ATOM TECHNOLOGIES LIMITED

'Partners: , CA Sohan ChatlllVedi F.C.A. · CA Devanand ChatlllVedi F.C.A. - CA Chaturvedi V N F.C.A. ~ CA Noshir B Captain F.C.A. • CA Chandrakant Kotian F.C.A. CANehaGupta F. C. A. Chaturvedi Sohan & Co. CA Rajiv Chauhan A.C.A. Chartered Accountants- Reg. No.: 116424W

Independent Auditor's Report

To the Members of

Atom Technologies Limited

We have audited the accompanying standalone financial statements of Atom Technologies Limited ("the Company''), which comprises the Balance sheet as at March 31,2017, the statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information (herein after referred to as "Standalone Ind AS financial statements'').

Management Responsibility for the Standalone Financial Statement:

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act'') with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with relevant rules issued thereunder.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS fmancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are requited to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone lnd AS financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor's judgment, including an assessment of the risks of material misstatement of the standalone Ind AS fmancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedure that are appr.opm~ .--'. 0 . ",'iS;;~~~---~: ~ ''"·" . ,. i I._ --'\1 ~og.N;;;~~l4w ~~~ 320, Tulsiani Chambers, Nariman Point, Mumbai 400 021. India. TeL: +91 22 2281 5154/ +91 22 3215 2550 Fax: • ~,~~2."'~8*1 :~~~-S E-mail : [email protected] I [email protected] . ~ -:-.::.- in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of financial stateinents.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS, of the financial position of the Company as at 31" March, 2017, and its financial performance including other comprehensive income, its cash flows and the changes in equity for the year ended as on that date.

Report on other legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order, 2016 ("the Order'') issued by the Central Government of India in terms of sub-section (11) of section143 of the Act, we give in the Annexure A, a statement on the matters Specified in paragraphs 3 and 4 of the Order.

As required by section 143(3) of the act, we report that:

(a) We have sought and obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of out audit;

(b) In our opinion, proper books of account, as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) As per information given to us, there is no Branch Office of the company and hence no report on accounts of branch office is applicable;

(d) The balance sheet, statement of profit and loss and cash flow statement dealt with by this report are in agreement with the books of account and retums;

(e) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with relevant rules issued thereunder;

(f) In our opinion, there are no observations and comments which have any adverse effect on the functioning of the company;

(g) On the basis of the written representations received from the directors as on 31'1 March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2016 from being appointed as a director in terms of Section 164(2) of the Act;

(h) In our opinion, there are no qualifications, reservation or adverse remark relating to the maintenance of the accounts and other matters connected therewith;

(i) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure B. G) With respect to the other matters to be inclUded in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our Information and according to the explanations given to us:

i) The Company does not have any pending litigations which would impact its financial position;

ii) The Company has no material foreseeable losses on long term contracts (including derivative contracts) and hence for the same the company has not made any provision;

ill) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. The question of delay in transferring such sums does not arise; and

iv) The Company has provided requisite disclosures in its standalone Ind AS financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8 November, 2016 to 30 December 2016 and these are in accordance with the books of accounts maintained by the Company. Refer Note 32 to standalone Ind AS financial statements.

Place: Mumbai For Chaturvedi Sohan & Co., Date: 24/05/2017 Accountants

Membership No: 106403 •

Annexure A to the Auditor's Report

Atom Technologies Limited (Referred to in paragraph "Report on other legal and Regulatory Requirements")

i) In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets on the basis of available information;

(b) As explained to us, all the frxed assets have been physically verified by the management in phased periodical manner, which in our opinion is reasonable, having regards to the size of the company and nature of its assets. As Informed to us no material discrepancies were noticed on such physical verification;

(c) According to the information and explanation given to us, the company does not have any immovable property hence this sub-clause is not applicable;

ii) In respect of inventories :

(a) The inventory has been physically verified by the Management during the year. In out opinion, the frequency of verification is reasonable.

(b) In our opinion, the procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material;

ill) The company has not granted any loans, secured or unsecured to companies, f1tms, Limited liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Hence, clause (ill) (a), clause (ill) (b) and clause (ill) (c) of paragraph 3 of the order are not applicable;

iv) In our opinion and according to the information and explanations given to us, the company has complied with the provisions of Section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees and security;

v) In out opinion and according to the information and explanations given to us, the company has not accepted deposits from the public. Therefore, the provisions of section 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under and the directives issued by the Reserve Bank of India ate not applicable;

vi) We have been informed that the maintenance of cost records has not been prescribed by the Central Government under Section 148(1) of the Companies Act, 2013;

·di) According to the information and explanations given to us in respect of statutory and other dues:

(a) Undisputed statutory dues, including Provident Fund, Income Tax, Sales Tax, Cess and other material statutory dues as applicable have generally been regularly deposited by the company during the year with the appropriate authorities;

' •

(b) According to the information & explanation given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31" March, 2017 for a period of more than six months from the date they became payable;

viii) According to the information and explanation given to us and as per the records of the Company examined by us, the Company has not defaulted in repayment of dues to financial institution. The Company has neither availed any assistance from Banks or Government nor has issued any debentures. Accordingly, the additional reporting under Paragraph 3 (viii) of the Order is not applicable;

ix) According to the information and explanation given to us, the company has not raised money by way of Initial Public offer or Further Public offer (including Debt Instrument) and by way of Term Loan;

x) During the course of our examination of the books and records of the company, carried in accordance with the auditing standards generally accepted in India, we have neither come across any instance of fraud on or by the Company noticed or reported during the course of our audit nor have we been informed of any such instance by the Management;

xi) According to the information and explanation given to us, the Company has paid or provided Managerial Remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act;

xii) The provisions of Nidhi Company under Nidhi Rules, 2014 are not applicable.

xiii) During the course of our examination of the books and records of the company, all transactions with related parties are in compliance with Sections 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements etc., as required by Applicable Accounting Standards.

x.iv) According to the information and explanation given to us, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

xv) According to the information and explanation given to us, the company has not entered into any non-cash transactions with directors or persons connected with him.

xvi) According to the information and explanation given to us, the company is not required to be registered under section 45-IA of the Reserve Bank oflndia Act, 1934.

Place: Mumbai Date' 24/05/2017 •

• Annexure B to Independent Auditors' Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act

We have audited the mternal financial controls over fmancial reporting of Atom Technologies Limited ("the Company'') as of March 31, 2017 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing deemed to be prescribed under section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves perforrrung procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial reporting. •

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) Provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over ftnancial reporting were operating effectively as at :Match 31, 2017, based on the internal control over fmancial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Place: Mumbai Date: 24/05/2017

Partner Membership No: 106403 Atom Technologies limited

Standalone Balance Sheet as at March 31, 2017 (in R&. •on M" As at A5at 31st March,2017 31$1 March,2016 tst Aeril,zots ASSETS Non-current assets Property, plant and equipment 153,690,246 55,076,856 58.o75.723 Other intangible assel5 ' 239,502 536,593 1,116,300 Financial assets ' ;. lnve5tments 209,255 99,1153 76,228 II. Other financial as...,ts ' 3,900,120 3,484,615 1,094,402 Other non-current assets " 11,665,5911 8,614,165 6,154,168 Total non-current assets ' 166,764,721 67,812,0113 66,516,882 Current assets Financial assets l. Investments 60,169,578 10.633,539 3,058,635 ii. Trade receivables " 47,297,560 32,650,085 33,1!83,957 iil. Cash and cash equivalents " 11,384,008 7,898.733 6,530,995 iv. Bank balances other than (iii) above " 9.943.839 3,686,488 2,530,730 v. loans '" 270,800 18,754 341,621 vl. Other C.nancial assets " 55,118,969 15,140.378 12.002,408 Other current assets " 48,039,856 31,024,247 32,170,637 Total current as~ts " 232,224,609 101,052,224 90,518.982 Tot~ I Assets 398,989 330 168,864,307 157,035,864

EQUil'V AND LIABIUTIES Equity Equity share capital 518,364,386 338,009,087 289,893.894 Other equity " !329,625,2171 !278,111,186) (234,071,685) Total equity " 11!8, 739,169 59,897,901 55,822,209 UABILITIES Non-current I:O.bilities Financial Liabilities i. Borrowings 11,850,710 25,800,225 Provisions " 1,041,151 1,415,447 619 877 Total non-ament llabllhles " 1 041151 13,266,157 26,420,102

Current liabilities Financialli~bilities i. Trade payables 186,568,350 38,143,050 24.969,334 ii. Otherf.nancialliabilities " 4,381.563 3,974.724 6,1!88,719 Provisions " 4,675.439 2,058,633 1,686,004 Other current liabilities " 13,583,658 51,523,1!42 41.249.497 Total current llabllltles " 209,209 010 95,700 249 74,793,554 Total liabilities 210,250,161 108,966,406 101,213,656 Total Equity and Liabilities 398,989,330 168,864 307 157,035,864

Significant Accounting Polities See accompanying Notes to the Financial Statements 1 to43

As per our report of even date

For and on behalf of the Board ~· Chaturvedl VN Subramanya Kusnur Dr Amarendra Sahoo Partner Director Director Membership No.: DIN:02534022 DIN: 06741280

Company Secretary

Place : Mumbai Date: 2 4 MAY ZOJ7 Atom Technologies Limited

Standalone Statement of Profit and Loss for the year ended March 31, 2017 (in Rs.} Year Ended Year Ended Note 31St March,2017 31st Mal'(h,2016 Contlnulna Operations Revenue From Operations 478,907,992 335,945,527 Other Income, Net ", 1,431,665 2,763,611 Total Income 480,339,657 338,709,138

Expenses Purchases Of Stock-In-Trade 26 2,157,945 822 Employee Benefits Expense 27 103,325,616 86,564,768 Finance Costs 28 2,779,167 6,473,562 Depreciation And Amortisation Expense 41,798,669 39,748,300 Other Expenses "30 381,341,225 249,653,775 Total Ekpenses 531,402,622 382,441,227 Profit I (Loss) Before Exceptional Item (51,062,964) (43,732,089) Exceptional Item Profit Before Tax (51,062,964) (43,732,089) Tax Expense I (Credit) Current Tax Expense 31 38,389 Deferred Tax Total Tax Expenses 38,389

Profit I (Loss) for the year (51,101,353) (43,732,089)

Other Comprehensive Income Items thot will not be rec/ossified subsequently to profit or loss Remeasurement Of The Net Defined Benefit Liability/Asset (412,678) (307,412)

Total Other Comprehensive Income, Net Of Tax (412,678) {307,412)

Total comprehensive Income for the period (51,514,031) (44,039,501)

Earnings per share: 32 Basic per share (in Rs.) (0.12) {0.13) Diluted per share (in Rs.) (0.12) {0.13) Face Value Per Share (in Rs.) 1/~ 1/~

Significant Accounting Policies See accompanying Notes to the Financial Statements 1 to43

As per our report of everl date

For and on behalf of the Boar Chartered Accounta FRN no.118424

Chaturvedl VN Subramanya Kusnur Dr Am ndra Sahoo Partner Director Director Membership No.: DIN·02534022 DIN: 06741280 J.J~ Company Secretary Place : Mumbai Date: Z 4 MAY Z017 Atom Technologies Limited

