Zomato Annual Report 2022-23
Zomato Annual Report 2022-23
OUR VISION
S TAT E M E N T S
Instant commerce
indistinguishable
from magic
BLINKIT
Make India
malnutrition free
FEEDING INDIA
Table of contents
Corporate Overview
Key business offerings 01
Operational and financial highlights 10
ESG update 24
Corporate information 30
Statutory Reports
Management discussion and analysis 31
Board report 36
Report on corporate governance 100
Financial Statements
Consolidated auditor’s report 126
Consolidated financial statements 136
Standalone auditor’s report 252
Standalone financial statements 264
Company Overview: Key business offerings | Statutory Reports | Financial Statements
A Food delivery
We operate a technology platform that provides customers with a convenient, on-demand solution to search
and discover restaurants, order food, and have it delivered reliably and quickly. Orders placed on our platform
are fulfilled by a last mile delivery fleet comprising of independent delivery partners who onboard themselves
on our platform. In FY23, 647.0 million orders were delivered to 58 million annual transacting customers on
our platform.
GOV Orders
GOV Orders
INR 263.1billion
INR263.1 billion 647.0
647.0million
million
YoY growth: 24% YoY growth: 21%
YoY growth: 24% YoY growth: 21%
17.0
17.0million
million 326k
326k
YoY growth: 16% YoY growth: 14%
YoY growth: 16% YoY growth: 14%
210k
210k 1.
1.88million
million Delivery Dining Money
With the objective of serving more use cases and offering more convenience to our customers, we piloted two
new initiatives in FY23 within our food delivery business - (i) Intercity legends and (ii) Zomato Everyday.
1
Company Overview: Key business offerings | Statutory Reports | Financial Statements
2
Company Overview: Key business offerings | Statutory Reports | Financial Statements
Zomato Gold
We launched a new membership program in January 2023 with a
host of benefits including free delivery on orders meeting certain
criteria, on-time guarantee, priority access to more restaurants
during peak hours and exclusive offers from a number of
restaurants on both delivery and dining-out. We have also made
our Intercity Legends offering exclusively available to Gold
members. Customers can become Zomato Gold members by
paying a membership fee.
While we’ve had membership programs in the past as well (Zomato Pro and Pro Plus), the new Zomato Gold
combines our learnings over the last few years, and we expect this program to drive loyalty and higher
frequency of ordering going forward. As at the end of FY23, Zomato Gold had 1.8 million active members.
No delivery Exclusive
charge* discounts
Access to
The exclusive club for
On-time
* Subject to terms.
3
Company Overview: Key business offerings | Statutory Reports | Financial Statements
B B2B supplies
Hyperpure is our B2B supplies offering for restaurants in India. We source fresh, hygienic, quality ingredients
and supplies directly from farmers, mills, producers and processors to supply to our restaurant partners,
helping them make their supply chains more effective and predictable, while improving the overall quality of
the food being served. Hyperpure solves multiple problems for restaurants by acting as a one stop solution
for high-quality ingredients at competitive prices along with a reliable delivery service.
As restaurants look to scale, Hyperpure helps them maintain consistent quality of raw materials, achieve
complete visibility on food costs and increase kitchen utilization through
pricing
Single vendor for
multiple needs offering Transparent
10:07
Delivery tomorrow
6,000+ products Golf course road, Gurgaon..
Quick commerce is turning out to be another opportunity for Hyperpure. It has begun supplying to the sellers
on Blinkit’s marketplace post our acquisition of Blinkit. This has the potential to further accelerate revenue
Your regular buys see all
C Quick commerce
Zomato completed its acquisition of Blinkit on August 10, 2022 and since then Blinkit operates as a wholly
owned subsidiary of Zomato Limited.
Blinkit is a quick commerce marketplace delivering everyday products to customers within minutes.
Blinkit hosts thousands of SKUs across a variety of product categories, in a network of warehouses and
distributed dark stores. Customers can view and order these products on the Blinkit marketplace app.
Blinkit also facilitates last-mile delivery of products to customers from dark stores. These dark stores are
located close to the customer within a radius of 2-3 kms which allows for the quick delivery.
GOV
GOV Orders
Orders
INR
INR64.5
64.5billion
billion 119.1
119.1million
million
Q4FY23:
Q4FY23:INR
INR20.5
20.5billion
billion Q4FY23:
Q4FY23:39.2
39.2million
million
Average
Averagemonthly
monthly GOV
GOVper day,per
perday, perdark
darkstore
store
transacting
transactingcustomers
customers
2.9
2.9million
million INR
INR470k
470k
Q4FY23:
Q4FY23:3.9
3.9million
million Q4FY23:
Q4FY23:INR
INR625k
625k
##of
ofdark
darkstores
stores
##of
ofactive
activecities
cities
(Mar-23)
(Mar-23) (Mar-23)
(Mar-23)
377
377 19
19
Dark
Darkstores
stores Cities
Cities
Note: Blinkit data shown above is for the full fiscal year FY23 and is based on unaudited
MIS numbers as received from Blinkit. Consolidation of Blinkit in the books of Zomato
Limited is from 10-Aug-2022 onwards (transaction closing date).
5
Company Overview: Key business offerings | Statutory Reports | Financial Statements
10:07
Indian Gifting
Sweets Store
Indian
Festive
Colour, pichkaari Flowers Chocolates Gifting
sweets Cooking & more Winter
Thermals
Appliances
Woolens & More & More
buy 1 get 1 free UP TO 5% OFF UP TO 20% OFF
Bhai
Party
Stickers,
Dooj Store Toran & More
Date Night
Get Date
Cakes &
Party Store Gifting Skin & Hair Care at Home Ready Rolls
8:11
10:07
8:11
10:07
8:11
10:07
Poo ja needs
Search & home
for atta, decor
dal, coke and more Searchpfor
Colour, ichkaari & more
atta, dal, coke and more App liances
Search for & more
atta, dal, coke and more
Pooja Thali by Decorative LED Special Holi Combo Girl 103 Water Pipe Philips Air Purifier Usha Room Heater
Aravi Lights by 4700BC Pichkari by Star... With HEPA Filter (800 W)
1 piece 1 unit 1 pack 1 piece
₹505 ₹204 ₹475 ₹143 ₹13190 ₹1449
₹700 ADD ADD ₹599 ADD ADD ₹13995 ADD ADD
₹499 ₹165 ₹1630
Country Bean Tata Gold Tea pack Tata Gold Tea pack Country Bean Tata Gold Tea pack Country Bean
Pooja
Hazelnutneeds
Bold Coff.. & of
home
2
2 x 1 kg
decor Colour,
of 2
2 x 1 kg
pichkaari &Boldmore
Hazelnut Coff.. of 2
2 x 1 kg
AppliancesHa&zelnutmore
Bold Coff..
2 x 50 g 2 x 50 g 2 x 50 g
₹450 ₹1006 ₹1006 ₹450 ₹1006 ₹450
ADD ₹1240 ADD ₹1240 ADD ADD ₹1240 ADD ADD
₹650 ₹650 ₹650
6
Company Overview: Key business offerings | Statutory Reports | Financial Statements
Blinkit leverages tech and its hyperlocal delivery capabilities to make ordering and delivery a smooth and
reliable experience for customers with the promise of delivery in minutes.
2. Warehouse
O
ne rder R
are as
1. Order st sig
da ne
placed rk d
sto to
re 4. Inventory
replenishment in dark
stores based on
demand prediction
Order
Replenishment design: Assimilate purchase patterns to optimize product stocking quantities and
R
replenishment cycles in dark stores
S Store tech: Products packed in under 2 minutes through smart pick-path optimization in dark stores
Assortment science: Neighbourhood level data on product searches and purchase patterns drives
A
relevance and localization of assortment in dark stores
Ad-tech: Self-serve platform for brands to access demand patterns to enable highly targeted
Ad
advertising
7
Company Overview: Key business offerings | Statutory Reports | Financial Statements
D Others
In FY23, Others primarily included (1) our dining-out offering in India and UAE, (2) Zomato Live and (3) other
initiatives including food delivery services offered to Talabat in UAE, among others.
(1) Dining-out
Customers use our dining-out offering to search and discover restaurants, read and write customer generated
reviews, reserve tables and make payments while dining-out at restaurants. Our key dining-out offerings include:
8
Company Overview: Key business offerings | Statutory Reports | Financial Statements
(3) Others
In FY23, the Others segment also included (i) revenue from food delivery services that we offered to Talabat
in UAE which was a pass-through revenue (EBITDA neutral) and has been discontinued in Nov-22, (ii) revenue
from our Zomato Pro and Pro plus membership programs in India, which have been discontinued during the
fiscal year.
9
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
Overall Company
10
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
A Food delivery
customers (million)
647.0
Customers placed 647.0 million food
delivery orders on our platform in FY23,
535.2
11
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
3 Growth in number of
Average monthly active food delivery restaurant partners
restaurant partners on our ‘000
platform 210
180
Our average monthly active food
delivery restaurant partners increased
by 17% YoY to 210k in FY23. We ended 110
this fiscal with 215k average monthly
active food delivery restaurant partners
in Q4FY23.
12
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
263.1
94.8
% to AOV: 4.5%
5.2 18.5
FY22 Contribution
FY23 Contribution
(INR per order) Improvement in contribution Reduction in contribution (INR per order)
13
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
Note: Until FY22, we have been reporting “Unallocated Costs” as a separate cost head not attributable to any of the business
segments. These costs included server and tech infrastructure costs, corporate salary costs and other corporate overheads.
From FY23 onwards, we have allocated these costs to different business segments (basis logical assumptions) and have also
reflected this change in prior years, i.e., FY21 and FY22, to make the FY23 numbers comparable across financial years.
Further, up until Q1FY23, Adjusted EBITDA did not include the rental expenses on certain leases that are required to be
capitalised as per Indian Accounting Standard 116 (Ind AS 116). From Q2FY23 onwards, we have included the actual rent paid
for the period under such leases in the Adjusted EBITDA computation to reflect our cash loss / profit more appropriately.
Please refer to page 35 for details regarding actual rent paid during FY23.
14
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
B Hyperpure
segments. These costs included server and tech infrastructure costs, corporate salary costs and other corporate
overheads. From FY23 onwards, we have allocated these costs to different business segments (basis logical assumptions)
and have also reflected this change in prior years, i.e., FY21 and FY22, to make the FY23 numbers comparable across
financial years. Further, up until Q1FY23, Adjusted EBITDA did not include the rental expenses on certain leases that are
required to be capitalised as per Indian Accounting Standard 116 (Ind AS 116). From Q2FY23 onwards, we have included the
actual rent paid for the period under such leases in the Adjusted EBITDA computation to reflect our cash loss / profit more
appropriately. Please refer to page 35 for details regarding actual rent paid during FY23.
15
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
C Quick commerce
Note: Blinkit data shown below is for the full fiscal year FY23 and is based on unaudited MIS numbers as received from Blinkit.
Consolidation of Blinkit in the books of Zomato Limited is from 10-Aug-2022 onwards (transaction closing date).
1
Average monthly transacting Average monthly transacting customers
customers grew 80% from million
Q1FY23 to Q4FY23
Average monthly transacting customers 3.9
grew 80% from 2.2 million in Q1FY23 to
3.1
3.9 million in Q4FY23, primarily driven by 2.6
new customer addition in existing cities. 2.2
2
Order volumes scaled to 39.2 Quick commerce orders
million in Q4FY23 million
9
MIN
16
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
Average GOV per dark store per day more than doubled from INR 309k in Q1FY23 to INR 625k in
Q4FY23.
Quick commerce GOV Average GOV per day, per dark store
INR billion INR ’000
11.72 309
17
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
leverage as the throughput per dark store increased. Last mile delivery cost and other variable costs
per orders also decreased driven by efficiency gains.
Q1FY23 Contribution
Q4FY23 Contribution
8.6 0.6
48.9
Decrease in
-14.2
Decrease in last customer
Increase in
delivery
expenses
-91.4 charges Improvement in contribution
commission, ad and
18
Company Overview: Operational and financial highlights | Statutory Reports | Financial Statements
D Others
In FY23, this segment primarily comprised of revenue from our dining-out business in India and UAE
1 and the food delivery services that we offered to Talabat in UAE. The food delivery services offered to
Talabat have been discontinued since Nov-2022.
Revenue from this segment remained flat at INR 2.3 billion in FY23 as compared to INR 2.4 billion in
FY22, as we continued to focus on re-building the dining-out business, which was impacted during
COVID.
We also re-launched our flagship offline event Zomaland, which took place in 7 cities across the
country in FY23.
2.8
2.4
2.3
-0.2
-0.7
-1.0
Note: Until FY22, we have been reporting “Unallocated Costs” as a separate cost head not attributable to any of the business
segments. These costs included server and tech infrastructure costs, corporate salary costs and other corporate
overheads. From FY23 onwards, we have allocated these costs to different business segments (basis logical assumptions)
and have also reflected this change in prior years, i.e., FY21 and FY22, to make the FY23 numbers comparable across
financial years. Further, up until Q1FY23, Adjusted EBITDA did not include the rental expenses on certain leases that are
required to be capitalised as per Indian Accounting Standard 116 (Ind AS 116). From Q2FY23 onwards, we have included the
actual rent paid for the period under such leases in the Adjusted EBITDA computation to reflect our cash loss / profit more
appropriately. Please refer to page 35 for details regarding actual rent paid during FY23.
19
Company Overview: Operational & financial highlights | Statutory Reports | Financial Statements
Adjusted Revenue
INR billion, unless otherwise mentioned FY21 FY22 FY23
Food delivery 21.6 47.6 61.5
Hyperpure (B2B supplies) 2.0 5.4 15.1
Quick commerce - - 8.1
Others 2.8 2.4 2.3
Total 26.5 55.4 86.9
YoY % change -15% 109% 57%
Total (ex-quick commerce) 26.5 55.4 78.9
YoY % change -15% 109% 42%
Notes:
Consolidation of Blinkit numbers in books of Zomato Limited is only from August 10, 2022 onwards (transaction closing date)
‘Others’ includes (a) dining-out revenue in India and UAE, (b) revenue from Zomato Live that includes events like Zomaland. Till
Q3FY23, there were two other sub-segments included in ‘Others’ - (i) revenue from food delivery services that we offered to
Talabat in UAE which was a pass-through revenue (EBITDA neutral) and has been discontinued in Nov-22 and (ii) revenue from our
Zomato Pro and Pro plus membership programs in India, which have now been discontinued
Adjusted Revenue shown above does not include inter-segment revenue
We have converted millions into single decimal billions and hence there could be some totalling anomalies in the numbers
displayed above.
Adjusted EBITDA
INR billion, unless otherwise mentioned FY21 FY22 FY23
Food delivery -1.7 -7.7 -0.1
Hyperpure (B2B supplies) -0.5 -1.4 -1. 9
Quick commerce - - -5.6
Others -1.0 -0.7 -0.2
Total -3.3 -9.7 -7.8
YoY % change -12% 8
-1 % -9%
Total (ex-quick commerce) -3.3 -9.7 -2.2
YoY % change -12% 8
-1 % 3
- %
Notes:
Consolidation of Blinkit numbers in books of Zomato Limited is only from August 10, 2022 onwards (transaction closing date)
Until FY22, we have been reporting “Unallocated Costs” as a separate cost head not attributable to any of the business segments.
These costs included server and tech infrastructure costs, corporate salary costs and other corporate overheads. From FY23
onwards, we have allocated these costs to different business segments (basis logical assumptions) and have also reflected this
change in prior years, i.e., FY21 and FY22, to make the FY23 numbers comparable across financial years. Further, up until Q1FY23,
Adjusted EBITDA did not include the rental expenses on certain leases that are required to be capitalised as per Indian Accounting
Standard 116 (Ind AS 116). From Q2FY23 onwards, we have included the actual rent paid for the period under such leases in the
Adjusted EBITDA computation to reflect our cash loss / profit more appropriately. Please refer to page 35 for details regarding
actual rent paid during FY23
We have converted millions into single decimal billions and hence there could be some totalling anomalies in the numbers
displayed above.
20
Company Overview: Operational & financial highlights | Statutory Reports | Financial Statements
Food delivery
Financial metrics
Operating metrics
Average monthly active food delivery restaurant partners (‘000) 110 180 210
Notes:
Until FY22, we have been reporting “Unallocated Costs” as a separate cost head not attributable to any of the business segments.
These costs included server and tech infrastructure costs, corporate salary costs and other corporate overheads. From FY23
onwards, we have allocated these costs to different business segments (basis logical assumptions) and have also reflected this
change in prior years, i.e., FY21 and FY22, to make the FY23 numbers comparable across financial years. Further, up until Q1FY23,
Adjusted EBITDA did not include the rental expenses on certain leases that are required to be capitalised as per Indian Accounting
Standard 116 (Ind AS 116). From Q2FY23 onwards, we have included the actual rent paid for the period under such leases in the
Adjusted EBITDA computation to reflect our cash loss / profit more appropriately. Please refer to page 35 for details regarding
actual rent paid during FY23.
Quick commerce
Financial metrics
Operating metrics
Average GOV per day, per dark store (INR ‘000) 309 422 524 625
Note: The numbers shown above are unaudited, MIS based numbers as received from Blinkit. Consolidation of Blinkit numbers in
books of Zomato Limited is only from August 10, 2022 (transaction closing date).
21
Company Overview: Glossary | Statutory Reports | Financial Statements
Glossary
Consolidated
Term Description
Defined as revenue from operations as per financials (+) actual customer
Adjusted Revenue delivery charges paid in the food delivery business (net of any discounts,
including free delivery discounts on account of Zomato Gold program)
Defined as EBITDA (+) share-based payment expense (-) rental paid for the
Adjusted EBITDA
period pertaining to ‘Ind AS 116 leases’
Food delivery
Term Description
Food delivery business Refers to India food ordering and delivery business
All food delivery orders placed on our platform in India, including canceled
Orders
orders
Total monetary value of Orders gross of any restaurant or platform funded
Gross order value
discounts (excluding tips) (+) actual customer delivery charges paid (net of
(GOV) any discounts, including free delivery discounts on account of Zomato Gold
program) (+) packaging charges (+) taxes
Average order value (AOV) GOV divided by number of Orders
Defined as commission and other charges (+) ad revenue (+) actual
customer delivery charges paid (net of any discounts, including free
Adjusted Revenue delivery discounts on account of Zomato Gold program) (+) subscription
revenue for Zomato Gold (net of discounts, credits and refunds other than
free delivery) (+) restaurant & delivery partner onboarding fee
Defined as Adjusted Revenue (-) last mile delivery cost (-) platform funded
discounts (-) payment gateway charges (-) customer support and
Contribution appeasement cost (-) customer & restaurant partner refunds (-) delivery
partner recruitment and onboarding cost (-) cash on delivery handling
charges (-) other miscellaneous costs
Monthly transacting customers N umber of unique transacting customers identified by customers’ mobile
number that have placed at least one Order in India in that month
Monthly active delivery Unique delivery partners identified by their national identity proof who
partners successfully delivered at least one Order in India in that month
Monthly active food delivery Unique restaurant partners that received at least one Order in India in that
restaurant partners month
Gold members
Number of unique customers identified by unique subscription ID who have
an active Zomato Gold membership
Platform(s) Unless otherwise provided, refers to our mobile applications and website
for all our core food business related service offerings and operations
22
Company Overview: Glossary | Statutory Reports | Financial Statements
Hyperpure
Term Description
Total monetary value of goods sold on the Hyperpure platform (net of any
Revenue returns/ discounts) (+) actual delivery charges paid (net of any discounts)
(+) other revenue
Adjusted Revenue Same as Revenue
Quick commerce
Term Description
Average GOV per day, per dark Calculated as a simple average of total GOV transacted on a particular day
store divided by total number of dark stores operational for the day, for that period
23
Company Overview: ESG update | Statutory Reports | Financial Statements
ESG update
From the very start of our business operations, our approach has been guided by our commitment to
responsible and sustainable business growth while creating value for all our stakeholders. In line with this
commitment, we continue to push the boundaries and take on new goals that help make our planet greener
and our business more sustainable for future generations. Our newest goal is to reach ‘Net Zero’ emissions
across our food ordering and delivery value chain in the next 10 years, i.e., by 2033.
Zomato will work towards achieving net zero emissions across its value chain by 2033(1)
In FY22, we laid out six core themes in alignment with the United Nations Sustainable Development Goals
(“UN SDGs”) to make our business sustainable. In FY23, we have expanded our sustainability themes to make
our ESG management approach and disclosures more comprehensive. The section below highlights our
progress on each of our sustainability themes during FY23. For more details, please refer to the Business
Responsibility and Sustainability Report on page 63 of this report.
Climate conscious
1 deliveries
Reducing and offsetting our emissions
Zero
Sustainable
Building trust and reducing risk for all
8 governance, security stakeholders
and privacy
Note
Zomato's Net Zero commitment is applicable to the value chain of its food ordering and delivery business, i.e. services under
24
Company Overview: ESG update | Statutory Reports | Financial Statements
Our climate conscious deliveries initiatives is driven by our commitment to address climate risk which is one
of the biggest challenges facing humanity today. We have been offering carbon neutral food deliveries since
FY22 and have now committed to achieving Net Zero emissions across our food delivery value chain in 10
years.
Towards this goal, we will work to reduce emissions across our key emission sources
Emissions generated from fuel and electricity purchased for our own offices and vehicles (categorized as
Scope 1 & 2 emissions) which comprise <1% of our overall emission
Emissions generated from our last-mile food delivery operations (categorized as Scope 3 emissions)
which comprise ~92% of our overall emission
Emissions generated from purchase of goods and services (categorized under Scope 3 emissions) which
comprise ~5% of our overall emissions
After measurement of our GHG emissions across Scope 1,2 and 3 categories in FY22, we developed the
following carbon reduction targets for the food delivery business -
Maintain net Scope 1 & Purchased certified carbon removal offsets and international
i 2 GHG emissions at renewable energy certificates equivalent to the Company's emissions
zero from own operations (Scope 1 and 2) in FY2
Commitment to explore renewable energy solutions for our facilities by
collaborating closely with landlords of our facilities on direct leas
Commitment to include access to renewable energy in the criteria for
selecting new facilities, wherever feasible
Reduce last-mile food As a member of The Climate Group’s EV100 initiative, we have
ii delivery emissions per committed to 100% EV-based food deliveries by 203
kilometre by 70% by
FY30 from a base year
In Mar-23, we had ~13,500 active EV based delivery partners on
our platform (3x YoY growth
of FY22
This target aligns with our
We have partnered with over 50 companies in the EV ecosystem
commitment to achieving including Sun Mobility, Zypp, Yulu, amongst others, with the intent of
100% EV-based deliveries onboarding ~100,000 EV-based delivery partners on our platform
by 2030 within the next 2 year
25
Company Overview: ESG update | Statutory Reports | Financial Statements
Plastic recycled was more than 2x1 the amount of plastic used by restaurants for deliveries through Zomato
We remain committed to our goal of 100+ million eco-friendly deliveries (defined as orders without any
plastic packaging) and educating 1 million customers and 100k restaurant partners on waste reduction and
recycling practices by 2025.
Our focus on creating a Waste free world also extends to our quick commerce operations. In FY23, Blinkit
moved completely to paper-based packaging and has eliminated plastic packaging from its deliveries.
3 Zero hunger
Note:
As per independent external assessment.
26
Company Overview: ESG update | Statutory Reports | Financial Statements
Feeding India, in collaboration with Unacademy, has also launched a national campaign to support at-risk
children who faced the irreplaceable loss of a parent during the pandemic and have lost nutritional security
and access to education as a result.
4 Sustainable livelihoods
Note:
Average monthly data for active food delivery restaurant partners and active delivery partners for FY23.
27
Company Overview: ESG update | Statutory Reports | Financial Statements
We are committed to the health and safety of all stakeholders in the Indian delivery ecosystem. Delivery
partner on-road safety is a top-of-mind concern and we continued to make meaningful progress on this front
in FY23. Some of our key initiatives during the year include:
Modifying wearable assets given to delivery partners (bags, t-shirts, jackets) to incorporate
reflector strips to aid their visibility at night; Distributed 250k+ such assets in FY23
Setting up emergency response ambulance services in all metros wherein ambulances are placed
at strategic locations across cities and can reach delivery partners in ~20 mins in case of
emergencies; Helped 380+ delivery partners who needed timely support
Identifying stretches of roads / crossroads with infrastructural deficiencies and actively working
with authorities to provide inputs to aid them in building safer roads
Setting a target of zero on-road delivery partner fatalities; Pursuing multiple initiatives to make
this a reality
Zomato is committed to providing equal opportunities to everyone across our value chain, especially delivery
partners. With that intent, we target to onboard 300 differently-abled delivery partners by Dec-23. We
onboarded 100 such partners by Mar-23, who travelled ~28,000 kms to deliver ~9k orders in FY23. We are glad
that we could play a part in generating earning opportunities for these partners in their quest to become self-
reliant. In March-23, we also had ~2,000 active female delivery partners on our platform.
Our workplace diversity, equity and inclusion agenda are focused on cognitive diversity, higher women
participation and inclusion of the differently-abled and LGBTQIA+ communities. We have multiple initiatives
to promote workplace diversity, including:
10 menstrual leaves annually to employees and 2 days of menstrual leave per month to female delivery
partners
Six month parental leave available to all employees regardless of gender; Applicable in case of surrogacy
/ adoption too
Our Board of Directors comprises of 57% female directors (Mar-23). We also have programs in place to
support women returning to work after a break.
28
Company Overview: ESG update | Statutory Reports | Financial Statements
7 Customer centricity
We focus on serving the evolving needs of our customers with the highest possible standards, in an efficient
and sustainable manner. In our food delivery business, our customer centric innovations are guided by the
principles of our Accessibility, Affordability, Assortment and Quality (AAAQ) framework.
Assortment
Customers can access a wide assortment of restaurant food across cuisines as per their preferences
(palate, budget, etc.) through our ap
Initiatives such as Intercity Legends and Zomato Everyday further increase the assortment available to
our customers on our platform
Affordability
Restaurants can lower their cost structures by operating delivery-only restaurants (cloud kitchens), in
addition to accessing an efficient last mile delivery service. This benefit can be passed on to make
restaurant food more affordable for customers
Accessibility
Customers can access restaurant food from the convenience of their homes at the touch of a button
enabled by a widespread last-mile delivery network
Quality
Customer generated ratings and reviews ensure that good quality restaurants can be easily identified on
our platform. Additionally, our Hyperpure offering provides high quality and fresh ingredients to
restaurant partners, positively influencing the overall quality of restaurant food in the country
Through our quick commerce business as well, we endeavour to address our customers’ need for reliable and
quick delivery of products. Customers can access thousands of everyday use items across multiple
categories on the Blinkit app and have them delivered to their doorstep within minutes.
Zomato is proud to have achieved ISO/IEC 27001:2013 certification, a globally recognized standard for
information security management. This certification encompasses the management of information security
across our corporate functions and business areas. Our Corporate Governance achievements are
comprehensively discussed in the Corporate Governance section of this Annual report.
29
Company Overview: Corporate information | Statutory Reports | Financial Statements
Corporate information
Board of Directors
Mr. Ka s iu h k Dutta Mr. Deepinder Goyal Mr.Sanjeev
Founder - TARI,
Founder,
Bikhchandani
ex - PwC India MD & CEO - Zomato Founder -
Info Edge
h
C airman, Independent Director u
Exec tive Director u
Non Exec tive Director
Ms. Aparna
Popat Ved
Professional
Badminton Player,
ex - Olympian
Independent Director
h Financial Officer
Statutory Auditors:
Secretarial Auditors:
M/s. Deloitte Haskins & Sells, M/s. Chandrasekaran Associates, Practicing Company
Chartered Accountants Secretaries
Bankers
Registrar and Share Transfer Agent:
k
Axis Ban Limited
k
Lin Intime India Private Limited
Citibank NA
k
C-101, 1st Floor, 247 Par , L.B.S. Marg,
HDFC Bank Limited
Vikhroli (West), Mumbai 400 083
HSBC Limited
Tel.: +91 22 4918 6200
Registered Name:
Registered Office:
Corporate Office:
Zomato Limited
Ground Floor 12A, 94 Meghdoot,
Pioneer Square Building,
CIN: L93030DL2010PLC198141
Nehru Place, New Delhi - 110019
Sector 62, Golf Course Extension
E-mail: [email protected] Tel: +9111 4059 2373 Road, Gurugram, Haryana, 122098
30
Company Overview | Statutory Reports: MD&A | Financial Statements
Income
Expenses
Loss before share of profit / (loss) of an associate, exceptional items and tax -10,144 -15,182
Income
Consolidated revenue from operations increased by INR 28.9 billion (69% YoY) to INR 70.8 billion in FY23 from INR
41.9 billion in FY22. Growth in revenue from operations can be attributed to growth in food delivery and Hyperpure
business and due to the addition of quick commerce, a business which was not consolidated in our books, a year
ago.
