Affle India Ltd Directors Report

Dear Member(s),

The Board of Directors hereby submits the Report of the business and operations of Affle 3i Limited (formerly known as Affle (India) Limited) ("Affle" or the "Company"), along with the audited financial statements, for the financial year ended March 31, 2025.

The results of operations for the year under review are given below:

FINANCIAL HIGHLIGHTS

(in INR million)

	Consolidated		Standalone
Particulars
	FY2024-25	FY2023-24	FY2024-25	FY2023-24
Revenue from contracts with customers	22,663.08	18,428.11	7,143.86	5,659.94
Other income	937.65	572.04	626.42	363.16
Total income	23,600.73	19,000.15	7,770.28	6,023.10
Total expenses	18,924.36	15,732.19	6,219.02	5,006.57
Profit before share of loss of an associate and tax	4,676.37	3,267.96	1,551.26	1,016.53
Share of loss of an associate	-	-	-	-
Profit before tax	4,676.37	3,267.96	1,551.26	1,016.53
Less: Current tax	892.58	664.25	374.19	261.41
Less: Deferred tax (credit) / charge	(34.90)	(368.92)	22.13	(4.45)
Profit for the year	3,818.69	2,972.63	1,154.94	759.57
Other comprehensive income / (loss) net of income tax	325.18	(0.52)	(1.71)	(0.68)
Total comprehensive income for the year	4,143.87	2,972.11	1,153.23	758.89
Non-controlling interests	-	(0.06)	-	-
Profit for the year attributable to equity holders of the parent	3,818.69	2,972.69	1,154.94	758.57
Total comprehensive income for the year attributable to equity holders of the parent	4,143.87	2,972.17	1,153.23	758.89
Earnings per equity share (Basic) – face value of INR 2/- each	27.23	21.91	8.24	5.60

REVIEW OF OPERATIONS

Consolidated Financial Review

During the year under review, the Company reported Revenue from contracts with customers of INR 22,663.08 million, a y-o-y increase of 23.0% from INR 18,428.11 million in the previous financial year. The Company reported total income of INR 23,600.73 million, a y-o-y increase of 24.2% from INR 19,000.15 million in the previous financial year. Profit before tax registered a growth of 43.1% to stand at INR 4,676.37 million for the year under review as compared to INR 3,267.96 million in the previous financial year. Profit after tax attributable to equity holders of the parent (after adjusting for non-controlling interests) registered a growth of 28.5% to stand at INR 3,818.69 million for the year under review as compared to INR 2,972.69 million in the previous financial year.

Total debt for the Company was INR 772.16 million as of March 31, 2025 and total cash and other bank balances (including liquid investments) was INR 14,182.33 million as of March 31, 2025.

The Company generated cash flows from operations of INR 4,259.91 million during the year, a growth of 62.4% from INR 2,622.76 million generated in the previous financial year.

Standalone Financial Review

During the year under review, the Company reported Revenue from contracts with customers of INR 7,143.86 million, a y-o-y increase of 26.2% from INR 5,659.94 million in the previous financial year. The Company reported total income of INR 7,770.28 million, a y-o-y increase of 29.0% from INR 6,023.10 million in the previous financial year. Profit before tax stood at INR 1,551.26 million for the year under review as compared to INR 1,016.53 million in the previous financial year. Profit after tax stood at INR 1,154.94 million for the year under review as compared to INR 759.57 million in the previous financial year.

On a standalone basis, the Company had no debt as of March 31, 2025 and total cash & cash equivalent (including ‘other bank balance) was INR 7,593.66 million as of March 31, 2025.

DIVIDEND

The Directors wish to invest the profits back into the Company for further growth and expansion and therefore do not recommend any dividend for FY2024-25.

TRANSFER TO RESERVES

The Company did not transfer any amount to the general reserve during the year.

MATERIAL CHANGE AND COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THESE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

No material change and commitment affecting the financial position of the Company has occurred between the end of the financial year to which these financial statements relate and the date of the report.