Cash Flow Statement for the year ended March 31,2017 ·-·· --""' '

l ' 41,798,66'1 '"·'•a.Joo ' :1,77!0,1~7 M73.562 ' ' Fmm '"'"noet• S.nk~lt (657,9ll) (544,077) ' 73.572 {41>,67a) ll07,4ll) ' ' ' {178) {12,76&) ' {9,41l

l,lW,!I92 ' ' ' ' l -~, ~~ ' 1,(1.14,517 T•-•-'"'·-··.. blo> {14,647,475) {1,064,020) Ot,_C..ffilntA.s""' {53,258,832) {1,911,581) Ott.... Non C..rront As""' 1<6,0!1<5 1,021,643

' 148.425,302 1l,l7l,716 Olhor "'"'""' liobol~'"' {ll,185,475) 815,521 Curront Pro.-olom 37l,629 Non Curront Prn., ';:::::1 ~ Pur54,932 1,159,787 ' ' --"""' ~ ' ' 1111 ' 18,000,000 ' """""'' ' l ' ' ' =·"'·'" ' 'lili' ~ 3,485,273 1,367,738

' 3,485,173 1,367,731 ' 7,119S,73l 6,SKI,99S ' ' ll,J&O,OOS 7,191,7» Atom Technologies Limited

Cash Flow Statement for the year ended March 31, 2017 Notn to calli ftow ,.....,.,.,

l. C.>h arM! ""'h "GUnO!< in cuce and'"" OGUovaill

·In d._;t OCtatO1ve ol m~ont of"'""'""'' In p1d

3. C>< i>eM ptepa.-.0 uno!« the "tndlr«t Mett>OO"" >et out In Accoontlf\i Stondard• l"uod lAS 3) " C"h Flow St>tomMt" bvlhe '"'titulo of Cha

For and on behalf of tha Board

~'_.---r Chaturvedl V N Subramanya Kusnur ,_ Director Director MemPerstNp No DIN; 534022 DIN: 06741260

Company Secrala')l Place Mumba1 Dale. 2 4 MAY Z017 Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

1. Company Overview

Atom Technologies Limited {the 'Company') is domiciled in India. The Company's registered office is at FT Tower, CTS No. 256 & 257, Suren Road, Chakala, Andheri (E), Mumbai- 400093. The Company's Corporate Identity Number {GIN) is U72900MH2005PLC156695.

The principal activity of the company is that of carry on in India or elsewhere the business of Payment Gateway Services.

These lnd-AS compliant financial statements were approved by the Board of Directors on May 24, 2017.

2. Basis of Preparation

2.1. Statement of compliance and Basis of Preparation

These financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with the Indian Accounting Standards (lnd AS) notified under Section 133 of the Companies Act, 2013 ("the 2013 Act") read with Rule 4 of the Companies (Indian Accounting Standards) Rules, 2015 and the relevant provisions of the 2013 Act.

The financial statements for the immediate previous year ended, 31 51 March 2016 have been prepared by the company in accordance accounting standards notified under section 133 of the Companies Act 2013, read with paragraph 7 of the Companies (Accounts) Rules, 2014.

These financial statements for the year ended 31 March 2017 are the first financial statements of the Company prepared in accordance with lnd AS. Detailed information about first time adoption of IND AS compliant financial statements has been given in Note No 41.

The financial statements have been prepared on accrual basis using the historical cost measurement along with other permissible measurement basis.

The accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use.

2.2. Functional and presentation currency

These Separate financial statements are presented in Indian Rupees, which is the Company's functional currency. All amounts have been rounded to the nearest rupees, unless otherwise indicated.

2.3. Use of judgements and estimates

The preparation of the financial statements in conformity with lnd AS requires management to make certain estimates, judgements and assumptions. These affect the Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

application of accounting policies, the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the reporting date of the financial statements and reported amounts of income and expenses during the period. Accounting estimates could change from period to period and the actual results could differ from those estimates. These are reviewed by the management on an on-going basis and appropriate changes in estimates are made prospectively as management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the financial statements.

The management believes that the estimates used in preparation of these financial statements are just, prudent and reasonable.

3. Significant Accounting Policies

The Company has consistently applied the following accounting policies to all periods presented in these financial statements.

3.1. Revenue recognition Income from services

Revenue is recognized when no significant uncertainty as to determination or realization exists.

a) Revenue from Gateway Service Charges and POS services are recognized on the basis of completion of transactions.

b) Revenue from Monthly Maintenance Charges is recognized on periodic basis per the terms of respective agreements with the clients.

c) Revenue from Software/Hardware Set up & Integration Charges is recognized as per the terms of the respective agreements with the clients.

d) Income from sales and services are shown net of VAT and Service Tax.

e) Dividend income is recognized when the company's right to receive dividend is established.

f) Interest income is recognized on time proportion basis.

Sale of goods

Sales are recognised, net of returns and trade discounts, on transfer of significant risks and rewards of ownership to the buyer, which generally coincides with the delivery of goods to customers. Sales exclude sales tax and value added tax. Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

3.2. Interest income

Interest income from debt instruments is recognised using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the gross carrying amount of a financial asset. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment, extension, call and similar options) but does not consider the expected credit losses. Interest income is recognised when it is probable that the economic benefits associated with the transaction will flow to the Company.

3.3. Dividends

Dividends are recognised in profit or loss only when the right to receive payment is established, it is probable that the economic benefits associated with the dividend will flow to the Company, and the amount of the dividend can be measured reliably.

3.4. Tangible fixed assets

Fixed assets are stated at cost of acquisition inclusive of any tax, freight, any incidental expense incurred at the time of acquisition and I or installation less accumulated depreciation and impairment loss, if any. Any additions and deletions to fixed assets during the year are accounted at cost.

3.5. Intangible assets

Intangible assets are stated at cost of acquisition and are carried at cost less accumulated amortization and impairment loss, if any.

3.6. Depreciation & amortisation

Depreciation is provided as per the useful lives of the assets estimated by the management, or at the rates prescribed under schedule II of the Act.

Depreciation in respect of assets costing less than Rs.5,000/- each is fully depreciated in the year of capitalization.

Intangible assets are amortised over their estimated useful life as follows:

Trademarks and Patents are amortized at their available useful life of 10 and 20 years respectively. Cl Knowhow are amortized over 6 years considering their related useful lives. Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

Effective 1st January, 2014, the Management has revised the estimated useful life of the following categories of assets as under:

Asset Revised useful life (a) Motor Vehicle 8 years (b) Office Equipment (lncldg Electrical Installations & Equipment) 2 to 10 years (c) Computer Hardware 3 to 6 years (d) Patent and Trademarks 8 years (e) Technical know-how and computer software 6 years

Depreciation on assets sold, discarded or demolished during the year is being provided at their rate up to the date in which such assets are sold, discarded or demolished.

3. 7. Inventories

Inventories of trading goods are stated at cost or net realisable value whichever is lower. Cost comprises of cost of purchase and other costs incurred in bringing the inventories to their respective present location and condition. Cost is determined on First in First out (FIFO) basis.

3.8. Financial instruments

Particulars 1 Initial recognition 1 Subsequent recognition Non-derivative financial instruments a) Financial AI fair value At amortised cost: if it is held within assets including directly business model where purpose is to hold attributable asset for contractual cash flows that are transaction costs solely payments of principal and interest on principal outstanding. b) Financial AI fair value AI fair value through other assets including directly comprehensive income: if it is held attributable within business model where purpose is transaction costs to hold asset for contractual cash flows that are solely payments of principal and interest on principal outstanding and also selling financial assets. c) Financial AI fair value At fair value through statement of assets excluding directly profit and loss: if financial asset is not attributable classified in any of the above categories. transaction costs d) Equity At fair value Through other comprehensive income on investments electing option of presenting fair value gains and losses in other comprehensive income. e) Financial AI fair value At amortised cost: using effective liabilities including directly interest method except certain items. attributable transaction costs Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

Share capital Ordinary shares Incremental costs directly attributable to classified as equity. the issuance of new ordinary shares are recognized as a deduction from equity, net of any tax effects.

Derecognition of financial instruments: A financial asset is derecognised by the Company only when: It expires; or the Company has transferred the rights to receive cash flows from the financial asset; or if the Company has not retained control of the financial asset; or the Company has transferred substantially all risks and rewards of ownership of the financial asset.

Any gain or loss on derecognition is recognised in statement of profit and loss including cumulative gain or loss in case of financial assets subsequently valued at fair value through other comprehensive income. In case of financial assets subsequently fair valued through profit or loss gain or loss is presented on a net basis.

3.9. Measurement of Fair Value

A number of the Company's accounting policies and disclosures require the measurement of fair values, for both financial and non- financial assets and liabilities.

When one is available, the Company measures the fair value of an instrument using the quoted price in an active market for that instrument. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.

If there is no quoted price in an active market, then the Company uses valuation techniques that maximise the use of relevant observable inputs and minimise the use of unobservable inputs. The chosen valuation technique incorporates all of the factors that market participants would take into account in pricing a transaction.

The Company regularly reviews significant unobservable inputs and valuation adjustments. In determining the fair value of its fmancial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. All methods of assessing fair value result in general approximation of value, and such value may never actually be realized. When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

3.10. Impairment

i. Financial assets:

The Company recognizes loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. For all financial assets, expected credit losses are measured at an amount equal to the 12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which case those are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognised is recognized as an impairment gain or loss in profrt or loss.

ii. Non-financial assets:

The carrying amounts of the Company's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then assets recoverable amount is estimated. An impairment loss is recognised if the carrying amount of an asset exceeds its recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized

3.11. Employee benefits

Post-employment benefits and other long term benefits

Company's contribution to provident fund is charged to profit and loss account. The company's liability towards gratuity is funded through a scheme (Group Gratuity) administered by the Life Insurance Corporation of India. Leave encashment on retirement is provided on actual basis in accordance with the company's scheme in this respect.

Defined benefit plans For defined benefit schemes and other long term benefit plans viz. gratuity and leave encashment expected to occur after twelve months, the cost of providing benefits is determined using the Projected Unit Credit Method, with actuarial valuations being carried out at balance sheet date. Actuarial gains and tosses are recognized in full in the statement of profit and loss for the period in which they occur. Past service cost is recognized immediately to the extent that the benefits are already vested. The retirement benefit obligation recognized in the balance sheet represents the present value of the defined benefit obligation as adjusted for unrecognized past service cost. as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to the lower of the amount determined as the defined benefit liability and the present value of the available refunds and reduction in contributions to the scheme. Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

Short-term employee benefits

The undiscounted amount of short-tenn employee benefits expected to be paid in exchange for the services rendered by employees are recognised during the year when the employees render the service. These benefits include perfonnance incentive and compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders the related service. The cost of such compensated absences is accounted as under:

(a) in case of accumulated compensated absences, when employees render the services that increase their entitlement of future compensated absences; and (b) in case of non-accumulating compensated absences, when the absences occur.

3.12. Borrowing costs

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes a substantial period of time to get ready for its intended use or sale. All other borrowing costs are charged to Statement of Profit & Loss.

3.13. Income tax

Income tax expense comprises current and deferred tax. It is recognised in profit or loss except to the extent that it relates to a business combination, or items recognised directly in equity or in OCI.

i. Current tax

Current tax comprises the expected tax payable or recoverable on the taxable income or loss for the year and any adjustment to the tax payable or recoverable in respect of previous years. The amount of current tax payable or recoverable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Minimum Alternative Tax (MAT) credit is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay nonnal income tax during the specified period. In the year in which the MAT credit becomes eligible to be recognised as an asset in accordance with the recommendations contained in Guidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the statement of profit and loss and shown as MAT Credit Entitlement. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal income tax during the specified period. Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

ii. Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Future taxable profits are detennined based on business plans of the Company and the reversal of temporary differences. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions are reversed when the probability of future taxable profits improves. Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it has become probable that future taxable profits will be available against which they can be used. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date. The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

3.14. Operating Cycle

Based on the nature of activities of the Company, the Company has determined its operating cycle as 12 months for the purpose of classification of its assets and liabilities as current and non-current.