31
Company Overview | Statutory Reports: MD&A | Financial Statements
a) Food delivery revenue from operations grew by INR 11.2 billion (33% YoY) to INR 45.3 billion in FY23 from INR
34.1 billion in FY22. FY23 commission and other income growth was primarily driven by GOV growth and take-
rate expansion. Ad income increased during FY23 as we witnessed restaurants increasing their marketing
budgets on our platform post COVID and also on account of ad inventory expansion driven by product upgrades.
(Note: Food delivery revenue as per the financial statements is different from the food delivery Adjusted Revenue
that we have presented on page 13 and page 20 as that also includes the customer delivery charges that we collect
on behalf of delivery partners from customers. Adjusted Revenue is a metric tracked by the management to
analyse the business performance. Refer page 35 for the reconciliation between consolidated Adjusted Revenue
and revenue from operations)
b) Hyperpure revenue grew by INR 9.7 billion (180% YoY) to INR 15.1 billion in FY23 from INR 5.4 billion in FY22
primarily driven by growth in number of unique restaurants served by Hyperpure from ~51k in FY22 to ~72k in
FY23. Many of the new cities that were launched in FY22 have grown in scale in FY23, which contributed to the
growth of the business. In addition, Hyperpure also tapped into the quick commerce opportunity and started
supplying goods to sellers on Blinkit platform in FY23.
c) Quick commerce business has been consolidated in the books of accounts of Zomato Limited post 10-
Aug-22 and contributed INR 8.1 billion of revenue in FY23.
d) Others revenue contribution decreased marginally in FY23 to INR 2.3 billion from INR 2.4 billion in FY22
primarily on account of discontinuation of the food delivery services that we offered to Talabat in UAE which
was a pass-through revenue (EBITDA neutral) from Nov-22 onwards. The impact of this discontinuation was
largely offset by revenue generated through Zomato Live business which was re-launched in FY23 post the
pandemic. FY22 revenue also included revenue from the Nutraceutical segment and Lebanon business, which
were discontinued by the Company in FY22.
Other income increased by INR 1.9 billion (38% YoY) to INR 6.8 billion in FY23 from INR 4.9 billion in FY22 on a
consolidated basis. Increase in other income was primarily driven by increase in treasury income on account
of increase in interest rates during the year. Also, the company had funds available for a longer duration in
FY23 as compared to FY22 as IPO proceeds were available for 8 months in FY22 vs for the full year in FY23.
Part of the increase in Other income was also due to increase in the interest income earned on loan given to
Blink Commerce Pvt. Ltd. (BCPL) for the period prior to acquisition of BCPL.
Expenses
Cost of goods sold (COGS) increased by INR 8.7 billion to INR 14.0 billion in FY23 from INR 5.2 billion in FY22.
COGS primarily relates to the Hyperpure business and has increased in line with the growth in the Hyperpure
business during the year. Gross margin improved in the Hyperpure business YoY on account of economies of scale
and due to introduction of delivery charges on certain orders below a minimum order size threshold. FY22 COGS
also included inventory purchased for the Nutraceutical business which was discontinued in FY22.
Employee benefits expenses primarily include salaries, wages, bonuses and share-based compensation paid to
our on-roll employees across our consolidated operations. These costs, on an aggregate basis, decreased to INR
14.7 billion in FY23 from INR 16.3 billion in FY22 primarily on account of lower share-based payment expenses.
Share based payment expense declined by INR 3.7 billion YoY to INR 5.1 billion FY23 from INR 8.8 billion in FY22
Note:
Detailed audited financial statements are provided in Financial Statements section from page 136 of this report.
32
Company Overview | Statutory Reports: MD&A | Financial Statements
largely due to reduction in ESOP accounting charge broadly in line with the accounting treatment for ESOPs
explained on page 28 of our last year’s annual report. Reduction in share-based payment expense was
partially offset by increase in salaries and wages. This increase was largely driven by inclusion of Blinkit’s
employees on the Company’s payroll post the closing of the Blinkit acquisition and new hiring done during the
year. Zomato, at a consolidated group level, had a total headcount of 6,173 as on March 31, 2023, as compared
to 4,204 as on March 31, 2022.
Depreciation and amortization expense increased to INR 4.4 billion in FY23 from INR 1.5 billion in FY22. This
increase was primarily on account of amortization of the intangible assets which were created at the time of
the Blinkit acquisition (under business combination accounting as per Ind AS 103 Business Combination) and
due to depreciation on Right of use assets primarily pertaining to the Blinkit business. Please refer to note
32(a) of consolidated financial statements on page 198 for more details.
Other expenses
(INR million)
Others
8,265
2,747
Delivery and related charges primarily include payouts1 to delivery partners for last mile deliveries across our
food delivery and quick commerce operations. It also includes the delivery partner support cost and cost of
consumables issued to delivery partners at the time of onboarding. These costs, on an aggregate basis,
increased by INR 7.2 billion to INR 25.4 billion in FY23 from INR 18.1 billion in FY22. Increase in delivery and
related charges was primarily due to (i) increase in total availability fees paid to delivery partners in the food
delivery business which grew largely in line with order volume growth while availability fee per order
remained broadly flat YoY and (ii) inclusion of delivery cost of the quick commerce business in the
consolidated books of Zomato Limited, post closing of the Blinkit acquisition. Apart from the above, delivery
partner support cost and cost of consumables has also increased during the fiscal on account of higher order
volumes and increase in number of delivery partners onboarded on the platform.
Advertisement and sales promotion expenses primarily include platform funded subsidies (to the extent not
netted off from revenue), marketing & branding costs, customer appeasement costs and refunds across our
Note:
Comprises of (i) availability fees paid by Zomato to the delivery partner over and above the customer delivery charge collected on
behalf of delivery partners in the food delivery business and (ii) delivery partner payouts in the quick commerce business.
33
Company Overview | Statutory Reports: MD&A | Financial Statements
food delivery and quick commerce operations. These costs, on an aggregate basis, remained broadly flat YoY
at INR 12.3 billion in FY23 compared to INR 12.2 billion in FY22 as the increase in marketing and ad spends was
largely offset by decrease in customer subsidies and refunds. Marketing and advertisement expenses
increased YoY in FY23 primarily due to inclusion of the quick commerce marketing spends in the
consolidated books of Zomato Limited post the closing of the Blinkit acquisition, which was partially offset
by a slight reduction in marketing spends in the food delivery business. Merchant and customer refunds also
decreased during the fiscal driven by improved customer experience leading to lower number of refund
claims.
IT support services, server and communication cost primarily include software subscription cost, server
hire charges and communication costs incurred for our consolidated operations. These costs, on an
aggregate basis, increased to INR 3.9 billion in FY23 from INR 2.9 billion in FY22 on account of increased
traffic on the food delivery platform and consolidation of corresponding quick commerce costs in the
consolidated books of Zomato Limited post the closing of the Blinkit acquisition.
Outsourced support cost primarily includes cost related to (i) call center support across our food delivery
and quick commerce operations and (ii) dark store related off-roll manpower costs in our quick commerce
operations. This cost has increased to INR 3.0 billion in FY23 from INR 1.7 billion in FY22 on account of
increase in order volumes which required us to deploy more staff in our call centres and consolidation of
corresponding quick commerce costs in the consolidated books of Zomato Limited post the closing of the
Blinkit acquisition.
Payment gateway charges increased to INR 1.6 billion in FY23 from INR 1.2 billion in FY22 on a consolidated
basis primarily on account of increase in GOV in FY23 and inclusion of quick commerce payment gateway
charges in the consolidated books of Zomato Limited post the closing of the Blinkit acquisition.
Others includes legal & professional fee, rental expenses, general & admin expenses, insurance costs
amongst others. Post the acquisition of Blinkit, in the consolidated books of Zomato Limited, this cost also
includes quick commerce related costs such as warehouse management & associated logistics cost, dark
store related expenses, packaging charges, etc. These ‘Others’ costs, on an aggregate basis, increased by
INR 5.5 billion to INR 8.3 billion in FY23 from INR 2.7 billion in FY22. This increase was primarily due to
inclusion of costs related to the quick commerce business which were not there a year ago.
For details relating to our FY23 quarterly disclosures, please refer to our shareholders letters published
during the fiscal.
34
Company Overview | Statutory Reports: MD&A | Financial Statements
(INR billion)
Notes:
Up until Q1FY23, Adjusted EBITDA did not include the rental expenses on certain leases that are required to be capitalised as per Indian
Accounting Standard 116 (Ind AS 116). From Q2FY23 onwards, we have included the actual rent paid for the period under such leases in the
Adjusted EBITDA computation to reflect our cash loss / profit more appropriately
We have converted millions into single decimal billions and hence there could be some totaling anomalies in the numbers displayed above.
35
Company Overview Statutory Reports: Board Report Financial Statements
Board Report
Dear Members,
The Board of Directors (“Board”) hereby submits the report on the business and operations of Zomato Limited
(“the Company”) along with audited financial statements of the Company for the financial year ended on
March 31, 2023. The consolidated performance of the Company and its subsidiaries has been referred to
wherever required.
1. Financial highlights
he highlights on the Company’s financial statements on a standalone and consolidated basis are summarised
T
below:
(INR million)
2. State of the Company’s affairs The standalone financial statements of the Company
reflect the performance of the Company on a
he consolidated financial statements of the
T
standalone basis. The financial statements for the
Company include the performance of its subsidiaries
financial year ended on March 31, 2023 and March 31,
and associates and depicts the comprehensive
2022 have been prepared in accordance with Indian
performance of the group.
Accounting Standards (IndAS) as prescribed under
36
Company Overview Statutory Reports: Board Report Financial Statements
the Companies Act, 2013 read with rules framed subsidiaries, are available on the website of the
thereunder (“Act”) and other accounting principles Company at www.zomato.com
generally accepted in India.
4. Change in nature of business
During the financial year under review, on a standalone
There has been no change in the nature of business of
basis, the total income has increased from INR
the Company during the financial under review.
41,085 Mn to INR 55,069 Mn and the total expenses
have increased from INR 53,773 Mn to INR 53,897
Mn as compared to the previous financial year. The
5. Dividend
Company has made a profit after tax of INR 1,169 Mn During the financial year under review, the Board
as compared to the previous financial year loss after has not recommended any dividend. The dividend
tax of INR 10,980 Mn. distribution policy of the Company can be accessed
at https://b.zmtcdn.com/investor-relations/0e4c2a2
During the financial year under review, on a 14b341cff8c0afde09f161815_1685079747.pdf
consolidated basis, the total income has increased
from INR 46,873 Mn to INR 77,609 Mn and the total 6. Amounts transferred to reserves
expenses have increased from INR 62,055 Mn to INR The Company has not transferred any amount to
87,753 Mn as compared to the previous financial year. general reserves during the financial year under
The Company has incurred a loss after tax of INR 9,710 review.
Mn as compared to the previous financial year loss
after tax of INR 12,225 Mn. 7. Transfer to investor education and
protection fund
3. Subsidiary(ies), associate
The Company was not required to transfer any funds
company(ies) and joint venture(s)
to the investor education and protection fund as per
During the financial year under review, pursuant
the provisions of Section 125 of the Act during the
to acquisition of 33,018 (thirty three thousand and
financial year under review.
eighteen) equity shares of Blink Commerce Private
Limited (“BCPL”) by the Company, BCPL became a
8. Capital structure
wholly owned subsidiary of the Company.
i. Authorised share capital
Further, Zomato Media WLL, joint venture of the The Company has not made any change to the
Company located in Qatar was liquidated on October authorised share capital of the Company during the
25, 2022 and Zomato Ireland Limited - Jordan, financial year under review. However, the Company is
step down subsidiary of the Company located in proposing to reclassify the authorised share capital by
Jordan was liquidated on March 12, 2023. cancelling the unissued authorised preference share
capital of the Company and reallocating the same to
As on March 31, 2023, the Company has 16 (sixteen)
authorised equity share capital in the ensuing Annual
direct subsidiaries and 12 (twelve) step down
General Meeting (“AGM”).
subsidiaries and 1 (one) associate company.
37
Company Overview Statutory Reports: Board Report Financial Statements
Details of equity shares allotted by the Company during the financial year under review are given below:
1 May 16, 2022 Allotment against exercise of options granted under Zomato 1,721,9001
Employee Stock Option Plan 2018 (“ESOP 2018”)
2 July 25, 2022 Allotment against exercise of options granted under Zomato 40,200,000
Employee Stock Option Plan 2021 (“ESOP 2021”)
3 July 25, 2022 Allotment against exercise of options granted under ESOP 2018 6,351,6001
4 August 10, 2022 Allotment under preferential issue for acquisition of 33,018 (thirty 628,530,012
three thousand and eighteen) equity shares of BCPL
5 November 03, 2022 Allotment against exercise of options granted under ESOP 2018 3,008,3001
6 January 25, 2023 Allotment against exercise of options granted under ESOP 2018 1,762,1001
7 January 25, 2023 Allotment against exercise of options granted under ESOP 2021 3,082
1 Equity shares allotted against exercise of ESOPs under ESOP 2018 also includes equity shares allotted to the allottees/employees in
the ratio of 6699:1, pursuant to the corporate action adjustment made under aforesaid scheme.
iii. Equity shares with differential rights and ii. Appointment / resignation of KMP
sweat equity shares During the financial year under review, there were no
he Company has neither issued equity shares with
T appointments/resignations of the KMP(s).
differential rights as to dividend, voting or otherwise
nor issued sweat equity shares during the financial iii. Declarations from independent director(s)
year under review. Independent directors have confirmed that:
they meet the criteria of independence laid down
iv. Listing on stock exchanges under the Act and the Securities and Exchange
he Company’s equity shares are listed on BSE Limited
T
Board of India (Listing Obligations and Disclosure
(“BSE”) and the National Stock Exchange of India
Requirements) Regulations, 2015 (“SEBI Listing
Limited (“NSE”) (collectively referred to as (“Stock
Regulations”);
Exchanges”). Further, trading in the Company’s
shares was not suspended during the financial year
they have complied with the code for independent
under review. directors prescribed under Schedule IV to the
Act;
9. Directors and Key Managerial Personnel
(“KMP”)
they have registered themselves with the
independent director’s database maintained by
i. Appointment / resignation of director(s) the Indian Institute of Corporate Affairs;
Mr. Sanjeev Bikhchandani (DIN: 00065640),
Non-Executive and Nominee Director, who retired by
they are not aware of any circumstance or
rotation during the financial year under review was situation, which exists or may be reasonably
re-appointed by the shareholders in the AGM held on anticipated, that could impair or impact their
August 30, 2022. ability to discharge their duties.
Given that Mr. Douglas Feagin (DIN: 07868696), iv. Company’s policy on directors’
Non-Executive and Nominee Director, resigned
appointment and remuneration including
from the Company w.e.f February 9, 2023,
Mr. Sanjeev Bikhchandani (DIN: 00065640) will again
criteria for determining qualifications,
be liable to retire by rotation in the ensuing AGM. positive attributes, independence of a
A resolution seeking approval of the shareholders director and other matters
for his re-appointment forms part of the notice of The Nomination and Remuneration Policy (“NRC
the AGM. Policy”) is intended to set out a framework for
38
Company Overview Statutory Reports: Board Report Financial Statements
nomination, evaluation and remuneration of directors Board. The Board considered and took note of the
and senior management personnel of the Company. same.
The NRC Policy also reflects the remuneration
philosophy and principles of the Company and 12. Committees of the Board
considers the pay and employment conditions s on March 31, 2023, the Board had 7 (seven)
A
with peers / competitive market to ensure that pay committees: the Audit Committee, the Nomination
structures are appropriately aligned. The primary and Remuneration Committee, the Risk Management
objective of NRC Policy is to attract, recruit, retain, Committee, the Stakeholders Relationship
and incentivise the most qualified and skilled Committee, the Corporate Social Responsibility
individuals available in the talent pool.
Committee, the Initial Public Offer (IPO) Committee
Throughout the financial year under review, the NRC and the Investment Committee. A detailed note on the
Policy remained unchanged and no amendments were composition of the committees and other mandatory
introduced. The NRC Policy of the Company can be details is provided in the corporate governance report
accessed at https://b.zmtcdn.com/data/file_assets/ forming part of this Annual Report.
d334ce29b2ed635dbd531d5c92fda1221625837674.
pdf 13. Corporate Social Responsibility
(“CSR”) policy
10. Number of Board meetings he Company has a CSR policy which has been
T
uring the financial year under review, the Board
D approved by the Board, outlines the Company’s
met 8 (eight) times. The maximum interval between philosophy and responsibility and lays down the
any two meetings of the Board did not exceed 120 guidelines and mechanism for undertaking socially
days. Details of the meetings of the Board along with impactful programs towards welfare and sustainable
the attendance of the directors therein have been development of the community around the area of
disclosed in the corporate governance report forming its operations. The brief outline of the CSR policy of
part of this Annual Report. the Company along with other mandatory details is
annexed in Annexure – II of this report.
11. Board evaluation
I n line with the requirements of the Act and SEBI 14. Vigil mechanism and whistle blower
Listing Regulations, NRC and the Board have defined policy
a process and identified the criteria for performance
he Company has in place vigil mechanism and
T
evaluation of the Board, committee, chairman and
whistle blower policy and has established the
individual board members including independent
necessary procedures for directors and employees
directors, through policy for evaluation of the
in confirmation with Section 177(9) of the Act and
performance of the Board which includes the Board
Regulation 22 of SEBI Listing Regulations, to report
composition and structure, effectiveness of Board
processes, information and functioning, contribution concerns about unethical behavior and also provides
of the individual director to the Board and committee for direct access to the Chairperson of the Audit
meetings etc. Committee in exceptional cases.
The Board had engaged Nasdaq Corporate Solutions D uring the financial year under review,
International Limited” (“Nasdaq”), to conduct the 44 (forty four) complaints were reported, all
Board evaluation for the financial year ended on March complaints were resolved in a timely manner.
31, 2023. The process included various techniques These complaints were of the nature of suspicious
such as questionnaires, one-on-one discussions, reimbursements by employees, misuse of access
etc. The aggregated feedback report followed by rights and other violations of code of conduct of the
composite board evaluation report incorporating Company. Appropriate action such as suspension /
SWOT analysis, highlights and action points and warning / termination of employment was done in
other relevant sections has been submitted to the accordance with the vigil mechanism and whistle
Chairperson of the NRC and also placed before the blower policy.
39
Company Overview Statutory Reports: Board Report Financial Statements
40
Company Overview Statutory Reports: Board Report Financial Statements
41
Company Overview Statutory Reports: Board Report Financial Statements
17. Internal financial controls and their of the aforesaid information, may send an email to
adequacy the Company Secretary and Compliance Officer at
[email protected].
I nternal financial controls are an integral part of the
risk & governance framework of the Company that
19. Disclosure regarding employee stock
address financial and operational risks impacting
the organisation. The internal financial controls have
options plans
been documented, automated wherever possible and During the financial year under review, the Company
embedded in the respective business processes. had formulated Zomato Employee Stock Option Plan
Assurance to the Board on the effectiveness of 2022 (“ESOP 2022”) pursuant to the resolution passed
internal financial controls is obtained through 3 lines by the shareholders on July 25, 2022.
of defence which include: a) Management reviews and
As on financial year ended on March 31, 2023, the
self-assessment; b) Continuous controls monitoring
Company has four Employee’s Stock Option Plans
by the Governance, Risk and Compliance Function
namely i) Foodie Bay Employee Stock Option Plan 2014
and c) Independent design and operational testing
(“ESOP 2014”), ii) Zomato Employee Stock Option Plan
by the Statutory Auditor. Based on the framework
2018, iii) Zomato Employee Stock Option Plan 2021
of internal financial controls for financial reporting
and iv) Zomato Employee Stock Option Plan 2022.
and compliance systems established and maintained
by the Company, work performed by the internal, In accordance with the terms of the aforesaid
statutory and secretarial auditor and the reviews schemes, options may be granted to employees of the
performed by the management and the relevant Company and subsidiaries which gives them rights
Board committees, including the Audit Committee, to receive equity shares of the Company having face
the Company is of the opinion that the internal value of INR 1/- (Indian rupee one) each on vesting.
financial controls were adequate and effective during The Company confirms that the ESOP Schemes are in
the financial year under review. compliance with the Securities and Exchange Board
of India (Share Based Employee Benefits and Sweat
18. Human resources
Equity) Regulations, 2021 (“SEBI ESOP Regulations”).
s on March 31, 2023, the permanent employees on
A
the rolls of the Company were 3,440 (three thousand urther, details for employee stock options plans of
F
four hundred and forty). The Company’s employees the Company also form part of the notes to accounts
have always been one of the key stakeholders. We of the financial statements. The details as required
are committed to hiring and retaining the best talent. to be disclosed under Regulation 14 of the SEBI ESOP
We focus on promoting a collaborative, transparent Regulations can be accessed at https://b.zmtcdn.
and participative organization culture and rewarding com/investor-relations/esopdisclosurefy2023.pdf.
merit and sustained high performance.
The Company has obtained certificate(s) from
Disclosures with respect to the remuneration of Secretarial Auditor confirming that ESOP 2014,
directors and employees as required under Section ESOP 2018, ESOP 2021 and ESOP 2022 have been
197 of the Act and Rule 5(1) of the Companies implemented in accordance with the SEBI ESOP
(Appointment and Remuneration of Managerial Regulations. The said certificate(s) will be made
Personnel) Rules, 2014 is annexed as “Annexure - IV” available for inspection by the members electronically
to this report. during business hours till ensuing AGM of the Company.
I n terms of Section 136 of the Act, this Report and 20. Disclosure under the Sexual
financial statements of the Company are being
Harassment of Women at Workplace
sent to the shareholders excluding information
on details of employee remuneration as required (Prevention, Prohibition and Redressal)
under provisions of Section 197 of the Act and Act, 2013
Rule 5(2) & 5(3) of Companies (Appointment and he Company has adopted zero tolerance for sexual
T
Remuneration of Managerial Personnel) Rules, 2014. harassment at the workplace and has formulated a
Any shareholder interested in obtaining the copy policy on prevention, prohibition, & redressal of sexual
42
Company Overview Statutory Reports: Board Report Financial Statements
harassment (“POSH”) and complies with all provisions impact of its operations and lower its carbon footprint.
of the Sexual Harassment of Women at Workplace It focuses on improving energy efficiency and
(Prevention, Prohibition and Redressal) Act, 2013 improving waste management to reduce the overall
and the rules thereunder. The Company has also environment footprint.
constituted an Internal Complaints Committee (“ICC”)
for timely and impartial resolution to complaints of Steps taken to improve energy conservation -
sexual harassment in line with the above provisions.
Usage of LED lights and LED monitors in its
he summary of POSH training and initiatives taken
T Corporate offices;
during the financial year under review is given below:
Regular monitoring of temperature inside the
Annual training of all the ICC members; buildings and controlling the air-conditioning
systems; and
Periodic communication on the POSH
Rationalization of usage of electrical equipment:
policy to employees via messaging, emails and
posters; and air-conditioning system, office illumination,
beverage dispensers etc.
Mandatory session on POSH for all new joiners.
The Company has converted all its electricity
Details of complaints received and resolved during purchases to 100% renewable by purchasing
the financial year under review by the ICC is given International Renewable Energy Certificates
below: equivalent to its total electricity consumption for
financial year ended on March 31, 2023.
Number of complaints filed during the 4
financial year ii. Technology absorption
Number of complaints disposed of during the 4 he Company believes in leveraging technology
T
financial year to transform every dimension of its business.
Number of complaints pending as at the end 0 Investments in technology infrastructure is an
of the financial year important element of the Company’s commitment
to delivering a seamless customer experience. The
21. Conservation of energy, technology Company is a technology first organisation leveraging
artificial intelligence, machine learning and deep
absorption, foreign exchange earnings
data science to continuously drive innovations
and outgo on our platform for our community of customers,
he particulars relating to conservation of energy,
T delivery partners and restaurant partners. Our
technology absorption, foreign exchange earnings products are highly personalised, intuitive, simple
and outgo, as required to be disclosed under Section to use, visually appealing and are designed to
134 of Act are as under: drive high engagement with our customers.
The Company enables restaurant partners with
i. Conservation of energy fully automated order management systems. These
I n view of the nature of activities that are being carried systems offer dashboards that have features such
on by the Company, the provisions of the Companies as, order transmission, order processing, menu
(Accounts) Rules, 2014 concerning conservation of synchronisation, payment reconciliation, content
energy are not applicable. However, every effort is promotion, marketing tools and invoice management
made to ensure that energy efficient equipment is features.
used to avoid wastage and conserve energy, as far
as possible. The Company is committed towards he Company has automated the process of on
T
conservation of energy and climate action which is boarding of delivery partners via Aadhaar based
reaffirmed in its environmental policy which is also verification through Digilocker for enhanced quality
available on the website of the Company. The Company and impersonation checks. Further, the Company
continuously strives to reduce the environmental has implemented Application Programming Interface
43
Company Overview Statutory Reports: Board Report Financial Statements
(API) based checks to validate regulatory licenses (Delhi NCR, Bangalore and Chennai) for better rain
(wherever possible). For improving logistics for predictability and better visibility to customers on
end consumers during rains the Company has the application.
installed automatic weather stations in a few cities
44
Company Overview Statutory Reports: Board Report Financial Statements
45
Company Overview Statutory Reports: Board Report Financial Statements
(INR million)
Particulars Shares issued and allotted Amount Amount Deviation(s) or
of issue raised utilised variation(s) in the use of
proceeds of issue, if any
Allotment Preferential issue of 628,530,012 NIL 2 NA NA
under (sixty two crores eighty five lakhs
preferential thirty thousand and twelve) equity
issue shares of face value of INR 1/-
(Indian rupee one) each at a price of
INR 70.76/- (Indian rupees seventy
and seventy six paisa only) per
equity share for a consideration
other than cash, being discharge of
total purchase consideration of INR
44,474,784,078 (Indian rupees four
thousand four hundred forty seven
crores forty seven lakhs eighty four
thousand and seventy eight only)
for the acquisition of 33,018 (thirty
three thousand and eighteen) equity
shares of BCPL.
1Amount utilised includes the offer related expenses of INR 2,720 Mn in relation to the fresh issue.
2
Preferential issue was made for consideration other than cash.
46
Company Overview Statutory Reports: Board Report Financial Statements
23. Directors responsibility statement e) The directors have laid down internal financial
I n accordance with the provisions of Section 134 of controls to be followed by the Company and that such
the Act, directors to the best of their knowledge and internal financial controls are adequate and were
belief confirm and state that: operating effectively; and
a) In the preparation of the annual accounts for the f) The directors have devised proper systems
financial year ended on March 31, 2023, the applicable to ensure compliance with the provisions of all
accounting standards have been followed along with applicable laws and that such systems were adequate
proper explanation relating to material departures; and operating effectively.
c) The directors have taken proper and sufficient We look forward to their continuous support in
care for the maintenance of adequate accounting the future.
Sd/- Sd/-
Deepinder Goyal Kaushik Dutta
Managing Director and Chief Executive Officer Chairman and Independent Director
DIN: 02613583 DIN: 03328890
47
ANNEXURE - I
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries or associate companies or joint ventures
Part A: Subsidiaries
(INR million)
1. Sr. No. 1 2 3 4 5 6 7 8 9 10
2. Name of the subsidiary Zomato Chile PT. Zomato Zomato NZ Zomato Media Zomato Media Zomato Lunchtime.cz Zomato Gastronauci Zomato
SpA Media Media Pvt. Ltd. (Private) Portugal, Ireland s.r.o Slovakia s.r.o Sp z.o.o Malaysia Sdn.
Indonesia Limited, Unipessoal, Limited Bhd.