As on the date of this report, the Company has changed its name from "Affle (India) Limited" to "Affle 3i Limited" with effect from April 11, 2025.

CHANGE IN NATURE OF BUSINESS OF THE COMPANY

There was no change in the nature of business of the Company.

SHARE CAPITAL

The Authorised Share Capital of the Company is INR 300,000,000/- divided into 150,000,000 equity shares of face value INR 2/- each.

During the year 287,250 fully paid-up equity shares of INR 2/- each were allotted to Affle (India) Limited Employees Welfare Trust under Affle (India) Limited Employee Stock Option Scheme – 2021. Consequently, the issued, subscribed and paid-up Share Capital of the Company has increased to INR 280,992,620/- divided into 140,496,310 fully paid-up equity shares of INR 2/- each.

FINANCIAL STATEMENTS OF SUBSIDIARIES AND ASSOCIATES

A statement containing the salient features of the financial statements of the subsidiaries in the prescribed Form AOC-1 is annexed to this Report as Annexure I.

CORPORATE GOVERNANCE

In terms of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), a separate section on "Corporate Governance" with a detailed Report on Corporate Governance forms part of this Annual Report.

MANAGEMENT DISCUSSION & ANALYSIS

The Management Discussion & Analysis Report for the year under review as stipulated under Listing Regulations is presented separately as part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors of the Company met 5 (five) times during the year under review. The details of the meetings of the Board, including that of its Committees, are given in the Report on Corporate Governance forming part of this Annual Report.

ESTABLISHMENTOFTHEVIGILMECHANISM

The Company has an effective Vigil Mechanism / Whistle Blower Policy that lays down the process for raising concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct or Ethics Policy. The full text of the policy is available under investor relations section on the website of the Company at https://www.affle.com.

No complaints were received through the said mechanism during the financial year ended March 31, 2025.

PREVENTION OF SEXUAL HARRASSMENT AGAINST WOMEN AT WORKPLACE

The Company is committed towards providing a safe and conducive work environment to the employees of the Company and also have in place, a policy for Prevention of Sexual Harassment of Women at Workplace and an Internal Complaints Committee in accordance with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. One complaint was received by the Company during the year under review. However, no complaint is pending for resolution as on March 31, 2025.

RISK MANAGEMENT POLICY

The Company has an effective risk management procedure, which is governed at the highest level by the Board of Directors, covering the process of identifying, assessing, mitigating, reporting and review of critical risks impacting the achievement of Companys objectives or threaten its existence. To further strengthen & streamline the procedures about risk assessment and minimisation procedures, the Board of Directors has a Risk

Management Committee and has also formulated a Risk Management Policy. The full text of the policy is available under investor relations section on the website of the Company at https://www.affle.com.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS

The Company has in place adequate internal financial controls with reference to financial statements. During the year under review, such controls were tested and no reportable material weakness in the design or operation was observed.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Particulars of investments made by the Company in securities of other companies are set out in note 5 of the Standalone Financial Statements of the Company.

During the year the Company has invested in 1 equity share with face value of INR 10 each with premium of INR 307,019 each and 25 Series D1 Compulsorily Convertible Preference Shares with face value of INR 100 each with premium of INR 306,929 each amounting to INR 7,982,754 in Talent Unlimited Online Services Private Limited.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year under review, all contracts/ arrangements/transactions entered into by the Company with related parties under Section 188(1) of the Companies Act, 2013 were in the ordinary course of business and on arms length basis. Thus, the transactions reported in Form AOC-2 annexed to this Report as Annexure II are all at arms length basis.

PUBLIC DEPOSITS

The Company has neither invited nor accepted any deposits from the public falling within the preview of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 during the year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, the following changes took place in the composition of the Board of Directors and KMP:

1. Mr. Anuj Khanna Sohum designated as Chairperson with effect from February 09, 2025

2. Mr. Sanjiv Kumar Chaudhary has been appointed as Non-Executive Independent Director and Mr. Charles Yong Jien Foong has been appointed as Non-Executive Director, with effect from October 01, 2024.