3.15. Provisions A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

3.16. Contingent liabilities and contingent assets, if any, are disclosed in the notes to accounts.

3.17. Earnings Per Share:

Basic earnings per share is computed by dividing the profit I (loss) after tax (including the post-tax effect of extraordinary items, if any) by the weighted average number of equity shares outstanding during the year. Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

4. Standards issued but not yet effective

In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to lnd AS 7, 'Statement of cash flows'. These amendments are in accordance with the recent amendments made by International Accounting Standards Board (IASB) to lAS 7, 'Statement of cash flows'. The amendments are applicable to the Company from April1, 2017.

Amendment to lnd AS 7: The amendment to lnd AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non~cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement.

The Company is evaluating the requirements of the amendment and the effect on the financial statements is being evaluated.

Amendment to lnd AS 102: Since the Company does not have cash settled share based payments, this amendment will not have any impact on the financial statements of the Company. Atom Technologies Limited

Notes forming part of the standalone financial statements for the year ended March 31, 2017 NoteS Property, plant & equipment

Computer Office Vehicles Total Hardware Equipment•

Year ended 31 March 2017 Opening Gross carrying amount 133,525,831 954,275 1,495,137 135,975,244 Additions 140,102,978 11,990 - 140,114,967 Disposals 1,363 - - 1,363 Closing gross carrying amount 273,627,446 966,265 1,495,137 276,088,848

Accumulated depreciation Depreciation charge as on 1st April 2016 79,433,228 492,684 972,475 80,898,387 Depreciation charge during the year 40,948,921 333,127 219,530 41,501,578 Disposals 1,363 - - 1,363 Closing accumulated depreciation 120,380,786 825,811 1,192,005 122,398,602 Net carrying amount 153,246,660 140,454 303,132 153,690,246 Year ended 31 March 2016 Gross carrying amount Deemed cost as at 1 April 2015 Opening gross carrying amount 100,125,172 1,353,368 1,495,137 102,973,677 Additions 35,691,292 584,250 - 36,275,542 Disposals 2,290,632 983,343 - 3,273,975 Transfers Closing gross carrying amount 133,525,831 954,275 1,495,137 135,975,244

Accumulated depreciation and impairment

Opening accumulated depreciation 42,999,022 1,146,588 752,343 44,897,954 Depreciation charge during the year 38,659,702 319,377 220,132 39,199,211 Dis!!_osals 2,225,497 973,281 - 3,198,777 dosing accumulated depreciation and lmoalrment 79,433,228 492,684 972,475 80,898,387 Net carrying amount April 01, 2015 57,126,149 206,780 742,794 58,075,723 Net carrvlng amount March 31, 2016 54,092,604 461,591 522,662 55,076,856

Net carrying amount March 31, 2017 153,246,660 140,454 303,132 153,690,246

*Includes electrical installations Atom Technologies Limited Note 6 Notes forming part of the standalone financial statements for the year ended March 31, 2017 Other intangible assets

Technical Computer Trade Mark Total Knowhow software Year ended 31 March 2017 Opening Gross carrying amount 772,880 20,800,000 2,085,609 23,658,489 Additions - Disposals - Closing gross carrying amount 772,880 20,800,000 2,085,609 23,658,489

Accumulated depredation 719,543 20,800,000 1,602,353 23,121,896 Depreciation charge during the year 49,386 247,705 297,091 D~osals - Closing accumulated depreciation 768,929 20,800,000 1,850,058 23,418,987 Year ended 31 March 2016 Gross carrying amount Opening gross carrying amount 772,880 20,800,000 2,966,767 24,539,647 Additions (881,158) (881,158) Closing gross carrying amount 772,880 20,800,000 2,085,609 23,658,489 Accumulated depreciation and impairment Opening accumulated depreciation 581,695 20,800,000 2,041,591 23,423,286 D~reciation charge durinR the year 137,848 - (439,238) (301,390) Closing accumulated depreciation and imDalrment 719,543 20,800,000 1,602,353 23,121,896 Net carrying amount as at 31st Mar'lS 191,185 - 925,175 1,116,360 Net carrying amount as at 31st Mar'16 53,337 - 483,256 536,593 Net carrvinR: amount as at 31st Mar'17 3,951 235,551 239,502 Atom Technologies limited

Notes forming oart of the standalone financial statements for the year ended March 31,2017

{In Rs.) 7 Investments ...... Asat 31-03-2017 31-03-2016 1-04-2015 Non Current Investments In Equity Instruments Of Subsidiaries 209,255 99,853 76,228 Total 209,255 99,853 76,228 Details of Investments Investments carried at cost Investment In Equity Investment of subsidiaries 100,000 {31 March 2016 . Nil 1 April2015 . Nil) Equity shares of Rs_1/- each in 100,000 Adyana Solutions Pvt Ltd Investment in Equity Instruments 50.000 {31 March 2016: 50,000 1 April 2015: 50,000) Equity shares ol Rs. 101- 109,255 99.853 50.000 each In Grameeo Pragat1 ~ounaation Total Equity Investment- Unquoted 209,255 99,853 50,000

8 Other Financial Assets As at 31-03-2017""' 31-03-2016 1-04-2015""' Non-Current Deposit- Earnest Money 25,000 25,000 25,000 Security Deposits 150.000 100,000 100,000 Interest accrued on fixed deposits 78,370 177,773 35.859 Deposits with original maturities of more than 12 months 3,706,750 3,181,842 933,543 Total 3,960,120 3,484,615 1,094,402

9 Other Assets ...... 31-03-2017 31-03-2016 1-04-2015 Other Non-Current Assets Prepaid E~penses 73,543 249,629 1,271,272 Balances With Government Authorities 25,000 25,000 25,000 Advance Income Tax {Net Of Provisions) 8.567,055 8,339.536 4,857,896 Total 8,665,598 8,614,165 6,154,168

10 investments ...... 31-03-2017 31-03-2016 1-04-2015 Current Investments In Mutual Funds 60.169,578 10.633,539 3,058.635 5768784.676 Units (Pv Yr 1019495.0030 Units) JM High Liquidity Fund Dir DDR NAV 10.4302 Total 60,169,678 10,633,539 3,058,635

11 Trade Receivables Asat 31-03-2017 31-03-2016""' 1-(14-2015""' Current Unsecured, Considered Good Unless Otherwise Stated Trade receivables outstanding for a period exceeding six months from the date they are due for payment Considered Good 20,976,632 2,035,896 1,865,094 Considered Doubful 17,624,282 7,491.745 22,761,970 Less: Allowance for E~pected Credit loss (17,624,282) {7.491,745) (22,761,970) 20,976,632 2,035,896 1,865.094 Other Trade Receivables 26,320.928 30,614,189 32,018,863 Considered Good 26,320,928 30,614,189 32,018.863 Total 47,297,560 32,650,085 33,883,957 12 Cash and Cash Equivalents As~~ 31-03-2017 31-03-2016"'" 1-04-2015"'" Cash And Bank Bii!lances Cash On Hand 29,410 Bc.nk Billances: In Current Accounts 10,863,240 7,898,733 5,731,712 In Deposit Accounts With Original Maturity Of less Than 3 Months Total

Bank Balances other than {Iii) above "' Other Bank Balcmces In Deposit Accounts With Original Maturity Of More Than 3 Months But Less Than 12 Months 5.078.544 2,530,730 In Deposit Accounts With Original Maturity Of More Than 12 Months 4,865,295 3,686,488 Total 9,943,839 3,&86,488 2,530,730

13 As at "'"" 31-(13+2017"'" 31-03-2016 1-(14-2015"'" Current Unsecured, Considered Good Loans To Employees Total

14 Other Financial Assets .... 31-03-2017"'" 31-03-2016"'" 1..()4.2015 Interest Accrued on Bank Fixed Deposits 540,252 135,487 79,444 Advances and other r&eivables Considered Good 53,910,717 14,836,891 11,754,964 53,910,717 14,836,891 11,754,964 Security Deposits Considered Good 668,000 168,000 168,000 668,000 168,000 168,000 Total 55,118,969 15,140,378 12,002,408

15 Other A5sets As at .... As at 31-03-2017 31-03-2016 31-03-2015 Other Current Assets Prepaid Expenses 3,528,050 4,815,984 3,588,854 Balances With Government Authorities 19,148,283 4,427,389 7,161,326 Stock in Tri!de 169,723 169,723 1,214,240 Ti!X Deducted at Source 23,793,945 20,211,296 19,475,690 Balance In Ecrow account -PPI ** 1,399,855 1,399,855 730,528 Total 48,039,856 31,024,247 32,170,637

** In view of recommendiltion by Reserve Bank of India in their audit report dated 12th April 2016, we have separately disdosed liabilities due to PPI card holder and merchant and balances in Escrow account in respect of our Prepaid 1 Wallet business under the heilds Other Current liabilities and Other Current Assets. Atom Technologies Limited Note 16 Notes forming part of the Standalone financial statements for the year ended March 31, 2017 .. EQUITY SHARE CAPITAL 31-03-2017"" 31-113-2016"" 1-04-2015"" Authorised: Number of Shares 650.000,000 650,000,000 650,000,000 Equity shares of Re. 1/· each 650,000,000 650,000,000 65!l,OOO,OOO

Issued, subscribed and fully paid up: Number of Shares 518,364,386 338,009,087 289,893,894 Eqwty shares of Re.l/- each 518,364,386 338,009,087 289,893,894

The company has only one class of equity shares having par value of Rs.1 each. Each holder of equity shares IS entitiled to one vote per share. In the event of liquidation, the equity shareholders are eUglble I<> receive the remaining assets of the Company after distribution of all preferential amounl5 in proportion to their shareholdlngs

b. Details of equity shares held by each shareholder holding more than 5% equity share9 In the Company;

As at 31-03-2017 As at 31-03·2016 As at 1-04-2015 Number of Equity % Holding Number of % Holding Number of % Holding Shares held Equity Shares Equity Share$

63 Moons TechnologieS Ltd 497,001,298 95.88 320,645,999 94.86 274,839,428 94.81

e. Shares held by Holding Company As at 31-03·2017 As at 31-03-2016 As at 1-04-2015 Number of Equity Rs. Number of Rs. Number of Rs. Shares held Equity Shares Equity Shares

63 Moons Technologies ltd 497,001,298 497,001,298 320,645,999 320,645,999 274,839,428 274,839,428

d. The Company had lasued Convertible Share warrant of Rs. 85,50,000/·

Party Name No. of Convertible warrants issued Mr. Dewang Neralla 1,710,000 M/s Shreevakpati Shares & Seeunties Pvt Ltd. 6,840,000

Total 8,550,000

FoHowing are the Terms & Conditions related to Share warrants:

i. The share warrants shall be converted Into one equity share of face value Re.1 each, fultv paid up. ii. The equity shares arising on conversion of warrants shall be issued at a coosk!eration of Rs. 4.164/- per share (face value of Rs. 1/- each and Rs. 3.164/- being premium thereof) 1ii. The COI1version shall be done in tranches mentoned below or as the Board I Committee in its absolute diScretion decldec from fime to time.