Srilanka Lda
3. The date since when subsidiary was acquired/ 13-Mar-14 08-May-14 19-May-14 10-May-13 11-Feb-14 09-May-14 19-Aug-14 03-Oct-14 30-Oct-14 15-Sep-14
incorporated
4. Reporting period for the subsidiary concerned, if 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23
different from the holding company’s reporting
period
Company Overview
Status
5. Reporting currency and Exchange rate as on the Chilean Peso Indonesian NZD Sri Lankan EURO Euro Czech Euro PLN Malaysian
last date of the relevant Financial year in the case Rupiah Rupee Republic Ringgit
of foreign subsidiaries. Koruna
Exchange rate
Closing rate 0.1039 0.0055 51.4720 0.2490 89.3652 89.3652 3.8023 89.3652 19.1050 18.6056
Average rate 0.0919 0.0053 50.0504 0.2234 83.5321 83.5321 3.4327 83.5321 17.7483 18.0315
6. Share capital 56 130 302 3 398 9,231 81 73 84 41
7. Reserves & surplus (56) (115) (260) (3) (386) (9,118) (78) (73) (83) (40)
8. Total assets 0 16 42 1 12 125 3 0 2 1
9. Total liabilities - 1 - 0 0 12 0 0 1 0
10. Investments - - - - - (0) - - - -
11. Turnover - - - - 0 0 - - - -
Statutory Reports: Board Report
12. Profit/(loss) before taxation 0 26 20 (0) (5) 122 (1) (0) (1) (1)
13. Provision for taxation - - - - - - - - - -
14. Profit/(loss) after taxation 0 26 20 (0) (5) 122 (1) (0) (1) (1)
15. Other comprehensive income 0 0 0 (0) 1 (22) 0 0 (0) 0
16. Profit (loss) for the year 0 26 20 (0) (4) 100 (0) (0) (1) (1)
17. Proposed dividend - - - - - - - - - -
18. Extent of shareholding (in percentage) 100.00% 99.96% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
48
Financial Statements
(INR million)
1. Sr. No. 11 12 13 14 15 16 17 18 19 20
2. Name of the subsidiary Zomato Zomato Inc. Zomato Zomato Zomato Zomato Zomato Middle Zomato Zomato Zomato
Australia PTY Netherlands Internet Vietnam Ireland East FZ-LLC Philippines Internet LLC Hyperpure
Limited B.V. Hizmetleri Company Limited- Inc. Private
Ticaret Limited Jordan Limited
Anonim Sirketi
3. The date since when subsidiary was acquired/ 09-Dec-14 16-Dec-14 23-Jan-15 24-Apr-15 10-Dec-14 21-Apr-15 20-Jul-15 07-Jul-15 28-Dec-16 08-Oct-15
incorporated
4. Reporting period for the subsidiary concerned, if 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23
different from the holding company’s reporting
period
Status Closed w.e.f.
12 March 2023
5. Reporting currency and Exchange rate as on the AUD USD Euro Turkish Lira Vietnamese Jordanian AED PHP QAR INR
last date of the relevant Financial year in the case of Dongg Dinar
foreign subsidiaries.
Exchange rate
Closing rate 55.0284 82.1593 89.3652 4.2812 0.0035 115.8806 22.3658 1.5123 22.3598 1.0000
Company Overview
Average rate 54.8913 82.1593 83.5321 4.5211 0.0034 113.1471 21.8371 1.4502 21.8444 1.0000
6. Share capital 1,325 4,633 6 798 3 - 235 436 146 174
7. Reserves & surplus (1,325) (4,601) (1) (271) 0 - 309 (453) (146) 4,575
8. Total assets (0) 52 6 50 4 - 710 12 - 10,485
9. Total liabilities - 20 2 11 - - 165 29 - 5,736
10. Investments - - - - - - - - - 2,300
11. Turnover - 16 - - - - 296 - - 17,416
12. Profit/(loss) before taxation 19 (10) (2) 4 (0) - 110 33 (7) (2,094)
13. Provision for taxation - 0 - - - - - - - -
14. Profit/(loss) after taxation 19 (10) (2) 4 (0) - 110 33 (7) (2,094)
15. Other comprehensive income (3) 3 0 (7) 0 - 37 (1) 0 10
16. Profit (loss) for the year 17 (7) (2) (3) 0 - 147 32 (7) (2,085)
Statutory Reports: Board Report
49
Financial Statements
(INR million)
1. Sr. No. 21 22 23 24 25 26 27 28 29
2. Name of the subsidiary Blink Commerce Delivery 21 Carthero Zomato TongueStun Zomato Local Zomato Zomato Zomato
Private Limited Inc. Technologies Entertainment Food Services Foods Payments Financial
(formerly Private Private Limited Networks Private Private Private Services
known as Limited Private Limited Limited Limited Limited
Grofers India Limited
Private Limited)
3. The date since when subsidiary was acquired/incorporated 10-Aug-22 23-Oct-15 16-Feb-18 04-Dec-18 22-Nov-18 21-Jun-19 05-Sep-20 04-Aug-21 25-Feb-22
4. Reporting period for the subsidiary concerned, if different from 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23 31-Mar-23
the holding company’s reporting period
Status
5. Reporting currency and Exchange rate as on the last date of the INR PHP INR INR INR INR INR INR INR
relevant Financial year in the case of foreign subsidiaries.
Exchange rate
Closing rate 1.0000 1.5123 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000
Average rate 1.0000 1.4502 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000
6. Share capital 0 1 1 1 44 2 0 500 123
Company Overview
7. Reserves & surplus 3,644 (139) 224 (6) (249) (2) 16 (158) (9)
8. Total assets 15,848 - 225 156 42 1 24 362 115
9. Total liabilities 12,204 138 0 161 247 1 9 20 2
10. Investments 4,184 - 20 - 4 - 17 - -
11. Turnover 5,719 - - 529 - 1 - 72 -
12. Profit/(loss) before taxation (7,551) 6 2 (51) (13) (1) (3) (122) (8)
13. Provision for taxation - - - - - - - 0 1
14. Profit/(loss) after taxation (7,551) 6 2 (51) (13) (1) (3) (122) (9)
15. Other comprehensive income 6 (5) - 1 - (0) - 0 (0)
16. Profit (loss) for the year (7,546) 1 2 (50) (13) (1) (3) (122) (9)
17. Proposed dividend - - - - - - - - -
18. Extent of shareholding (in percentage) 100.00% 52.20% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
Statutory Reports: Board Report
Note:
1. Names of subsidiaries which are yet to commence operations: Zomato Financial Services Limited.
2. Names of subsidiaries which have been liquidated or sold during the year: Please refer status given in row no. 4 above table.
50
Financial Statements
Company Overview Statutory Reports: Board Report Financial Statements
(INR million)
Name of associate / joint venture Zomato Media WLL1 ZMT Europe LDA
Sd/- Sd/-
Deepinder Goyal Kaushik Dutta
Managing Director and Chief Executive Officer Chairman and Independent Director
DIN: 02613583 DIN: 03328890
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
Chief Financial Officer Company Secretary
PAN No.-AIVPG9914G A-29579
51
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - II
he CSR policy of the Company has been approved by the Board and it remains unchanged during the financial
T
year ended on March 31, 2023.
1 During the financial year under review, the CSR Committee met only once on August 1, 2022.
2 Mr Kaushik Dutta ceased to be a member of the CSR Committee w.e.f. May 23, 2022.
3 Ms. Aparna Popat Ved and Ms. Gunjan Tilak Raj Soni were appointed as members of the CSR Committee w.e.f. May 23, 2022.
3. Provide the web-link where composition of CSR committee, CSR policy and CSR projects approved
by the Board are disclosed on the website of the Company
Given below are the weblinks:
4. Provide the executive summary along with web-link(s) of impact assessment of CSR projects
carried out in pursuance of sub-rule (3) of rule 8, if applicable – Not applicable
52
Company Overview Statutory Reports: Board Report Financial Statements
5. (a) Average net profit of the Company as per sub-section (5) of section 135: Nil, due to losses
during three preceding financial years
(b) Two percent of average net profit of the Company as per sub-section (5) of section 135: Not
applicable
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial
years: Not applicable
(d) Amount required to be set off for the financial year, if any: Not applicable
(e) Total CSR obligation for the financial year ((5b)+(5c)- (5d)): Not applicable
6. (a) Amount spent on CSR Projects (both ongoing project and other than ongoing project): Not
applicable
(d) Total amount spent for the financial year (6a+(6b)+(6c)): Not applicable
(e) CSR amount spent or unspent for the financial year: Not applicable
7. Details of unspent CSR amount for the preceding three financial year: Not applicable
8. Whether any capital assets have been created or acquired through CSR amount spent in the
financial year: Not applicable
9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit
as per subsection (5) of section 135: Not applicable
Sd/- Sd/-
Deepinder Goyal Namita Gupta
Chairman – CSR Committee Member – CSR Committee
Managing Director and Chief Executive Officer Independent Director
DIN: 02613583 DIN: 07337772
53
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - IIIA
FORM NO. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2023
Based on our verification of the Company’s books, b) The Securities and Exchange Board of India
papers, minute books, forms and returns filed and (Prohibition of Insider Trading) Regulations, 2015;
other records maintained by the Company and also
the information provided by the Company, its officers, c) The Securities and Exchange Board of India (Issue
agents and authorised representatives during the of Capital and Disclosure Requirements) Regulations,
conduct of secretarial audit, we hereby report that in 2018 to the extent applicable;
our opinion, the company has, during the audit period
covering the financial year ended on March 31, 2023 d) Securities and Exchange Board of India (Share
(‘Audit Period’) complied with the statutory provisions Based Employee Benefits and Sweat Equity)
listed hereunder and also that the Company has Regulations, 2021 to the extent applicable;
proper Board-processes and compliance-mechanism
in place to the extent, in the manner and subject to the e) Securities and Exchange Board of India (Issue and
reporting made hereinafter. Listing of Non-Convertible Securities) Regulations,
2021; Not applicable to the Company during the
We have examined the books, papers, minute Audit Period
books, forms and returns filed and other records
maintained by the Company for the financial f) The Securities and Exchange Board of India
year ended on March 31, 2023 according to the (Registrars to an Issue and Share Transfer Agents)
provisions of: Regulations, 1993 regarding the Companies Act and
dealing with client to the extent of securities issued;
(i) The Companies Act, 2013 (‘the Act’) and the rules
made thereunder; g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021;
(ii) The Securities Contracts (Regulation) Act, 1956
(‘SCRA’) and the rules made thereunder; Not applicable to the Company during the
Audit Period
(iii) The Depositories Act, 1996 and the Regulations
and Bye-laws framed thereunder to the extent of h) The Securities and Exchange Board of India (Buy-
Regulation 76 of SEBI (Depositories and Participants) back of Securities) Regulations, 2018; Not applicable
Regulations, 2018; to the Company during the Audit Period
54
Company Overview Statutory Reports: Board Report Financial Statements
(vi) The management has identified and confirmed provisions of Act for convening meeting at the shorter
the following laws as being specifically applicable to notice. A system exists for seeking and obtaining
the Company: further information and clarifications on the agenda
items before the meeting and for meaningful
a) Food Safety & Standards Act, 2006;
participation at the meeting.
b) The Food Safety & Standards Rules, 2011;
All decisions at Board Meetings and Committee
c) Legal Metrology Act, 2009 Meetings are carried out unanimously as recorded in
the minutes of the meetings of the Board of Directors
We have also examined compliance with the applicable or Committees of the Board, as the case may be.
clauses/Regulations of the following:
We further report that there are adequate systems
i) Secretarial Standards issued by The Institute of and processes in the company commensurate with
Company Secretaries of India and notified by Ministry the size and operations of the company to monitor
of Corporate Affairs; and ensure compliance with applicable laws, rules,
regulations and guidelines.
ii) Securities Exchange Board of India (Listing
Obligations and Disclosure Requirements) We further report that during the audit period,
Regulations, 2015. following major events have happened in pursuance
of the above referred laws, rules, regulations,
During the period under review, the Company has
guidelines, standards, etc.:
generally complied with the provisions of the Act,
Rules, Regulations, Guidelines, Standards, etc. (i) During the period under review, the shareholders
mentioned above. of the Company through Postal Ballot on July 25, 2022
passed the following special resolutions:
We further report that
a. Approval for issuance up to 62,85,30,012 (Sixty
The Board of Directors of the Company is duly Two Crores Eighty Five Lakhs Thirty Thousand and
constituted with proper balance of Executive Twelve) equity shares of the Company on preferential
Directors, Non-Executive Directors and Independent basis for consideration other than cash;
Directors. The changes in the composition of the
Board of Directors that took place during the period b. Approval for formulation, adoption and
under review was carried out in compliance with the implementation of Zomato Employee Stock Option
provisions of the Act. Plan 2022 and grant of employee stock options to the
employees of the Company under this plan;
Adequate notice is given to all Directors to schedule
the Board Meetings. Agenda and detailed notes on c. Approval for grant of employee stock options
agenda were sent at least seven days in advance under Zomato Employee Stock Option Plan 2022 to
except in cases where meetings were convened at a the employees of subsidiary companies.
shorter notice. The Company has complied with the
(ii) The Company’s capital structure was changed on various intervals due to allotment of equity shares
pursuant to following events:
May 16, 2022 17,21,900 Equity Shares Pursuant to exercise of options by the employees of the
of face value of INR 1/- Company and its subsidiaries under Zomato Employee
Stock Option Plan 2018
August 10, 2022 62,85,30,012 Equity Pursuant to allotment for consideration other than cash
Shares of face value of for the acquisition of up to 33,018 equity shares of Blink
INR 1/- Commerce Private Limited (formerly known as Grofers
India Private Limited) ("BCPL") from its shareholders on a
preferential issue basis
55
Company Overview Statutory Reports: Board Report Financial Statements
onsidering the above said allotment of Equity shares, the issued, subscribed and paid up capital of the
C
Company stands increased to 8,553,509,770 Equity Shares of INR 1/- each as at end of period under review.
(iii) During the period under review, the Company e. Acquired 92,50,000 Equity Shares of Zomato
has acquired direct stake in following companies on Financial Services Limited (“ZFSL”) for an aggregate
various intervals: cash consideration of INR 9,25,00,000/-
a. Acquired 33,018 Equity Shares of Blink Commerce Note: This report is to be read with our letter of even
Private Limited (formerly known as Grofers India date which is annexed as Annexure-A to this Report
Private Limited) (“BCPL”) for consideration other and forms an integral part of this report.
than cash resulted in BCPL becoming wholly owned
subsidiary of the Company and further acquired For Chandrasekaran Associates
13,161 Equity Shares of BCPL for an aggregate cash Company Secretaries
consideration of INR 16,49,83,33,927.69/- FRN: P1988DE002500
Peer Review Certificate No.: 1428/2021
b. Acquired 97,05,742 Equity Shares of Zomato
Hyperpure Private Limited (formerly known as Zomato Sd/-
Internet Private Limited) (“ZHPL”) for an aggregate Dr. S Chandrasekaran
cash consideration of INR 5,99,99,98,449.42/- Senior Partner
Membership No. F1644
c. Acquired 1,00,000 Equity Shares of Zomato Local Certificate of Practice No. 715
Services Private Limited (“ZLSPL”) for an aggregate UDIN: F001644E000667738
cash consideration of INR 10,00,000/-
Date: 24.07.2023
d. Acquired 1,90,00,000 Equity Shares of Zomato Place: Delhi
Payments Private Limited (“ZPPL”) for an aggregate
cash consideration of INR 19,00,00,000/-
56
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - A
Date: 24.07.2023
Place: Delhi
57
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - IIIB
FORM NO. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2023
We have conducted the Secretarial Audit of the (iv) The Foreign Exchange Management Act, 1999
compliance of applicable statutory provisions and the and the rules and regulations made thereunder to the
adherence to good corporate governance practices extent of Foreign Direct Investment, Overseas Direct
by Zomato Hyperpure Private Limited (formerly Investment and External Commercial Borrowings to
Zomato Internet Private Limited) (hereinafter called the extent applicable;
“the Company”). Secretarial Audit was conducted (v) The following Regulations and Guidelines
in a manner that provided us a reasonable basis prescribed under the Securities and Exchange Board
for evaluating the corporate conducts/ statutory of India Act, 1992 (‘SEBI Act’): Not applicable to the
compliances and expressing our opinion thereon. Company during the Audit Period
Based on our verification of the Company’s books, i. The Securities and Exchange Board of India
papers, minute books, forms and returns filed (Substantial Acquisition of Shares and Takeovers)
and other records maintained by the Company and Regulations, 2011;
also the information provided by the Company, its
officers, agents and authorised representatives ii. The Securities and Exchange Board of India
during the conduct of secretarial audit, we hereby (Prohibition of Insider Trading) Regulations, 2015;
report that in our opinion, the company has, during
iii. The Securities and Exchange Board of India (Issue
the audit period covering the financial year ended
of Capital and Disclosure Requirements) Regulations,
on March 31, 2023 (‘Audit Period’) complied with
2018;
the statutory provisions listed hereunder and also
that the Company has proper Board-processes iv. The Securities and Exchange Board of India
and compliance-mechanism in place to the extent, (Share Based Employee Benefits and Sweat Equity)
in the manner and subject to the reporting made Regulations, 2021 and Securities and Exchange Board
hereinafter. of India (Share Based Employee Benefits) Regulations,
2014 prior to its repealment;
We have examined the books, papers, minute
books, forms and returns filed and other records v. The Securities and Exchange Board of India
maintained by the Company for the financial (Issue and Listing of Non- Convertible Securities)
year ended on March 31, 2023 according to the Regulations, 2021 and the Securities and Exchange
provisions of: Board of India (Issue and Listing of Debt Securities)
Regulation, 2008 prior to its repealment;
(i) The Companies Act, 2013 (‘the Act’) and the rules
made thereunder; vi. The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
(ii) The Securities Contracts (Regulation) Act, Regulations, 1993 regarding the Companies Act and
1956 (‘SCRA’) and the rules made thereunder; dealing with client to the extent of securities issued;
58
Company Overview Statutory Reports: Board Report Financial Statements
vii. The Securities and Exchange Board of India shorter notice. The Company has complied with the
(Delisting of Equity Shares) Regulations, 2021; provisions of Act for convening meeting at the shorter
notice. A system exists for seeking and obtaining
viii. The Securities and Exchange Board of India (Buy- further information and clarifications on the agenda
back of Securities) Regulations, 2018; items before the meeting and for meaningful
participation at the meeting.
(vi) The management has identified and confirmed
the following laws as being specifically applicable to All decisions at Board Meetings are carried out
the Company: unanimously as recorded in the minutes of the
meetings of the Board of Directors of the Board, as
a) Food Safety & Standards Act, 2006;
the case may be.
b) The Food Safety & Standards Rules, 2011;
We further report that there are adequate systems
c) Legal Metrology Act, 2009. and processes in the company commensurate with
the size and operations of the company to monitor
We have also examined compliance with the applicable and ensure compliance with applicable laws, rules,
clauses/Regulations of the following: regulations and guidelines.
i) Secretarial Standards issued by The Institute of We further report that during the Audit Period,
Company Secretaries of India and notified by Ministry following major events have happened in pursuance
of Corporate Affairs; of the above referred laws, rules, regulations,
guidelines, standards, etc.:
During the Audit Period, the Company has generally
complied with the provisions of the Act, Rules, (i) During the Audit Period, the Company has allotted
Regulations, Guidelines, Standards, etc. mentioned 9,705,742 Equity Shares of Rs. 10/- each from time
above except written as under: to time and accordingly, the issued, subscribed and
paid-up capital of the Company stands increased to
i. The Board of Directors has appointed Woman 1,74,20,386 Equity shares of INR 10/- each as at end
Director, Whole Time Director and Chief Financial of Audit Period.
Officer (KMP) with effect from February 08, 2023
i.e. after a period of 6 months from the date of Note: This report is to be read with our letter of even
applicability. date which is annexed as Annexure-A to this Report
and forms an integral part of this report.
ii. The Board of Directors comprised of only two
directors instead of three directors from November For Chandrasekaran Associates
18, 2022 till February 07, 2023. Company Secretaries
FRN: P1988DE002500
We further report that
Peer Review Certificate No.: 1428/2021
The Board of Directors of the Company is duly
constituted with proper balance of Executive Sd/-
Director, Non-Executive Directors and Independent Dr. S Chandrasekaran
Director except as mentioned above. The changes, Senior Partner
in the composition of the Board of Directors Membership No. F1644
that took place during the Audit Period were Certificate of Practice No. 715
carried out in compliance with the provisions of UDIN: F001644E000667837
the Act.
Date: 24.07.2023
Adequate notice is given to all Directors to schedule Place: Delhi
the Board Meetings. Agenda and detailed notes on
agenda were sent at least seven days in advance
except in cases where meetings were convened at a
59
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - A
Date: 24.07.2023
Place: Delhi
60
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - IV
(a) The ratio of remuneration of each director to the median remuneration of the employees of the
Company for the financial year, remuneration and percentage increase in remuneration of each
director, chief financial officer, chief executive officer, company secretary or manager, if any, in the
financial year
Non-Executive Director
Mr. Kaushik Dutta Non-Executive and 2.42 2.42 0.00
Independent Director
Mr. Sanjeev Bikhchandani Non-Executive and -3 -3 -3
Nominee Director
Mr. Douglas Feagin4 Non-Executive and -3 -3 -3
Nominee Director
Ms. Namita Gupta Non-Executive and 2.42 2.42 0.00
Independent Director
Ms. Sutapa Banerjee Non-Executive and 2.42 2.42 0.00
Independent Director
Ms. Aparna Popat Ved Non-Executive and 2.42 2.42 0.00
Independent Director
Ms. Gunjan Tilak Raj Soni Non-Executive and 2.42 2.42 0.00
Independent Director
Executive Director and KMP
Mr. Deepinder Goyal Managing Director and -5 05 0.00
Chief Executive Officer
Mr. Akshant Goyal Chief Financial Officer -6 06 0.00
Ms. Sandhya Sethia Company Secretary and 5.2 5.2 10
Compliance Officer
(b) The percentage increase in the median remuneration of employees in the financial year
There has been no increase in the overall median remuneration of employees.
61
Company Overview Statutory Reports: Board Report Financial Statements
(d) Average percentile increase already made in the salaries of employees other than the managerial
personnel in the last financial year and its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any exceptional circumstances for
increase in the managerial remuneration
Increase in the average salaries of employee other than managerial personnel is 3.8%.
isclosure w.r.t. increase in managerial remuneration and justification thereof is not applicable as Mr. Deepinder
D
Goyal, Managing Director and Chief Executive Officer has voluntarily waived his salary for a period of 36 (thirty
six) months starting from April 1, 2021.
(e) Affirmation that the remuneration is as per the remuneration policy of the Company
I t is hereby affirmed that the remuneration paid to directors, KMP and members of senior management is as
per the NRC Policy of the Company.
*Notes:
1
Excludes the perquisite value of stock options granted in previous years but exercised during the financial year under review by the
employees of the Company.
2
Excludes sitting fees paid during the financial year ended on March 31, 2023. Please refer page no. 112 for the details of sitting fees.
3
The Company has not paid any remuneration and sitting fees to nominee directors of the Company.
4
Mr. Douglas Feagin has resigned as nominee director w.e.f. February 9, 2023.
5
Mr. Deepinder Goyal has voluntarily waived his annual salary of for a period of 36 months starting from April 1, 2021.
6
Mr. Akshant Goyal has voluntarily waived his salary from January 1, 2022.
7
Permanent employees includes only full time employees of the Company
Sd/- Sd/-
Kaushik Dutta Deepinder Goyal
Chairman and Independent Director Managing Director and Chief Executive Officer
DIN: 03328890 DIN: 02613583
62
Company Overview Statutory Reports: Board Report Financial Statements
ANNEXURE - V
II. Products/Services
14. Details of business activities (accounting for 90% of the turnover)
63
Company Overview Statutory Reports: Board Report Financial Statements
15. Products/Services sold by the entity (accounting for 90% of the entity’s turnover):
III. Operations
16. Number of locations where plants and/or operations/offices of the entity are situated
National 0 3 3
International 0 0 0
* Zomato is a technology platform company and our workforce operates out of 42 locations. However, 32 of these are co-working
spaces and 7 are offices on direct lease with less than 100 employees. The above table includes only those 3 offices on direct lease
with over 100 employees. The same 3 offices are included in the reporting boundary for environmental indicators while social and
governance indicators cover Zomato’s entire operations.
a. Number of locations
Locations Number
b. What is the contribution of exports as a percentage of the total turnover of the entity?
There is a limited export for Zomato IP to its overseas group entities and marketing services to a third
party. Total export is 0.11% of total revenue from operations of Zomato Limited for FY23.
1. End-users of our platform - End-users are customers who use our platform to search and
discover restaurants, read and write customer generated reviews and view and upload photos,
order food delivery, book a table and make payments while dining-out at restaurants.
Note: As per the Indian Accounting Standards, end-users and delivery partners are considered as
Zomato’s customers only under limited circumstances. For the purpose of this BRSR disclosure, the
definition of customers includes end-users while delivery partners have been considered as value
chain partners.
64
Company Overview Statutory Reports: Board Report Financial Statements
IV. Employees
18. Details as at the end of Financial Year
a. Employees and workers (including differently-abled):
EMPLOYEES
1. Permanent (E) 3,440 2,685 78.05% 754 21.92% 1 0.03%
2. Other than Permanent (F) 446 360 80.72% 86 19.28% 0 0%
3. Total employees (E + F) 3,886 3,045 78.36% 840 21.62% 1 0.03%
WORKERS
4. Permanent (G)* 0 0 0% 0 0% 0 0%
5. Other than Permanent (H)** 298 263 88.26% 35 11.74% 0 0%
6. Total workers (G + H) 298 263 88.26% 35 11.74% 0 0%
* Zomato does not engage ‘Permanent Workers’, hence, details sought for ‘Permanent Workers’ category are ‘0’ throughout this
report.
** ‘Other than Permanent Workers’ include housekeeping, security, technical staff, pantry staff, driver, creche staff and emergency
medical technicians. Delivery partners are value chain partners and hence, they are not a part of Zomato’s workforce.
DIFFERENTLY-ABLED EMPLOYEES
1. Permanent (E) 1 0 0% 1 100% 0 0%
2. Other than Permanent (F) 0 0 0% 0 0% 0 0%
3. Total differently-abled 1 0 0% 1 100% 0 0%
employees (E + F)
DIFFERENTLY-ABLED WORKERS
4. Permanent (G) 0 0 0% 0 0% 0 0%
5. Other than permanent 0 0 0% 0 0% 0 0%
workers (H)
6. Total differently-abled 0 0 0% 0 0% 0 0%
workers (G + H)
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Company Overview Statutory Reports: Board Report Financial Statements
Male Female Other Total* Male Female Other Total Male Female Other Total
Permanent 37.70% 53.35% 0% 41.42% 34.90% 39.01% 0% 35.97% 33.16% 28.23% 0% 31.79%
Employees
Permanent - - - - - - - - - - - -
Workers
* The above attrition numbers include employee exits on account of (a) inter-company movements from Zomato Limited to its
subsidiaries, (b) exits in our frontline personnel category (primarily includes sales, customer support and logistics functions), which
account for a large part of our exits and (c) involuntary exits.
VI. CSR
22. (i) Whether CSR is applicable as per section 135 of Companies Act, 2013: (Yes/ No) - Not applicable
for FY23.
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Company Overview Statutory Reports: Board Report Financial Statements
FY 2022-23 FY 2021-22
Employees and Yes (Links: POSH Policy 35 0 POSH and 20 0 POSH and
workers Vigil Mechanism and whistleblower whistleblower
Whistleblower Policy) complaints complaints
have been have been
considered. considered.
Customers Yes: Link 55 75 Legal cases 29 36 Legal cases
(End-users filed before filed before
and restaurant various courts various courts
partners) have been have been
considered. considered.
Value chain Yes: Link 6 10 Legal cases 5 4 Legal cases
partners filed before filed before
(Delivery partners various courts any court of
and suppliers/ have been law have been
vendors) considered. considered.
