Technology Limited, Sonata Software North America Inc. (SSNA), Interactive Business Information Systems Inc. (Merged with SSNA with effect from November 17, 2022), Sonata Software GmbH, Sonata Europe Limited, Sonata Software FZ-LLC, Sonata Software (Qatar) LLC, Sonata Australia Pty Ltd (formarly known as Scalable Data Systems Pty Ltd), Sopris Systems LLC, Sonata Software Solutions Limited, GAPbuster China Co. Ltd, GAPbuster Europe Limited, GAPbuster Inc., Gapbuster Limited, GAPbuster Worldwide Malaysia Sdn Bhd, GAPbuster worldwide Pty Limited, Kabushiki Kaisha GAPbuster Japan, Encore Software Services, Inc., Encore IT Services Solutions Private Limited, Sonata Software Intercontinental Limited, Sonata Software Canada Limited, Sonata Latin America S. DE R.L. DE C.V., Quant Systems Inc., Woodshed LLC, quant systems crc inc sociedad de responsabilidad limitada (CRC LLC) and Quant Cloud Solutions Private Limited.
  • 3 The Board of Directors at their Meeting held on 24th January, 2023, have approved the appointment of Mr. Samir Dhir, as Managing Director & CEO (formerly Whole time Director & CEO) of the Company and Mr. Srikar Reddy, as Executive Vice Chairman (formerly Managing Director & CEO) w.e.f. 14th February, 2023.
  • 4 The Board of Directors recommended a final dividend of ₹ 8.75 /- (875% on par value of ₹ 1/-) per equity share for the financial year ended March 31, 2023. The payment is subject to the approval of the shareholders in the ensuing Annual General Meeting of the Company.
  • 5 Sonata Software North America Inc., (SSNA) a wholly-owned subsidiary of Sonata Software Limited, has acquired 100% stake in the Quant systems inc., (Quant) a Texas based IT service corporation on March 10, 2023 for a purchase consideration of USD 159 Million (₹ 130,348 Lakhs) (net of working capital) including cash consideration of USD 70.7 Mn (₹ 57,960 Lakhs) and USD 88.3 Million(₹ 72,388 Lakhs) of contingent consideration payable over 2 years. The company has accounted for the acquisition as per Ind AS 103, Business Combinations, by fair valuing the purchase consideration, the assets assumed (including
  • intangible assets) and the liabilities taken over. The excess of purchase consideration over net assets taken over resulted in recognition of goodwill of USD 105 Million (₹ 86,223 Lakhs)
  • 6 EPS for quarterly periods is not annualised.
  • 7 Sonata Software Limited (Holding Company) allotted 35,053,102 Equity Shares of Re. 1/- each, credited as fully paid as bonus equity shares to the eligible Members of the holding company as on the Record Date of 10th September, 2022 in the ratio of 01 (One) new fully paid-up equity share for every 03 (Three) existing fully paid-up equity shares (1:3). The EPS for all the periods presented have been adjusted to this effect as required by "Ind AS 33: Earnings per Share".
  • 8 The figures for the quarter ended March 31, 2023 and March 31, 2022, are balancing figures arrived based on audited results of the full financial year and published year to date unaudited figures for nine months ended December 31, 2022 and December 31, 2021 respectively. The statutory auditors have performed a limited review on the results for the nine months ended December 31, 2022. The predessor auditor had performed a limited review on the results for the nine months ended December 31, 2021.
  • 9 The other equity with respect to each quarter and year ended represents balance as per the audited consolidated Balance Sheet of the previous year as required by SEBI (Listing and Other Disclosure Requirements) Regulations, 2015.
10 The consolidated segment wise revenue and results are as follows :
---- -------------------------------------------------------------------- -- -- -- --
Particulars Quarter ended Year ended
March 31, 2023
December 31, 2022
March 31, 2022
March 31, 2023 March 31, 2022
(Refer Note 8) (Unaudited) (Refer Note 8) (Audited) (Audited)
1. Segment revenue
a. India 110,846 174,968 94,428 485,766 352,234
b. Other than India 80,815 51,314 52,060 260,087 203,838
Total 191,661 226,282 146,488 745,853 556,072
Less : Inter segment revenue (311) (204) (125) (941) (735)
Revenue from operations 191,350 226,078 146,363 744,912 555,337
2. Segment results
Profit before tax and interest
a. India 5,231 7,449 4,156 21,148 14,113
b. Other than India 8,378 7,233 6,181 34,988 28,981
Total 13,609 14,682 10,337 56,136 43,094
Less: Finance costs (717) (385) (423) (1,854) (1,805)
Add: Unallocable income net of unallocable expenditure 2,156 1,237 3,669 5,446 8,747
3. Profit before tax 15,048 15,534 13,583 59,728 50,036
The consolidated segment wise assets and liabilities are as follows : (₹ in lakhs)
----------------------------------------------------------------------- --------------
(Audited) (Unaudited) (Audited)
115,386 128,025 106,325
283,874 121,748 99,151
36,428 28,188 50,043
435,688 277,961 255,519
114,373 107,287 91,814
174,967 45,771 44,158
16,283 5,827 9,627
305,623 158,885 145,599
130,065 119,076 109,920

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Place : New Jersey, USA SAMIR DHIR Date : May 13, 2023 MANAGING DIRECTOR & CEO

13th May, 2023

National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Mumbai Kind Attn: Manager, Listing Department Stock Code - SONATSOFTW

BSE Limited P.J. Towers, Dalal Street Mumbai Kind Attn: Manager, Listing Department Stock Code - 532221

Dear Sirs/Madam,

SUB: Declaration on Independent Audit Reports with unmodified opinion pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

This is to confirm that B S R & Co. LLP (Firm Registration No. 101248W/W-100022), Statutory Auditors of the Company, have issued Independent Audit Reports with unmodified opinion on the Standalone and Consolidated Audited financial results for the quarter and financial year ended March 31, 2023.

This declaration is provided pursuant to Regulation 33 (3) (d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

We request you to kindly take the same on record.

Thanking you,

Yours faithfully, For Sonata Software Limited

Jagannathan C N Chief Financial Officer