2010412014 2nd Tranch On or Before 2010412015 3rd Tranch On or Before 20104/2016

These Rights were not exercised and all the !ranches are relenquished as on 2oth April 2016_

IV In ease of any bonus issue I rights offer by the company, the aggregate number of warrants shall increase in the proportion of bonus issueJ rights offer_ Atom Technologies limited

Statement of changes in Equity as at March 31, 2017 Note 17

Reserves and surplus Total equity Other attributable to Securities Comprehensive Retained equity holders of premium Income earnings the Company reserve

Balance at 1 April 2015 27,210,400 (261,282,085) (234,071,685)

Changes in equity for the year ended March 31, 2016 Transfer to general reserve

Remeasurement Of The Net Defined Benefit liability/Asset

Profit for the year (43,732,089) (307,412) (44,039,501) Balance at 31 March 2016 27,210,400 (305,014,174) (307,412) (278,111,186)

Changes In equity for the year ended March 31, 2017 Transfer to general reserve

Remeasurement Of The Net Defined Benefit Liability/Asset Profit for the year (51,101,353) (412,678) {51,514,031) Balance at 31 March 2017 27,210,400 (356,115,527) (720,090) {329,625,217)

As per our report of even date For and on behalf of the Board ru

-""/' Chaturvedi VN Subramanya Kusnur Dr Amarendra Sahoo Director Director DIN:02534022 DIN: 06741260 J~~~h Company Secretary Place : Mumbai Date: 2 4 MAY Z017 Atom Technologies Limited

Notes forming part of the Standalone financial statements for the year ended March 31, Z017

inRs. 18 Borrowings .... As at 31-03-2017 31-03-2016 1-04-2015"'" Non Current Term loan From Related Party (Refer Note 39) 11,850,710 25,800,225 This loan is for the tenor of 3 yrs from actual disbursement & carries interest rate of 11% p.a. The principal amount of loan is payabale as per agreement (EMI). The same is secured against Fixed Assets- POS Terminals. Total 11,850,710 25,800,225

19 Provisions As at 31-03-2017"'" 31-03-2016"'" 1-04-2015 Non-Current Provision for Employee Benefits Compensated Absences 1,041,151 1,415,447 619,877 Total 1,041,151 1,415,447 619,877

20 Trade Payable As at As at 31-03-2017 31-03-2016"'" 1-04-2015 Current Total Outstanding Dues Of Creditors Other Than Micro And Small Enterprises 186,568,350 38,143,050 24,969,334 Out of the above, Rs.23,676,027/- pertains to 63 Moons Technologies which is a Holding Co. Total 186,568,350 38,143,050 24,969,334

21 Other Financialliabilites As at 31-03-2017"'" 31-03-2016 1-04-2015"'" Current Payable To Employees And Other Contractual Obligations 8,700 4,783 329,386 Advances From Customer 4,372,863 3,969,941 6,559,333 Total 4,381,563 3,974,724 6,888,719

22 Provisions As at As at 31-03-2017"'" 31-03-2016 1-04-2015 Current Provision for Employee Benefits Compensated Absences 2,629,143 795,341 1,436,262 Gratuity

23 Other Current liabilities As at As at 31-03-2017 31-03-2016"'" 1..()4-2015 Current Income received in advance (Unearned revenue) 244,007 494,092 669,028 Current maturities of long term borrowings 24,347,870 26,371,430 Statutory remittances 2,757,138 7,127,327 3,743,195 Other liabilities Total Atom Technologies Limited

Notes forming part of the Standalone financial statements for the year ended March 31, 2017

Year Ended Year Ended 24 Revenue from operations 31.03.2017 31.03.2016 Income From Services 476,487,992 335,943,202 Sale of traded goods 2,420,000 2,325 478,907,992 335,945,527

Year Ended Year Ended 25 Other income 31.03.2017 31.03.2016 Interest received on financial assets- Carried at amortised cost On bank deposits 657,911 544,077 Others 409,242 745,657 1,067,153 1,289,734 Dividend received on investments carried at fair value through profit or loss 354,932 1,159,787 Gain I (Loss) on Fair Valuaf1on of Financial Assets at fair value through profit or loss 9,402 23,625 Profit on Sale of Fixed Assets 178 12,766 Other non·operating income Miscellaneous Income 277,699 1,431,665 2,763,611

Year Ended Year Ended 26 Purchases of stock-in-trade 31.03.2017 31.03.2016 Computer Hardware 2,157,945 822 Total 2,157,945 822

Year Ended Year Ended 27 Employee benefits expense 31.03.2017 31.03.2016 Salaries and wages 96,881,395 81,977,675 Contribution to provident fund and other funds 2,738,738 1,951,264 Gratuity 1,547,306 1,131,912 Staff welfare expenses 2,158,177 1,503,917 Total ____103,325,616:::;::::::;;::::::.. __ ,.::::::::0!:.::... 86,564,768 Year Ended Year Ended 28 Finance costs 31.03.2017 31.03.2016 Interest expenses Financial liabilities- Carried at amortised cost 2,618,093 6,381,662 Delayed payment of tax 32,525 123 Others- Bank Charges 128,549 91,777 Total 2,779,167 6.473,562

Year Ended Year Ended 29 Depreciation and amortisation expense 31.03.2017 31.03.2016 Depreciation of tangible assets 41,501,578 39,199,211 Amortisation of intangible assets Total

Year Ended Year Ended 30 Other expenses 31.03.2017 31.03.2016 Communication expenses 6,734,552 5,264,101 Payment to Auditors 985,905 552,000 Electricity 2,494,518 2,400,576 Net loss on foreign currency transactions and translations 136,506 (340,232) Insurance 1,437,761 1,822,790 Support Service Charges 144,877,847 82,215,982 Professional charges 9,278,965 23,289,984 Loss on disposal/ write off of fixed assets (net) 73,572 Office expenses 5,176,655 1,937,771 Recruitment Charges 234,995 38,650 Provision for doubtful trade receivables I advances 3,197,892 Rent including lease rentals [Refer Note 34 (a)] 19,010,669 13,093,312 Commission Paid 153,064,682 76,824,844 Repairs and maintenance- others 2,532,055 1,989,196 Sales promotion expenses 2,200,575 6,049,165 Software license fees 8,554,717 2,893,689 Sponsorship & Seminar Expenses 1,204,000 4,002,125 Travelling and conveyance 6,776,051 5,682,256 Managed Service Charges 11,931,155 11,168,759 Bad trade receivables f advances written off 1,488,244 2,321,563 Miscellaneous expenses 3,221,373 5,175,780 Total 381,341~25 249,653,775 Details of payment to auditor As auditor: Audit fee 226,125 225,000 Tax Audit fee/Taxation matters 575,865 327,000 Other Certification chari:es 183,915 60,105 Total 985,905 612,105 ATOM TECHNOLOGIES LIMITED

Notes forming part of the Standalone financial stiltements for the year ended March 31, 2017

31 Income Taxes & Deferred Tax

31.1 Income Tax recognised In Profit or loss: Year ended March Year ended March Particulars 31,2017 31,2016 Current Tax In respect of the current year In repect of earlier years 38,389 38 389

Total tax expense recognised in the current year rela~ng to con~nuing operations 38 389

31.2 Reconciliation of tax expense with the effective tax Year ended March Year ended March Particulars 31,2017 31,2016

Profit/ {loss) before tax (51,062,964) (43,732.089) Applicable tax rate 0.31 0.31 Computed tax expense {15,778,456) {13,513,215)

Expenses disallowed 1,398,712 Tax Loss & credits not recognised 15,816,845 12,114,504

Tax expenses ss per Statement of Profit and L.oss 38,389 (0) 31.3 Unrecognised tax losses I tax credits I temporary difference...... Particulars March 31,2017 March 31, 2016 March 31,2015 Unused tax losses 17,067,280 218,655,530 249,751,074 Deductible temporory difference 17 067 280 218 655 530 249 751 074 Atom Ted!IIDID&les Limited

N- fotml!lJ pan of tho Stondolor>O n..,nclal statements I« tho y••• onded t.larch ll. 2011

:U. Eornlngo PeriJ!ulre ia colculor.d •• follow• '

Porliculors 31--U ·;~:::·.;1 I In lb.) > Not profll I (Loos) aHOW.t>lo lo lho OGUit'/ !Mi"o-01$ (101 l>aSi~lulOCI El'S) (51.101,3.13) (4J.7~2.G51l) '> W.fllh10Cia- numbor of oqu~y snores ' forllosk!EP$ -424.4!10.805 331,549,1117 AD:Io EfleCI 01 diull>o slook opllon! 8.550.000 8_550,000 For~ILtecl EPS ·~J.tiJ(J,805 na,OOQ.oe7 ,, BaoiottarrOni;Jo 1101 sllare (In Rs.) (0.12) (0.13) ,. D11-~porolwl111(i1Rs.) (0.12) (0.13) F-..klo porshlln1 (i1 Rs.) ,. " " 33 Dotallr llfSpedllod lonk N(SBN>) •• roqulrwd- No>tllicat;, dl M•"*'ll.l. 2017 undor C."''''nloo Act 1013 ore •• undo"

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(C) No~- to duo ond P"I'ObiO altho on51 occruod ond un"""' at tho on

The otoovelnf oom100nK:ollon 1\ove t>eon received ftOm vendOttJouwiiois ,_.rln{l tne~ 010!00 un

OfOgnc...... :yoxpooUIH tllol- ol-lledOO"f d om - alivtlnol orog.,.n • • -~ • - 31.1n.21117 31.01.2011 I.OU015 Fororgn (In Rs.f F<>rOign Currency (In Ito.) Fororgn cu....,cy fin Ro.) Portlc;ulo"' ,_ Currency Poyo-ln foorolgft currency OlhorpOI'ObiOo 3.520 23~.422 ., 52,801 3_8jg 239.0~ Roul-lea In foorelgn cumon.cy ""- LOons"""....,.., ... ,. ret"'*l ponros Tr_...,..._ "" 27 780 1 836905 26815 I 8295C3 138113 0311 ·= " '

The-'" .,..nt of rev...., oxpon

H So_..t tnrononollon

1lle compony lOtent •• POmOnlj ooo

IIAI Nomn< I '"""~ I whose control exists (Holding Company) : 63 Moons Technologies Ltd. (formerly known as Financial TechnolOgies (india) Limited)

II Subsidiaries (with whom transacfjons are carried out) Financial TechnolOgies Communications Lim~ed Apian Finance & Investment Limited Tickarplant Limited

I(Ill) Kay Management Personnel (KMP) Mr Alok Mehta (Chief Financial Officer) · Ms Siddhl Shah {Company Secretary) ,,., Mr Dewang Neralla (Chief Executive Officer)

II "" •.. ~ 31HI ~~;roo ~~ ~· .. 1, Servlcn and Assets ''"'" . . . Integration charges and other services . I""~' 5,712,498 431,230 (Payable to 63 moons I ; 246,266 . . .

service charges paid 11,931,156 11,166,759 . .

I fees Paid . 1,249,375 . .

; 18,802,418 12,833,099 . .

Interest paid . . 2,618,093 6,200,500

7,399,061 7,789,058 2,481,300 1,352,700 ·Charged t~ ~~~ 289,046 . 66,757 .

and repayment thereof ; . . 36,198,580 52,171,655 . . . 18,000,000 T•k•o '"""' lho po

I of equity shares 176,355,299 45,806,571 . .