Other (please -
specify)
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Company Overview Statutory Reports: Board Report Financial Statements
Sr.No. Material Indicate Rationale for In case of risk, approach to adapt or mitigate Financial implications
issue whether identifying the of the risk or
identified risk or risk / opportunity opportunity
opportunity (Indicate positive or
(R/O) negative implications)
2. Social Risk Risk- Lack of • Hiring procedures - Zomato has a structured Negative implications-
Talent talent with mechanism in place to identify suitable talent with Shortage of talent,
attraction and required skills, required skills through campus hiring, participation high attrition, skills
human capital high attrition and in job fairs, internal employee referrals, periodic obsolescence may lead
development low human capital hiring drives and partnering with independent to business disruption
development may external organisations. and loss of intellectual
result in business capital, impact
disruptions,
• Benchmarking of employee benefits - operational efficiency
Periodically, benchmarking of employee benefits
negative impact and productivity
and salary is done to ensure that benefits provided
on reputation, resulting in negative
to employees are in line with industry standards.
and may limit the financial impact.
Regular training and workshops are conducted for
Company’s ability
employees to facilitate learning and development
to achieve its
of employees.
business goals.
• Grievance redressal mechanism - A transparent
grievance redressal mechanism is in place for
managing employee grievances related to sexual
harassment, whistleblower complaints, human
rights, etc.
• Diversity - Zomato has an Equal Opportunity,
Diversity and Inclusion policy. The company offers
equal Parental Leave for all parents, irrespective of
gender, Period Leaves for female and transgender
employees, Gender Reassignment Surgery Cover
as part of its employee medical insurance plan, and
Employee Resource Groups (ERGs) for parents,
mothers, and members and allies of the LGBTIQ+
community. Further, in July 2023, Zomato became
a signatory to the UN Women’s Empowerment
Principles, and a supporter of the UN Standards
of Conduct for Business Tackling Discrimination
against LGBTIQ+ People.
3. Social Risk Risk- Lack of • Training- All delivery partners have to mandatorily Negative implications-
Health and adequate health complete a road safety training module at the Failure to provide a
safety of and safety time of onboarding. Further, we conduct periodic healthy and safe work
delivery measures for awareness programs and training on health & environment may result
partners delivery partners safety for our delivery partners in collaboration in serious work related
may result with local authorities. injuries, casualties,
in business lawsuits, reputational
disruption, injuries
• SOS service- SOS services are available to provide damage, business
immediate support to delivery partners in case
or casualties, disruption, resulting
of emergencies, including accidents, vehicle
higher attrition, in negative financial
breakdown, etc. Additionally, ambulance services
legal action, impact.
have also been introduced in select cities to
reputational
provide immediate and free ambulance services to
damage, etc.
delivery partners.
• Insurance coverage- All delivery partners active
on the platform are provided with free accidental
and medical insurance cover along with disability/
death benefits.
• Others- Zomato has introduced a Shelter Project
to provide resting points for delivery partners.
Further, delivery partners have been provided high
quality waterproof apparel for protection from
rain. Zomato has also installed Automatic Weather
Stations (AWS) to better respond to adverse
weather conditions in select cities.
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Company Overview Statutory Reports: Board Report Financial Statements
Sr.No. Material Indicate Rationale for In case of risk, approach to adapt or mitigate Financial implications
issue whether identifying the of the risk or
identified risk or risk / opportunity opportunity
opportunity (Indicate positive or
(R/O) negative implications)
4. Governance Risk Risk- Cyber • Information security framework- The company Negative implications-
Customer data security incidents has formulated an information security framework Inadequate mitigation
protection, or data breaches to protect Zomato’s information from unauthorised measures may lead
information & pose a major access and external threats and has put in place a to data breach or
cyber security threat to the dedicated security team to monitor the same. loss of confidential
safety and privacy information, resulting
of confidential
• ISO certification- Zomato is committed to adhering in negative financial
to global best practices for data protection
information of impact.
and has secured ISO 27001 certification for the
Zomato and its
management of information security.
key stakeholders,
including • Periodic assessment- The company has a review
personally mechanism in place to evaluate the security
identifiable position of the company including independent
information (PII) assessment, such as audits, Vulnerability
which may lead to Assessment and Penetration Testing (VAPT)
loss of stakeholder assessments, third-party reviews, bug bounty
trust, reputational programs, etc.
damage and legal
liabilities.
5. Governance Risk Risk- Ineffective • Feedback mechanism- Feedback mechanism in Negative implications-
Management management place wherein key stakeholders can share their Ineffective key
of key of our key feedback basis which corrective actions are taken, stakeholder
stakeholders stakeholder if required. management may
expectations, result in stakeholder
(End-users,
and inadequate
• Dedicated support system- Dedicated support dissatisfaction or
restaurant teams are available to provide required
partners redressal of reputational impact,
information, facilitate support and resolve key
and delivery grievances having an overall
stakeholder queries/ grievances.
partners) may lead to negative impact.
dissatisfaction • Training- Periodic awareness programs are
resulting in undertaken with delivery partners to make them
business aware of how to use the delivery partner mobile
disruption, loss application, raise grievances, raise insurance
of trust, impact claims, etc.
on reputation and
long-term growth,
among others.
6. Governance Opportunity Opportunity- • Policy framework- Company has formulated a Positive implication-
Corporate Robust governance policy framework to promote ethical conduct by Effective governance
governance practices employees throughout the organisation and responsible
may enhance business practices
reputation,
• Governance mechanism- The Company has ensures efficient and
formulated an Audit Committee and Risk
minimise risks, structured decision-
Management Committee to provide oversight and
prevent financial making and improved
governance.
mismanagement, risk management,
increase •
Compliance- The Company has implemented a leading to competitive
stakeholder compliance tool to ensure real time monitoring of advantage, lower risk of
confidence regulations and its compliance. financial irregularities
and promote • Whistleblower mechanism- The Company / leakages, low risk
sustainable has established a whistleblower mechanism of regulatory non-
growth. for reporting of any concerns and potential compliance, etc.
wrongdoing without any adverse consequences or
fear of retaliation.
69
SECTION B – MANAGEMENT AND PROCESS DISCLOSURES
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
policies:
Vigil Business Human Rights Nomination and Environmental Code of Corporate Information
Mechanism and Partner/ Policy Stakeholder Remuneration Policy Conduct Social Security Policy
Whistleblower Supplier Code & Grievance Policy for Responsibility
Prevention Code of
Policy of Conduct Management Employees Policy
of Sexual Human Rights Conduct
Policy
Code of Conduct Harassment Policy Stakeholder for Employees
for Employees Policy & Grievance
Business
Management
Anti-Bribery and Health & Safety Partner/
Policy
Anti-Corruption Policy Supplier Code
Policy of Conduct
Equal
Opportunity,
Diversity and
Inclusion Policy
2. Whether the entity has Y Y Y Y Y Y Y Y Y
Statutory Reports: Board Report
70
Financial Statements
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Principles of
the UN Global
Compact.
5. Specific commitments, Zomato’s specific targets and goals for Principle 6 are outlined below-
goals and targets set by Our GHG Emission Reduction Commitments
the entity with defined
timelines, if any. • To address our Scope 3 emissions, we have committed to 100% EV-based deliveries by 2030 and we have joined the Climate Group’s EV100
initiative.
Our Waste Reduction and Recycling Commitments
• We have committed to 100% plastic neutral deliveries which means we will voluntarily recycle more than 100% of all plastic utilised by restaurants
in the packaging of food delivery orders placed by customers (end - users) on our platform from April 2022 onwards.
• We will deliver 100 million eco-friendly meals, i.e. without plastic packaging by 2025
• We will educate 1 million end-users and 100,000 restaurant partners on sustainable packaging, waste reduction and recycling by end of 2025
Statutory Reports: Board Report
Note: The above commitments have been formulated for Zomato Limited on a standalone basis.
71
Financial Statements
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
7. Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements (listed entity has flexibility regarding
the placement of this disclosure)
If one looks up the United Nations definition of sustainable development, it is described as “development that meets the needs of the present without compromising the ability of
future generations to meet their own needs”.
We want to build a Zomato that outlives the current generation and that continues to positively contribute to society and the environment, long after we have left the planet.
- Deepinder Goyal, CEO, Zomato Limited
For details on ESG related challenges, targets and achievements, please refer to pages 24-29 of the Annual Report
8. Details of the highest Deepinder Goyal, CEO
authority responsible
for implementation and
oversight of the Business
Responsibility policy (ies).
Statutory Reports: Board Report
72
Financial Statements
10. Details of Review of NGRBCs by the Company
Subject for Review Indicate whether review was undertaken by Director / Committee of the Board/Any other Committee Frequency
(Annually/Half yearly/Quarterly/
Any other–please specify)
Performance Commit- - Commit- Commit- Commit- Committee Director - Any other Annually
against above tee of the tee of the tee of the tee of the of the Board committee
policies and Board Board Board Board
follow up action
Compliance Commit- - Commit- Commit- Commit- Committee Director - Any other Quarterly
with statutory tee of the tee of the tee of the tee of the of the Board committee
requirements of Board Board Board Board
relevance to the
principles, and,
rectification of any
non-compliances
Company Overview
12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
The entity does not consider the Principles material to its business (Yes/No)
The entity is not at a stage where it is in a position to formulate and implement the policies on specified principles (Yes/No)
This question is not applicable since the answer to
The entity does not have the financial or/human and technical resources available for the task (Yes/No)
question (1) is yes.
It is planned to be done in the next financial year (Yes/No)
Any other reason (please specify)
73
Financial Statements
Company Overview Statutory Reports: Board Report Financial Statements
Principle 1 – Businesses should conduct and govern themselves with integrity, and in a manner that is
ethical, transparent, and accountable
Essential Indicators
1. Percentage coverage by training and awareness programmes on any of the principles during
the financial year.
2. Details of fines/ penalties/ punishment/ award/ compounding fees/ settlement amount paid in
proceedings (by the entity or by directors/ KMPs) with regulators/ law enforcement agencies/
judicial institutions, in the financial year, in the following format (Note: the entity shall make
disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations
and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website).
Monetary
Penalty/ Fine
Settlement None.
Compounding fee
Non-Monetary
Imprisonment
None.
Punishment
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Company Overview Statutory Reports: Board Report Financial Statements
3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision are preferred in
cases where monetary or non-monetary action has been appealed.
Case Details Name of the regulatory/ enforcement agencies/ judicial institutions
Not applicable
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and
if available, provide a web- link to the policy.
Yes. We have an anti-corruption and anti-bribery policy that demonstrates our stance on bribery and
corruption practices and its consequences in case of non-compliance. Our policy covers the activities
which are in the ambit of bribery or corruption and extends its applicability to employees, directors,
stakeholders and third-parties.
The policy covers mechanisms to report and resolve concerns related to bribery or corruption through
reporting at [email protected]. In addition, training on anti-corruption and anti-bribery is mandatory
for all employees at the time of induction.
The anti-corruption and anti-bribery policy is available on our website: Link to the policy
5. Number of Directors/ KMPs/ employees/ workers against whom disciplinary action was taken by
any law enforcement agency for the charges of bribery/ corruption.
FY 2022-23 FY 2021-22
Directors 0 0
KMPs 0 0
Employees* 0 0
Workers 0 0
*The Permanent category of employees and workers has been considered in questions where only ‘employees’ or ‘workers’ is
mentioned throughout this report.
FY 2022-23 FY 2021-22
7. Provide details of any corrective action taken or underway on issues related to fines/penalties/
action taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption
and conflicts of interest.
Not applicable- No such cases have been reported.
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Company Overview Statutory Reports: Board Report Financial Statements
Principle 2 – Businesses should provide goods and services in a manner that is sustainable and safe
Essential Indicators
1. Percentage of R&D and capital expenditure (CAPEX) investments in specific technologies to
improve the environmental and social impacts of product and processes to total R&D and capex
investments made by the entity, respectively.
2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)
Yes. We are a technology platform and we do not source raw materials.
However, Zomato has a Business Partner/ Supplier Code of Conduct that sets out fundamental values
and integrity levels of business conduct for business partners/ suppliers. The Business Partner/
Supplier Code of Conduct covers various environment, social and governance aspects, such as labour
and human rights, anti-bribery, anti-corruption, data protection, data privacy and compliance with all
applicable environmental laws and regulations.
3. Describe the processes in place to safely reclaim your products for reusing, recycling, and
disposing at the end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous
waste and (d) other waste.
4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes /
No).
If yes, whether the waste collection plan is in line with the Extended Producer Responsibility
(EPR) plan submitted to Pollution Control Boards? If not, provide steps taken to address the
same.
Not applicable.
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Company Overview Statutory Reports: Board Report Financial Statements
Principle 3 – Businesses should respect and promote the well-being of all employees, including those in
their value chains
Essential Indicator
1. a. Details of measures for the well-being of employees:
Permanent employees
Male 2,685 2,685 100% 2,685 100% Not Not 2,685 100% 2,510 93.48%
applicable applicable
Female 754 754 100% 754 100% 754 100% Not Not 710 94.16%
applicable applicable
Total** 3,440 3,440 100% 3,440 100% 754 100% 2,685 100% 3,221 93.63%
Other than Permanent employees
Male 360 360 100% 360 100% Not Not 360 100% 265 73.61%
applicable applicable
Female 86 86 100% 86 100% 86 100% Not Not 79 91.86%
applicable applicable
Total 446 446 100% 446 100% 86 100% 360 100% 344 77.13%
*The above daycare coverage is less than 100% since some employees are based out of locations with less than 50 employees, working
out of co-working spaces or not eligible since they are located in Dubai or Abu Dhabi. Coverage of daycare facilities has been accounted
based on the below:
• In-house daycare facility is available at our Gurgaon Corporate Office.
• Partnerships with Poddar Jumbo Kids and IPSAA provide access to employees to daycare facilities (at a discounted rate) near our
office premises across various locations.
• As part of our Parental Leave Policy, we also provide a list of daycare facilities to our employees.
**One employee who falls under the ‘Other’ gender in the permanent employee category is included in the total count above. The employee
is covered by the above mentioned benefits.
Permanent workers
Male - - - - - - - - - - -
Female - - - - - - - - - - -
Total - - - - - - - - - - -
Other than Permanent workers
Male 263 263 100% 263 100% Not Not - - - -
applicable applicable
Female 35 35 100% 35 100% 35 100% Not Not - -
applicable applicable
Total 298 298 100% 298 100% 35 100% - - - -
77
Company Overview Statutory Reports: Board Report Financial Statements
3. Accessibility of workplaces
Are the premises / offices of the entity accessible to differently abled employees and workers, as per
the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are
being taken by the entity in this regard.
As a company, we are committed to meeting the requirements of the Rights of Persons with Disabilities
Act of 2016, and are actively supporting the needs of individuals with disabilities. In our Gurgaon corporate
office, we have implemented a number of accessibility measures, including ramps, differently-abled
friendly elevators, all gender accessible toilets, and accessible parking. Additionally, we are conducting
an assessment on how to make our other offices more accessible to differently-abled employees and
workers.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities
Act, 2016? If so, provide a web link to the policy.
Yes. Zomato has an Equal Opportunity, Diversity and Inclusion Policy to foster, cultivate and preserve a
culture of diversity, equity and inclusion. (Link to the policy)
5. Return to work and Retention rates of permanent employees and workers that took parental
leave in FY23.
Gender Permanent employees Permanent workers
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Company Overview Statutory Reports: Board Report Financial Statements
6. Is there a mechanism available to receive and redress grievances for the following categories
of employees and workers? If yes, give details of the mechanism in brief.
Yes/ No (If Yes, then give details of the mechanism in brief)
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Company Overview Statutory Reports: Board Report Financial Statements
No. (B) % (B/A) No.(C) % (C/A) No. (E) % (E/D) No. (F) % (F/D)
Employees
Male 2,685 2,481 92.40% 2182 81.27% 2,562 0 0% 0 0%
Female 754 679 90.05% 620 82.23% 888 0 0% 0 0%
Others 1 1 100% 1 100% 1 0 0% 0 0%
Total 3,440 3,161 91.89% 2803 81.48% 3,451 0 0% 0 0%
Workers
Male - - - - - - - - - -
Female - - - - - - - - - -
Others - - - - - - - - - -
Total - - - - - - - - - -
Employees
Male 2,685 2,685 100% 2,562 2,562 100%
Female 754 754 100% 888 888 100%
Others 1 1 100% 1 1 100%
Total 3,440 3,440 100% 3,451 3,451 100%
Workers
Male - - - - - -
Female - - - - - -
Others - - - - - -
Total - - - - - -
However, since we are committed to achieving high standards of health and safety, all the offices in the
reporting boundary have implemented a health & safety management system. All office buildings in
the reporting boundary are designed safe and are equipped with safety systems such as fire detection,
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Company Overview Statutory Reports: Board Report Financial Statements
fire fighting system, safe means of escape, assembly point , emergency evacuation plan, etc. We have
also circulated health and safety awareness posters to our workforce. Our facilities and administration
team regularly check the compliance of the safety system and ensure its functionality.
b. What are the processes used to identify work-related hazards and assess risks on a routine and
non-routine basis by the entity?
Our offices are not exposed to high levels of health and safety risks and hence, we operate in a healthy
and safe working environment.
We have conducted a comprehensive hazard identification and risk assessment (HIRA) study with
the help of an independent external expert to identify risks associated with work-related hazards
in our premises. HIRA study has been conducted in the Gurgaon office. Our nature of business is
such that it does not have any hazardous process or activity, hence there is no significant or high
risk identified. For medium and low risks, we have taken adequate safety measures such as regular
maintenance of fire systems, safety signages in office floors , availability of first aid box and medical
room, fire emergency doors at every floor, approved electrical installations etc. to ensure safety of
our employees.
c. Whether you have processes for workers to report the work-related hazards and to remove
themselves from such risks. (Y /N)
Yes. Employees and workers can report work-related hazards to a dedicated team, including
administration and facilities teams. We also have an Environment, Health and Safety (EHS) Lead to
monitor health and safety of employees at the workplace and also implement measures to enhance
current systems and practices.
d. Do the employees/ workers of the entity have access to non-occupational medical and healthcare
services? (Yes/ No)
Yes. Zomato provides its workforce with diverse non-occupational medical and healthcare benefits.
This includes group medical insurance, accidental insurance, free medical consultations, discounted
diagnostic tests, discounts on medicines, insurance coverage for gender reassignment surgery
and even therapy treatment for autism along with other wellness programmes. These benefits are
extended to spouse/ partner, and up to 2 dependent children of the employees as well.
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Company Overview Statutory Reports: Board Report Financial Statements
12. Describe the measures taken by the entity to ensure a safe and healthy workplace.
Zomato is committed to protecting and supporting the health, safety, and wellbeing of its employees. We
have put in place policies and procedures to secure an accident-free, healthy and safe workplace. Below
highlights some of the key initiatives to encourage a healthy and safe working environment-
• Fire detection and fighting systems
• Fire and evacuation drills
• First- aid kits
• Medical room in Gurgaon office
• COVID-19 measures, including availability of sanitizers, PPEs, rapid antigen testing and treatment
coverage in medical insurance
• Group health insurance
• Group personal accident insurance
• Discounts on diagnostic services
• Free telehealth and medical consultation
• Dental consultations and free vision checkups
• Wellness leaves and period leaves
• Mental wellness expert counselling
• Gym facilities in Gurgaon office
• Nutrition counselling
FY 2022-23 FY 2021-22
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Company Overview Statutory Reports: Board Report Financial Statements
15. Provide details of any corrective action taken or underway to address safety-related incidents
(if any) and on significant risks/ concerns arising from assessments of health & safety practices
and working conditions.
HIRA study has been conducted in the Gurgaon office. Our nature of business is such that it does not
have any hazardous process or activity, hence there is no significant or high risk identified. In FY23, there
have been no reported safety-related incidents in the offices within the reporting boundary (this includes
Gurgaon, Bangalore and Kolkata offices).
We are further strengthening our internal procedures basis the assessment conducted by the independent
external organisation to prevent any potential risks, including the below-
• Procedures for safety incident management including incident monitoring, investigation and reporting
• Increasing awareness of health and safety related issues
• Establishing emergency response and preparedness measures
Leadership Indicators
1. Does the entity extend any life insurance or any compensatory package in the event of death of
(A) Employees (Y/N) (B) Workers (Y/N).
• Employees: Yes, All employees are covered by a group accident insurance policy that offers
compensation to their family in the event of the death of employees due to an accident.
Principle 4 – Businesses should respect the interests of and be responsive to all its stakeholders
Essential Indicators
1. Describe the processes for identifying key stakeholder groups of the entity.
In line with the AA1000 Stakeholder Engagement Standard, we have analysed our internal and external
environment to identify stakeholders including individuals, groups of individuals or organisations-
• Who are directly or indirectly dependent on our activities, products or services and associated
performance, or on whom we are dependent in order to operate effectively
• To whom Zomato has, or in the future may have, legal, commercial, operational, or ethical/moral
responsibilities
• Who can influence or have impact on Zomato’s strategic or operational decision-making
Based on the above definition, we have identified our key stakeholders as following-
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Company Overview Statutory Reports: Board Report Financial Statements
2. List stakeholder groups identified as key for your entity and the frequency of engagement with
each stakeholder group.
Stakeholder Whether Channels of communication Frequency of Purpose and scope of
group identified as (Email, SMS, Newspaper, engagement engagement including key
vulnerable & Pamphlets, Advertisement, (Annually/ half- topics and concerns raised
marginalised Community meetings, Notice yearly/ quarterly during such engagement
group board, Website), Other / others – please
(Yes/No) specify)
Employees No • Employee newsletters Ongoing/ • Employee benefits
• Intranet portal Continuous • Employee recognition
• Employee resource groups • Learning and development
• Internal communication channel • Health, safety and well-being
• Employee townhalls • Performance review and
• Employee surveys career development
• Performance reviews
• Dedicated email
Customers No • Zomato app and website Ongoing/ • Customer feedback
(end-users) • Customer service support Continuous • Grievance redressal
• Customer satisfaction survey • Resolution of their queries
• Social media channels • Advertising
• Email communication
Customers No • Zomato restaurant partner Ongoing/ • Onboarding support
(Restaurant application Continuous • Resolving queries
partners) • Zomato dashboard • Grievance redressal
• Dedicated email • Discussions on ensuring safe
• Account managers deliveries
• Social media channels • Enhancing user experience
• Capturing feedback
• Creating and updating menu,
pricing, promotions, etc.
• Understanding and
activating growth levers -
e.g. advertising
Vendors No • Face-to-face and electronic Ongoing/ • Resolving queries
correspondence Continuous • Assessing performance
• Sharing requests and
requirements
Delivery No • Zomato Delivery Partner App Ongoing/ • Onboarding support
Partners • Dedicated email Ids Continuous • Resolving queries
(DPs) • Hotline number for SOS calls • Grievance redressal
from delivery partners. • Safety and wellbeing
• Regional Zomato Team Leader • Understanding their
(TL) concerns to bring about
changes
• Earnings and payout
Shareholders No • Shareholder/ investor meetings Periodic basis • Queries on financial and
• Shareholder’s letters and operational performance of
earnings calls the company
• Transparent disclosures of
material events
Community/ Yes • Voluntary community initiatives Based on schedule • Community development
Society for the said activity
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Company Overview Statutory Reports: Board Report Financial Statements
Leadership Indicators
1. Provide the processes for consultation between stakeholders and the board on economic,
environmental, and social topics or if consultation is delegated, how is feedback from such
consultations provided to the board.
We regularly engage with our key stakeholders (end-users, restaurant partners and delivery partners)
as outlined in our Stakeholder Engagement and Grievance Management Policy. Through the channels
described in the policy, the functional teams in Zomato receive feedback from various groups of
stakeholders on our initiatives and operations. This feedback is analysed and discussed with relevant
leadership teams to identify action areas. Select environmental and social actions are discussed with
the CSR committee of the board based on their overall importance. The CSR committee at Zomato also
undertakes responsibility for sustainability related matters.
Two examples of how Zomato has used inputs received from stakeholders on material sustainability issues
to design new initiatives and offerings-
• Social
On the basis of feedback received from delivery partners we launched the Shelter Project in FY23 to
provide rest facilities for delivery partners across the industry. These rest points are more than just
a place to take a break between deliveries, and provide access to additional facilities such as clean
drinking water, phone-charging stations, access to washrooms, high-speed internet, a 24×7 helpdesk,
first-aid support, etc. We believe that by providing a space for delivery partners to rest, recharge,
and take a moment for themselves, we can create an environment that promotes better physical and
mental health.
• Environment
While restaurant partners are responsible for the choice of packaging used for food delivery, in
response to concerns from end-users regarding plastic pollution, Zomato voluntarily designed and
launched a 100% Plastic Neutral Deliveries initiative. Under this initiative, we recycle waste plastic
collected from about 28 states in a proportion that is equal to or more than the weight of plastic
associated with food deliveries. Under this voluntary initiative, we recycled 20,000 MT of waste plastic
in FY23.
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Company Overview Statutory Reports: Board Report Financial Statements
3. Provide details of instances of engagement with, and actions are taken to, address the concerns
of vulnerable/ marginalised stakeholder groups.
Two examples of how Zomato is engaging with vulnerable stakeholder groups-
• We have launched a differently-abled Delivery Partner initiative which we announced on World Disability
Day (3.12.22) under which we aim to support the onboarding of 300 differently-abled delivery partners
by December 2023, so they can earn supplementary income by undertaking deliveries. In addition to
waiving the onboarding fees, we have sensitised fleet coaches and assigned a project manager to
address their concerns and challenges. In Q4FY23, we onboarded more than 100 differently-abled
delivery partners who have undertaken ~9000 deliveries during the quarter.
• Zomato has provided infrastructure on Zomato’s platform to enable customers to make contribution(s)
towards Feeding India at the checkout page on Zomato’s platform. The contributions made by the
customers are sent to Feeding India for their various initiatives including initiatives to eradicate
hunger and improve malnutrition outcomes in India.
Essential Indicators
1. Employees and workers who have been provided training on human rights issues and policy(ies)
of the entity, in the following format.
Employees*
Permanent 3,440 3,261 94.80% 3,451 0 0%
Other than permanent 446 358 80.27% 813 0 0%
Total employees 3,886 3,619 93.13% 4,264 0 0%
Workers
Permanent 0 0 0% 0 0 0%
Other than permanent workers 298 274 91.95% 153 0 0%
Total workers 298 274 91.95% 153 0 0%
* For employees, training on Human Rights has been conducted via posters and videos circulated via our internal channel. In addition,
POSH training has been conducted at the time of induction. For other than permanent workers, Human Rights training has been
conducted through in-person training via videos.
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Company Overview Statutory Reports: Board Report Financial Statements
2. Details of minimum wages paid to employees and workers, in the following format*
Category FY 2022-23 FY 2021-22
No. (B) % (B/A) No. (C) % (C/A) No. (E) % (E/D) No. (F) % (F/D)
Employees
Permanent 3,440 0 0% 3,440 100% 3,451 0 0% 3,451 100%
Male 2,685 0 0% 2,685 100% 2,562 0 0% 2,562 100%
Female 754 0 0% 754 100% 888 0 0% 888 100%
Other 1 0 0% 1 100% 1 0 0% 1 100%
Other than 446 0 0% 446 100% 813 23 2.83% 790 97.17%
permanent
Male 360 0 0% 360 100% 690 23 3.33% 667 96.67%
Female 86 0 0% 86 100% 123 0 0% 123 100%
Other 0 0 0% 0 0% 0 0 0% 0 0%
Workers
Permanent - - - - - - - - - -
Male - - - - - - - - - -
Female - - - - - - - - - -
Others - - - - - - - - - -
Other than 298 298 100% 0 0% 153 153 100% 0 0%
permanent
Male 263 263 100% 0 0% 136 136 100% 0 0%
Female 35 35 100% 0 0% 17 17 100% 0 0%
Others 0 0 0 0 0% 0 0 0% 0 0%
*Data reported is as at end of the financial year.
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Company Overview Statutory Reports: Board Report Financial Statements
4. Do you have a focal point (individual/ committee) responsible for addressing human rights
impacts or issues caused or contributed to by the business? (Yes/No)
Yes.
5. Describe the internal mechanisms in place to redress grievances related to human rights issues.
The following are the internal mechanisms in place at Zomato to redress grievances related to human
rights issues
• The Chief People Officer is responsible for the supervision of the Human Rights Policy.
• Instances related to human rights can be reported on a dedicated email ID.
