1. We have audited the accompanyingstandalone financial statements of Affle 3iLimited (formerly known as Affle (India)Limited) (‘the Company'), which comprise theStandalone Balance Sheet as at 31 March 2025,the Standalone Statement of Profit and Loss(including Other Comprehensive Income), theStandalone Statement of Cash Flow and theStandalone Statement of Changes in Equityfor the year then ended, and notes to thestandalone financial statements, includingmaterial accounting policy information andother explanatory information.
2. In our opinion and to the best of ourinformation and according to the explanationsgiven to us, the aforesaid standalone financialstatements give the information requiredby the Companies Act, 2013 (‘the Act') in themanner so required and give a true and fairview in conformity with the Indian AccountingStandards (‘Ind AS') specified under section133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015 and otheraccounting principles generally accepted inIndia, of the state of affairs of the Companyas at 31 March 2025, and its profit (includingother comprehensive income), its cashflows and the changes in equity for the yearended on that date.
3. We conducted our audit in accordance with theStandards on Auditing specified under section143(10) of the Act. Our responsibilities underthose standards are further described in theAuditor's Responsibilities for the Audit of theStandalone Financial Statements section of ourreport. We are independent of the Company inaccordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India(‘ICAI’) together with the ethical requirementsthat are relevant to our audit of the standalonefinancial statements under the provisionsof the Act and the rules thereunder, and wehave fulfilled our other ethical responsibilitiesin accordance with these requirements andthe Code of Ethics. We believe that the auditevidence we have obtained is sufficient andappropriate to provide a basis for our opinion.
4. Key audit matters are those matters that,in our professional judgment, were of mostsignificance in our audit of the standalonefinancial statements of the current period.These matters were addressed in the contextof our audit of the standalone financialstatements as a whole, and in forming ouropinion thereon, and we do not provide aseparate opinion on these matters.
5. We have determined the matter describedbelow to be the key audit matter to becommunicated in our report.
Key audit matters
How our audit addressed the key audit matter
1. Revenue recognition and recoverability of trade receivables and contract assets (refer note2(xii) for the accounting policy and note 20 for disclosures of the accompanying standalone financialstatements)
The Company derives its revenue mainly through
Our audit procedures in relation revenue recognition
consumer platform from rendering mobile
of
revenue, recoverability of trade receivables and
advertising services using a network of publishers.
contract assets included, but were not limited to, the
The company recognises revenue from its
following:
customers upon satisfaction of its performance
•
Understood the nature of revenue transactions,
obligation, i.e., at the time of delivery of
revenue recognition process and the processes
advertisement or license in accordance with the
implemented by management over the
principles of Ind AS 115, Revenue from Contracts
recognition and the measurement of impairment
with Customers (‘Ind AS 115').
of the trade receivables and contract assets;
Revenue, being one of the key performance
Evaluated the design and tested operating
indicators of the Company and its external
effectiveness of key controls around revenue
stakeholders, is subject to high inherent risk
recognition and measurement of impairment on
of material misstatement, and is therefore
the trade receivables and contract assets ;
determined to be an area involving significant
Performed substantive testing on selected
risk in line with the requirements of the Standards
on Auditing which required significant auditor
the year, and transactions recorded during
attention.
specific period before and after year end, by
Considering the above along with the significance
inspecting the supporting documents including
of amount, volume of transactions, varied terms
contractual terms and conditions, release
of contracts with customers and reconciliations of
order from customers, delivery documents in
billing data with the customer, we have identified
the form of email confirmation and tested the
revenue recognition as a key audit matter for the
reconciliation of service provided to the customer
current year audit.