I 200,000 260,000 :~~·~~~ . ~~~:~~~ !,";;':'" ; o; ;;;;;,;. 240,000 20,000 ; 280,000 20,000 i Khan (till I . 60,000 Vinit Parikh (15.03.2016) . 80,000

I Charges 1,187,391 1,200,000 Suchata Damla . 940,313

I . 3,605,804 Nerella (from 01.09.2015) 17,423,010 10,431,029 (till 31 """' ~~~~1g:.l•I (from 14.03.2016) 4,924,130 152,589 i i 593,605 657,294

~=tng balance 86,594 ; .~~::~~ """ "·''" INote · 1. Related Party relationship Is as identified by the company and relied upon by the Auditors . Particulars 31at March 2017

i it Atom Technologies Limited

Notes to the Standalone Financial Statements for the year ended 31 March 2017

42. Figures regrouping & reclassification: Figures for the previous year have been regrouped/ reclassified, wherever necessary.

43. Notes on First Time adoption of lnd-AS: For the purposes of transition to lnd AS, the Company has followed the guidance prescribed in lnd AS 101- First Time adoption of Indian Accounting Standard, with April1, 2015 as the transition date and IGAAP as the previous GAAP.

The transition to lnd AS has resulted in changes in the presentation of the financial statements, disclosures in the notes thereto and accounting policies and principles. The accounting policies set out in Note 3 have been applied in preparing the standalone financial statements for the year ended March 31, 2017 and the comparative information. An explanation of how the transition from previous GAAP to lnd AS has affected the Company's Balance Sheet, Statement of Profit and Loss, and exemptions on first time adoption of lnd AS availed in accordance with lnd AS 101 are as under:

43.1 Exemptions availed on first time adoption of lnd-AS 101: lnd-AS 101 allows first· time adopters certain exemptions from the retrospective application of certain requirements under lnd AS. The Company has not applied any of the exemptions.

43.2 Reconciliations: The following reconciliations provides the effects of transition to lnd-AS from IGAAP in accordance with the lnd-AS 101: 1. Equity as at April 01, 2015 and March 31, 2016 2. Net Profit for the year ended March 31, 2016

For and on behalf of the Boar

Chaturvedl VN Subramanya Kusnur Dr marendra Sahoo Partner Director Director Membership No.: 106403 DIN:02534022 DIN:06741280

Chief Financial Officer Company Secretary

Place : Mumbai Date: 2 4 MAY 2017 Atom Technologies Umited

Notes formin& part of the Standalone flnancl~l st;moments for the year ended Mllrch 31, 2017

Rec:onclllaUon of ltQUity as previously reported under IGAAP to lnd AS Note 43.2

l~n OooM ,..,., •• M ~· ;:; ;:::=

I"'"'Non-current assets Property. plant and eq~opmont 59.07S.n5 55.076,857 55.076.857 Clpltal work·ln·pros"'" Investment propert~• Goodwill Other lntangl~e assets I,U6,360 1.116,360 536,593 5;j6,593 Intangible ~5SeU under development•

lniiHimenU accounted fer ~•In( the equity method flllllnclalo»eU lnll

Rnandal ;ossets = r. Investments 3,058,635 3,058,635 10.633,539 10,633,539 n. Sto<:k Of Traded Goods 1.214.240 1,214.240 169,723 169,723 ii. Trade receivables 33,983,957 33,983,957 32,6.50,0115 32,650.0!!5 Ill. Cash and cash equivalents 9,061,725 9,061,715 U,SII5,221 U,5115,221 iv. Bank balances other than (iii) above• v. Loans 43,no,98t I 45,878,169 37,139,004 vi. Otherfinandal assets n.- 43,220,981 43,300,425 135,487 8,739,165 8,874,652 ~r~ ~ ~

Equity share capital 289,893,894 289,893.894 338,009,087 338,009,087 other equity ' ' ' 26,228 I 23,625 I I :::v:.:.,:urplus '

I,.;,..; ...... ~ "~·'" "·"' ~ I" IFlnand~ Uabllltles I. Borrowings 25,800,225 25,800,US 11,850,710 11,850,710 ll. Other Hn~ndalliabilities Provisions 619,877 619,877 1,415,447 1,415,447 Deferred ta• liabilities lt liabilities• il i ' ~ Flnand~lliabilities i. Borrowings ii. Trade payables 24,9'69,334 24,969,334 38,143,050 38,143,050 lll. Other flnancral habilities 33,929,177 33,929,177 28,816,686 28,816.686 iii. Other Current liabilities 48,H8,216 14,209,039 55,498,566 I 26,681,880 I """'''"' 1,686,01)4 1,686,004 1,058,633 2,058,633

~ ~ ffi ' ' ~ ~~

EaplanaUona for ra~on~lllatlon ofBalan~e Sh&etll previously reported undar IGAAP to INDAS

* Previous GAAP figures have been reclassified I regrouped to conform to INO AS presentation requirement;.

Notes to first time adoption A ·Investments Under Indian GAAP, the investments in equity Instruments were ;oocounted at mst or market value whichever Is lower. Where as under lnd AS, the Investments are lair valued at each reporting date. The adjustment to Investment reHects changes in fair value on reporting date. The tot"t"eSponding changes have beeo reflected in other equity. Atom Technologies Limited

Notes forming part of the Standalone financial statements for the year ended March 31, Z017

Reconciliation Statement of Profit and Loss as previously reported under IGAAP to lnd AS Note 43.2

Note As on March 31 2016 Effects of transition IGAAP I I lndAS lndAS Continuing operations Revenue from operations 335,945,527 335,945,527 Other income •• A 2,739,986 23,625 2,763,611 Other gainsf(losses)- net Total revenue 338,685,513 23,625 338,709,138

Expenses Purchases of stock-in-trade Changes in inventory of stock-in-trade 822 822 Employee benefits expense 86,872,180 (307,412) Finance costs 6,473,562 Depreciation and amortisation expense 39,748,300 Other expenses Total expenses Profit 1 (Loss) before exceptional item and tax (44,063,126) 331,037 (43,732,089) Exceptional item Profit before tax (44,063,126) 331,037 (43,732,089)

Tax expense/ {credit) (a) Current tax expense (b) Less: MAT credit (c) Current tax expense relating to prior years (d) Net current tax expense (e) Deferred Tax Total tax expenses Profit after tax before share of profit of associates {44,063, 126) 331,037 (43,732,089) and minority Interest Net share of profit I (Loss) of associates Net minority interest in profit I (loss) of subsidiaries Profit for the year (44,063,126) 331,037 (43,732,089)

Other comprehensive income Items that will not be reclassified subsequently to profit or loss Remeasurement of the net defined benefit liability/asset (307,412) (307,412)

Items that will be reclassified subsequently to profJI or loss

Total other comprehensive income, net of tax (307,412) (307,412)

Total comprehensive income, for the period !44!063,126) 23,625 (44,039,501!

Explanations for reconciliation of Statement of Profit and loss as previously reported under IGAAP to lnd AS

A. Other Income Under Indian GAAP, the Investments in equity instruments were accounted at cost or market value whichever is lower. Where as under lnd AS, the Investments are fair valued at each reporting date. The adjustment to other Income reflects gain on changes in fair value of investments on reporting date. Slgnlfltilnt Accounting Policies Uo See ilttompanying Notes to the Finilntlil Statements " A.s per our report of even date

For and on behalf of the Board Chartered Accounlaf!Ui FRN no.118424W '

Chaturvedi VN Subramanya Kusnur Dr Amarendra~ Sahoo Partner Di Director Membership No.: DIN: DIN: 06741280 ~.fv Siddhi Shah Company Secretary

Place : Mumbai Date· 2 4 MAY 2017 Atom Technologies Limited

Consolidated Statement of Profit and Loss for the year ended March 31, 2017 Year Ended Year Ended 31-03-17 31-03-16 N~o Continuing Operations Revenue From Operations 478,907,992 335,945,527 Other Income, Net "25 1,431,665 2,763,611 Total Income 480,339,657 338,709,138

Expenses Purchases Of Stock-In-Trade 2,157,945 822 Employee Benefits Expense "27 103,325,616 86,564,768 Finance Costs 28 2,779,167 6,473,562 Depreciation And Amortisation Expense 28 41,798,669 39,748,300 Other Expenses 30 382,093,989 249,653,775 Total Expenses S32,1SS,386 382,441,227 Proflt/(Loss) Before Exceptional Item (51,815,728) (43,732,089} Exceptional Item Profit Before Tax (51,815,728) (43,732,089) Tax Expense /(Credit) current Tax Expense 31 38,389 Deferred Tax Total Tax Expenses 38,389

Profit /(Loss} for the year (51,854,117) (43,732,089)

Other Comprehensive Income Items that will not be reclassified subsequently to profit or loss Remeasurement Of The Net Defined Benefit Liability/Asset (412,678)

Items thQt will be reclassified subsequently to pro/it or lass Gains (losses} on remeasuring available-for-sale financial assets, net of tax Total Other Comprehensive Income, Net OfTax (412,678)

Total comprehensive income for the period (52,266,795} (43,732,089)

Earnings pel'" share: 32 Basic per share (in Rs.) (0.12) (0.13) Diluted per share (in Its.) (0.12) (0.13) Face Value Per Share (in Rs.) 1/~ 1/~

Significant accounting policies See accompanying Notes to the Financial Statement$ 1 to43

As per our report of even date

For and on behalf of the Board

Chaturvedi VN Subramanya Kusnur Dr Amarendra Sahoo Partner Dire Director Membership No.: DIN: DIN: 06741280 .,~}~ Company Secretary

Place : Mumbai Date: 2 4 MAY Z017 Atom Technologies Limited

Consolidated cash Flow Statement for the year ended March 31, 2017 (In b.) POrtitMaoforotax (51,815,728) (4'1.80~.19-0)1

Ad),..montolor. Oeprea!Otjon /omortiutj"" 41.198.609 39,748,300 1,779.167 6.473.562 """""""""lntOe/ocropofl'foporty, p~nt onO07.412) Pro~t on 10lo of Pro,>Ortv. plont and eouioment (178) !1<,760) Goln /(lou) on folr Voluatlon of fi ..Mol ,..,.,. at lair valu• through or<~f•tor to" 19.402) jll,615) 80<1 trade rer;ervoble / odv.ontome hom Otl>o< Flnor>dai Als.~• • Oil54.931) (1.159.181) 43,846,685 47,445.659 Opomln1loa -.,worldn1 capRol chonpo (7,959.043) l,Gi6,46S