• All complaints are kept confidential and investigated promptly.
• In addition, we have a grievance mechanism in place for our value chain partners to report instances
related to human rights.
FY 2022-23 FY 2021-22
Sexual harassment 4 0 - 2 0 -
Discrimination at - -
0 0 0 0
workplace
Child labour 0 0 - 0 0 -
Forced labour/ - -
0 0 0 0
Involuntary labour
Wages 0 0 - 0 0 -
Other human rights - -
0 0 0 0
related issues
We are committed to protecting the complainant and ensuring no retaliation of any kind against anyone
reporting good faith concerns. Anyone targeting such a person will be subjected to strict disciplinary
actions. This protection is extended not only to the complainant but also to anyone who assists with or
cooperates as part of an investigation.
8. Do human rights requirements form part of your business agreements and contracts? (Yes/ No)
No.
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Company Overview Statutory Reports: Board Report Financial Statements
10. Provide details of any corrective actions taken or underway to address significant risks/
concerns arising from the assessments at Question 9 above.
As per the results of the Human Rights Assessment conducted by an independent external organisation,
there were no significant or high risks/ concerns of human rights related practices at Zomato. However,
we are continuously strengthening our procedures to prevent any human rights violations, through training
and awareness across our organisation.
Principle 6 – Businesses should respect and make efforts to protect and restore the environment
Essential Indicators
1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following
format*:
Parameter FY 2022-23 FY 2021-22
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency.
Yes. Energy and GHG emissions have been assured by an independent external assurance provider (Ernst
& Young Associates LLP) for FY22 and FY23.
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Company Overview Statutory Reports: Board Report Financial Statements
2. Does the entity have any sites/ facilities identified as designated consumers (DCs) under the
Performance, Achieve, and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose
whether targets set under the PAT scheme have been achieved. In case targets have not been
achieved, provide the remedial action taken if any.
Not applicable.
3. Provide details of the following disclosures related to water, in the following format:
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency- No
4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of
its coverage and implementation.
Yes, we have implemented a zero liquid discharge mechanism in our Corporate Office in Gurgaon. A sewage
treatment plant (STP) is installed to recycle domestic wastewater and further reused for horticulture and
flushing.
5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following
format:
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external
agency? (Y / N) If yes, name of the external agency - No
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Company Overview Statutory Reports: Board Report Financial Statements
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) and its intensity,
in the following format:
Total Scope 1 emissions (Break-up Metric tonnes of Gross: 7.80 tCO2e 15.19 tCO2e
of the GHG into CO2, CH4, N2O, HFCs, CO2 equivalent Net: 0*
PFCs, SF6, NF3, if available)
Total Scope 2 emissions (Break-up Metric tonnes of Gross: 469.03 tCO2e 314.52 tCO2e
of the GHG into CO2, CH4, N2O, HFCs, CO2 equivalent Net: 0**
PFCs, SF6, NF3, if available)
Total Scope 1 and Scope 2 emissions Metric tonnes of 0.0000000101293 0.0000000091307
per rupee of turnover CO2 equivalent tCO2e / rupee of tCO2e/ rupee of
turnover turnover
*The above numbers are after deducting the carbon removal offsets purchased.
**The above numbers are after deducting the International Renewable Energy Certificate (IREC) purchased.
N
ote: Indicate if any independent assessment / evaluation / assurance has been carried out by an external
agency? (Y / N) If yes, name of the external agency
Yes. GHG emissions have been assured by an independent external assurance provider (Ernst & Young
Associates LLP) for FY22 and FY23.
7. Does the entity have any project related to reducing greenhouse gas emission? If Yes, then
provide details.
Yes.
• Migration to EV-based deliveries - Our emissions profile is dominated by emissions from transportation
undertaken by delivery partners. We are working towards 100% EV-based deliveries by 2030. We have
signed partnership agreements with OEMs and service operators to help us achieve this objective. As
of March 2023, we had an active EV delivery fleet of ~13,500 vehicles which is 3x the number compared
to March 2022.
• Purchase of IRECs and carbon offsets - In FY23, we maintained net greenhouse gas emissions
from our operations (classified as Scope 1, 2) at zero by procuring International Renewable Energy
Certificates (IRECs) covering 100% of our electricity consumption (Scope 2). We also purchased
verified carbon removal offsets equivalent to 100% of our Scope 1 emissions.
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Company Overview Statutory Reports: Board Report Financial Statements
8. Provide details related to waste management by the entity, in the following format:
For each category of waste generated, total waste recovered through recycling, re-using or other
recovery operations (in metric tonnes)
FY 2022-23 FY 2021-22
Category of waste
(i) Recycled 10.17 0.06
(ii) Re-used 0 -
(iii) Other recovery operations 0 -
Total 10.17 0.06
For each category of waste generated, total waste disposed of by nature of disposal method (in metric
tonnes)
FY 2022-23 FY 2021-22
Category of waste
(i) Incineration 0.65 -
(ii) Landfilling 14.54 -
(iii) Other disposal operations 2.99 -
Total 18.18 -
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external
agency? (Y / N) If yes, name of the external agency- No
9. Briefly describe the waste management practices adopted in your establishments. Describe
the strategy adopted by your company to reduce the usage of hazardous and toxic chemicals
in your products and processes and the practices adopted to manage such wastes.
Zomato has partnered with authorised waste recyclers for recycling and safe disposal of all waste
generated from its office operations, in accordance with applicable laws and regulations. We are also
committed to promoting environmental consciousness within our organisation. In FY23, we organised a
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Company Overview Statutory Reports: Board Report Financial Statements
‘Bring Your Own Bottle’ initiative at our Corporate Headquarters in Gurgaon to eliminate the use of paper
cups for drinking water purposes. This led to an elimination of ~30 kgs of paper cup waste in FY23.
Additionally, we are undertaking several initiatives to reduce and recycle waste generated outside our
operational boundary.
One such initiative is the ‘don’t send cutlery’ initiative on the food delivery app, which requires end-users
to explicitly ‘opt-in’ for cutlery, if needed. This initiative has resulted in a reduction of restaurant orders
sent with cutlery by about 70%, preventing the usage of single-use materials and reducing an estimated
~700 MT of cutlery waste for FY23.
Another major initiative we have taken is ‘100% Plastic Neutral deliveries’. While the choice of packaging
used for food deliveries rests with our restaurant partners, we are committed to mitigating the impact
of this packaging on the environment through voluntary recycling. Towards this end, Zomato voluntarily
recycled 20,000 MT of plastic waste in FY23 collected from 28 states, more than 2x the amount of plastic
used by restaurants for packaging orders as per a independent external assessment, fully meeting the
target of 100% plastic neutral deliveries in FY23.
10. If the entity has operations/offices in/around ecologically sensitive areas (such as national
parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal
regulation zones, etc.) where environmental approvals/ clearances are required, please specify
details in the following format:
Zomato does not have any offices in/around ecologically sensitive areas.
11. Details of Environmental Impact Assessments of projects undertaken by the entity based on
applicable laws, in the current financial year:
None.
12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India;
such as the Water (prevention and control of pollution) Act, Air (prevention and control of
pollution) Act, Environment Protection Act, and rules thereunder (Y/N). If not, provide details
of all such non-compliances, in the following format:
Yes.
Leadership Indicators
4. Please provide details of total Scope 3 emissions & its intensity, in the following format:*
Parameter Unit FY 2022-23 FY 2021-22
Total Scope 3 emissions (Break-up of the Metric tonnes of 163656.71 tCO2e 134122.97 tCO2e
GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, CO2 equivalent
NF3, if available)
Total Scope 3 emissions per rupee of Metric tonnes of 0.0000034765703 0.0000037143180
turnover CO2 equivalent tCO2e/ rupee of tCO2e/ rupee of
turnover turnover
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external
agency? (Y/N) If yes, name of the external agency-
Yes. Scope 3 emissions have been assured by an independent external assurance provider (Ernst & Young
Associates LLP) for FY22 and FY23.
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Company Overview Statutory Reports: Board Report Financial Statements
6. If the entity has undertaken any specific initiatives or used innovative technology or solutions
to improve resource efficiency, or reduce impact due to emissions/ effluent discharge/waste
generated, please provide details of the same as well as the outcome of such initiatives, as per
the following format:
Sr. No. Initiative Details of the initiative (Web-link, if any, Outcome of the initiative
undertaken may be provided along-with summary)
1 Climate Our emissions profile is dominated by ~2,37,000 delivery partners have
conscious emissions from deliveries undertaken by been made aware of the benefits
deliveries delivery partners. We are working towards of EVs via digital and offline
initiative 100% EV-based deliveries by 2030. We have communication campaigns.
signed partnership agreements with OEMs
and service operators to help us achieve More than 50 Partnerships signed
this objective. with various players in the 2W
EV ecosystem including OEMs,
Our logistics team also runs awareness Battery-as-a-service operators
campaigns for delivery partners to explain and EV rental companies.
the benefits of switching to electric
vehicles and address their doubts. We Current monthly active EV based
also routinely organise EV melas where delivery fleet as on March 2023 is
various EV-bike manufacturing and rental ~13,500 which is 3x the number
companies can display their models to of EV-based partners in our fleet
delivery partners and offer test-rides compared to March 2022.
2 100% plastic While the choice of packaging used for 20,000 MT of plastic waste
neutral food deliveries rests with our restaurant voluntarily recycled in FY23
deliveries. partners, we are committed to mitigating
the impact of this packaging on the Certificate of Appreciation from
environment through voluntary recycling. the Municipal Corporation of Delhi
Towards this end, Zomato voluntarily for our achievement in December
recycled 20,000 MT of plastic waste in FY23 2022.
collected from 28 states, more than 2x the
amount of plastic used by restaurants for ‘Best ESG Performance in
packaging orders as per an independent Packaging and Waste Management
external assessment, fully meeting the Award’ from Transformance
target of 100% plastic neutral deliveries in Forums ‘ESG Summit and Awards’
FY23. in April 2023.
(Link: 100% plastic neutral deliveries)
3 Don’t send The ‘don’t send cutlery’ initiative is designed This initiative has resulted in a
cutlery to reduce single-use material waste. This reduction of restaurant orders
initiative initiative has been activated on our mobile sent with cutlery by 70%,
application and requires end-users to preventing usage of single-
explicitly ‘opt-in’ for cutlery, if needed. use materials and reducing an
estimated 700 MT of cutlery waste
for FY23.
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Company Overview Statutory Reports: Board Report Financial Statements
Principle 7 – Businesses, when engaging in influencing public and regulatory policy, should do so in a
manner that is responsible and transparent
Essential Indicators
1. a. Number of affiliations with trade and industry chambers/ associations.
Zomato was affiliated/ participated in discussions with four industry bodies.
b. List the top 10 trade and industry chambers/ associations (determined based on the total
members of such a body) the entity is a member of/ affiliated to.
Sr. No. Name of the trade and industry chambers/ associations Reach of trade and industry
chambers/ associations
(State/National)
1 Federation of Indian Chambers of Commerce and Industry National
(FICCI)
2 Technology Services Industry Association (Indiatech.org) National
3 Confederation of Indian Industry (CII) National
4 Internet and Mobile Association of India (IAMAI) National
2. Provide details of corrective action taken or underway on any issues related to anti-competitive
conduct by the entity, based on adverse orders from regulatory authorities.
Leadership Indicators
1. Details of public policy positions advocated by the entity.
Sr. No. Public policy Method resorted for such Whether Frequency of Web-link, if available
advocated advocacy information review by board
available in (Annually/ half
the public yearly/ quarterly
domain? / others – please
(Yes/No) specify)
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Company Overview Statutory Reports: Board Report Financial Statements
Sr. No. Public policy Method resorted for such Whether Frequency of Web-link, if available
advocated advocacy information review by board
available in (Annually/ half
the public yearly/ quarterly
domain? / others – please
(Yes/No) specify)
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Company Overview Statutory Reports: Board Report Financial Statements
Sr. No. Public policy Method resorted for such Whether Frequency of Web-link, if available
advocated advocacy information review by board
available in (Annually/ half
the public yearly/ quarterly
domain? / others – please
(Yes/No) specify)
Essential Indicators
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on
applicable laws, in the current financial year.
2. Provide information on the project(s) for which ongoing Rehabilitation and Resettlement (R&R)
is being undertaken by your entity, in the following format:
Sr. No. Name of project State District No. of project % of PAFs Amounts paid to
for which R&R is affected families covered by PAFs in the FY
ongoing (PAFs) R&R (In Rs.)
Not applicable
Should any stakeholder have any concerns, queries, or complaint, they can write to us through the below
grievance reporting channels:
• [email protected]
• [email protected]
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Company Overview Statutory Reports: Board Report Financial Statements
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers.
FY 2022-23 FY 2021-22
Principle 9 – Businesses should engage with and provide value to their consumers in a responsible manner
Essential Indicators
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
We have two types of customers as described in Section-A, Q17(C):
• End-users of our platform
• Restaurant partners
End - users of our platform- Zomato has a system to collect complaints and feedback from end-users
through multiple channels including the customer support section within the Zomato app, social media
channels, email, and app ratings and reviews. Additionally, after every supported chat, feedback is sought
to gauge their satisfaction with the support received. Trends derived from the analysis of the feedback
and ratings are used to implement corrective measures as required.
Restaurant partners- Zomato has a system to collect complaints and feedback from restaurant partners
through channels like partner app/web, emails and social media channels. For live order support, partners
can reach out from channels like chats and calls to get issues addressed immediately. Resolution feedback
(MSAT) is sought after each ticket from all the channels and then analysed to improve the quality of
responses for better partner experience.
In case of any complaints and feedback, they can write to us through the below grievance reporting
channels-
• [email protected]
• [email protected]
2. Turnover of products and/ services as a percentage of turnover from all products/ services that
carry information about:
As a percentage to total turnover
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Company Overview Statutory Reports: Board Report Financial Statements
Data privacy 0 0 - 0 0 -
Advertising 0 1 - 1 1 -
Cyber security 0 0 - 0 0 -
Delivery of essential - - Not - - Not
services applicable applicable
Restrictive trade 0 0 - 0 0 -
practices
Unfair trade practices 34 45 - 15 20 -
Other 21 29 - 13 15 -
* Consumer complaints data for FY22 and FY23 includes complaints filed before various courts by our customers i.e. end-users of
our platform and restaurant partners.
5. Does the entity have a framework/ policy on cyber security and risks related to data privacy?
(Yes/ No) If available, provide a web-link to the policy.
Yes. Zomato has a comprehensive privacy and cyber security framework in line with the NIST Cyber
Security framework, supported by policies and procedures.
6. Provide details of any corrective actions taken or underway on issues relating to advertising,
and delivery of essential services; cyber security and data privacy of customers; re-occurrence
of instances of product recalls; penalty/action taken by regulatory authorities on the safety of
products/ services.
There are no corrective actions required to be undertaken relating to the above-mentioned issues in FY23.
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Company Overview Statutory Reports: CGR Financial Statements
100
Name of director Date of Board Meeting Date of AGM
May 23, June 24, August 1, October 8, November February 9, March 12, March 27, August 30,
2022 2022 2022 2022 10, 2022 2023 2023 2023 2022
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Financial Statements
Company Overview Statutory Reports: CGR Financial Statements
Name of Promoter/ Category of No. of other No. of other company’s Shareholding No. of
director Non- director company’s board committees in the convertible
promoter board in which director is a Company instrument
directorship member/chairperson (as on held in the
as on (as on 31.03.2023)2 31.03.2023) Company4
31.03.2023 1
Member Chairperson
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Company Overview Statutory Reports: CGR Financial Statements
v. Independent Directors
uring the year under review and as on date, the Board consists of 5 (five) independent directors. None of the
D
independent directors have resigned before the expiry of his/her tenure during the financial year.
ach independent director of the Company, at the time of appointment, and thereafter at the beginning of each
E
financial year, submits a declaration confirming its independence under Section 149(6) of the Act read with
Schedule IV thereunder, and Regulation 16 of the SEBI Listing Regulations, with a confirmation that he/ she
is not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair
or impact its ability to discharge its duties with an objective independent judgment and without any external
influence. Such declarations of independence received from the independent directors are noted and taken
on record by the Board. Accordingly, based on the declarations received from all independent directors and in
the opinion of the Board, the independent directors of the Company fulfil the conditions specified in the Act
and SEBI Listing Regulations and are independent of the management.
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Company Overview Statutory Reports: CGR Financial Statements
vii. Core skills/ expertise/ competence as identified by board of directors and the directors
possessing such skill/ experience/ competence
Name of Mr. Kaushik Mr. Sanjeev Mr. Deepinder Ms. Sutapa Ms. Gunjan Ms. Namita Ms. Aparna Mr. Douglas
Director Dutta Bikhchandani Goyal Banerjee Tilak Raj Soni Gupta Popat Ved Feagin1
Skills and experience
P P P P P P P P
P P P - - - - P
P P P P P P P P
P P P P P P P P
P P P P P P P -
– - - P P P P P
P P P P P P - -
Industry experience including its entire value chain and in-depth experience in corporate strategy and planning.
Experience in finance, tax, risk management, legal, compliance and corporate governance and communication.
Relevant experience and knowledge related to safety, business sustainability, corporate social responsibilities of a large
corporates including the outlook on environment, social and governance aspects.
Knowledge and experience of global business environments, economic conditions, cultures and understanding of regulatory
framework and a broad perspective on global market opportunities.
Knowledge of legal framework related to cyber security and experience of managing cyber security related risks and concerns.
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Company Overview Statutory Reports: CGR Financial Statements
viii. Familiarisation Programmes for which the committee has been formed and further to
Independent Directors keep abreast with the changing business environment
Under the familiarisation programmes for and the statutes. Committee composition conforms
independent directors, the Company organises to applicable laws and regulations. Minutes of all the
presentations, training sessions on business and committee meetings are placed before the Board
performance updates, business strategy, risks for information/noting in the subsequent Board
involved, governance policies, and related matters meeting. All decisions pertaining to the constitution
as deemed necessary. These programmes offer an of committees and its terms of reference/charter are
opportunity of significant interactions between the taken by the Board.
Board and senior leadership team of the Company.
rief terms of reference, composition of these
B
Such familiarisation programmes are carried committees and other relevant information as
out through the presentations made in Board and required are provided below:
committee meetings of the Company at regular
intervals and through trainings / off-sites as organised I. Audit Committee
by the Company. he constitution and terms of reference of the audit
T
committee are in compliance with Section 177 of the
etails with respect to familiarisation programmes
D Act and Regulation 18 of the SEBI Listing Regulations
for independent directors are available at the are detailed below:
website of the Company at https://b.zmtcdn.com/
investor-relations/9eb81703633f350dee1dc3332 a. Brief terms of reference
0e29101_1690275029.pdf to monitor and provide an effective supervision
of the management’s financial reporting process.
ix. Certificate under Regulation 34 of SEBI to ensure accurate and timely disclosures, with
Listing Regulations the highest levels of transparency, integrity and
None of the directors on the Board of the Company quality of financial reporting;
have been debarred or disqualified from being
appointed or continuing as director of the Company to oversee the work carried out by the statutory
by the SEBI, the Ministry of Corporate Affairs, auditor and internal audit team and notes the
or any other statutory authority as on March 31, processes and safeguards employed by each
2023. A certificate to this effect has been provided of them and to consider their appointment and
by M/s. Chandrasekaran Associates, Company compensation portion;
Secretaries, (Reg. No.: P1988DE002500) and the to review the processes and controls including
same forms part of this report as Annexure - VI. compliance with laws, corporate governance,
Code of practices and procedures for fair
3. Committees of the Board disclosure of unpublished price sensitive
During the financial year under review, the Board information, vigil mechanism and whistleblower
had 7 (seven) committees – Audit Committee, policy and related cases thereto;
Stakeholders’ Relationship Committee, Nomination
to review, scrutinise reports, statements
& Remuneration Committee, Corporate Social and disclosures in compliance of applicable
Responsibility Committee, Risk Management regulations and laws on regular basis;
Committee, Initial Public Offer Committee and
Investment Committee. Each committee has its
to review corporate budgets, plans,
defined terms of reference/ charter and has been implementation of the Company’s strategies;
assigned with scope of responsibilities, duties and overall and segment wise performance of the
Company through periodical reporting; and
authorities, which are reviewed by the Board in order
to determine the appropriateness of the purpose for to evaluate the internal financial controls.
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Company Overview Statutory Reports: CGR Financial Statements
b. Composition
Name of member Position Category
Present
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Company Overview Statutory Reports: CGR Financial Statements
b. Composition
Name of member Position Category
Present
The Board of Directors of Zomato Limited completed a performance evaluation of the Board. The exercise
included completing a survey via a secure digital platform which was accompanied by one-to-one interviews
with Directors to provide a more in-depth understanding of the Board’s performance and meeting dynamics.
During the reporting period, no adverse remarks were notified and/ or in respect of the Board, its committees
and/or any of the directors. The independent directors committee of the Board also reviewed the performance
of the chairman, other non-independent directors and the Board, pursuant to schedule IV to the Act and
Regulation 25 of the SEBI Listing Regulations.
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Company Overview Statutory Reports: CGR Financial Statements
b. Composition
Name of member Position Category
d. The details of shareholders’ complaints, during the financial year ended on March 31, 2023 are
as under:
Pending at the beginning of the financial year NIL
Number of shareholders’ complaints received during the financial year 419*
Number of complaints not solved to the satisfaction of shareholders NIL
Number of pending complaints 1
*282 out of 419 complaints, were related to request received for hard copy of Annual report from the members of the Company.
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Company Overview Statutory Reports: CGR Financial Statements
b. Composition
Name of member Position Category
Mr. Deepinder Goyal Chairman Managing Director and Chief Executive Officer
Mr. Kaushik Dutta Member Independent Director
Ms. Gunjan Tilak Raj Soni1 Member Independent Director
Ms. Namita Gupta Member Independent Director
1 Ms. Gunjan Tilak Raj Soni has been appointed as a member of the RMC w.e.f. May 23, 2022.
Present
b. Composition
Name of member Position Category
Mr. Deepinder Goyal Chairman Managing Director and Chief Executive Officer
Ms. Aparna Popat Ved1 Member Independent Director
Ms. Gunjan Tilak Raj Soni1 Member Independent Director
Ms. Namita Gupta Member Independent Director
Mr. Kaushik Dutta2 Member Independent Director
1M
s. Aparna Popat Ved and Ms. Gunjan Tilak Raj Soni have been appointed as members of the CSR Committee w.e.f. May 23, 2022.
2 Mr. Kaushik Dutta ceased to be a member of the CSR Committee w.e.f. May 23, 2022.
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Company Overview Statutory Reports: CGR Financial Statements
2
Mr. Kaushik Dutta ceased to be a member of the CSR Committee w.e.f. May 23, 2022.
a. Composition
The composition of the IPO Committee is given below:
Mr. Deepinder Goyal Chairman Managing Director and Chief Executive Officer
Mr. Kaushik Dutta Member Independent Director
Mr. Sanjeev Bikhchandani Member Nominee Director
Mr. Douglas Feagin1 Member Nominee Director
1
Mr. Douglas Feagin resigned as director and member of the IPO Committee w.e.f. February 9, 2023.
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Company Overview Statutory Reports: CGR Financial Statements
a. Composition of the IC
Name of member Position Category
Mr. Deepinder Goyal Chairman Managing Director and Chief Executive Officer
Mr. Akshant Goyal Member Chief Financial Officer
Ms. Sutapa Banerjee Member Independent Director
Mr. Sanjeev Bikhchandani Member Nominee Director
Mr. Douglas Feagin1 Member Nominee Director
1
Mr. Douglas Feagin resigned as director and member of the IC w.e.f. February 9, 2023
b. Changes in Senior Management during financial year ended March 31, 2023
Sr. Name of employee Designation Date of change Appointed/
No. Resigned
1. Mr. Rahul Ganjoo Head of New Initiatives November 14, 2022 Resigned
2. Mr. Mohit Gupta Co-founder November 18, 2022 Resigned
3. Mr. Gunjan Patidar Co-founder and Chief Technology Officer January 2, 2023 Resigned
4. Remuneration to Directors
i. All pecuniary relationship or transactions of the non-executive directors vis-à-vis the
Company:
There are no pecuniary relationships or transactions with non-executive independent directors of the
Company apart from payment of annual remuneration and sitting fees for attending meetings of the Board
and committees. The Company has not paid any remuneration and sitting fees to non-executive nominee
director(s) of the Company.
During the financial year under review, the annual remuneration payable to a single non-executive director
did not exceed fifty per cent of the total annual remuneration payable to all the non-executive directors of
the Company.
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Sr. Subject matter Type of No. of votes Votes cast in favour Votes cast against
No. of resolution resolution polled No. of votes % No. of votes %
iii. Person who conducted the postal ballot 2020 read with General Circular No. 17/2020 dated
exercise April 13, 2020, General Circular No. 22/2020 dated
r. Nitesh Latwal (CP No. 16276), Partner, M/s. PI &
M June 15, 2020, General Circular No. 33/2020 dated
Associates, Company Secretaries was appointed as September 28, 2020, General Circular No. 39/2020 dated
scrutiniser for conducting the e-voting process in a December 31, 2020, General Circular No. 10/2021 dated
fair and transparent manner. June 23, 2021, General Circular No. 20/2021
dated December 8, 2021 and General
iv. Details of special resolution proposed to Circular No. 3/2022 dated May 5, 2022 issued
be conducted through postal ballot by the Ministry of Corporate Affairs.
None of the businesses proposed to be transacted at
the ensuing annual general meeting requires passing The notice of the postal ballot containing the draft
of a special resolution through postal ballot. resolution and explanatory statement, were e-mailed
on Saturday, June 25, 2022, to those members whose
v. Procedure for Postal Ballot names appeared on the Register of Members/List
The Postal Ballot was carried out as per the provisions of Beneficial Owners as on Tuesday, June 21, 2022
of Sections 108 and 110 and other applicable provisions (“cut-off date”) and were sent only in electronic mode
of the Act, read with the Rules framed thereunder to those members whose e-mail addresses were
and General Circular No. 14/2020 dated April 8, registered.
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Company Overview Statutory Reports: CGR Financial Statements
ii. Market price data and performance in comparison to broad based indices such as
BSE Sensex and Nifty 50 are given below:
Zomato share price on BSE
Month-Year High Low Close BSE Sensex
Apr-22 88.20 71.15 71.70 57,060.87
May-22 77.75 50.35 75.00 55,566.41
Jun-22 79.80 53.50 53.90 53,018.94
Jul-22 61.50 40.55 46.85 57,570.25
Aug-22 69.20 45.05 58.00 59,537.07
Sep-22 66.55 56.95 62.35 57,426.92
Oct-22 70.20 60.85 63.15 60,746.59
Nov-22 75.55 61.30 65.20 63,099.65
Dec-22 69.00 53.15 59.35 60,840.74
Jan-23 60.60 44.35 49.75 59,549.90
Feb-23 56.75 47.10 53.60 58,962.12
Mar-23 56.33 49.00 50.96 58,991.52
(1) High and Low data based on the maximum and minimum share price in the corresponding month; Close data based on the closing
price of the last trading day of the corresponding month
(2)BSE Sensex data based on the closing price of the last trading day of the corresponding month
80.00 64,000.00
70.00 62,000.00
60.00 60,000.00
58,000.00
50.00
56,000.00
40.00
54,000.00
30.00
52,000.00
20.00 50,000.00
10.00 48,000.00
0.00 46,000.00
29-Apr-22 31-May-22 30-Jun-22 29-Jul-22 30-Aug-22 30-Sep-22 31-Oct-22 30-Nov-22 30-Dec-22 31-Jan-23 28-Feb-23 31-Mar-23
Note: Above chart is based on the closing price of Zomato and BSE Sensex as at the last trading day of the corresponding month.
Source: BSE website
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Company Overview Statutory Reports: CGR Financial Statements
(1) H
igh and Low data based on the maximum and minimum share price in the corresponding month; Close data based on the closing
price of the last trading day of the corresponding month
(2) NSE Nifty data based on the closing price of the last trading day of the corresponding month
80.00 19,000.00
70.00 18,500.00
18,000.00
60.00
17,500.00
50.00 17,000.00
40.00 16,500.00
30.00 16,000.00
15.500.00
20.00
15,000.00
10.00 14.500.00
0.00 14,000.00
29-Apr-22 31-May-22 30-Jun-22 29-Jul-22 30-Aug-22 30-Sep-22 31-Oct-22 30-Nov-22 30-Dec-22 31-Jan-23 28-Feb-23 31-Mar-23
Note: Above chart is based on the closing price of Zomato and NSE Nifty as at the last trading day of the corresponding month.
