2015 OnMobile Annual Report Elevated by connections Through the creation of an interconnected, user-centric, and cohesive business that brings people together, OnMobile will continue the upward trajectory, elevating itself to achieve resounding success. 1.1 RBT Reach Billion Daily RBT plays 500 Million 61 RBT Subscribers Million Contents Chairman’s Welcome message 3 A year of change 5 A new beginning Corporate CEO’s Management Information & Subsidiaries & message team Board of Branches Directors 7 8 9 10 Report on Management Independant Directors’ Corporate Discussion & Auditor’s Report Governance Analysis Report 14 32 71 78 Independant Auditor’s Notice to the Consolidated Financial Report on the 15th Financial Statements Consolidated Annual General Statements Financial Meeting Statements 82 117 118 147 2 Welcome “We’ve overcome daunting challenges. Now we’re ready to make a difference, offering consumers the solutions and experience they crave. An exciting future beckons.” 3 A year of change 4 Dear Shareholders, a total addressable base of 1.58 billion Chairman’s 2014-2015 was a year of transition mobile users. The number of paying with many changes on the Board, subscribers on RBT grew to 61 million the executive team and our general (up from 55 million the previous year) message operations. At the beginning of the and we now have surpassed 500 year, it was already very clear that million music plays per day. some changes to the business plan were required in order to maintain A promising future in digital profitability and establish a stronger media base for a winning long-term strategy. Our deep expertise in mobile services I am very pleased to report that the in emerging markets provides us team stepped up to the challenge, with a great opportunity as the delivering 100% of the revised annual next 3 billion smartphone owners operational budget and hitting the will change the global digital media key milestones required to be back on landscape over the next five years. It François-Charles track. is our priority to develop and launch Sirois new innovative mobile applications Efficient operations that will be relevant to consumers, Cost reductions and accountability triggering daily interactions and on expenses across the organization confirming our transition from a was rapidly established with total service company to a dynamic operational expenditures reducing product organization that delivers a from 23% of revenues in the previous true and complete experience. year to 19% of revenues in FY 14-15. The operational teams Solid cash position were restructured to deliver better OnMobile generated 1,147 million operational efficiencies resulting in INR of free cash flow for the year, a 33% manpower cost on revenues ending with a strong balance sheet in 2014-15 down from 41% the year of 2,713 million INR available cash. before. While these changes were This strong cash position enables us very challenging for the general mood to be more flexible in developing our and moral, the current employees’ new strategies. To satisfy some of our satisfaction rate increased to 2.78 shareholders demands, the company (on a scale of 4), from 2.40 last year, completed a 5.8 million share an overall increase of 16%. buyback for a total consideration of 443 million INR in January 2015. Global scale Global scale is very important in our Finally, I would like to thank you for short-term and long-term strategies. your strong support this year and To successfully achieve this, we had rest assured that myself, the Board to rationalize our extensive product of directors and the executive team portfolio to focus mainly on our global are fully committed to generating a products. During the year, both our steady increase in our shareholders’ RBT and CVAS services have grown value. worldwide with many new contracts in Europe and Latin America giving us François-Charles Sirois 5 A new beginning 6 Dear Shareholders, Last, but most significant, was CEO’s At the start of the last financial the launch of our Smartphone year, we undertook an in- based App, called Yavoy, in depth review of all facets of Telefonica in Spain. This was our message the company’s business, and first step towards recognizing the came to the conclusion that global transition to smartphones, urgent action was required to and making our products and restore profitability, and lay the services relevant to the users of foundation for the long-term Smartphones. success of OnMobile. All this was facilitated by The changes we contemplated our communication with our were vast in scope, and touched customers. It was a message of every aspect of the company. renewal, vigour, and commitment, which has caused them to re- Restoring trust engage and reconnect with Rajiv Pancholy First and foremost, we had OnMobile. CEO & MD to exercise sound financial management, to win back the trust Laying the foundation for the of our shareholders, customers, future and employees. This had to be As we look ahead, we are enthused achieved very quickly, but more by