!l!onm in Wg!1slry;CMI!t)· Adjustmontolor(-oe) I docreooe 1o OP<<>Iir'll: _., lnwntor~ 1,044,517 Trodere«jvobloo (14,647,475) (1,964.020) OthorCum:ntA$$ell (53,258.831) 11.921,581) Other Non Current A$$eiS 127,046 1,Dll,20l

~~~lor_,., (dKrNIO) In --~"1 Mobllltl.. , Tnodepovobln 148.42'5,>02 13.173,716 01...,. <•rrrentliolOiffieo (12,""".775) 824,384 CurrontP«>vf"""' 1,616,806 371,619 Non ClJrn~nt ~~- {>74.296) 795.570

70,445,37~ 1>.348,418 CMh U..0 In apotltlaOI 62.476.311 16,!l84,BBJ

lel>oTox~oid (3,848,S57) (4,117,147) Not Cosh uoed In o~ •

I Q#!F!Qwfromlnm!Qol5,544) Con~deraiOOfur ton<~lotjon olol1or01 inwllmont In Sub85 Profit from ..~oof ""'-''"''""-inve.-... lncomo '"""Other FNn • mwKI.OO 3~,931 1,159,787

lnteren Reoejved From FNnolt lS2.~9 34G.I20 Not Coolo (IIOed In)/ ...... "'-tto>& Odloltioo (l!IS.515,GI1!) (45,703,5015)

C, CUb Fluwfrsm llnlncfnoo

Not Cosh Fkrwdurln' the-,eor (A+B+C) ),47>,761 1,30'-.056

Not (dweooe)/-ln

Cosh 111<1 cash equlwirlonto(opllftlrq; baloftl:e) 7,9UI,055 G-616,!199

Coih ond <11sh oqYiv- (

COnsolidated Cash Flow Statement fort he year ended March 31, 2017 N"'"''" cash now ...'""'""'' 1. c ..n and'"'" eq"""'""" 1ncluank balancO> '" '""""' ond a.,.,.;,"'"""" c ..n and'"" eQu,valeniS onclude$' (i " R• I ll

c ..nonlland 29.410 17,004 \!OnOI>alonc., "'""""'"'""""'n' 10,871,0511 7,9(11,\151 ·In dopoatUrlflll wlthon ; montll

-In depo~t acrn.Jnt (maturing mo;e tl>on l month< ond lo« ihan U montll>l 9,94l,Sl9 >.686,488 540,151 135,487 • '""''"" •""-'"'""" ~•ed depoh ond honk h.ol•n~ 21,877,911 11.740.DJO

1. Pu«n ..o oll1xed '"""are >tateetween tl>e commoncomoot and end of til< yeit ,nd "" con<;de•e

l. C.i11 flow Statomont ha; O..n pteF"red undo< tl>o "lndl..oct Metl>o•rtOdia

A• pe< our report ot ....n da"'

Cl\atul"ffldi V N

Place Mumba• Date· 2 4 MAY 2017 Atom Technologies Limited

Notes forming part of the Consolidated financial statements for the year ended March 31, 2017 Note 5 Property, plant & equipment

Computer Office Vehicles Total Hardware Equipment*

Year ended 31 March 2017 Opening Gross carrying amount 133,525,831 954,275 1,495,137 135,975,244 Additions 140,102,978 11,990 - ' 140,114,967 Disposals 1,363 - - 1,363 Closing gross carrying amount 273,627,446 966,265 1_495,137 276,088,848

Accumulated depreciation Depreciation charge as on 1st April 2016 79,433,228 492,684 972,475 80,898,387 Depreciation charge during the year 40,948,921 333,127 219,530 41,501,578 Disposals 1,363 - - 1,363 Closing accumulated depredation 120,380,786 825,811 1,192,005 122,398,602 Net carrying amount 153,246,660 140,454 303,132 153,690,246 Year ended 31 March 2016 Gross carrying amount Deemed cost as at 1 April 2015 Opening gross carrying amount 100,125,172 1,353,368 1,495,137 102,973,677 Additions 35,691,292 584,250 - 36,275,542 Disposals 2,290,632 983,343 - 3,273,975 Transfers Closing gross carrying amount 133,525,831 954,275 1,495,137 135,975,244

Accumulated depreciation and impairment

Opening accumulated depreciation 42,999,022 1,146,588 752,343 44,897,954 Depreciation charge during the year 38,659,702 319,377 220,132 39,199,211 Disposals 2,225,497 973,281 - 3,198,777 Closing accumulated depreciation and Impairment 79,433,228 492,684 972,475 80,898,387 Net carrying amount April 01, 2015 57,126,149 206,780 742,794 58,075,723 Net carrying amount March 31, 2016 54,092,604 461,591 522,662 55,076,856

Net carrying amount March 31, 2017 153,246,660 140,454 303,132 153,690,246

*Includes electrical installations Atom Technologies Limited Note 6 Notes forming part of the Consolidated financial statements for the year ended March 31, 2017 Other Intangible assets

Trade Mark Total

31 March 2017 Gross carrying amount 772,880 20,800,000 2,085,609 23,658,489 - ; - ' depreciation 719,543 20,800,000 1,602,353 23,121,896 Depreciation charge during the year 49,386 247,705 297,091 ; I - ~ IGross carrying amount ."~e.· carryingamount 772,880 20,800,000 2,966,767 24,539,647 I ,,. "" "" "'' ' I depreciation and impairment

i .. ~. depreciation 581,695 20,800,000 2,041,591 23,423,286 l>m 'onl I 1 ch.,ge dudog - "o, "" I •and """ '" onn nnn ""' 00, "Q "' ' ' '"' ' '" tasat31s~ r.; t as at 31st Ma•': ~!~~ - ~ ~ t as at 31st 3,951 ' Atom Technologies Umited

Notes forming part of the Consolidated financial statements for the year ended March 31. 2017

{In Rs.) 7 Investments As at 31-03·2017""' 31-03·2016"'" 1-1)4..2015 Investments carried at cost Investment in Equity Instruments 50,000 (31 March 2016 : 50,000 1 Aplil 2015: 50,000) Equ1ty shares of R&_ 101- 109,255 99,853 76.228 each in Grameen Praga~ Foundafion Total Equity Investment- Unquoted 109 255 99853 76228

8 Other Financial Assets 31-03-2017"'" 31-03-2016"'" 1-1)4..2015"'" Non-Current Deposit - Earnest Money 25,000 25,000 25,000 Security Deposits 150,000 100,000 100,000 Interest accrued on fixed deposits 78,370 177,773 35,859 Deposits with original maturities of more than 12 months 3,706,750 3,181,842 933.543 Total 3,960,120 3,48.4,616 1,094,402

9 Other Assets As at 31-03-2017 31-03-2016"'" 1-04-2015"'" Other Non-Current Assets Prepaid Expenses 73,543 249,629 1,271,272 Balances With Government Authorities 25,000 25,000 25,000 Advance Income Tax (Net Of Provisions) 8,567,055 8,339,536 4,857,896 Preliminary Expenses 1,560 Totill 8,667,158 8,614,165 6,154,168

10 Investments 31-03-2017"'" 31-03-2016"'" 1-04-2015"'" Current Investments In Mutuill Funds 60,169,578 10,633,539 3,058,635 5768784.676 Units (Pv Yr 1019495.0030 Units) JM High Uquidity Fund Dir DDR NAV 10.4302 Total 60,169,578 10,633,639 3,058,635

Trade Receivables "',, " 31-03-2017 31-0J-2016"'" 1-04-2015"'" Current Unsecured, Considered Good Unless Otherwise Stated Trade receivables outstanding for a period exceeding six months from the date they are due for payment Considered Good 20,976,632 2,035,896 1,865,094 Considered Doubful 17,624,282 7,491,745 22,761.970 less: Allowance for Expected Credit loss (17,624,282) (7,491,745) !22.761,970) 20,976,632 2,035,896 1,865,094 Other Trade Receivables 26,320,928 30,614,189 32,018,863 Considered Good 26,320,928 30,614,189 32,018,863 Total 47,297,560 32,650,085 33,883,957 12 Cash and Cash Equivalents ...... 31..03-2017 31..03-2016 1-04-2015 Cash And Bank Balances Cash On Hand 29.410 Bank Balances: In Current Accounts 10,873,058 7,898,733 5,731,712 In Deposit Accounts With Origirlill Maturity Of Less Than 3 Months 491,358 799,283 Total 11,393,826 7,898,733 6,530,995

12• Bank Balances other than (Ill) above Other Bank Balances In Deposit Accounts With Original Maturity Of More Than 3 Months But less Than 12 Months 5,078,544 2,530,730 In Deposit Accounts With Origillal Maturity Of More Than 12 Months 4,865,295 3,686,488 Total 9,943,839 3,686,488 2,530,730

13 ..,m ...... 31-03-2017 31-03-2016 1-04-2015 Current Unsecured, Considered Good Loans To Employees 270,800 18,754 341,621 Total 270,800 18,754 341,621

14 Other Finandoll Assets ...... As at 31-03-2017 31..03-2016 1..()4..2015 Interest Accrued on Bank Fixed Deposits 540,252 135,487 79,444 Advances and other receivables Considered Good 53,206,767 14,836,891 11,754,964 53,206,767 14,836,891 11.754,964 Security Deposits Considered Good 668,000 168,000 168,000 668,000 168,000 168,000 Total 54,415,019 15,140,378 12,002,408

15 Other Assets .... Asat As at 31..()3-2017 31..03-2016 31..()3-2015 Other Current Assets Prepa'1d Expenses 3,528,050 4,815,984 3,588,854 Balances Wlth Government Authorities 19,148,283 4,427,389 7,161,326 Stock in Trade 169,723 169,723 1,214,240 Tax Deducted at Source 23,793,945 20,211,296 19,475,690 Balance in Ecrow account -PPI ** 1,399,855 1,399,855 730,528 Total 48,039,856 31,024,247 32,170,637

.. In view of re<:ommendation by Reserve Bank of India in their audit report dated 12th April 2016, we have separately disclosed liabilities due to PPI card holder and merchant and balances in Escrow account in respect of our Prepaid I Wallet business under the heads Other Current liabilities and Other Current Assets. Atom Technologies Limited Note 16 Notes forming part of the Consolidated financial statements for the year ended March 31, 2017 a. EQUITY SHARE CAPITAL ,,., 31-03-2(117"" 31-03-2011;"" 1-04-2015 Authorised: Num~r of Shares 650,000,000 650,000,000 650,000,000 Equity shares of Re.l/- each 650,000,000 650,000,000 650,000,000

Issued, subscribed and fully paid up: Number of Shares 518,364,386 338,009,087 289,893,894 Equity shares of Re. 1/· each 518,364,386 338,009,087 189,893,894

The company has only one class of equity shares havln8 par value of Rs.l each. Each holder of equity shares Is entitiled to one vote per share. In the event of liquidation, the equity shareholde,. are eligible to receive the remaining as.sets of the Company after distribution of all preferential amounts in proportion to their share holdings

b. Details of equity shares held by each shareholder holding more than 5% equity shares in the Company:

As at31~3-2017 Asat31~3-2016 As at 1~4-2015 Number of Equity % Holding Number of % Holding Number of % Holding Shares held Equity Shares Equity Shares

63 Moons Technologies Ltd 497,001,298 95.88 320,545,999 94.86 274,839,418 94.81

c. Shares held by Holding Company As at 31-03-2017 Al at 31~3-2016 A$ at 1-04-2015 Number of Equity R$. Number of Rs. Number of Rs. Shares held Equity Shares Equity Share$

63 Moons Technologies Ltd 497,001,29g 497,001,298 320,645,999 320,645,999 274,839,428 274,839,428

d. The Company had l$$Ued Convertible Share warrant of Rs. 85,50,0001·

Party Name No. of Convertible warrants issued Mr. Oewang Neraua 1,710,000 Mfs Shreevakpati Shares & Securities Pvt Ltd. 6,840,000

Total 8,650,000

Following are the Terms & Conditions related to Share warrants:

i. The share warrants shall be converted into one equity share offace value Re.1 each, fully paid up. il. The equity shares arising on conversion of warrants shall be issued at a consideration of Rs. 4.1641- per share (face value of Rs. 1/- each and Rs. 3.1641- being premium thereof) iii. The conversion shall be done in tranches mentioned below or as the Board I Committee in its absolute discretion decidec from lime to time.