Source: NSE website
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Company Overview Statutory Reports: CGR Financial Statements
iii. Registrar to an issue and share transfer the transfers in electronic form are much simpler
agents and quicker, and are directly processed by NSDL/
Link Intime India Private Limited (“RTA”) CDSL, as the case may be, with no requirement
Address: Noble Heights, 1st Floor, Plot NH 2, C-1 of any separate communication to be made to
Block LSC, Near Savitri Market, the Company.
Janakpuri, New Delhi – 110058
he shareholders are though not barred from
T
Phone: +91 11 49411000
holding shares in physical form. However, as per the
Email: [email protected]
requirement of SEBI circular no. SEBI/HO/MIRSD/
Website: https://linkintime.co.in/
MIRSD-PoD-1/P/CIR/2023/37 dated March 16, 2023,
Contact Person: Mr. Vishal Dixit the holders of shares in physical mode, who have not
SEBI Registration Number: INR000004058 furnished PAN, nomination, contact details, bank
account details and specimen signature for their
iv. Share Transfer System corresponding folios to RTA are requested to submit
uring the financial year under review, RTA of the
D the same to the RTA, otherwise the corresponding
Company ensures compliance with all the procedural folios shall be frozen, if any of these details is not
requirements with respect to transmission, made available to RTA on or after October 01, 2023.
transposition of shares and formalities with respect to In order to fulfill the requirement, the holders of
name deletion, sub-division, consolidation, renewal, shares in physical form may contact the RTA at
exchange and endorsement of share certificates. [email protected] and also refer details at or
https://w w w.zomato.com/investor-relations/
EBI has mandated that securities of listed companies
S resources.
can be transferred only in dematerialised form w.e.f.
April 1, 2019. Accordingly, RTA is not accepting any he shareholders holding shares in dematerialised
T
lodgement of transfer of shares in physical form. mode are requested to register their email address,
Shareholders holding shares in physical form are bank account details and mobile number with their
advised to avail the facility of dematerialisation as depository participants.
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Company Overview Statutory Reports: CGR Financial Statements
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Company Overview Statutory Reports: CGR Financial Statements
ii. Whistle Blower Policy / Vigil Mechanism b. number of shareholders who approached listed
etails on Vigil Mechanism and Whistle Blower Policy
D entity for transfer of shares from suspense
forms part of the Board Report. account during the year: NIL
iii. Compliance with Mandatory Requirements c. number of shareholders to whom shares were
transferred from suspense account during the
of the SEBI Listing Regulations & Adoption of
year: NIL
Non-mandatory Requirements of the SEBI
Listing Regulations d. aggregate number of shareholders and the
a. M andatory Requirements: The Company is outstanding shares in the suspense account lying
in compliance with all mandatory corporate at the end of the year: NIL
governance requirements as provided under
SEBI Listing Regulations. f. that the voting rights on these shares shall remain
frozen till the rightful owner of such shares claims
Discretionary Requirements: In addition, the
b. the shares: N.A.
Company also strives to adhere and comply
with the following discretionary requirements vii. Disclosure of commodity price risks
specified under Regulation 27(1) and Part E of or foreign exchange risk and commodity
the Schedule II of SEBI Listing Regulations, to the hedging activities
extent applicable: he Company has no commodity price risk during the
T
financial year ended on March 31, 2023. The details of
The Board: The Company has appointed
foreign exchange risk of the Company are disclosed in
a non-executive independent director as Note No. 33 to the Standalone Financial Statements
Chairman of the Board. forming part of this Annual Report.
Modified opinion(s) in Audit Report: The
viii. Details of utilisation of funds raised
Company ’s financial statements have
unmodified audit opinions. through preferential allotment or qualified
institutions placement as specified under
iv. Web link where policy for determining Regulation 32 (7A)
material subsidiaries is disclosed During the financial year under review, the Company
olicy on determining material subsidiaries
P has not raised any funds through qualified institutions
is displayed on the Company ’s website at placement. The details of utilisation of IPO proceeds
h t t p s : // b . z m t c d n . c o m /d a t a / f i l e _ a s s e t s / and allotment made through preferential issue forms
ec19b7ddc0a73f3ccdc47333818033ba1625837735. part of the Board report.
pdf
ix. Recommendation of committee
v. Disclosure of accounting treatment All the recommendations of the committees are
The standalone and consolidated financial accepted by the Board.
statements have been prepared in accordance with
Indian Accounting Standard (Ind AS) prescribed under x. Total fees for all services paid by the listed
Section 133 of the Act. entity and its subsidiaries, on a consolidated
basis, to the statutory auditor and all entities
vi. Disclosures with respect to demat in the network firm/network entity of which
suspense account/ unclaimed suspense the statutory auditor is a part
account The total fee for all services paid/payable by the
a. aggregate number of shareholders and the Company and its subsidiaries, on a consolidated
outstanding shares in the suspense account lying basis, to M/s Deloitte Haskins & Sells, Statutory
at the beginning of the year: NIL Auditor and all entities in its network firm/
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Company Overview Statutory Reports: CGR Financial Statements
network entity of which the statutory auditor xv. Compliance Certificate for the Corporate
is a part, for the financial year under review is Governance
INR 27 million. The Company has obtained a certificate affirming the
compliances of conditions of corporate governance
xi. Disclosures in relation to the Sexual
from M/s. Deloitte Haskins & Sells, Chartered
Harassment of Women at Workplace
Accountants, (FRN No. 015125N), Statutory Auditor
(Prevention, Prohibition and Redressal) Act, of the Company and the same is annexed as
2013 Annexure – VII.
Disclosure w.r.t. Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) xvi. Chief Executive Officer and Chief
Act, 2013 forms part of the Board report. Financial Officer Certification
Mr. Deepinder Goyal, Managing Director and Chief
xii. Particulars of Loans, Guarantees and
Executive Officer and Mr. Akshant Goyal, Chief
Securities
Financial Officer of the Company have certified
During the financial year under review, the Company
compliance of Regulation 17(8) of the SEBI Listing
and its subsidiaries have neither advanced any loans
Regulations for the financial year ended March 31,
nor given any guarantees and / or provided any
2023. The certificate issued by them to the Board
securities, whether directly or indirectly to firms/
in this regard is annexed as Annexure - VIII to this
companies in which directors are interested.
report.
xiii. Details of Company’s material subsidiary
a. Name: Zomato Hyperpure Private Limited xvii. Code of Conduct
The Company has adopted the code of conduct
b. D
ate & Place of incorporation: October 8, 2015 & for the Board and senior management personnel.
New Delhi The same has been uploaded on the Company’s
Statutory Auditor and its date of appointment:
c. website at www.zomato.com. The Board and senior
M/s. B. B. & Associates, Chartered Accountants, management have affirmed their compliance with
(“BBA”) & BBA were appointed as first auditor the code and a declaration signed by the Chief
on October 19, 2015 by the board of director of Executive Officer of the Company is annexed as
ZHPL and were re-appointed vide shareholders Annexure – IX.
meeting dated July 14, 2021. BBA submitted
its audit report on the financial statements of xviii. Code for prevention of Insider-Trading
ZHPL for financial year ended March 31, 2023 Practices
on May 12, 2023 and resigned as statutory Following awareness topics pertaining to Prevention
auditor of ZHPL w.e.f. May 13, 2023. Subsequent of Insider Trading were covered by the Company
to BBA’s resignation, M/s. S.R. Batliboi & through channels such as trainings, posters, internal
Associates LLP, Chartered Accountants communication, etc. -
(FRN: 1010 49W/E30 0 0 0 4) (“ SRB ”) , are
appointed as the statutory auditor of ZHPL w.e.f. Procedures to be followed while dealing in the
June 9, 2023 to hold office until the conclusion of shares of the Company;
upcoming annual general meeting of ZHPL.
Handling of Unpublished Price Sensitive
xiv. Compliance with the requirements of Information;
Corporate Governance
Maintenance of structured digital database;
uring the financial year under review, the
D
Company is in compliance with the requirements Trading Window opening and closure; and
of corporate governance and disclosures with
respect to compliance of regulation 17 to 27 How to report any actual or suspected violations.
and clause (b) to (i) of sub-regulation (2) of
regulation 46 of SEBI Listing Regulations.
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Company Overview Statutory Reports: CGR Financial Statements
ANNEXURE - VI
To
The Members
Zomato Limited
Ground Floor 12A,
94 Meghdoot, Nehru Place,
New Delhi DL 110019 IN
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors
of Zomato Limited and having CIN L93030DL2010PLC198141 and having Registered office Ground Floor 12A,
94 Meghdoot Nehru Place, New Delhi DL 110019 IN (hereinafter referred to as ‘the Company’), produced before
us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with
Schedule V Para-C Sub clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Directors
Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations
furnished to us by the Company & its officers, we hereby certify that as on Financial Year ended on March 31,
2023 none of the Directors on the Board of the Company as stated below have been debarred or disqualified
from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India,
Ministry of Corporate Affairs or any such other Statutory Authority:
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Company Overview Statutory Reports: CGR Financial Statements
Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of
the management of the Company. Our responsibility is to express an opinion on these based on our verification.
This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
sd/-
Dr. S Chandrasekaran
Senior Partner
Membership No. F1644
Certificate of Practice No. 715
UDIN: F001644E000577813
Date: 10.07.2023
Place: Delhi
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ANNEXURE - VII
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Company Overview Statutory Reports: CGR Financial Statements
ANNEXURE - VIII
Sub: Compliance Certificate by CEO & CFO under Regulation 17(8) read with schedule II of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
We, Deepinder Goyal, Managing Director and Chief Executive Officer and Akshant Goyal, Chief Financial Officer
of the Company, hereby certify to the board of directors of the Company pursuant to Regulation 17(8) read with
schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to the effect that:
A. We have reviewed financial statements and the cash flow statement (herein after called as “Statements”)
for the financial year ended March 31, 2023, and to the best of our knowledge and belief:
(1) these Statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading.
(2) these Statements together present a true and fair view of the Company’s affairs and are in compliance
with existing accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the
year which are fraudulent, illegal or violative of the Company’s code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we
have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting
and have disclosed to the auditors and the audit committee, deficiencies in the design or operation of such
internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify
these deficiencies.
D. We have indicated to the auditors and the audit committee:
(1) that there have been no significant changes in internal control over financial reporting during the
financial year 2022-23;
(2) there have been no significant changes in accounting policies during the financial year 2022-23 and
accordingly, no disclosures in the notes to the financial statements are required to be made. and that
the same have been disclosed in the notes to the financial statements; and
(3) that there are no instances of significant fraud of which we have become aware and the involvement
therein, of the management or an employee having a significant role in the Company’s internal control
system over financial reporting.
Sd/- Sd/-
Deepinder Goyal Akshant Goyal
Managing Director and Chief Executive Officer Chief Financial Officer
Date: May 22, 2023 Date: May 19, 2023
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Company Overview Statutory Reports: CGR Financial Statements
ANNEXURE - IX
COMPLIANCE CERTIFICATE
To
Zomato Limited (“the Company”)
Ground Floor 12A, 94 Meghdoot,
Nehru Place, New Delhi - 110019
Subject: Declaration confirming compliance with the Code of Conduct applicable to the members of the
board of directors and senior management personnel of the Company in accordance with the provision of
Part D of Schedule V of the SEBI (LODR) Regulations, 2015
I, Deepinder Goyal, Managing Director and Chief Executive Officer of the Company, hereby declare that all
members of the Board and senior management personnel of the Company have affirmed the compliance
with the code of conduct for directors and senior management of the Company for the financial
year 2022-23.
Thanking You
For Zomato Limited
Sd/-
Deepinder Goyal
Managing Director and Chief Executive Officer
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Company Overview Statutory Reports Financial Statements: Consolidated
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Company Overview Statutory Reports Financial Statements: Consolidated
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Company Overview Statutory Reports Financial Statements: Consolidated
Information Other than the Financial becomes available, compare with the financial
Statements and Auditor’s Report statements of the subsidiaries and trust audited
by the other auditors, to the extent it relates to
Thereon
these entities and, in doing so, place reliance
• The Parent’s Board of Directors is responsible on the work of the other auditors and consider
for the other information. The other information whether the other information is materially
comprises the information included in the Board’s inconsistent with the consolidated financial
report, but does not include the consolidated statements or our knowledge obtained during
financial statements, standalone financial the course of our audit or otherwise appears to
statements and our auditor’s report thereon. The be materially misstated. Other information so far
Board report is expected to be made available to as it relates to the subsidiaries and trust is traced
us after the date of this auditor’s report. from their financial statements audited by the
other auditors.
•
Our opinion on the consolidated financial
statements does not cover the other information • When we read the Board’s Report, if we conclude
and we will not express any form of assurance that there is a material misstatement therein, we
conclusion thereon. are required to communicate the matter to those
charged with governance as required under SA
• In connection with our audit of the consolidated
720 ‘The Auditor’s responsibilities Relating to
financial statements, our responsibility is to read
Other Information’.
the other information identified above when it
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Company Overview Statutory Reports Financial Statements: Consolidated
Responsibilities of Management and financial reporting process of the Group and of its
Those Charged with Governance for the associate and joint venture.
Consolidated Financial Statements Auditor’s Responsibility for the Audit of
The Parent’s Board of Directors is responsible for the Consolidated Financial Statements
the matters stated in section 134(5) of the Act with
Our objectives are to obtain reasonable assurance
respect to the preparation of these consolidated
about whether the consolidated financial statements
financial statements that give a true and fair view
as a whole are free from material misstatement,
of the consolidated financial position, consolidated
whether due to fraud or error, and to issue an
financial performance including other comprehensive
auditor’s report that includes our opinion. Reasonable
loss, consolidated cash flows and consolidated
assurance is a high level of assurance but is not a
changes in equity of the Group including its associate
guarantee that an audit conducted in accordance
and joint venture in accordance with the Ind AS and
with SAs will always detect a material misstatement
other accounting principles generally accepted
when it exists. Misstatements can arise from fraud or
in India. The respective Board of Directors of the
error and are considered material if, individually or in
companies included in the Group and of its associate
the aggregate, they could reasonably be expected to
and joint venture are responsible for maintenance
influence the economic decisions of users taken on
of adequate accounting records in accordance
the basis of these consolidated financial statements.
with the provisions of the Act for safeguarding the
assets of the Group and its associate and its joint As part of an audit in accordance with SAs, we
venture and for preventing and detecting frauds exercise professional judgment and maintain
and other irregularities; selection and application of professional skepticism throughout the audit.
appropriate accounting policies; making judgments We also:
and estimates that are reasonable and prudent;
and design, implementation and maintenance of •
I dentify and assess the risks of material
adequate internal financial controls, that were misstatement of the consolidated financial
operating effectively for ensuring the accuracy and statements, whether due to fraud or error, design
completeness of the accounting records, relevant and perform audit procedures responsive to those
to the preparation and presentation of the financial risks, and obtain audit evidence that is sufficient
statements that give a true and fair view and are free and appropriate to provide a basis for our opinion.
from material misstatement, whether due to fraud The risk of not detecting a material misstatement
or error, which have been used for the purpose of resulting from fraud is higher than for one resulting
preparation of the consolidated financial statements from error, as fraud may involve collusion, forgery,
by the Directors of the Parent, as aforesaid. intentional omissions, misrepresentations, or the
override of internal control.
In preparing the consolidated financial statements,
the respective Board of Directors of the companies • Obtain an understanding of internal financial
included in the Group and of its associate and joint control relevant to the audit in order to design
venture are responsible for assessing the ability audit procedures that are appropriate in the
of the respective entities to continue as a going circumstances. Under section 143(3)(i) of the Act,
concern, disclosing, as applicable, matters related to we are also responsible for expressing our opinion
going concern and using the going concern basis of on whether the Parent has adequate internal
accounting unless the respective Board of Directors financial controls with reference to consolidated
either intends to liquidate their respective entities or financial statements in place and the operating
to cease operations, or has no realistic alternative but effectiveness of such controls.
to do so.
•
Evaluate the appropriateness of accounting
The respective Board of Directors of the companies policies used and the reasonableness of accounting
included in the Group and of its associate and joint estimates and related disclosures made by the
venture are also responsible for overseeing the management.
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Company Overview Statutory Reports Financial Statements: Consolidated
• Conclude on the appropriateness of management’s evaluate the effect of any identified misstatements
use of the going concern basis of accounting and, in the consolidated financial statements.
based on the audit evidence obtained, whether
a material uncertainty exists related to events We communicate with those charged with governance
or conditions that may cast significant doubt on of the Parent regarding, among other matters, the
the ability of the Group and its associate and joint planned scope and timing of the audit and significant
venture to continue as a going concern. If we audit findings, including any significant deficiencies
conclude that a material uncertainty exists, we are in internal control that we identify during our audit.
required to draw attention in our auditor’s report to
We also provide those charged with governance with
the related disclosures in the consolidated financial
a statement that we have complied with relevant
statements or, if such disclosures are inadequate, ethical requirements regarding independence, and to
to modify our opinion. Our conclusions are based communicate with them all relationships and other
on the audit evidence obtained up to the date of matters that may reasonably be thought to bear on
our auditor’s report. However, future events or our independence, and where applicable, related
conditions may cause the Group and its associate safeguards.
and joint venture to cease to continue as a going
concern. From the matters communicated with those charged
with governance, we determine those matters
• Evaluate the overall presentation, structure and that were of most significance in the audit of the
content of the consolidated financial statements, consolidated financial statements of the current year
including the disclosures, and whether the and are therefore the key audit matters. We describe
consolidated financial statements represent the these matters in our auditor’s report unless law or
underlying transactions and events in a manner regulation precludes public disclosure about the
that achieves fair presentation. matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated
•
Obtain sufficient appropriate audit evidence in our report because the adverse consequences of
regarding the financial information of the entities doing so would reasonably be expected to outweigh
within the Group and its associate and joint venture the public interest benefits of such communication.
to express an opinion on the consolidated financial
statements. We are responsible for the direction, Other Matters
supervision and performance of the audit of the a) We did not audit the financial statements of
financial statements of such entities included in certain subsidiaries and trust, whose financial
the consolidated financial statements of which we statements reflect total assets of INR 27,411
are the independent auditors. For the other entities million as at March 31, 2023 and total revenue
included in the consolidated financial statements, of INR 23,737 million for the year ended on that
which have been audited by other auditors, such date, as considered in the Consolidated Financial
other auditors remain responsible for the direction, Statements. These financial statements have
supervision and performance of the audits carried been audited by other auditors whose reports have
out by them. We remain solely responsible for our been furnished to us by the Management, and our
audit opinion. opinion on Consolidated Financial Statements, in
so far as it relates to the amounts and disclosures
Materiality is the magnitude of misstatements in the included in respect of these subsidiaries and
consolidated financial statements that, individually trust and our report in terms of subsection (3) of
or in aggregate, makes it probable that the economic Section 143 of the Act, in so far as it relates to the
decisions of a reasonably knowledgeable user of the aforesaid subsidiaries and trusts, is based solely
consolidated financial statements may be influenced. on the report of other auditors.
We consider quantitative materiality and qualitative
factors in (i) planning the scope of our audit work b) We did not audit the financial information of
and in evaluating the results of our work; and (ii) to certain subsidiaries and trust, whose financial
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Company Overview Statutory Reports Financial Statements: Consolidated
information reflect total assets of INR 1,037 c) The Consolidated Balance Sheet, the Consolidated
million as at March 31, 2023 and total revenues Statement of Profit and Loss including Other
of INR 312 million for the year ended on that Comprehensive Loss, the Consolidated Statement
date, as considered in the consolidated of Cash Flows and the Consolidated Statement of
financial statements. The consolidated financial Changes in Equity dealt with by this Report are
statements also include the Group’s share of net in agreement with the relevant books of account
loss of INR 3 million for the year ended March 31, maintained for the purpose of preparation of the
2023, as considered in the consolidated financial consolidated financial statements.
statements, in respect of an associate and a joint
venture, whose financial information have not d) In our opinion, the aforesaid consolidated financial
been audited by us. These financial information statements comply with the Ind AS specified
are unaudited and have been furnished to us under Section 133 of the Act.
by the Management and our opinion on the
consolidated financial statements, in so far as it e) On the basis of the written representations
relates to the amounts and disclosures included in received from the directors of the Parent as on
respect of these subsidiaries, trust, joint venture March 31, 2023 taken on record by the Board of
and associate is based solely on such unaudited Directors of the Company and the reports of
financial information. In our opinion and according the statutory auditors of subsidiary companies
to the information and explanations given to us by incorporated in India, audited by other auditors
the Management, these financial information are referred to in the above Other Matters section,
not material to the Group. none of the directors of the Group companies
incorporated in India is disqualified as on
Our opinion on the consolidated financial
March 31, 2023 from being appointed as a director
statements above and our report on Other Legal
and Regulatory Requirements below, is not in terms of Section 164 (2) of the Act.
modified in respect of the above matters with
f) With respect to the adequacy of the internal
respect to our reliance on the work done and the
financial controls with reference to consolidated
reports of the other auditors and the financial
financial statements and the operating
information certified by the Management.
effectiveness of such controls, refer to our
Report on Other Legal and Regulatory separate Report in “Annexure A” which is based
on the auditors’ reports of the Parent and nine
Requirements
subsidiary companies. Our report expresses an
1. As required by Section 143(3) of the Act, based
unmodified opinion on the adequacy and operating
on our audit and on the consideration of the
effectiveness of internal financial controls with
reports of the other auditors on the separate
reference to consolidated financial statements of
financial statements of the subsidiaries referred
those companies.
to in the Other Matters section above, we
report that:
g) With respect to the other matters to be included
a) We have sought and obtained all the information in the Auditor’s Report in accordance with the
and explanations which to the best of our requirements of section 197(16) of the Act, as
knowledge and belief were necessary for the amended.
purposes of our audit of the aforesaid consolidated
In our opinion and to the best of our information and
financial statements.
according to the explanations given to us and based
b) In our opinion, proper books of account as required on the auditor’s report of subsidiaries companies
by law relating to preparation of the aforesaid incorporated in India, the remuneration paid by
consolidated financial statements have been kept the Parent and such subsidiaries companies to its
so far as it appears from our examination of those directors during the year is in accordance with the
books and the reports of the other auditors. provisions of section 197 of the Act.
131
Company Overview Statutory Reports Financial Statements: Consolidated
h) With respect to the other matters to be included (b) The respective Managements of the Parent
in the Auditor’s Report in accordance with Rule Company and its subsidiaries which are
11 of the Companies (Audit and Auditors) Rules, companies incorporated in India whose
2014, as amended in our opinion and to the best of financial statements have been audited
our information and according to the explanations under the Act have represented to us and
given to us: the other auditors of such subsidiaries
respectively that, to the best of their
(i) The consolidated financial statements knowledge and belief, as disclosed in
disclose the impact of pending litigations the notes to accounts, no funds (which
on the consolidated financial position of the are material either individually or in the
Group, its associate and its joint venture. aggregate) have been received by the
Refer Note 44 to the consolidated financial Parent Company or any of such subsidiaries
statements. from any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with
(ii) The group, its associates and joint venture the understanding, whether recorded
did not have any material foreseeable losses in writing or otherwise, that the Parent
on long-term contracts including derivative Company or any of such subsidiaries shall,
contracts. directly or indirectly, lend or invest in
other persons or entities identified in any
(iii) There were no amount which were required
manner whatsoever by or on behalf of the
to be transferred, to the Investor Education
Funding Party (“Ultimate Beneficiaries”) or
and Protection Fund by the Parent and its
provide any guarantee, security or the like
subsidiary companies incorporated in India.
on behalf of the Ultimate Beneficiaries.
(iv) (a) The respective Managements of the Parent
B ased on the audit procedures that
(c)
and its subsidiaries which are companies
has been considered reasonable and
incorporated in India whose financial
appropriate in the circumstances
statements have been audited under the
performed by us and those performed by
Act have represented to us and the other
the auditors of the subsidiaries which are
auditors of such subsidiaries respectively
companies incorporated in India whose
that, to the best of their knowledge and
financial statements have been audited
belief, as disclosed in the notes to the
under the Act, nothing has come to our
accounts, no funds (which are material
or other auditor’s notice that has caused
either individually or in the aggregate) have
us or the other auditors to believe that
been advanced or loaned or invested (either
the representations under sub-clause (i)
from borrowed funds or share premium or
and (ii) of Rule 11(e), as provided under (a)
any other sources or kind of funds) by the
and (b) above, contain any material mis-
Parent or any of such subsidiaries to or in
statement.
any other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with (v) The Parent and its subsidiaries which are
the understanding, whether recorded in companies incorporated in India, whose
writing or otherwise, that the Intermediary financial statements have been audited under
shall, directly or indirectly lend or invest the Act, have not declared or paid any dividend
in other persons or entities identified in during the year and has not proposed final
any manner whatsoever by or on behalf dividend for the year.
of the Parent Company or any of such
subsidiaries (“Ultimate Beneficiaries”) or (vi) P roviso to Rule 3(1) of the Companies
provide any guarantee, security or the like (Accounts) Rules, 2014 for maintaining
on behalf of the Ultimate Beneficiaries. books of account using accounting software
132
Company Overview Statutory Reports Financial Statements: Consolidated
which has a feature of recording audit terms of Section 143(11) of the Act, according
trail (edit log) facility is applicable w.e.f. to the information and explanations given to us,
April 1, 2023 to the Parent and its subsidiaries and based on the CARO reports issued by us and
which are companies incorporated in India, the auditors of respective companies included in
and accordingly, reporting under Rule 11(g) of the consolidated financial statements to which
Companies (Audit and Auditors) Rules, 2014 reporting under CARO is applicable, as provided to
is not applicable for the financial year ended us by the Management of the Parent Company, we
March 31, 2023. report that there are no qualifications or adverse
remarks by the respective auditors in the CARO
2. With respect to the matters specified in clause reports of the said companies included in the
(xxi) of paragraph 3 and paragraph 4 of the consolidated financial statements except for the
Companies (Auditor’s Report) Order, 2020 (“CARO”/ following:
“the Order”) issued by the Central Government in
Sd/-
Vikas Khurana
(Partner)
Place: Gurugram (Membership No. 503760)
Date: May 22, 2023 UDIN: 23503760BGYDQA2211)
133
Company Overview Statutory Reports Financial Statements: Consolidated
Report on the Internal Financial and its nine subsidiary companies incorporated in
Controls with reference to consolidated India, based on our audit. We conducted our audit
in accordance with the Guidance Note on Audit of
financial statements under Clause (i) of
Internal Financial Controls Over Financial Reporting
Sub-section 3 of Section 143 of the (the “Guidance Note”) issued by the Institute of
Companies Act, 2013 (“the Act”) Chartered Accountants of India and the Standards
In conjunction with our audit of the consolidated on Auditing, prescribed under Section 143(10) of the
Ind AS financial statements of the Company as of Companies Act, 2013, to the extent applicable to an
and for the year ended March 31, 2023, we have audit of internal financial controls with reference to
audited the internal financial controls with reference consolidated financial statements. Those Standards
to consolidated financial statements of Zomato and the Guidance Note require that we comply with
Limited (hereinafter referred to as “Parent”) and its ethical requirements and plan and perform the audit
nine subsidiary companies, which are companies to obtain reasonable assurance about whether
incorporated in India, as of that date. adequate internal financial controls with reference
to consolidated financial statements was established
Management’s Responsibility for and maintained and if such controls operated
Internal Financial Controls effectively in all material respects.