assets that we can build importantly, it had to be done upon. We have global reach with with transparency and integrity. deployments in five continents. This was a major undertaking, We have an addressable market but as our Chairman Francois- of over a billion users, with a Charles has described in detail, healthily growing base of over 60 we achieved all the objectives in a million paying users. relatively short time frame. Our vision of the future is best Growing the business captured in the graphics of this Maintaining the status-quo is Annual Report. Given that we will never an option in any business, be introducing products that are so we had the additional challenge relevant to Smartphone users, the of growing our business even as colors depict the way in which we were pre-occupied with major a family of Apps will manifest changes within the company. I themselves on a Smartphone am pleased to report that we had screen. The overlap between major wins during the year, the these icons symbolizes two things. most notable ones being: First, a consistent and seamless customer experience underpinned • Successful deployment of by a common brand. Second, the our flagship Ring Back Tone people of OnMobile, across five offering in eight African continents, working arm-in-arm as countries of the MTN Group. one team to drive success. • Our first ever, and a very successful RBT service Finally, our success in all arenas deployment with an operator in was made possible by the Malaysia. cohesion in the leadership team, • A major win in Bangladesh and the commitment and tenacity with Robi, thus becoming a of each and every employee. For dominant player in Bangladesh. this, I am most grateful. On behalf • Launch of RBT service with Oi of the leadership team, I would in Brazil, garnering a majority like to re-iterate our commitment market share in Brazil. to creating superior shareholder • In India, becoming the sole value in the years to come. provider of RBT service to Tata Teleservices. Rajiv Pancholy 7 Management team Rajiv Pancholy Sanjay Bhambri Praveen Kumar K J CEO & MD Chief Commercial Officer Chief Financial Officer Florent Stroppa Christy George Frederic Lavoie Senior Vice President Senior Vice President Senior Vice President - Products - Engineering - Global Content and Multi-Media Strategy Rajesh Pandey Bikram Sherawat Biswajit Nandi Global Head Vice President Vice President - Human Resources - Asia & India - Africa & Middle East Ignacio Martin Velasco Jacks Sterenfeld Madhusudan Narayanan Vice President Vice President Vice President - Europe - Latin America - Marketing 8 Corporate Information and Board of Directors* Board of Directors Company Secretary François-Charles Sirois Executive Chairman P V Varaprasad Rajiv Pancholy Managing Director and CEO Statutory Auditors Rajiv Khaitan Independent Director Deloitte Haskins & Sells Nancy Cruickshank Independent Director Internal Auditors Sanjay Baweja Independent Director Grant Thornton India LLP Nehchal Sandhu Independent Director Bankers Pascal Tremblay Independent Director Kotak Mahindra Bank Limited Board Committees DBS Bank Limited HSBC Audit Committee Citibank N A Sanjay Baweja Chairman ICICI Bank Limited Rajiv Khaitan Member State Bank of India Pascal Tremblay Member IDBI Bank Limited Punjab National Bank Nomination and Compensation Committee Canara Bank Nancy Cruickshank Chairperson Axis Bank Limited Pascal Tremblay Member HDFC Bank Limited Nehchal Sandhu Member Banco Santander, S.A BBVA Banco Continental Stakeholders Relationship Committee Bank of Cyprus Rajiv Khaitan Chairman Banco de Chile Sanjay Baweja Member BancaPopolare Di Milano Nehchal Sandhu Member Eco Bank Banco De America Central Corporate Social Responsibility Committee Registered Office Pascal Tremblay Chairman E City, Tower 1, #94/1C & 94/2, Veerasandra, Attibele Hobli, Rajiv Pancholy Member Anekal Taluk, Electronic City, Phase 1, Bangalore 560 100, Nancy Cruickshank Member Karnataka, India T +91 80 4009 6000; F + 91 80 4009 6009 E [email protected] Risk Management Committee www.onmobile.com Nehchal Sandhu Chairman CIN L64202KA2000PLC027860 Rajiv Khaitan Member Registrar and Share Transfer Agent Nancy Cruickshank Member Karvy Computershare Private Limited Sanjay Baweja Member Karvy Selenium Tower B, Plot No. 31-32, Gachibowli Financial District, Nanakramguda, Serilingampally Mandal Hyderabad – 500 032 T +91 40 6716 1500 F +91 40 2342 0814 E [email protected] * The constitution of the Board and the Committees is as on August 1, 2015. 9 Subsidiaries and Branches of the Company I. List of Subsidiaries of the Company OnMobile Global Limited has the following Subsidiary Companies as on March 31, 2015: Sl.No Name of the Subsidiary Company Country Sl.No Name of the Subsidiary Company Country 1 OnMobile Singapore Pte. Ltd. Singapore 23 OnMobile Madagascar Telecom Limited Madagascar 2 PT OnMobile Indonesia Indonesia 24 OnMobile Rwanda Telecom Limited Rwanda 3 OnMobile S.A (Erstwhile Telisma S.A) France 25 OnMobile Nigeria Telecom Limited Nigeria 4 OnMobile Europe B.V.