2010412014 2nd Tranch On or Before 20/0412015 3rd Tranch On or Before 20/0412016

These Rights were not exercised and all the !ranches are relenquished as on 20th April2016 lv. In case of any bonus Issue I rights offer by the company, the aggregate number of warrants shall increase in the proportion of bonus issue/ rights offer. Atom Technologies Limited

Statement of changes in Equity as at March 31, 2017 Note 17

Reserves and surplus Total equity Other attributable to Securities Comprehensive Retained equity holders of premium Income earnings the Company reserve

Balance at 1 April 2015 27,210,400 (261,282,085) (234,071,685)

Changes in equity for the year ended March 31, 2016 Transfer to general reserve

Remeasurement Of The Net Defined Benefit Liability/Asset

Profit for the year (43,732,089) {307,412) {44,039,501) Balance at 31 March 2016 27,210,400 (305,014,174) {307,412) (278,111,186)

Changes in equity for the year ended March 31, 2017 Transfer to general reserve

Remeasurement Of The Net Defined Benefit Liability/Asset

Profit for the year (51,946,197) (412,678) (52,358,875) Balance at 31 March 2017 27,210,400 (356,960,371) (720,090) (330,470,061)

As per our report of even date

For Chaturvedi Soha,l'l . ;, 3~~~'.-":':\·. 0 Chartered Account ~);- -~:· ·""' J:~ '" /,\j_.: FRN no.118424 {'jf;l CA- }; \ .-"2::::'":'" ~~" ••. --~ .·!;;{" /,J,.'.'~8A 1 21 : '· ;\::-!\1. Re~_;:o_ 1184:'4!1' ' ! ., ·: }<-?"':. ' Chaturvedi VN ·<:.;- ...;_!::_ * ~-·_ ·" Subramanya Kusnur Dr Amarendra Sahoo Partner '••;~ >~~~~- ·" · Director Director Membership No.: 106403 DIN:. 2534022 DIN: 06741280 Sid~J~ inancial Officer Company Secretary Place : Mumbai Date: 2 4 MAY Z017 Atom Technologies Limited

Notes forming part of the Consolidated financial statements for the year ended March 31, 2017

inRs. 18 Borrowings .... As ilt .... 31-0J-.2017 31-03-2016 1-04-2015 Non Current Term loan From Related Party (Refer Note 39) 11,850,710 25,800,225 This loan is for the tenor of 3 yrs from actual disbursement & carries interest rate of 11% p.a. The principal amount of loan is payabale as per agreement (EMI). The same is s&ured against Fixed Assets­ POS Terminals. Total------'"~·~85~0~,7~1~0'--~"~·~80~0~,2=2~5~

19 Provisions AS at As ilt .... 31-03-2017 31-03-2016 1·04-2015 Non-Current Provision For Employee Benefits Compensated Absences

20 Trade Payable AS ilt ... , 31-03-2017 31-03-2016"'" 1-04-2015 Current Total Outstanding Dues Of Creditors Other Than Micro And Small Enterprises 186,568,350 38,143,050 24,969,334 Out of the above, Rs.23,676,027/- pertains to 63 Moons Technologies which is a Holding Co. Total 186,568,350 38,143,050 24,969,334

21 Other Financial Liabilites As at .... 31..03-2017 31-03-2016"'" 1..04-2015 Current Payable To Employees And Other Contractual Obligations 8,700 4,783 329,386 Advances From Customer

22 Provisions ...... 31-03-2017 31-03-2016"'" 1-04-2015 Current Provision For Employee Benefits Compensated Absences 2,629,143 795,341 1,436,262 Gratuity 2,046,296 1,263,292 249,742 Total 4,675,439 2,058,633 1,686,004

23 Other CUrrent Liabilities "' .. "' .. As at 31-0J-.2017 31-03-2016 1-04-2015 CUrrent Income received in advance (Unearned revenue) 244,007 494,092 669,028 Current maturities of long term borrowings 24,347,870 26,371,430 Statutory remittances 2,757,138 7,127,327 3,743,195 Other liabilities 10,634,785 19,554,553 10,465,844 Total 13,635,930 51,523,842 41,249,497 Total 13,635,930 51,523,842 41,249,497 Atom Technologies Limited

Notes fonnin!:!: part of the Consolidated financial statements for the year ended March 31, 2017

Year Ended Year Ended 24 Revenue from operations 31.03.2017 31.03.2016 Income From Services 476,487,992 335,943,202 Sale of traded goods Total

Year Ended Year Ended 25 Other income 31.03.2017 31.03.2016 Interest received on financial assets- Carried at amortised cost On bank deposits 657,911 544,077 Others 409,242 745,657 1,067,153 1,289,734 Dividend received on investments carried at fair value through profit or loss 354,932 1,159,787 Gain I (Loss) on Fair Val uaf1on of Financial Assets at fair value through profit or loss 9,402 23,625 Profit on Sale of Fixed Assets 178 12,766 Other non-operating income Miscellaneous Income 277,699 Total 1,431,665 2,763,611

Year Ended Year Ended 26 Purchases of stock-in-trade 31.03.2017 31.03.2016 Computer Hardware 2,157,945 822 Total 2,157,945 822

Year Ended Year Ended 27 Employee benefits expense 31.03.2017 31.03.2016 Salaries and wages 96,881,395 81,977,675 Contribution to provident fund and other funds 2,738,738 1,951,264 Gratuity 1,547,306 1,131,912 Staff welfare expenses 2,158,177 1,503,917 Total 103,325,616 86,564,768 Year Ended Year Ended 2B Finance costs 31.03.2017 31.03.2016 Interest expenses Financial liabilities- Carried at amortised cost 2,618,093 6,381,662 Delayed payment of tax 32,525 123 Others -Bank Charges 128,549 91,777 Total 2,779,167 6.473,562

Year Ended Year Ended 29 Depreciation and amortisation expense 31.03.2017 31.03.2016 Depreciation of tangible assets 41,501,578 39,199,211 Amortisation of intangible assets 297,091 549,089 Total 41,798,669 39,748,300

Year Ended Year Ended 30 Other expenses 31.03.2017 31.03.2016 Communication expenses 6,734,552 5,264,101 Payment to Auditors 985,905 552,000 Electricity 2,494_518 2,400,576 Net loss on foreign currency transactions and translations 136,506 {340,232) Insurance 1,437,761 1,822,790 Support Service Charges 144,877,847 82,215,982 Professional charges 9,278,965 23,289,984 Loss on disposal/ write off of fixed assets {net) 73,572 Office expenses 5,897,609 1,941,453 Outsourcing Charges 234,995 38,650 Provision for doubtful trade receivables I advances 3,197,892 Rent including lease rentals [Refer Note 34 (a)] 19,010,669 13,093,312 Commission Paid 153,064,682 76,824,844 Repairs and maintenance- others 2,532,055 1,989,196 Sales promotion expenses 2,200,575 6,049,165 Software license fees 8,554,717 2,893,689 Sponsorship & Seminar Expenses 1,204,000 4,002,125 Travelling and conveyance 6,776,051 5,682,256 Managed Service Charges 11,931,155 11,168,759 Bad trade receivables I advances written off 1,488,244 2,321,563 Miscellaneous expenses 3,224,433 5,186,340

Total 382,065,239 249,668,017 Details of payment to auditor As auditor: Audit fee 254,875 225,000 Tax Audit fee/Taxation matters 575,865 327,000 Other Certification charges 183,915 60,105 Total 1,014,655 612,105 ATOM TECHNOLOGIES LIMITED

Notes fonning part of the Consolidated finandalstatements for the year ended March 31,2017

31 income Taxes & Deferred Tax

31.1 Income Tax recognised in Profit or loss: Year ended March Year ended March Particulars 31,2017 31,2016 Current Tax In respect of the current year In repect of earlier years

Total tax expense recognised in the current year relabng to continuing operations 38 389

31.2 Reconciliation of tax expense with the effective tax Year ended March Year ended March Particulars 31, 2017 31,2016

Profit/ (loss) before tax (51,062,964) (43,732,089) Applicable tax rate 0.31 0.31 Computed tax expense (15,778,456) (13,513,215)

Expenses disallowed 1,398,712 Tax Loss & credits not recognised 15,816,845 12,114,504

Tax expenses as per Statement of Profit and Loss (0) 31.3 Unrecognised tax losses I tax credits I temporory difference... , ...... Particulars March 31, 2017 March 31, 2016 March 31, 2015 Unused tax losses 17,067,280 218,655,530 249,751,074 Deductible temporary difference 17 067,280 218,655,530 249 751 074 Atom Technologies Umlled ...... -..... -: .,_,.,_, Porllo...,. '""'- ·;:.,···.. I ,, Noi-/(Loo$)--toU>ooq,.. oha_i..... l1<1<0o~ .... I-EPS) 151,8 ..,111) ,. ') Wo1tf!lod_ ...... , ...... ,.. ForilooooOPS 024,.,.0,005 ,,_... ,707 -·-ol·"""""""""""'""' ,,550.000 •...,,000 O

U Dotoll>

·~· "'"""""'"""tlaOO 19,718 00 Clooi"'!

• Copltoi ... ""'"' ...... ,.,.. (IJ E-'"''"'~oloonirodotoboo•o<:utodon..,,,,__,.,..., 240,000 1,100,000 l$ Opot-Loooo "'·'"'·'"

-· raojj<"'l (ol Tho Compony..., - '""' """'' conooiiOOio ond loo ...-.-"' o loo- 1<1< """'"' ,...... , fiom 8 m-1000 montho .,, moy bo ...-ror...... --1>1... on...ruo••-OIIho-.---.mg Tho"'.. """''-"~od ,..,.._,, tno-...,olprolilond lo,.dunngthOJ'"'III"'odudod.,Noto30 ...... _,. ... '""""'"'~~""'"""""

J1-M..--11 >1-Mot-10 1-Apt-15 ...... _..... I'• "'I ''""'-1 (inRa.) ...... 11',110,003 12,,73,..., 1,400,000 Fuluroml""""mtu,. ..ymonb ""'-"""""''"' ~~ '·""·""" ....7.000 .__...... , ""''"'"'' ,.... ""''"'"'"'"" ltvo)'OOCO

-M Oj ·-""'"'" fotolon cumoncy(lnciLJdi"" -· i«on ..oo): ,.,.,,_,. """'""'Eo<- J1-M.,-11 .,_,,,_,. '""'- '""'- lnRo. r-..;...... ,... 201,007 '~~ 120_,. ,.,,._,.... ""'"'" 1,070,0" 1, ,,_go-, 180.1 .. G...... lp. ...,,...-& oonroro-oxponOO$ '2e,a:n 31,8« 6o-lloon.. - '~·'"' •!12,330 8Md 2<377 --- - 1~01)$ ' ~ 12!11001'" 31-Mor-11 ,, ..... _,. 1-Apt-15 I "'"'· in,.., In,.., I 432!14.. U48073 ,. 11 "'' ·-- '" ... """"" 14 "' ' Atom Technologie$ limited

Notes fumol111 pottofll>o C.Molldoled ~nor>dolstoremenu for IMl!!•onclod Matth ll, Z011

~ _roo...,uiNodu,...,...... ,Uol ,,.Mioro,Smoli tnd-•mEnto- .,..,....,...,Aoi,:IODI. (o) .... omollfllniNII.(PfO'I'ioUIY"'Ro1~17 ....)B'" "'"' '"" "''"""'"''""""" ,..., Tho-.,-., ,_,.jOOa Thio ,., """"""'"" uoon oy tn• '""""'"·

OllnOh 001 __ ..,. d- I""" I'""'"'"" _, " """""''""""'" - • -" '""'•gw' ·~ -· 1.0<.201& >1.0>.2017 31.03.2011

(inRa.) Fo..Ogn Cu''"""'' (lnAo.) ....IQ

Th ..ll-lo omooOI or.....,uo .,.,...... ,, '"""""" doOog 1110 r•• oo R010oreh and D.....,pm.,. oo '" Ollocabon mooo 0, tho monag""""" ood Ohown '"rho ,..poe~,.,.'"''''"'" """""'"' Is Ro 100 n toe> IP<""'""' Year Ro. 160 76 laco)

Tho oompanyll ....;ood In"'' bu.,,... ol o'"""'lng '""'"""""" Toellooi

Notes forming part of the financial statements for the Year ended March 31. 2017

Jill· Co•moooo who.e controlex'-b (Ultimate Holding Company) : 63 Moons Technologies Ltd. (formerly known as Fir'IMcial Technologies (India) Limited)

Fellow Subllldlarles (with whom transactions are carried out ) : Ftnancial Technologies Communicalions Ltmited · Apian Finance & lnvestmenl Limtled Tickerplant Limiled

Management Pe111onnal (KMP) Mr Alok Mehta (Chief Financi<~l Officer) Ms Siddhi Shah (Company Secretary} Mr Dewang Neralla (Chief Execuljve Officer)