3. Ms. Reshma Prasad Virmani has been appointed as Non-Executive Independent Director with effect from February 08, 2025.

4. Ms. Noelia Amoedo Casqueiro, Non-Executive Director, Mr. Vipul Kedia, Executive Director and Ms. Lay See Tan, Non-Executive Independent Director, resigned with effect from July 01, 2024, October 01, 2024, and February 09, 2025, respectively.

Further, Dr. Hanny Kusnadi has been appointed as Non-Executive Independent Director with effect from April 8, 2025.

In the opinion of the Board of Directors, the Independent Directors appointed during the year possess requisite integrity, experience and proficiency. However, as per the declarations received, Dr. Hanny Kusnadi and Ms. Reshma Prasad Virmani are yet to pass the online proficiency test conducted by the Indian Institute of Corporate Affairs (IICA) and that they shall pass the test within prescribed timelines.

Retire by Rotation

As per the provisions of the Companies Act, 2013, Mr. Charles Yong Jien Foong, Non-Executive Director, retires by rotation at the ensuing Annual General Meeting and, being eligible, seeks reappointment. The Board recommends his re-appointment.

Key Managerial Personnel

During the year under review, the following persons were designated as Key Managerial

Personnel of the Company pursuant to Section 2(51) and Section 203 of the Act, read with the Rules framed thereunder: Mr. Anuj Khanna Sohum, Chairperson, Managing Director & Chief Executive Officer Mr. Kapil Mohan Bhutani, Chief Financial & Operations Officer Ms. Parmita Choudhury, Company Secretary & Compliance Officer

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Nomination & Remuneration Committee has framed a policy for selection and appointment of Directors including determining qualifications and independence of a Director, Key Managerial Personnel (KMP), Senior Management Personnel and their remuneration as part of its charter and other matters provided under Section 178(3) of the Companies Act, 2013. Pursuant to Section 134(3) of the Companies Act, 2013, the Nomination & Remuneration Policy of the Company which lays down the criteria for determining qualifications, competencies, positive attributes and independence for appointment of Directors and policies of the Company relating to remuneration of Directors, KMP and Senior Management Personnel is available under investor relations section on the Companys website at https://www.affle.com.

Further, the Company also has a Board Diversity Policy to assure that the Board is fully diversified and comprises of an ideal combination of Executive and Non-Executive Directors, including Independent Directors, with diverse backgrounds.

DECLARATION FROM INDEPENDENT DIRECTORS

The Company received declaration from Independent Directors in accordance with Section 149(7) of the Companies Act, 2013 and Listing Regulations, that he/she meets the criteria of independence as laid out in sub-section (6) of Section 149 of the Companies Act, 2013 and Listing Regulations.

PERFORMANCE EVALUATION OF THE BOARD OF DIRECTORS

Pursuant to the provisions of the Companies Act, 2013 and Listing Regulations, the Board carried out an annual performance evaluation of its own performance, the Directors individually, as well as the evaluation of the working of its Committees. The Board evaluation was conducted through questionnaire designed with qualitative parameters and feedback based on ratings. Evaluation of the Board was based on criteria such as composition and role of the Board, Board communication and relationships, functioning of Board Committees, review of performance of Executive Directors and strategic planning. Evaluation of Committees was based on criteria such as adequate independence of each Committee, frequency of meetings and time allocated for discussions at meetings, functioning of Board Committees and effectiveness of its advice/recommendation to the Board.

Evaluation of Directors was based on criteria such as participation and contribution in Board and Committee meetings, experience and expertise to provide feedback and guidance to top management on business strategy, governance, risk and understanding of the organisations strategy.

The outcome of the Board Evaluation for the financial year 2024-25 was discussed by the Independent Directors at its meeting held on March 29, 2025, and by the Board at its meeting held on May 10, 2025.

INDEPENDENT DIRECTORS MEETING

A separate meeting of Independent Directors without the attendance of Executive Directors and members of management was held on March 29, 2025.

ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, copy of the Annual Return of the Company for the financial year 2024-25 prepared in accordance with

Section 92(1) of the Act is available on the website of the Company https://affle.com/pdf/2025/Annual-Return-FY2024-25.pdf.

STATUTORY AUDITORS

Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013) were appointed as the Statutory Auditors of the Company at the 28^th Annual General Meeting of the Company held on September 22, 2023, to hold office for a term of five consecutive years from the conclusion of 28^th Annual General Meeting till the conclusion of 33^rd Annual General Meeting of the Company to be held in the year 2028.

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed Kiran Sharma & Co., Company Secretaries as the Secretarial Auditors of the Company to undertake Secretarial Audit of the Company for the FY2024-25. The Secretarial Audit Report is annexed to this Report as Annexure III.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

INTERNAL AUDITORS

Mazars Advisory LLP performed the duties of Internal Auditors of the Company for FY2024-25, and their Reports were reviewed by the Audit Committee quarterly.

The Company had appointed Protiviti Global Business Consulting as the Internal Auditors for FY2025-26.

DETAILS ON CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Annual Report on CSR activities of the Company in prescribed format is annexed to this Report as Annexure IV.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

The Business Responsibility and Sustainability Report in accordance with the Listing Regulations, is presented separately as part of this Annual Report.

INFORMATION RELATING TO ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO

(a) Conservation of energy

The Company being in the mobile advertising technology business is relatively less resource intensive in terms of material inputs. However, as a responsible corporate entity, the Company endeavours to reduce its energy consumption by tracking the consumption of resources critically.

(b) Technology absorption and innovation

Affle remains committed to continuous innovation and the strategic absorption of advanced technologies to deliver long-term, sustainable and profitable growth for its stakeholders. Guided by Affle 3i strategy anchored on Innovation, Impact and Intelligence, the Company advanced its technological capabilities during the year under review across the following key focus areas:

1. Data Science and AI Developments:

The Company deepened its data science capabilities and AI expertise through strategic hiring, cross-training, and global partnerships. Advanced models in machine learning, analytics and generative AI were deployed to enhance campaign precision, drive operational efficiency and deliver stronger product performance. The Company also engaged with leading cloud providers, participated in external conferences and leveraged third-party training to stay current with the latest technological advancements. This comprehensive approach reinforced intelligence-led decision-making across platforms, enhancing both operational efficiency and profitability.

2. Personalised Consumer Recommendations and Creative Intelligence: AI-driven personalisation remained central to Affles consumer engagement. The Company advanced its SDKs and adaptive campaign intelligence to augment contextual app discovery and personalized recommendations. Generative AI was leveraged to automate creative production at scale, hyper-contextualise creatives while maintaining brand consistency, resulting in higher user engagement and ROI for advertisers.

3. User Acquisition and Growth Marketing: The Company strengthened user acquisition platforms with advanced AI frameworks for improved pacing, targeting and transparency. A centralised campaign intelligence dashboard integrated insights from the measurement partners, empowering marketers with real-time decision-making tools. The Company expanded its access to premium inventory through global SSP partnerships, which further boosted app growth opportunities. Further, specialised AI models were also introduced for gaming and monetisation sectors, particularly designed to operate effectively in privacy-restricted environments.

4. User Re-engagement and Retention:

Building on its privacy-first approach, Affle enhanced re-engagement solutions with Android Privacy Sandbox integration, advanced reporting features and compliance with the Transparency and Consent Framework. These initiatives ensured visibility into campaign spends, protected user trust and improved retention outcomes in regulated and high-growth markets alike.

5. Connected TV Advertising and Engagement: Affle expanded its CTV capabilities to connect brands with consumers seamlessly across devices. A Unified Advertising Console with intelligent budget optimisation was introduced, alongside AI-powered contextual targeting to classify CTV content and improve precision. New cross-device attribution frameworks linked CTV campaign outcomes directly to mobile app growth, maximising advertiser effectiveness. CTV capabilities were further enhanced with Autopilot for dynamic performance goal optimisation and white-label support for scalable advertiser onboarding.

