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Sonata Software Ltd. — Annual Report 2023
May 13, 2023
60845_rns_2023-05-13_1129ca82-6cb3-4d56-954d-69528f4e8ad6.pdf
Annual Report
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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