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.

ESTABLISHMENT OF THE VIGIL MECHANISM

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
Company's 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 Company's 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 arm's length basis.
Thus, the transactions reported in Form AOC-2
annexed to this Report as Annexure II are all at
arm's 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 re¬
appointment. 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 Company's 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
organisation's 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 Affle's 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: Affle's DevOps
team advanced automation, security, and
efficiency through secure CI/CD pipelines,
embedded security validations, and best-
in-class cloud practices. Internal training
on secure DevOps, along with standardised
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 Affle's
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:

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

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
https://affle.com/pdf/2025/Esop-
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 (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 Company's
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.

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
support and confidence reposed on your Company.