~~:~:.~~::~~~,~~.::::·,.::.~,::,:and Assets

5,712,498 431,230

~~::::~,:~~.=~~, ~~.ooc (Payable to 63 moons 1 248,286 IMomog~ sefVice charges paid 11,931,156 11,168,759

1,249,375 I''""'"''"'I lees Paid 18,B02,418 12,633,099

2,618,093 6,200,500

-Charged by 7,399,061 7,789,056 2,461,300 1,352,700 -Charged to 269,046 66,757

36,196,560 52,171,655 18,000,000 36,19B,560 33,973,075 36,196,560

176,355,299 45,806,571

200,000 180,000 260,000 150,000 110,000 240,000 20,000 280,000 20,000 60,000 80,000

1,187,391 1,200,000 940,313

3,605,804 17,423,010 10,431,029 4,924,130 152,589 593,605 657,294

B6,594 86,462

Related Party relationship is as identified by the company and relied upon by 'the Auditors. COl Closing Balllnces of Fellow Subsidiaries & Associate Entemriaes of Ultimate Holding Comoanv Atom Technologies Limited

Notes formlllf part of the Consolidated financlallhtemeots for the year ended March 31, Z017

RKoncUiatio 00fequll:y as prevlo 1y rted und., IGAAP to I d AS N 0 te432 "' """ " ,. ' ,,.., ' ...... ;.;~ lndAS .~"::~;: lndAS

I=rrent assets Property, plant •nd "'!uipment 58,075.725 55,076,1157 55,076,857 C.pltll wol'l<-in-prugrtt" l"""lllrnont propertleo GoodwUI Other intonsiblo auets t,116,360 1.116,360 536,593 . 536,593 Intangible assets under d"""lopment• Investments acroomted for USil'\!l tho equity method

F~r.,.nclalossets lnvestmenlll 26,228 50,000 "·6" ' • .,~·:::: [ [ 8,739,165 8,739,165 ~- ""' ""' "·Ill. 011-..r fiMncial ..sets ·~-~· ;,m.•~ ·-·~-·~ '·"'·"' '·'"·"'

~Ananclal assets i. Investments 3,058,635 10,693,539 10,633,539 ii. Stock Of Traded Goods 169,723 169,723 11. Trade receivables 33,883,957 32,650,085 32,650,085 iii. Cash and cash equivalents 9,061,725 S,061,72S 11,585,221 11,585,221 iv. Bank balances other than (lii) above• v. Loans 43,220,981 45,878,169 vi. Other financial assets n.~• 43,220,981 43,300,425 I=c~=e=~eld for sale "'·"' ~ ~ Equity = = Equity share capital 289,893,894 289,893,894

finonctal i Reserves and surplus • [ 16,218 ) 23,625

O)OOM ;;m.>oo [ "·"'·~· '"~ ~ [ ""' "·"'·"' [[[ Firumcialliabilitles I. Borrowings 25,800,225 25,800,225 11. Other financialliabilltles 619,877 619,877 IA15,447 1.415,447

[[[ ~ ~) Flna~ liabilities I. Borrowing• II. Trade payables 14,%S,334 14,969,334 38,143,050 38,143,050 iii. Other flnandalliabilltles 33,929,177 28,816,686 2!!,816,686 Ill. Other Current liabilities 4B,138,216 14.209,039 55,4911,566 [ 26,681,880 ' 1,686,004 1,686,004 2,058,633 2,058,633

' ~[ ,, [

Expl•nallon• for 111C0nclllallon of Balance Sheet u previou&ly reported under IGAAP to INCAS

' Previous GAAP figures have been reclassified I regrouped to conform to INCAS presentation requirements.

Notes to fltsl time adoption A- Investments Under Indian GAAP, the investments in equity instruments were accounted at cost or market value whichever i< lower. Where as under lnd AS, the Investments are fair valued at each reporting date. The adju•tment to investment reflects cl1anges in fair value on reporting date. The corresponding chaiiJes have been reflected In other equity. Atom Technologies Limited

Notes formlna: part of the Consolidated financial statements for the year ended March 31, 2017

Reconciliation Statement of Profit and Loss as previously reported under IGAAP to lnd AS Note 43.2

Note AI; on March n, 2016 Effects of transition IGAAP I j lndAS lndAS Contmulng operations Revenue from operations 335,945,527 335,945,527 Other income •• A 2,739,986 23,625 2,763,611 Other gainst(losses)- net Total revenue 338,685,513 23,625 338,709,138

Expenses Purchases of stock-in-trade Changes in inventory of stock-in-trade 822 822 Employee benefits expense 86,872,180 (307,412) 86,564,768 Rnance costs 6,473,562 6,473,562 Depreciation and amortisation expense 39,748,300 39,748,300 Other expenses Total expenses Profit I (Loss) before exceptional Item and tax (44,063,126) 331,037 (43,732,089) Exceptional Item Profit before tax {44,063, 126) 331,037 (43,732,089)

Tax expense I (credit) (a) Current tax expense (b) Less: MAT credit (c) Current tax expense relating to prior years (d) Net current tax expense (e) Deferred Tax Total tax expenses Profit after tax before share of profit of associates (44,063,126) 331,037 (43,732,089) and minority interest Net share of profit I (Loss) of associates Net minority interest in profit I (Loss) of subsidiaries Profit for the year (44,063,126) 331,037 (43,732,089)

Other comprehensive income Items that will not be reclassified subsequently to profit or loss Remeasurement of the net defined benefit liability/asset (307,412) (307,412)

Items that will be reclassified subsequently to profrt or loss

Total other comprehensive income, net of tax (307,412) (307,412)

Total comprehensive income, for the period (44,063, 126) 23,625 (44,039,501)

Explanations for reconciliation of Statement of Profit and loss as previously reported under IGAAP to lnd AS

A. Other Income Under Indian GAAP, the investments in equity Instruments were accounted at cost or market value whichever is lower. Where as under lnd AS, the investments are fair valued at each reporting date. The adjustment to other income reflects gain on changes In fair value of investments on reporting date. Atom Technologies Limited

Notes to the Consolidated Financial Statements for the year ended 31st March 2017

A. CORPORATE INFORMATION

Atom Technologies limited (the 'Company') is domiciled in India. The Company's registered office is at FT Tower, CTS No. 256 & 257, Suren Road, Chakala, Andheri (E), Mumbai- 400093. The Company's Corporate Identity Number (CIN} is U72900MH2005PLC156695.

The principal activity of the company is that of carry on in India or elsewhere the business of Payment Gateway Services.

These lnd-AS compliant financial statements were approved by the Board of Directors on May 24,2017.

B. SIGNIFICANT ACCOUNTING POLICIES

B.l BASIS OF PREPARATION AND PRESENTATION

The consolidated financial statements have been prepared on the historical cost basis except for the following assets and liabilities which have been measured at fair value amount:

i) Certain financial assets and liabilities (including derivative instruments), ii) Defined benefit plan's- plan assets and iii) Equity settled share based payments

The consolidated financial statements of the Group have been prepared to comply with the Indian Accounting standards ('lnd AS'), including the rules notified under the relevant provisions of the Companies Act, 2013.

These consolidated financial statements are the Group's first lnd AS consolidated financial statements. The figures for the previous period have been restated, regrouped and reclassified wherever required to comply with the requirement of Jnd AS and Schedule JIJ.

The Company's consolidated financial statements are presented in Indian Rupees (Rs.).

B.2 PRINCIPLES OF CONSOLIDATION

The consolidated financial statements relate to Atom Technologies Limited ('the Company') and its subsidiary company. The consolidated financial statements have been prepared on the following basis:

(a) The financial statements of the Company and its subsidiary are combined on a line by line basis by adding together like items of assets, liabilities, equity, incomes, expenses and cash flows, after fully eliminating intra-group balances and intra-group transactions.

(b) Profits or losses resulting from intra-group transactions that are recognised in assets, such as inventory and property, plant & equipment, are eliminated in full. Atom Technologies Limited

Notes to the Consolidated Financial Statements for the year ended 31st March 2017

(c) Offset (eliminate) the carrying amount of the parent's investment in the subsidiary and the parent's portion of equity of the subsidiary.

{d) Non-Controlling Interest's share of profit I loss of consolidated subsidiary for the year is identified and adjusted against the income of the group in order to arrive at the net income attributable to shareholders of the Company.

(e) Non-Controlling Interest's share of net assets of consolidated subsidiary is identified and presented in the Consolidated Balance Sheet separate from liabilities and the equity of the Company's shareholders.

(f) The subsidiary company considered in the presentation of the consolidated financial statements is Adyna Solutions Private Limited.

C. Additional information, as required under Schedule Ill to the Companies Act, 2013, of Enterprises consolidated as Subsidiary

Net Assets, ie, Total Assets minus Name of the Enterprise Total Uabllitles Share in Profit or Loss

As%of As% of consolidated Net consolidated Assets Amt (Rs.) Profit or Loss Amt (Rs.) Parent Atom Technologies Limited 100.40 188,739,169 98.55 (51,101,353) Subsidiary Adyna Solutions Private Limited (0.40) (747,494) 1.45 (752,764)

100.00 187,991,675 100.00 (51,854,117)

D. OTHER SIGNIFICANT ACCOUNTING POLICIES

These are set out under "Significant Accounting Policies" as given in the Company's standalone financial statements.

E. STANDARDS ISSUED BUT NOT YET EFFECTIVE In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to lnd AS 7, 'Statement of cash flows'.' These amendments are in accordance with the recent amendments made by International Accounting Standards Board (IASB) to lAS 7, 'Statement of cash flows'. The amendments are applicable to the Company from Aprill, 2017. Atom Technologies Limited

Notes to the Consolidated Financial Statements for the year ended 31st March 2017

Amendment to lnd AS 7: The amendment to lnd AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement.

The Company is evaluating the requirements of the amendment and the effect on the financial statements is being evaluated.

Amendment to lnd AS 102: Since the Company does not have cash settled share based payments, this amendment will not have any impact on the financial statements ofthe Company.

For-Chaturvedi So han & Co. For and on behalf of the Board Chartered Accountants FRN no.118424W

Subramanya Kusnur JJidra Sahoo Director DIN:06741280 Si~d!~ Company Chief Financial Officer Secretary

Place : Mumbai Date: 2 4 MAY Z017