The respective Board of Directors of the Parent and
Our audit involves performing procedures to
its nine subsidiary companies which are companies
obtain audit evidence about the adequacy of
incorporated in India, are responsible for establishing
the internal financial controls with reference to
and maintaining internal financial controls with
consolidated financial statements and their operating
reference to consolidated financial statements based
effectiveness. Our audit of internal financial controls
on the internal control with reference to consolidated
with reference to consolidated financial statements
financial statements criteria established by the
included obtaining an understanding of internal
respective Companies considering the essential
financial controls with reference to consolidated
components of internal control stated in the
financial statements, assessing the risk that a
Guidance Note on Audit of Internal Financial Controls
material weakness exists, and testing and evaluating
Over Financial Reporting issued by the Institute
the design and operating effectiveness of internal
of Chartered Accountants of India (ICAI). These
control based on the assessed risk. The procedures
responsibilities include the design, implementation
selected depend on the auditor’s judgement, including
and maintenance of adequate internal financial
the assessment of the risks of material misstatement
controls that were operating effectively for ensuring
of the financial statements, whether due to fraud
the orderly and efficient conduct of its business,
or error.
including adherence to the respective company’s
policies, the safeguarding of its assets, the prevention We believe that the audit evidence we have obtained
and detection of frauds and errors, the accuracy and and the audit evidence obtained by the other
completeness of the accounting records, and the auditors of the nine subsidiary companies which are
timely preparation of reliable financial information, companies incorporated in India, in terms of their
as required under the Companies Act, 2013. reports referred to in the Other Matters paragraph
below, is sufficient and appropriate to provide a basis
Auditor’s Responsibility for our audit opinion on the internal financial controls
Our responsibility is to express an opinion on with reference to consolidated financial statements
the internal financial controls with reference to of the Parent and its nine subsidiary companies which
consolidated financial statements of the Parent are companies incorporated in India.
134
Company Overview Statutory Reports Financial Statements: Consolidated
Sd/-
Vikas Khurana
(Partner)
Place: Gurugram (Membership No. 503760)
Date: May 22, 2023 UDIN: 23503760BGYDQA2211)
135
Company Overview Statutory Reports Financial Statements: Consolidated
Particulars Note As at As at
March 31, 2023 March 31, 2022
Assets
Non-current assets
Property, plant and equipment 3 2,085 509
Right-of-use asset 37 4,272 642
Capital work-in-progress 3 75 6
Goodwill 4 47,166 12,093
Other intangible assets 4 9,905 799
Financial assets
Investments 5 22,796 30,860
Other financial assets 11 18,942 52,191
Tax assets (net) 12 1,161 670
Other non-current assets 13 1,275 50
Total non-current assets 107,677 97,820
Current assets
Inventories 14 827 397
Financial assets
Investments 6 44,850 16,317
Trade receivables 7 4,569 1,599
Cash and cash equivalents 8 2,181 3,923
Other bank balances 9 7,987 11,832
Loans 10 4 3,750
Other financial assets 11 44,177 36,674
Other current assets 13 3,715 958
Total current assets 108,310 75,450
Equity
Equity share capital 15 (a) 8,364 7,643
Other equity 15 (b) 186,234 157,412
Equity attributable to equity shareholders of the parent 194,598 165,055
Non-controlling interests (66) (66)
Total equity 194,532 164,989
136
Company Overview Statutory Reports Financial Statements: Consolidated
Particulars Note As at As at
March 31, 2023 March 31, 2022
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 16 58 -
Lease liabilities 37 3,508 510
Other financial liabilities 18 48 -
Provisions 19 936 653
Deferred tax liabilities 40 2,495 -
Other non-current liabilities 20 - 3
Total non-current liabilities 7,045 1,166
Current liabilities
Financial liabilities
Borrowings 16 346 -
Lease liabilities 37 1,154 193
Trade payables 17
a. total outstanding dues of micro enterprises and small
91 67
enterprises
b. total outstanding dues of creditors other than micro
6,707 4,221
enterprises and small enterprises
Other financial liabilities 18 3,096 287
Provisions 19 259 185
Other current liabilities 21 2,757 2,162
Total current liabilities 14,410 7,115
Total liabilities 21,455 8,281
137
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Particulars Note For the year ended For the year ended
March 31, 2023 March 31, 2022
Income
Revenue from operations 22 70,794 41,924
Other income 23 6,815 4,949
Total income (I) 77,609 46,873
Expenses
Purchase of stock-in-trade 24 14,382 5,524
Changes in inventories of stock-in-trade 25 (430) (278)
Employee benefits expense 26 14,650 16,331
Finance costs 27 487 120
Depreciation and amortisation expenses 28 4,369 1,503
Other expenses 29 54,295 38,855
Total expenses (II) 87,753 62,055
138
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Particulars Note For the year ended For the year ended
March 31, 2023 March 31, 2022
Other comprehensive income / (loss) for the year
(985) 22
(XII = X+XI)
Total comprehensive (loss) for the year (XIII = IX+ XII) (10,695) (12,203)
The accompanying notes are an integral part of the consolidated financial statements.
As per our report of even date attached
For Deloitte Haskins & Sells For and on behalf of the Board of Directors of
Firm registration number: 015125N Zomato Limited
Chartered Accountants
Sd/- Sd/- Sd/-
Vikas Khurana Deepinder Goyal Kaushik Dutta
Partner (Managing Director and (Director)
Membership No. 503760 Chief Executive Officer) (DIN-03328890)
(DIN-02613583)
Place: Gurugram Place: New Delhi
Date: May 22, 2023 Date: May 19, 2023
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
139
Consolidated Statement of Change in Equity
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
paid
As at April 01, 2021 351,477 0 41,766 0 309,711 0
Add: shares issued during the year 1,184,210,526 1,184 - - 1,184,210,526 1,184
Add: shares issued on conversion of CCCPS / CCPS 4,306,073,250 4,306 - - 4,306,073,250 4,306
Add : bonus shares issued during the year (refer note 2,381,293,530 2,381 279,790,434 280 2,101,503,096 2,102
15(a)(d))
Add: shares issued on exercise of employee stock options 3,993 0 - - 3,993 0
Less: shares issued by ESOP Trust on exercise of - - (50,840,002) (51) 50,840,002 51
employee stock options
As at March 31, 2022 7,871,932,776 7,872 228,992,198 229 7,642,940,578 7,643
140
Financial Statements: Consolidated
Consolidated Statement of Change in Equity (Contd.)
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
B. Other equity
For the year ended March 31, 2023 (INR million)
Description Attributable to the equity holders of the Parent Non-controlling Total
interests Equity
Reserves and Surplus Items of Other Comprehensive Income
As at April 01, 2022 26 11,253 212,919 (67,286) 229 96 - 175 (66) 157,346
Loss for the year - - - (9,713) - - - - 3 (9,710)
Remeasurements of the defined
Company Overview
- - - - - - - 39 - 39
benefit plans
Other comprehensive income / (loss) - - - - - (1,113) 1 - - (1,112)
Exchange differences on translation
- - - - - - - 91 (3) 88
of foreign operations
Total comprehensive income/ (loss) - - - (9,713) - (1,113) 1 130 - (10,695)
Add: transfer to retained earnings
- - - - - 1,753 - - - 1,753
(refer note 38)
Add: transfer from share-based
payment reserve on exercise of - - - 3,598 - - - - - 3,598
employee stock options
Statutory Reports
141
Financial Statements: Consolidated
Consolidated Statement of Change in Equity (Contd.)
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
B. Other equity
For the year ended March 31, 2022 (INR million)
Description Attributable to the equity holders of the Parent Non-controlling Total
interests Equity
Reserves and Surplus Items of Other Comprehensive Income
142
Financial Statements: Consolidated
Consolidated Statement of Change in Equity (Contd.)
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Description Attributable to the equity holders of the Parent Non-controlling Total
interests Equity
Reserves and Surplus Items of Other Comprehensive Income
As at March 31, 2022 26 11,253 212,919 (67,286) 229 96 - 175 (66) 157,346
The accompanying notes are an integral part of the consolidated financial statements.
143
Financial Statements: Consolidated
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
144
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
145
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
The accompanying notes are an integral part of the consolidated financial statements.
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
146
Company Overview Statutory Reports Financial Statements: Consolidated
147
Company Overview Statutory Reports Financial Statements: Consolidated
148
Company Overview Statutory Reports Financial Statements: Consolidated
a deficit balance. When necessary, adjustments and the disclosure of contingent liabilities, at the
are made to the statements of subsidiaries to bring end of the reporting year. Although these estimates
their accounting policies into line with the Group’s are based on the management’s best knowledge
accounting policies. All intra-group assets and of current events and actions, uncertainty about
liabilities, equity, income, expenses and cash flows these assumptions and estimates could result in
relating to transactions between members of the the outcomes requiring a material adjustment to
Group are eliminated in full on consolidation. the carrying amounts of assets or liabilities in future
years.
change in the ownership interest of a subsidiary,
A
without a loss of control, is accounted for as an The estimates and underlying assumptions are
equity transaction. If the Group loses control over a reviewed on an ongoing basis. Revisions to accounting
subsidiary, it: estimates are recognised in the year in which the
i) Derecognises the assets (including goodwill) and estimate is revised if the revision affects only that
liabilities of the subsidiary; year, or in the year of the revision and future years
if the revision affects both current and future years.
ii) Derecognises the carrying amount of any non-
controlling interests; I n particular, information about the significant areas
of estimation, uncertainty and critical judgements
iii)
Derecognises the cumulative translation in applying accounting policies that have the most
differences recorded in equity;
significant effect on the amounts recognised in the
iv) Recognises the fair value of the consideration consolidated financial statements are disclosed in
received; note no 2.4.
v) Recognises the fair value of any investment b) Business combination and goodwill
retained; usiness combinations are accounted for using the
B
acquisition method or pooling of interest method.
vi) Recognises any surplus or deficit in profit and
loss; Acquisition Method
vii) Reclassifies the parent’s share of components T he cost of an acquisition is measured as the
previously recognised in OCI to profit and loss or aggregate of the consideration transferred measured
retained earnings, as appropriate, as would be at acquisition date fair value and the amount of any
required if the Group had directly disposed of the non-controlling interests in the acquiree. For each
related assets or liabilities. business combination, the Group elects whether to
measure the non-controlling interests in the acquiree
2.3 Summary of significant accounting at fair value or at the proportionate share of the
policies acquiree’s identifiable net assets. Acquisition-related
costs are expensed as incurred.
a) Use of estimates
The preparation of the consolidated financial t the acquisition date, the identifiable assets
A
statements in conformity with the principles of Ind acquired and the liabilities assumed are recognised
AS requires the management to make judgements, at their acquisition date fair values. For this purpose,
estimates and assumptions that effect the reported the liabilities assumed include contingent liabilities
amounts of revenues, expenses, assets and liabilities representing present obligation and they are
149
Company Overview Statutory Reports Financial Statements: Consolidated
measured at their acquisition fair values irrespective combinations which are not under common control
of the fact that outflow of resources embodying and those under common control.
economic benefits is not probable. However, the
following assets and liabilities acquired in a business B usiness combinations involving entities or
combination are measured at the basis indicated businesses under common control shall be accounted
below: for using the pooling of interest method.
i)
Deferred tax assets or liabilities, and the he pooling of interest method is considered to
T
assets or liabilities related to employee benefit involve the following:
arrangements are recognised and measured in
i) The assets and liabilities of the combining entities
accordance with Ind AS 12, Income Tax and Ind
are reflected at their carrying amounts.
AS 19, Employee Benefits respectively.
ii) No adjustments are made to reflect fair values or
ii) Liabilities or equity instruments related to share
recognize any new assets or liabilities. The only
based payment arrangements of the acquiree
adjustments that are made are to harmonies
or share – based payments arrangements of
accounting policies.
the Group entered into to replace share-based
payment arrangements of the acquiree are iii) The financial information in respect of prior years
measured in accordance with Ind AS 102, Share- should be restated as if the business combination
based Payments at the acquisition date. had occurred from the beginning of the preceding
year in the consolidated financial statements,
iii) Assets (or disposal groups) that are classified as irrespective of the actual date of the business
held for sale in accordance with Ind AS 105, Non- combination.
current Assets Held for Sale and Discontinued
Operations are measured in accordance with that iv) The identity of the reserves has been preserved
standard. and appear in the financial information of the
transferee in the same form in which they
iv)
Reacquired rights are measured at a value appeared in the financial information of the
determined on the basis of the remaining transferor.
contractual term of the related contract. Such
valuation does not consider potential renewal of v) The difference, if any, between the consideration
the reacquired right. and the amount of share capital of the acquired
entity is transferred to capital reserve.
When the Group acquires a business, it assesses the
financial assets and liabilities assumed for appropriate I f the business combination is achieved in stages, any
classification and designation in accordance with previously held equity interest is re-measured at its
the contractual terms, economic circumstances and acquisition date fair value and any resulting gain or
pertinent conditions as at the acquisition date. This loss is recognised in consolidated statement of profit
includes the separation of embedded derivatives in and loss or OCI, as appropriate.
host contracts by the acquiree.
Any contingent consideration to be transferred by the
Pooling of interest method acquirer is recognised at fair value at the acquisition
Ind AS 103, Business Combinations, prescribes date. Contingent consideration classified as an asset
significantly different accounting for business or liability that is a financial instrument and within
150
Company Overview Statutory Reports Financial Statements: Consolidated
the scope of Ind AS 109, Financial Instruments, is may be impaired. For the business which are similar
measured at fair value with changes in fair value in nature for the purpose of impairment testing of
recognised in the consolidated statement of profit goodwill, the group considers such businesses as one
and loss. If the contingent consideration is not within cash generating unit.
the scope of Ind AS 109, it is measured in accordance
with the appropriate Ind AS and shall be recognised If the recoverable amount of the cash generating
in the consolidated financial statements. Contingent unit is less than its carrying amount, the impairment
consideration that is classified as equity is not loss is allocated first to reduce the carrying amount
re-measured at subsequent reporting dates and of any goodwill allocated to the unit and then to the
subsequently its settlement is accounted for within other assets of the unit pro rata based on the carrying
equity. amount of each asset in the unit.
151
Company Overview Statutory Reports Financial Statements: Consolidated
Investment in associates and joint ventures or joint venture are eliminated to the extent of the
Associate interest in the associate or joint venture.
An associate is an entity over which the Group has
significant influence. Significant influence is the If an entity’s share of losses of an associate or joint
power to participate in the financial and operating venture equals or exceeds its interest in the associate
policy decisions of the investee but is not control or or joint venture (which includes any long term
joint control over those policies. interest that, in substance, form part of the Group’s
net investment in the associate or joint venture),
Joint Venture the entity discontinues recognising its share of
A joint venture is a type of joint arrangement whereby further losses. Additional losses are recognised only
the parties that have joint control of the arrangement to the extent that the Group has incurred legal or
have rights to the net assets of the joint venture. Joint constructive obligations or made payments on behalf
control is the contractually agreed sharing of control of the associate or joint venture. If the associate or
of an arrangement, which exists only when decisions joint venture subsequently reports profits, the entity
about the relevant activities require unanimous resumes recognising its share of those profits only
consent of the parties sharing control. after its share of the profits equals the share of losses
not recognised.
he considerations made in determining whether
T
significant influence or joint control are similar The aggregate of the Group’s share of profit and loss
of an associate and a joint venture is shown on the
to those necessary to determine control over the
face of the consolidated statement of profit and loss.
subsidiaries.
he financial statements of the associate or joint
T
he Group’s investments in its associates or joint
T
venture are prepared for the same reporting year as
venture are accounted for using the equity method.
the Group. When necessary, adjustments are made
Under the equity method, the investment in a joint
to bring the accounting policies in line with those of
venture is initially recognised at cost. The carrying
the Group.
amount of the investment is adjusted to recognise
changes in the Group’s share of net assets of the fter application of the equity method, the Group
A
associates or joint venture since the acquisition date. determines whether it is necessary to recognise an
Goodwill relating to the associate or joint venture is impairment loss on its investment in its associate
included in the carrying amount of the investment and or joint venture. At each reporting date, the Group
is not tested for impairment individually. determines whether there is objective evidence
that the investment in the associate or joint
he consolidated statement of profit and loss reflects
T venture is impaired. If there is such evidence, the
the Group’s share of the results of operations of Group calculates the amount of impairment as the
the associate or joint venture. Any change in OCI of difference between the recoverable amount of the
those investees is presented as part of the Group’s associate or joint venture and its carrying value,
OCI. In addition, when there has been a change and then recognises the loss as ‘Share of profit of
recognised directly in the equity of the joint venture, an associate or joint venture’ in the consolidated
the Group recognises its share of any changes, when statement of profit and loss.
applicable, in the consolidated statement of changes
in equity. Unrealised gains and losses resulting from Upon loss of significant influence over associate
transactions between the Group and associate, or joint control over the joint venture, the Group
152
Company Overview Statutory Reports Financial Statements: Consolidated
measures and recognises any retained investment he operating cycle is the time between the acquisition
T
at its fair value. Any difference between the carrying of assets for processing and their realisation in cash
amount of the associate or joint venture upon loss and cash equivalents. The group has identified twelve
of significant influence or joint control and the fair months as its operating cycle.
value of the retained investment and proceeds from
disposal is recognised in the consolidated statement d) Foreign currencies
of profit and loss. he Group’s consolidated financial statements
T
are presented in INR, which is also the Parent
c) Current versus non- current classification Company’s functional currency. For each entity,
he Group presents assets and liabilities in the
T the Group determines the functional currency and
consolidated statement of assets and liabilities based items included in the statements of each entity are
on current/ non-current classification. An asset is measured using that functional currency. Functional
treated as current when it is: currency is the currency of the primary economic
environment in which the entities forming part of
i) Expected to be realised or intended to be sold or Group operates and is normally the currency in which
consumed in normal operating cycle; the entities forming part of Group primarily generates
and expends cash. The Group uses the direct method
ii) Held primarily for the purpose of trading; of Consolidation and on disposal of foreign operations
the Gain or Loss that is reclassified to consolidated
iii) It is expected to be realised within twelve months
statement of profit or loss reflect the amount that
after the reporting year; or
arises from using this method.
iv) Cash or cash equivalent unless restricted from
Transactions and balances
being exchanged or used to settle a liability for at
Transactions in foreign currencies are initially
least twelve months after the reporting year.
recorded by the Group’s entities at their respective
functional currency spot rates at the date the
All other assets are classified as non-current.
transaction first qualifies for recognition. However,
A liability is current when: for practical reasons, the Group uses an average rate
if the average approximates the exchange rates at the
i) It is expected to be settled in normal operating date of the transaction.
cycle;
onetary assets and liabilities denominated in foreign
M
ii) Held primarily for the purpose of trading; currencies are translated at the functional currency
spot rates of exchange at the reporting date.
iii) It is due to be settled within twelve months after
the reporting year; or xchange differences arising on settlement or
E
translation of monetary items are recognised in
iv) There is no unconditional right to defer the consolidated statement of profit and loss with the
settlement of the liability for at least twelve exception of the following:
months after the reporting year.
i) In the consolidated financial statements that
he Group classifies all other liabilities as non-current.
T include the foreign operation and the reporting
Deferred tax assets and liabilities are classified as entity (e.g., consolidated financial statements
non-current assets and liabilities. when the foreign operation is a subsidiary), such
153
Company Overview Statutory Reports Financial Statements: Consolidated
exchange differences are recognised initially in Fair value is the price that would be received to sell
OCI. These exchange differences are reclassified an asset or paid to transfer a liability in an orderly
from equity to profit and loss on disposal of the transaction between market participants at the
net investment. measurement date. The fair value measurement is
based on the presumption that the transaction to sell
ii) Tax charges and credits attributable to exchange the asset or transfer the liability takes place either:
differences on those monetary items are also
recorded in OCI. i) In the principal market for the asset or liability; or
154
Company Overview Statutory Reports Financial Statements: Consolidated
ii) Level 2 — Valuation techniques for which the This note summarises accounting policy for fair value.
lowest level input that is significant to the fair Other fair value related disclosures are given in the
value measurement is directly or indirectly relevant notes.
observable.
f) Property, plant and equipment
iii) Level 3 — Valuation techniques for which the roperty, plant and equipment are stated at cost,
P
lowest level input that is significant to the fair less accumulated depreciation and accumulated
value measurement is unobservable.
impairment loss, if any.
or assets and liabilities that are recognised in the
F
uch cost includes the cost of replacing part of
S
consolidated financial statements on a recurring
the plant and equipment. When significant parts of
basis, the Group determines whether transfers have
occurred between levels in the hierarchy by re- plant and equipment are required to be replaced at
assessing categorisation (based on the lowest level intervals, the Group depreciates them separately
input that is significant to the fair value measurement based on their specific useful lives. Likewise, when a
as a whole) at the end of each reporting year. major inspection is performed, its cost is recognised
in the carrying amount of the plant and equipment
xternal valuers are involved for valuation of
E as a replacement if the recognition criteria are
significant assets and liabilities. Involvement of satisfied. All other repair and maintenance costs are
external valuers is decided on the basis of nature recognised in consolidated statement of profit and
of transaction and complexity involved. Selection
loss as incurred.
criteria include market knowledge, reputation,
independence and whether professional standards apital work in progress is stated at cost, net of
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are maintained. accumulated impairment loss, if any.
t each reporting date, the finance team analyses
A
Depreciation on all property plant and equipment
the movements in the values of assets and liabilities
are provided on a straight-line method based on the
which are required to be remeasured or re-assessed
estimated useful life of the asset, which is as follows:
as per the Group’s accounting policies. For this
analysis, the team verifies the major inputs applied
in the latest valuation by agreeing the information Property, plant and Useful Useful lives
equipment lives as per estimated by
in the valuation computation to contracts and
Schedule II management
other relevant documents. A change in fair value of
Air Conditioner 5 years 1-5 years
assets and liabilities is also compared with relevant
external sources to determine whether the change Electrical
5 years 1-5 years
Equipment
is reasonable.
Furniture & Fittings 10 years 1-5 years
or the purpose of fair value disclosures, the Group
F Computers 3 years 1-3 years
has determined classes of assets and liabilities on Plant and Machinery 15 years 1 to 10 years
the basis of the nature, characteristics and risks of Motor Vehicles 8 years 5-8 years
the asset or liability and the level of the fair value Telephone
5 years 2 years
hierarchy as explained above. Instruments
155
Company Overview Statutory Reports Financial Statements: Consolidated
I mprovements to leasehold buildings not owned by the ollowing initial recognition, intangible assets are
F
Group are amortized over the lease year or estimated carried at cost less any accumulated amortisation and
useful life of such improvements, whichever is lower. accumulated impairment losses. Internally generated
intangibles, excluding capitalised development costs,
he management has estimated the useful lives and
T are not capitalised and the related expenditure is
residual values of all property, plant and equipment reflected in consolidated statement of profit and loss
and adopted useful lives based on management’s in the year in which the expenditure is incurred.
technical assessment of their respective economic
useful lives. The residual values, useful lives and he useful lives of intangible assets are assessed as
T
methods of depreciation of property, plant and either finite or indefinite.
equipment are reviewed at each financial year end Intangible assets (other than those acquired in
and adjusted prospectively, if appropriate. business combination) with finite lives are amortised
on a straight-line basis over the estimated useful
epreciation on the assets purchased during the
D
economic life being 1-3 years. All intangible assets
year is provided on pro-rata basis from the date of
(other than goodwill) are assessed for impairment
purchase of the assets. Individual assets costing
whenever there is an indication that the intangible
less than INR 5,000 are fully depreciated in the year asset may be impaired. The amortisation year and
of purchase. the amortisation method for an intangible asset
with a finite useful life are reviewed at least at the
n item of property, plant and equipment and any
A
end of each reporting year. Changes in the expected
significant part initially recognised is derecognised
useful life or the expected pattern of consumption
upon disposal or when no future economic benefits
of future economic benefits embodied in the asset
are expected from its use or disposal. Any gain or loss
are considered to modify the amortisation year or
arising on derecognition of the asset (calculated as
method, as appropriate, and are treated as changes in
the difference between the net disposal proceeds
accounting estimates. The amortisation expense on
and the carrying amount of the asset) is included in
intangible assets with finite lives is recognised in the
the consolidated statement of profit and loss when
consolidated statement of profit and loss unless such
the asset is derecognised.
expenditure forms part of carrying value of another
asset.
g) Goodwill and intangible assets
oodwill represents the cost of acquired business as
G n intangible asset is derecognised upon disposal
A
established at the date of acquisition of the business (i.e., at the date the recipient obtains control) or
in excess of the acquirer’s interest in the net fair value when no future economic benefits are expected from
of the identifiable assets, liabilities and contingent its use or disposal. Any gains or losses arising from
liabilities less accumulated impairment losses, if any. derecognition of an intangible asset are measured as
Goodwill is tested for impairment annually or when the difference between the net disposal proceeds and
events or circumstances indicate that the implied fair the carrying amount of the asset and are recognised
value of goodwill is less than the carrying amount. in the consolidated statement of profit and loss when
the asset is derecognised.
Intangible assets acquired separately are measured
on initial recognition at cost. The cost of intangible Intangible assets acquired in business combination,
assets acquired in a business combination is their fair include brand, consumer contracts and relationship,
value at the date of acquisition. technology platform, content review, trademarks
156
Company Overview Statutory Reports Financial Statements: Consolidated
and non-compete which are amortised on a straight- the commencement date less any lease incentives
line basis over their estimated useful life which is as received. Right-of-use assets are depreciated on a
follows: straight-line basis over the shorter of the lease term
and the estimated useful lives of the assets. The
Nature of assets Life
company has lease contracts for office premises
Brand 2-5 years having a lease term ranging from 1 to 9 years.
Customer contracts and relationship 1-10 years
Distribution network 5 years If ownership of the leased asset transfers to the
Technology platform 5 years Group at the end of the lease term or the cost reflects
Content/ reviews 5 years the exercise of a purchase option, depreciation is
Trademarks 5 years calculated using the estimated useful life of the asset.
Restaurant listing platform 6 years
Non-Compete 3-5 years he right-of-use assets are also subject to
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Domain 3 years impairment. Refer to the accounting policies in
section (s) Impairment of non-financial assets.
The amortisation year and method are reviewed
at least at each financial year end. If the expected ii) Lease liabilities
useful life of the asset is significantly different from t the commencement date of the lease, the Group
A
previous estimates, the amortisation year is changed recognises lease liabilities measured at the present
accordingly. value of lease payments to be made over the lease
h) Leases term. The lease payments include fixed payments
he Group assesses at contract inception whether
T (including in substance fixed payments) less any lease
a contract is, or contains, a lease i.e, if the contract incentives receivable, variable lease payments that
conveys the right to control the use of an identified depend on an index or a rate, and amounts expected
asset for a year of time in exchange for consideration. to be paid under residual value guarantees. The lease
payments also include the exercise price of a purchase
Group as a lessee option reasonably certain to be exercised by the
The Group applies a single recognition and Group and payments of penalties for terminating the
measurement approach for all leases, except for lease, if the lease term reflects the Group exercising
short-term leases and leases of low-value assets. the option to terminate. Variable lease payments that
The Group recognises lease liabilities to make lease do not depend on an index or a rate are recognised
payments and right-of-use assets representing the as expenses (unless they are incurred to produce
right to use the underlying assets. inventories) in the year in which the event or condition
i) Right of use assets that triggers the payment occurs.