with the amount of invoice raised;
Further, the Company has a significant balance of
Tested unusual non-standard journal entries
trade receivables and contract assets amounting
impacting revenue, selected based on
to INR 2,716.54 million as at 31 March 2025. Trade
risk-based criteria;
receivables and contract assets comprise of
Obtained and tested the ageing of contract assets
receivables from new age companies which
involve large unicorns as well as early stage start-
ups. The Company determines the allowance
Obtained direct confirmation of trade receivables
for credit losses on the basis of its assessment
and performed other alternate procedures
of recoverability of specific customers and on
including testing of invoice, customer purchase/
the basis of expect credit loss model for the
release order and subsequent collection of
remaining customers in accordance with Ind
invoices for the confirmations not received;
AS 109, Financial Instruments which involves
Traced receipts after year end back to accounts
significant judgements and assumptions
receivable as of the balance sheet date;
including assessing credit risk, timing and
Tested the accuracy of management computation
amount of realisation.
of the allowance for expected credit loss
Considering the significance of carrying values
prepared in accordance with the requirements of
of trade receivables and judgments involved in
Ind AS 109; and
assessing recoverability of trade receivables and
Evaluated the appropriateness and adequacy
contract assets and computing the expected
of disclosures made in the standalone financial
credit losses, this matter has been considered as
statements in accordance with the applicable
a key audit matter to our audit.
financial reporting framework.
Information other than the StandaloneFinancial Statements and Auditor’s Reportthereon
6. The Company's Board of Directors areresponsible for the other information. Theother information comprises the informationincluded in the Annual Report, but does notinclude the standalone financial statementsand our auditor's report thereon. The AnnualReport is expected to be made available to usafter the date of this auditor's report.
Our opinion on the standalone financialstatements does not cover the otherinformation and we will not express any formof assurance conclusion thereon.
In connection with our audit of the standalonefinancial statements, our responsibility is toread the other information identified abovewhen it becomes available and, in doing so,consider whether the other information ismaterially inconsistent with the standalonefinancial statements or our knowledgeobtained in the audit or otherwise appears tobe materially misstated.
When we read the Annual Report, if weconclude that there is a material misstatementtherein, we are required to communicate thematter to those charged with governance.
Responsibilities of Management andThose Charged with Governance for theStandalone Financial Statements
7. The accompanying standalone financialstatements have been approved by theCompany's Board of Directors. The Company'sBoard of Directors are responsible for thematters stated in section 134(5) of the Act withrespect to the preparation and presentationof these standalone financial statementsthat give a true and fair view of the financialposition, financial performance includingother comprehensive income, changes inequity and cash flows of the Company inaccordance with the Ind AS specified undersection 133 of the Act and other accountingprinciples generally accepted in India. Thisresponsibility also includes maintenance ofadequate accounting records in accordancewith the provisions of the Act for safeguardingof the assets of the Company and for
preventing and detecting frauds and otherirregularities; selection and application ofappropriate accounting policies; makingjudgments and estimates that are reasonableand prudent; and design, implementation andmaintenance of adequate internal financialcontrols, that were operating effectively forensuring the accuracy and completenessof the accounting records, relevant to thepreparation and presentation of the financialstatements that give a true and fair view andare free from material misstatement, whetherdue to fraud or error.
8. In preparing the standalone financialstatements, the Board of Directors isresponsible for assessing the Company'sability to continue as a going concern,disclosing, as applicable, matters related togoing concern and using the going concernbasis of accounting unless the Board ofDirectors either intends to liquidate theCompany or to cease operations, or has norealistic alternative but to do so.
9. The Board of Directors is also responsiblefor overseeing the Company's financialreporting process.
Auditor's Responsibilities for the Audit ofthe Standalone Financial Statements
10. Our objectives are to obtain reasonableassurance about whether the standalonefinancial statements as a whole are free frommaterial misstatement, whether due to fraudor error, and to issue an auditor's report thatincludes our opinion. Reasonable assurance isa high level of assurance, but is not a guaranteethat an audit conducted in accordance withStandards on Auditing will always detecta material misstatement when it exists.Misstatements can arise from fraud or errorand are considered material if, individually orin the aggregate, they could reasonably beexpected to influence the economic decisionsof users taken on the basis of these standalonefinancial statements.