6. Premium App Search and Discovery:

Through its proprietary AI-powered Apple Search Ads engine, Affle strengthened in-app search and discovery. Key innovations included a 360-degree campaign command centre, automation tools to reduce manual management, and AI-driven creative generators to deliver more impactful ad formats. These advances reinforced premium search as a high-performing growth channel.

7. DevOps Developments: Affles DevOps team advanced automation, security, and efficiency through secure CI/CD pipelines, embedded security validations, and best-in-class cloud practices. Internal training onsecureDevOps,alongwithstandardised processes and documentation, further strengthened resilience, compliance and scalability across the organisation. In addition, close collaboration with Amazon Cloud and Google Cloud enabled adoption of best-in-class cloud-native practices to bolster platform security and efficiency.

8. Governance and Process: The Company reinforced its governance and security architecture by embedding best-in-class IT controls. ISO/IEC 27001:2022 certifications were expanded, Data Protection Trustmark (DPTM) recertification was initiated, and monitoring capabilities were upgraded with control tower tools and VPN & DLP enhancements. Continuous integration pipelines with embedded security validations ensured resilient and scalable operations across platforms.

9. Generative AI: The Company began to integrate generative AI across organisational workflows, including coding, HR, operations, creative design and product innovation, driving higher productivity, faster turnaround and sharper intelligence. This cross-functional adoption demonstrates Affles commitment to embedding AI-led intelligence at scale, aligned with the "3i" ethos of continuous innovation.

(c) Foreign exchange earnings and outgo

The Foreign Exchange earned in terms of actual inflows and the Foreign Exchange in terms of actual outflows, during the FY2024-25 are as follows: (in INR million)

Earnings	3,549.31
Outgo	3,228.40

PARTICULARS OF EMPLOYEES

Details of the top ten employees in terms of remuneration drawn, as required under the provisions of Section 197 of the Act, read with Rules 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed to this Report as Annexure V. The ratio of remuneration of each Director and Key Managerial Personnel to the median of employees remuneration, the percentage increase in remuneration, as required under the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure VI. There were no employees who were employed throughout the financial year or part thereof, by himself/ herself or along with his/ her spouse and dependent children, held more than two percent of the equity shares of the Company.

Further, there are no employees posted and working outside India and drawing salary in excess of the prescribed limits under the above Rules and accordingly, the statement included in this Report does not contain the particulars of employees who are posted and working outside India.

EMPLOYEE STOCK OPTION

The Company believes in motivating employees and rewarding them for their continuous hard work, dedication and support, which has led the Company on the growth path. In view of the above, pursuant to a resolution of the Board of Directors passed on August 7, 2021, and the shareholders approval through special resolution passed on September 23, 2021, the Company instituted Affle (India) Limited Employee Stock Option Scheme - 2021 ("Scheme"). Pursuant to a Trust Deed dated October 28, 2021, a Trust by the name "Affle (India) Limited Employees Welfare Trust" ("Trust") has been set up for implementation of the Scheme. The current trustee of the Trust is Axis Trustee Services Limited.

During FY2024-25, the Nomination & Remuneration Committee approved the grant of the following stock options:

S. No.	Date of Grant	No. of options granted	Exercise Price (in INR)
1.	June 03, 2024	161,320	1,137.50
2.	January 01, 2025	57,001	1,050.00
3.	January 23, 2025	435,160	1,530.00
4.	January 23, 2025	59,501	1,050.00

The details of the employee stock option as per Rule 12 of the Companies (Share Capital and Debentures) Rules, 2014 and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SBEB Regulations") is available on our website at h t t p s : / / a f f l e . c o m / p d f / 2 0 2 5 / E s o p -Disclosure-(2024-25).pdf A certificate from the Secretarial Auditor of the Company that the Scheme is implemented in accordance with the SBEB Regulations shall be obtained and the same would be available at the Annual General Meeting for inspection by shareholders.

SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

As on March 31, 2025, the Company has the following subsidiary and step-down subsidiaries:

Affle International Pte. Ltd., Singapore (Wholly owned Subsidiary with effect from April 1, 2018)

PT. Affle Indonesia, Indonesia (Step-down Subsidiary with effect from July 1, 2018)

Affle MEA FZ-LLC, Dubai (Step-down Subsidiary with effect from April 1, 2019)

Affle Iberia S.L, Spain (earlier known as Mediasmart Mobile S.L.) (Step-down Subsidiary with effect from January 22, 2020)

Appnext Pte. Ltd., Singapore (Step-down Subsidiary with effect from June 8, 2020)

Appnext Technologies Limited, Israel (Step-down Subsidiary with effect from July 19, 2020)

Jampp (Ireland) Ltd., Ireland (Step-down Subsidiary with effect from July 1, 2021)

Atommica LLC, USA (Step-down Subsidiary with effect from July 1, 2021)

Jampp EMEA GmbH, Germany (Step-down Subsidiary with effect from July 1, 2021)

Jampp APAC Pte. Ltd., Singapore (Step-down Subsidiary with effect from July 1, 2021)

Jampp HQ S.A., Argentina (earlier known as Devego S.A.) (Step-down Subsidiary with effect from July 1, 2021)

Affle (UK) Limited (earlier known as Jampp Ltd., UK) (Step-down Subsidiary with effect from July 1, 2021)

Affle Brazil Ltda. (earlier known as Jampp Veiculacao de Publicidade Limitada) (Step-down Subsidiary with effect from July 1, 2021)

Affle Inc., USA (earlier known as YouAppi Inc.) (Step-down Subsidiary with effect from May 1, 2023)

Affle Israel Ltd. (earlier known as YouAppi Limited, Israel) (Step-down Subsidiary with effect from May 1, 2023)

YouAppi Japan Co. Ltd., Japan (Step-down Subsidiary with effect from May 1, 2023)

Affle Inc. (Korea Branch) (earlier known as YouAppi Inc. Korea Branch) (Step-down Subsidiary with effect from May 1, 2023)

YouAppi India Private Limited, India (Step-down Subsidiary with effect from May 1, 2023)

YouAppi GmbH, Germany (Step-down Subsidiary with effect from May 1, 2023)

Notes:

1. With effect from May 1, 2024, Jampp Inc. has merged with Affle Inc.

2. The Company does not have any Associate Company or Joint Venture as on March 31, 2025.

MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUB-SECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013

The provisions of maintenance of cost records as specified by the Central Government under sub-section (1) of Section 148 of the Act are not applicable to the Company.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the financial year 2024-25, no application was made and no proceedings were initiated/ pending under Insolvency and Bankruptcy Code, 2016 by the financial and/or operational Creditors against the Company.

As on the date of this report, there is no application or proceeding pending against the Company under Insolvency and Bankruptcy Code, 2016.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

The Company has not entered into any one-time settlement with its creditors and has not taken any loan from any Banks or Financial Institutions during the financial year 2024-25.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND TRIBUNALS

No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby submit its responsibility Statement: a) in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures. b) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2025 and of the profit of the Company for that year. c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. d) the Directors have prepared the annual accounts on a going concern basis.

e) the Directors have laid down internal financial controls to be followed by the Company and that such financial controls are adequate and were operating effectively. f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

ACKNOWLEDGEMENTS

The Directors place on record their sincere thanks to the customers, employees, bankers, business associates, consultants, various Government Authorities and other stakeholders for their continued support extended to the Company during the year under review. Your Directors also acknowledge gratefully the shareholders for their supportandconfidencereposedonyourCompany.

	For and on behalf of the Board of Directors
	Affle 3i Limited
	(Formerly known as Affle (India) Limited)
	Anuj Khanna Sohum
Date: May 10, 2025	Chairperson, Managing Director & Chief Executive Officer
Place: Singapore	DIN: 01363666