11. As part of an audit in accordance with Standardson Auditing, specified under section 143(10) ofthe Act we exercise professionaljudgment andmaintain professional skepticism throughoutthe audit. We also:
• Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error,design and perform audit proceduresresponsive to those risks, and obtain auditevidence that is sufficient and appropriateto provide a basis for our opinion. The riskof not detecting a material misstatementresulting from fraud is higher than for oneresulting from error, as fraud may involvecollusion, forgery, intentional omissions,misrepresentations, or the override ofinternal control;
• Obtain an understanding of internalcontrol relevant to the audit in orderto design audit procedures that areappropriate in the circumstances. Undersection 143(3)(i) of the Act we are alsoresponsible for expressing our opinionon whether the Company has adequateinternal financial controls with referenceto financial statements in place and theoperating effectiveness of such controls;
• Eva luatetheappropriatenessof accountingpolicies used and the reasonablenessof accounting estimates and relateddisclosures made by management;
• Conclude on the appropriateness of Board ofDirectors' use of the going concern basis ofaccounting and, based on the audit evidenceobtained, whether a material uncertaintyexists related to events or conditions thatmay cast significant doubt on the Company'sability to continue as a going concern. If weconclude that a material uncertainty exists,we are required to draw attention in ourauditor's report to the related disclosuresin the standalone financial statements or, ifsuch disclosures are inadequate, to modifyour opinion. Our conclusions are based onthe audit evidence obtained up to the date ofour auditor's report. However, future eventsor conditions may cause the Company tocease to continue as a going concern; and
• Evaluate the overall presentation, structureand content of the standalone financialstatements, including the disclosures,and whether the standalone financialstatements represent the underlyingtransactions and events in a manner thatachieves fair presentation.
12. We communicate with those charged withgovernance regarding, among other matters,the planned scope and timing of the auditand significant audit findings, including anysignificant deficiencies in internal control thatwe identify during our audit.
13. We also provide those charged withgovernance with a statement that we havecomplied with relevant ethical requirementsregarding independence, and to communicatewith them all relationships and other mattersthat may reasonably be thought to bear onour independence, and where applicable,related safeguards.
14. From the matters communicated with thosecharged with governance, we determine thosematters that were of most significance in theaudit of the standalone financial statementsof the current period and are therefore the keyaudit matters. We describe these matters inour auditor's report unless law or regulationprecludes public disclosure about the matteror when, in extremely rare circumstances,we determine that a matter should not becommunicated in our report because theadverse consequences of doing so wouldreasonably be expected to outweigh the publicinterest benefits of such communication.
Report on Other Legal and RegulatoryRequirements
15. As required by section 197(16) of the Act, basedon our audit, we report that the Company haspaid remuneration to its directors during theyear in accordance with the provisions of andlimits laid down under section 197 read withSchedule V to the Act.
16. As required by the Companies (Auditor'sReport) Order, 2020 (‘the Order') issued bythe Central Government of India in termsof section 143(11) of the Act we give in theAnnexure I a statement on the mattersspecified in paragraphs 3 and 4 of the Order,to the extent applicable.
17. Further to our comments in Annexure II,as required by section 143(3) of the Actbased on our audit, we report, to the extentapplicable, that:
a) We have sought and obtained all theinformation and explanations which tothe best of our knowledge and beliefwere necessary for the purpose of ouraudit of the accompanying standalonefinancial statements;
b) Except for the matters stated in paragraph17(h)(vi) below on reporting under Rule11(g) of the Companies (Audit and Auditors)Rules, 2014 (as amended), in our opinion,proper books of account as required bylaw have been kept by the Company sofar as it appears from our examinationof those books;
c) The standalone financial statements dealtwith by this report are in agreement withthe books of account;
d) In our opinion, the aforesaid standalonefinancial statements comply with Ind ASspecified under section 133 of the Act;
e) On the basis of the written representationsreceived from the directors and taken onrecord by the Board of Directors, none ofthe directors is disqualified as on 31 March2025 from being appointed as a directorin terms of section 164(2) of the Act;
f) The reservation relating to themaintenance of accounts and othermatters connected therewith are as statedin paragraph 18(b) above on reportingunder section 143(3)(b) of the Act andparagraph 18(h)(vi) below on reportingunder Rule 11(g) of the Companies (Auditand Auditors) Rules, 2014 (as amended);
g) With respect to the adequacy of theinternal financial controls with referenceto financial statements of the Companyas on 31 March 2025 and the operatingeffectiveness of such controls, referto our separate report in AnnexureII wherein we have expressed anunmodified opinion; and
h) With respect to the other matters tobe included in the Auditor's Report inaccordance with rule 11 of the Companies(Audit and Auditors) Rules, 2014 (asamended), in our opinion and to the bestof our information and according to theexplanations given to us:
i. The Company, as detailed in note31 (b) to the standalone financialstatements, has disclosed the impactof pending litigation(s) on its financialposition as at 31 March 2025;
ii. The Company did not have any long¬term contracts including derivativecontracts for which there wereany material foreseeable losses asat 31 March 2025;
iii. There were no amounts which wererequired to be transferred to theInvestor Education and ProtectionFund by the Company during the yearended 31 March 2025;
iv. a. The management has represented
that, to the best of its knowledgeand belief, as disclosed in note41 (v) to the standalone financialstatements, no funds have beenadvanced or loaned or invested(either from borrowed funds orsecurities premium or any othersources or kind of funds) by theCompany to or in any person(s)or entity(ies), including foreignentities (‘the intermediaries'),with the understanding, whetherrecorded in writing or otherwise,that the intermediary shall,whether, directly or indirectlylend or invest in other persons orentities identified in any mannerwhatsoever by or on behalf ofthe Company (‘the UltimateBeneficiaries') or provide anyguarantee, security or the like onbehalf the Ultimate Beneficiaries;
b. The management has representedthat, to the best of its knowledgeand belief, as disclosed in note41 (vi) to the standalone financialstatements, no funds have beenreceived by the Company fromany person(s) or entity(ies),including foreign entities (‘theFunding Parties'), with theunderstanding, whether recordedin writing or otherwise, that theCompany shall, whether directly
or indirectly, lend or invest in otherpersons or entities identified inany manner whatsoever by oron behalf of the Funding Party(‘Ultimate Beneficiaries') orprovide any guarantee, security orthe like on behalf of the UltimateBeneficiaries; and
c. Based on such audit proceduresperformed as consideredreasonable and appropriate in thecircumstances, nothing has cometo our notice that has caused usto believe that the managementrepresentations under sub¬clauses (a) and (b) above containany material misstatement.
v. The Company has not declared orpaid any dividend during the yearended 31 March 2025.
vi. As stated in Note 43 to the standalonefinancial statements and based onour examination which included testchecks, the Company, in respect ofthe financial years commencing on1 April 2024, has used an accountingsoftware which is operated by a third-party software service provider formaintaining its books of accountwhich has a feature of recording audittrail facility and the same has beenoperated throughout the year for allrelevant transactions recorded in the
software at the application level. Inabsence of an ‘Independent ServiceAuditor's Assurance Report on theDescription of Controls, their Designand Operating Effectiveness' (‘Type 2report' issued in accordance with SAE3402, Assurance Reports on Controlsat a Service Organization), we areunable to comment on whether audittrail feature of the said software wasenabled and operated throughoutthe year for all relevant transactionsor whether there were any instancesof audit trail feature being tamperedwith at the database level. The audittrail has been preserved at theapplication level by the Companyas per the statutory requirementsfor record retention. Further, due toabsence of the Type 2 report, we areunable to comment on preservationof audit trail at the database level.
For Walker Chandiok & Co LLP
Chartered AccountantsFirm's Registration No.: 001076N/N500013
Ashish GuptaPartner
Membership No.: 504662UDIN: 25504662BMOOET1692Place: GurugramDate: 10 May 2025