The Group recognises right-of-use assets at the
In calculating the present value of lease payments,
commencement date of the lease (i.e., the date the
the Group uses its incremental borrowing rate at the
underlying asset is available for use). Right-of-use
lease commencement date because the interest
assets are measured at cost, less any accumulated
rate implicit in the lease is not readily determinable.
depreciation and accumulated impairment losses,
After the commencement date, the amount of lease
and adjusted for any remeasurement of lease
liabilities is increased to reflect the accretion of
liabilities. The cost of right-of-use assets includes the
interest and reduced for the lease payments made.
amount of lease liabilities recognised, initial direct
In addition, the carrying amount of lease liabilities
costs incurred, and lease payments made at or before
is remeasured if there is a modification, a change in
157
Company Overview Statutory Reports Financial Statements: Consolidated
the lease term, a change in the lease payments (e.g. government authorities and variable consideration on
changes to future payments resulting from a change account of various discounts and schemes offered
in an index or rate used to determine such lease by the Group. The transaction price is an amount
payments) or a change in the assessment of an option of consideration to which the entity expects to
to purchase the underlying asset. be entitled in exchange for transferring promised
goods or services. Consideration includes goods or
iii) Short term leases and lease of low value assets services contributed by the customer, as non-cash
The Group applies the short-term lease recognition consideration, over which Group has control.
exemption to its short-term leases of machinery and
equipment (i.e., those leases that have a lease term of Where performance obligation is satisfied over time,
12 months or less from the commencement date and Group recognizes revenue over the contract period.
do not contain a purchase option). It also applies the Where performance obligation is satisfied at a point
lease of low-value assets recognition exemption to in time, Group recognizes revenue when customer
leases of office equipment that are considered to be obtains control of promised goods and services in
low value. Lease payments on short-term leases and the contract.
leases of low-value assets are recognised as expense
on a straight-line basis over the lease term. Revenue is recognized net of any taxes collected
from customers, which are remitted to governmental
i) Inventories authorities.
raded goods are valued at lower of cost and net
T
realisable value. Cost is determined on first in first evenue from Platform services and transactions
R
out basis. Inventory cost includes purchase price The Group operates as an internet portals connecting
and other directly attributable costs (such as taxes the Users, Restaurant Partners/ third party
other than those subsequently recovered from the merchants and the Delivery Partners. The Group has
tax authorities), freight inward and other related separate contractual arrangement with the User,
incidental expenses incurred in bringing the inventory Restaurant Partners/ third party merchants and the
to its present condition and location. Delivery Partners respectively which specify the
rights and obligations of each parties. A user initiates
et realisable value is the estimated selling price in
N the transaction which requires acceptance from
the ordinary course of business less estimated cost the Restaurant partner/ third party merchants and
necessary to make the sale. Delivery Partner. The acceptance of the transaction,
combined with the contractual agreement creates
j) Revenue recognition enforceable rights and obligations for each parties.
he Group generates revenue from online food delivery
T
transactions, online delivery of goods, warehousing Identification of customer
services, advertisements, subscriptions, sale of T he Group considers a party to be a customer
traded goods and other platform services. if a) it is providing any services to the party and
b) is receiving any consideration from the party. Based
evenue towards satisfaction of a performance
R on the contractual arrangement, the Restaurant
obligation is measured at the amount of transaction Partners/third party merchants are considered as
price (net of variable consideration) allocated towards customers.
that performance obligation. The transaction price
of goods sold and services rendered is net of any I n case of end user, the Group has entered in two type
taxes collected from customers, which is remitted to of arrangement :
158
Company Overview Statutory Reports Financial Statements: Consolidated
i) The users are considered customers in limited merchants for the services provided by the Group, as
circumstances when a specific service fee is the Group is not providing the goods and services of
charged to the user; and Restaurant partner/ third party merchants. In case
where Group has considered the users as a customer,
ii) The users are considered as customers where the incentives paid to users are netted off in revenue
Group, is responsible for delivery of goods to the against the amount charged from the users.
end users.
Revenue recognition
Principal vs Agent Consideration Revenue is recognised on completion of delivery or on
T he Group considers itself as a principal in an users visit to the restaurant. Revenue is recognized
arrangement when it controls the goods or service net of any taxes collected from customers, which are
provided. remitted to governmental authorities.
or majority of its transactions, the Group has
F
evenue recognition for other revenue streams is as
R
concluded that it does not control the good or service
follows:
provided by the restaurant and accordingly the Group
presents the commission from its restaurant partner/ Advertisement revenue
third party merchants as revenue. Advertisement revenue is derived principally from
the sale of online advertisements which is usually
In respect of transaction with delivery partners, the
run over a contracted year of time. The revenue
Group has entered two type of arrangements:
from advertisements is thus recognised over this
i) Where, the Group has netted off the delivery contract year as the performance obligation is met
charges received from the users with the delivery over the contract year. There are some contracts
charges paid to the delivery partner and recorded where in addition to the contract year, the Group
net delivery charges as expense. assures certain “clicks” (which are generated each
time viewers on our platform clicks through the
ii)
W here, the Group has concluded that it advertiser’s advertisement on the platform) to the
control the delivery service provided by the advertisers. In these cases, the revenue is recognised
delivery partner, the Group recognized the when both the conditions of time year and number of
delivery fees received from the end user clicks assured are met.
as revenue.
Subscription revenue
Incentives Revenues from subscription contracts are recognized
he Group provides various types of incentives to the
T over the subscription year on systematic basis in
users to promote the transactions on its platform. accordance with terms of agreement entered into
with customer.
In most of the cases Group is not responsible for
services to the user or does not receive consideration Sign-up revenue
from the user. In such cases, the Group does not T he Group receives a sign-up amount from its
consider the user as a customer and hence the restaurant partners and delivery partners. These
incentives paid to users are recorded as expenses. are recognised on receipt or over a year of time in
Further, the Group does not consider user as a accordance with terms of agreement entered into
customer of the restaurant partner/ third party with such relevant partner.
159
Company Overview Statutory Reports Financial Statements: Consolidated
160
Company Overview Statutory Reports Financial Statements: Consolidated
an expense, when an employee renders the related ii) The date that the Group recognises related
service. If the contribution payable to the scheme restructuring costs.
for service received before the balance sheet date
et interest is calculated by applying the discount
N
exceeds the contribution already paid, the deficit
rate to the net defined benefit liability. The Group
payable to the scheme is recognized as a liability
recognises the following changes in the net defined
after deducting the contribution already paid. If the
benefit obligation as an expense in the consolidated
contribution already paid exceeds the contribution statement of profit and loss:
due for services received before the balance sheet
date, then excess is recognized as an asset to the i)
Service costs comprising current service
extent that the pre-payment will lead to, for example, costs, past-service costs, gains and losses on
a reduction in future payment or a cash refund. curtailments and non-routine settlements; and
In case of other foreign subsidiary companies and ii) Net interest expense.
foreign branches, contributions are made as per
Compensated Absences
the respective country laws and regulations. The
The liabilities for leaves which are not expected to
same is charged to consolidated statement of profit
be settled wholly within 12 months after the end of
and loss. There is no obligation beyond the Group’s the year in which the employees render the related
contribution. service. They are therefore measured as the present
value of expected future payments to be made in
The group operates a defined benefit gratuity plan in
respect of services provided by employees up to
India and United Arab Emirates. the end of the reporting year by actuaries using
the projected unit credit method. The benefits are
The cost of providing benefits under the defined
discounted using the market yields at the end of the
benefit plan is determined using the projected unit
reporting year that have terms approximating to the
credit method. terms of the related obligation. Remeasurements
as a result of experience adjustments and changes
emeasurements, comprising of actuarial gains and
R
in actuarial assumptions are recognised in other
losses, excluding amounts included in net interest
comprehensive income/loss.
on the net defined benefit liability are recognised
immediately in the consolidated statement of assets l) Taxes
and liabilities with a corresponding debit or credit to Current income tax
retained earnings through OCI in the year in which Current income tax assets and liabilities are measured
they occur. Remeasurements are not reclassified at the amount expected to be recovered from or paid
to consolidated statement of profit and loss in to the taxation authorities. The tax rates and tax
subsequent years. laws used to compute the amount are those that are
enacted or substantively enacted, at the reporting
ast service costs are recognised in the consolidated
P date in the countries where the Group operates and
profit and loss on the earlier of: generates taxable income.
i) The date of the plan amendment or curtailment; urrent income tax relating to items recognised
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and outside consolidated profit and loss is recognised
161
Company Overview Statutory Reports Financial Statements: Consolidated
outside consolidated profit and loss (either in other forward of unused tax credits and unused tax losses
comprehensive income or in equity). Current tax can be utilised, except:
items are recognised in correlation to the underlying
transaction either in OCI or directly in equity. i) When the deferred tax asset relating to the
Management yearly evaluates positions taken in deductible temporary difference arises from
the tax returns with respect to situations in which the initial recognition of an asset or liability in a
applicable tax regulations are subject to interpretation transaction that is not a business combination
and establishes provisions where appropriate. and, at the time of the transaction, affects neither
the accounting profit nor taxable profit and loss.
Advance taxes and provisions for current income
taxes are presented in the consolidated statement ii) In respect of deductible temporary differences
of assets and liabilities after off-setting advance tax associated with investments in subsidiaries,
paid and income tax provision arising in the same tax associates and interests in joint ventures,
jurisdiction and where the relevant tax paying units
deferred tax assets are recognised only to the
intends to settle the asset and liability on a net basis.
extent that it is probable that the temporary
Deferred taxes differences will reverse in the foreseeable future
Deferred tax is provided using the liability method and taxable profit will be available against which
on temporary differences between the tax bases of the temporary differences can be utilized.
assets and liabilities and their carrying amounts for
financial reporting purposes at the reporting date. he carrying amount of deferred tax assets is reviewed
T
at each reporting date and reduced to the extent that
eferred tax liabilities are recognised for all taxable
D it is no longer probable that sufficient taxable profit
temporary differences, except: will be available to allow all or part of the deferred
tax asset to be utilised. Unrecognised deferred tax
i) When the deferred tax liability arises from the
assets are re-assessed at each reporting date and are
initial recognition of goodwill or an asset or liability
recognised to the extent that it has become probable
in a transaction that is not a business combination
and, at the time of the transaction, affects neither that future taxable profits will allow the deferred tax
the accounting profit nor taxable profit and loss. asset to be recovered.
ii) In respect of taxable temporary differences eferred tax assets and liabilities are measured at the
D
associated with investments in subsidiaries, tax rates that are expected to apply in the year when
associates and interests in joint ventures, when the asset is realised or the liability is settled, based
the timing of the reversal of the temporary on tax rates (and tax laws) that have been enacted or
differences can be controlled and it is probable substantively enacted at the reporting date.
that the temporary differences will not reverse
in the foreseeable future. eferred tax relating to items recognised outside
D
consolidated statement of profit and loss is
eferred tax assets are recognised for all deductible
D recognised outside consolidated statement of profit
temporary differences, the carry forward of unused
and loss (either in other comprehensive income
tax credits and any unused tax losses. Deferred tax
or in equity). Deferred tax items are recognised in
assets are recognised to the extent that it is probable
correlation to the underlying transaction either in OCI
that taxable profit will be available against which the
deductible temporary differences, and the carry or directly in equity.
162
Company Overview Statutory Reports Financial Statements: Consolidated
Deferred tax assets and deferred tax liabilities are offset are reflected in the fair value of an award and lead to
if a legally enforceable right exists to set off current tax an immediate expensing of an award unless there are
assets against current tax liabilities and the deferred also service and /or performance conditions.
taxes relate to the same taxable entity and the same
taxation authority. No expense is recognised for awards that do not
ultimately vest because non-market performance
m) Share based payments and / or service conditions have not been met. Where
mployees (including senior executives) of the Group
E awards include a market or non-vesting condition,
receive remuneration in the form of share-based the transactions are treated as vested irrespective
payments, whereby employees render services as of whether the market or non-vesting condition is
consideration for equity instruments (equity-settled satisfied, provided that all other performance and/or
transactions).
service conditions are satisfied.
he cost of equity-settled transactions
T
hen the terms of an equity-settled award are
W
is determined by the fair value at the date
modified, the minimum expense recognised is the
when the grant is made using an appropriate
expense had the terms had not been modified, if the
valuation model.
original terms of the award are met. An additional
hat cost is recognised, together with a corresponding
T expense is recognised for any modification that
increase in share-based payment (SBP) reserves in increases the total fair value of the share-based
equity, over the year in which the performance and / payment transaction or is otherwise beneficial to the
or service conditions are fulfilled in employee benefits employee as measured at the date of modification.
expense. The cumulative expense recognised for
equity-settled transactions at each reporting date For cancelled options, the payment made to the
until the vesting date reflects the extent to which employee shall be accounted for as a deduction
the vesting year has expired and the Group’s best from equity, except to the extent that the payment
estimate of the number of equity instruments that exceeds the fair value of the equity instruments of
will ultimately vest. The expense or credit in the the Company, measured at the cancellation date. Any
consolidated statement of profit and loss for a year such excess from the fair value of equity instrument
represents the movement in cumulative expense shall be recognised as an expense.
recognised as at the beginning and end of that year
and is recognised in employee benefits expense. he dilutive effect of outstanding options is reflected
T
as additional share dilution in the computation of
ervice and non-market performance conditions are
S diluted earnings per share.
not taken into account when determining the grant
date fair value of awards, but the likelihood of the n) Segment reporting
conditions being met is assessed as part of the Group’s perating segments are defined as components of
O
best estimate of the number of equity instruments that an enterprise for which discrete financial information
will ultimately vest. Market performance conditions is available that is evaluated regularly by the chief
are reflected within the grant date fair value. Any operating decision maker, in deciding how to allocate
other conditions attached to an award, but without resources and assessing performance. The Group’s
an associated service requirement, are considered chief operating decision maker (CODM) is the Chief
to be non-vesting conditions. Non-vesting conditions Executive Officer and Managing Director.
163
Company Overview Statutory Reports Financial Statements: Consolidated
The Group has identified business segments as shares and compulsorily convertible preference
reportable segments. The business segments shares outstanding during the year.
comprise:
or the purpose of calculating diluted earnings
F
i) India food ordering and delivery per share, the net profit and loss for the year
attributable to equity shareholders of the Parent
ii) Hyperpure supplies (B2B business) Company and the weighted average number
iii) Quick commerce business of shares outstanding during the year are
adjusted for the effects of all dilutive potential
iv) All other segments (residual)
equity shares.
I ndia food ordering and delivery is the online platform
p) Treasury shares
through which the Group facilitate food ordering and
he group has created an Employee Benefit Trust
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delivery of the food items by connecting the end
(EBT). The group uses EBT as a vehicle for distributing
users, restaurant partners and delivery personnel.
shares to employees under the employee stock option
yperpure is our farm-to-fork supplies offering for
H schemes. The group treats EBT as its extension and
restaurants in India and sale of items to businesses shares held by EBT are treated as treasury shares.
for onward sales.
wn equity instruments that are held by the trust
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uick commerce business is the quick commerce
Q are recognised at cost and deducted from equity. No
online platform facilitating quick delivery of goods and gain or loss is recognised in consolidated statement
other essentials by connecting the end users, delivery of profit and loss on the purchase, sale, issue or
personnel and sellers and providing delivery services. cancellation of the Group’s own equity instruments.
Quick commerce also provides the warehousing Any difference between the carrying amount and
services to the sellers. the consideration, if reissued, is recognised in other
equity.
The Group has combined and disclosed balancing
number in all other segments which are not reportable. q) Provisions and contingent liabilities
evenue and expenses directly attributable to
R i) Provisions
segments are reported under each reportable P rovisions are recognised when the Group has
segment. Expenses which are not directly identifiable a present obligation (legal or constructive) as a
to any reporting segment have been allocated to result of a past event, it is probable that an outflow
respective segments based on the number orders, of resources embodying economic benefits will
number of employees or gross market value as be required to settle the obligation and a reliable
reviewed by CODM. estimate can be made of the amount of the obligation.
The expense relating to a provision is presented in the
o) Earnings per share consolidated statement of profit and loss net of any
asic earnings per share are calculated by dividing the
B reimbursement.
net profit and loss for the year attributable to equity
shareholders of the Parent Company (after deducting If the effect of the time value of money is
preference dividends and attributable taxes) by material, provisions are discounted using a current
the weighted average number of equity shares, pre-tax rate that reflects, when appropriate, the risks
compulsorily convertible cumulative preference specific to the liability. When discounting is used, the
164
Company Overview Statutory Reports Financial Statements: Consolidated
increase in the provision due to the passage of time is are recognised on the trade date, i.e., the date that
recognised as a finance cost. the Group commits to purchase or sell the asset.
165
Company Overview Statutory Reports Financial Statements: Consolidated
FVTPL is a residual category for debt instruments. of the asset, or (b) the group has neither transferred
Any debt instrument, which does not meet the criteria nor retained substantially all the risks and
for categorization as at amortized cost or as FVTOCI, rewards of the asset, but has transferred control
is classified as at FVTPL. Cash and cash equivalents, of the asset.
other bank balances, loans and other financial assets
are classified for measurement at amortised cost. When the group has transferred its rights to receive
cash flows from an asset or has entered into a
inancial assets at amortised cost are subsequently
F pass-through arrangement, it evaluates if and to
measured at amortised cost using effective interest what extent it has retained the risks and rewards
method. The effective interest method is a method of of ownership. When it has neither transferred nor
calculating the amortised cost of an instrument and
retained substantially all of the risks and rewards of
of allocating interest income over the relevant year.
the asset, nor transferred control of the asset, the
The effective interest rate is the rate that exactly
group continues to recognise the transferred asset
discounts estimated future cash receipts (including
to the extent of the Group’s continuing involvement.
all fees paid or received that form an integral part
In that case, the group also recognises an associated
of the effective interest rate, transaction costs and
other premiums or discounts) through the expected liability. The transferred asset and the associated
life of the debt instrument, or, where appropriate, liability are measured on a basis that reflects the
a shorter year, to the net carrying amount on initial rights and obligations that the Group has retained.
recognition.
ontinuing involvement that takes the form of a
C
Equity instruments guarantee over the transferred asset is measured at
An equity instrument is a contract that evidences the lower of the original carrying amount of the asset
residual interest in the assets of the company after and the maximum amount of consideration that the
deducting all of its liabilities. Equity instruments group could be required to repay.
issued by the Group are recognised at the proceeds
received net of direct issue cost. Impairment of financial assets
In accordance with Ind AS 109, the group applies
Derecognition expected credit loss (ECL) model for measurement
A financial asset (or, where applicable, a part of a financial and recognition of impairment loss on the following
asset or part of a group of similar financial assets) is financial assets and credit risk exposure:
primarily derecognised (i.e. removed from the Group’s
consolidated financial statements of assets and i) Financial assets that are debt instruments, and
liabilities) when: are measured at amortised cost e.g., loans, debt
securities, deposits and bank balance;
i) The rights to receive cash flows from the asset
have expired; or ii) Trade receivables or any contractual right to
receive cash or another financial asset that result
ii) The group has transferred its rights to receive cash from transactions that are within the scope of Ind
flows from the asset or has assumed an obligation AS 115.
to pay the received cash flows in full without
material delay to a third party under a ‘pass- The company follows ‘simplified approach’ for
through’ arrangement; and either (a) the group has recognition of impairment loss allowance on trade
transferred substantially all the risks and rewards receivables.
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Company Overview Statutory Reports Financial Statements: Consolidated
The application of simplified approach does not • Financial assets measured as at amortised
require the group to track changes in credit risk. cost, contractual revenue receivables: ECL is
Rather, it recognizes impairment loss allowance presented as an allowance, i.e., as an integral
based on lifetime ECLs at each reporting date, right part of the measurement of those assets in the
from its initial recognition. The Group has established consolidated financial statement of assets and
a provision matrix that is based on its historical liabilities. The allowance reduces the net carrying
credit loss experience, adjusted for forward-looking amount. Until the asset meets write-off criteria,
factors specific to the debtors and the economic the group does not reduce impairment allowance
environment. from the gross carrying amount.
Lifetime ECL are the expected credit losses resulting or assessing increase in credit risk and impairment
F
from all possible default events over the expected loss, the group combines financial instruments on the
life of a financial instrument. The 12-month ECL is a basis of shared credit risk characteristics with the
portion of the lifetime ECL which results from default objective of facilitating an analysis that is designed
events that are possible within 12 months after the to enable significant increases in credit risk to be
reporting date. identified on a timely basis.
ii) Cash flows from the sale of collateral held or Subsequent measurement
other credit enhancements that are integral to The measurement of financial liabilities depends on
the contractual terms. their classification, as described below:
ECL impairment loss allowance (or reversal) recognized Financial liabilities at amortised cost (Loans and
during the year is recognized as income/ expense in borrowings)
the consolidated statement of profit and loss. This After initial recognition, interest-bearing loans and
amount is reflected under the head ‘other expenses’ borrowings are subsequently measured at amortised
in the consolidated statement of profit and loss. cost using the EIR method. Gains and losses are
The consolidated statement of assets and liabilities recognised in profit or loss when the liabilities are
presentation for various financial instruments is derecognised as well as through the EIR amortisation
described below: process.
167
Company Overview Statutory Reports Financial Statements: Consolidated
Amortised cost is calculated by taking into account The difference in the respective carrying amounts is
any discount or premium on acquisition and fees recognised in the consolidated statement of profit
or costs that are an integral part of the EIR. The and loss.
EIR amortisation is included as finance costs in the
statement of profit and loss. This category generally Offsetting of financial instruments
applies to borrowings. Financial assets and financial liabilities are offset
and the net amount is reported in the consolidated
inancial liabilities at fair value through profit or loss
F statement of assets and liabilities if there is a currently
F inancial liabilities at fair value through profit enforceable legal right to offset the recognised
or loss include financial liabilities held for amounts and there is an intention to settle on a net
trading or financial liabilities designated upon basis, to realise the assets and settle the liabilities
initial recognition as at fair value through simultaneously.
profit or loss.
s) Impairment of non-financial assets
inancial liabilities are classified as held for trading
F he Group assesses, at each reporting date, whether
T
if they are incurred for the purpose of repurchasing there is an indication that an asset may be impaired.
in the near term. If any indication exists, or when annual impairment
testing for an asset is required, the Group estimates the
ains or losses on liabilities held for trading are
G asset’s recoverable amount. An asset’s recoverable
recognised in the consolidated statement of profit amount is the higher of an asset’s or cash-generating
and loss. unit’s (CGU) fair value less costs of disposal and its
value in use. Recoverable amount is determined
inancial liabilities designated upon initial
F for an individual asset, unless the asset does not
recognition at fair value through profit or loss are generate cash inflows that are largely independent
designated as such at the initial date of recognition, of those from other assets or groups of assets. When
and only if the criteria in Ind AS 109 are satisfied. the carrying amount of an asset or CGU exceeds its
For liabilities designated as FVTPL, fair value gains/ recoverable amount, the asset is considered impaired
losses attributable to changes in own credit risk and is written down to its recoverable amount. In
are recognized in OCI. These gains/ losses are not assessing value in use, the estimated future cash
subsequently transferred to P&L. However, the group flows are discounted to their present value using a
may transfer the cumulative gain or loss within equity. pre-tax discount rate that reflects current market
All other changes in fair value of such liability are assessments of the time value of money and the
recognised in the consolidated statement of profit risks specific to the asset. In determining fair value
and loss. less costs of disposal, recent market transactions
are taken into account. If no such transactions can
Derecognition be identified, an appropriate valuation model is used.
A financial liability is derecognised when the obligation These calculations are corroborated by valuation
under the liability is discharged or cancelled or multiples, quoted share prices for publicly traded
expires. When an existing financial liability is replaced companies or other available fair value indicators.
by another from the same lender on substantially
different terms, or the terms of an existing liability The Group bases its impairment calculation on
are substantially modified, such an exchange or detailed budgets and forecast calculations, which
modification is treated as the derecognition of the are prepared separately for each of the Group’s CGUs
original liability and the recognition of a new liability. to which the individual assets are allocated. These
168
Company Overview Statutory Reports Financial Statements: Consolidated
budgets and forecast calculations generally cover an impairment loss is recognised. Impairment losses
a year of five years. For longer years, a long-term relating to goodwill cannot be reversed in future
growth rate is calculated and applied to project future years.
cash flows after the fifth year. To estimate cash
flow projections beyond years covered by the most t) Borrowing costs
recent budgets/forecasts, the Group extrapolates Borrowing costs directly attributable to the
cash flow projections in the budget using a steady or acquisition, construction or production of an asset
declining growth rate for subsequent years, unless that necessarily takes a substantial year of time to
an increasing rate can be justified. In any case, this get ready for its intended use or sale are capitalised
growth rate does not exceed the long-term average as part of the cost of the asset. All other borrowing
growth rate for the products, industries, or country costs are expensed in the year in which they occur.
or countries in which the entity operates, or for the Borrowing costs consist of interest and other costs
market in which the asset is used. that an entity incurs in connection with the borrowing
of funds. Borrowing cost also includes exchange
Impairment losses are recognised in the consolidated differences to the extent regarded as an adjustment
statement of profit and loss. to the borrowing costs.
For assets excluding goodwill, an assessment is made u) Cash and cash equivalents
at each reporting date to determine whether there is
ash and cash equivalent in the consolidated
C
an indication that previously recognised impairment
statement of assets and liabilities comprise cash at
losses no longer exist or have decreased. If such
banks and on hand and short-term deposits with an
indication exists, the Group estimates the asset’s or
original maturity of three months or less, which are
CGU’s recoverable amount. A previously recognised
subject to an insignificant risk of changes in value.
impairment loss is reversed only if there has been
a change in the assumptions used to determine the For the purpose of the consolidated statement of
asset’s recoverable amount since the last impairment cash flows, cash and cash equivalents consist of
loss was recognised. The reversal is limited so that
cash and short-term deposits, as defined above,
the carrying amount of the asset does not exceed its
net of outstanding bank overdrafts (if any) as they
recoverable amount, nor exceed the carrying amount
are considered an integral part of the Group’s cash
that would have been determined, net of depreciation,
management.
had no impairment loss been recognised for the asset
in prior years. Such reversal is recognised in the v) Hyperinflation accounting
consolidated statement of profit and loss unless the
Several factors are considered when evaluating
asset is carried at a revalued amount, in which case,
whether an economy is hyperinflationary, including
the reversal is treated as a revaluation increase.
the inflation, and the change in customer price index.
Goodwill is tested for impairment annually as at
December 31 and when circumstances indicate that The impact on financial statements of subsidiaries /
the carrying value may be impaired. branch operating in hyperinflationary economies is
considered for the changes in the general purchasing
Impairment is determined for goodwill by assessing power of the local currency, using official indices at
the recoverable amount of each CGU (or group of CGUs) the balance sheet date, before translation into Indian
to which the goodwill relates. When the recoverable Rupees (INR) and, as a result, are stated in the terms
amount of the CGU is less than its carrying amount, of the measuring unit at the balance sheet date.
169
Company Overview Statutory Reports Financial Statements: Consolidated
170
Company Overview Statutory Reports Financial Statements: Consolidated
171
Company Overview Statutory Reports Financial Statements: Consolidated
172
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
business
Exchange fluctuation reserve* 0 - 0 (0) (1) (0) 1 - (0) -
Adjustment on account of Ind AS 29 (1) - (1) (2) (5) - (0) - (9) -
At March 31, 2022 402 2 58 34 712 11 41 133 1,393 6
Additions 355 - 131 83 223 3 1 274 1,070 72
Assets acquired on acquisition (refer
89 - 154 66 169 0 - 622 1,100 78
note 32(a))
Assets acquired by way of business
30 - 31 41 8 - - 231 341 73
transfer (refer note 32(b))
Disposal (19) (0) (24) (18) (161) (7) (14) (40) (283) -
Transfer to PPE - - - - - - - - - (154)
Statutory Reports
Depreciation
At April 01, 2021 237 3 43 43 436 9 129 4 904 -
Depreciation 51 - 11 7 113 - 2 10 194 -
Disposals - (1) (12) (18) (78) (0) (93) (1) (203) -
Adjustment on account of sale of
(2) - (0) (1) (1) - - (2) (6) -
business
Exchange fluctuation reserve* 0 - 0 (0) (1) (0) 0 - (1) -
Adjustment on account of Ind AS 29 (0) - (0) (1) (3) - (0) - (4) -
At March 31, 2022 286 2 42 30 466 9 38 11 884 -
Depreciation 138 0 86 69 274 2 2 315 886 -
Disposals (19) (0) (17) (13) (152) (7) (14) (12) (234) -
Exchange fluctuation reserve* 2 0 0 0 3 0 2 - 7 -
At March 31, 2023 407 2 111 86 591 4 28 314 1,543 -
Net Block
At March 31, 2022 116 0 16 4 246 2 3 122 509 6
At March 31, 2023 452 - 239 120 363 3 2 906 2,085 75
173
Financial Statements: Consolidated
Software Trademarks Brand Customer Distribution Tech Content/ Restaurants Non Total
and contract & network platform reviews listing compete
website relationship platform
At April 01, 2021 108 101 2,771 655 4 958 53 8 1,354 6,012 15,909
Additions 2 - - - - - - - - 2 -
Adjustment on account of sale of
- (70) - (56) (4) (116) - - - (246) (385)
business
Exchange fluctuation reserve* 0 (1) 105 12 - 7 2 - - 125 0
At March 31, 2022 110 30 2,876 611 - 849 55 8 1,354 5,893 15,524
Company Overview
Amortisation
At April 01, 2021 57 31 1,621 146 0 441 44 3 540 2,883 16
Charge for the year 60 10 412 4 0 137 - - 452 1,075 -
Adjustment on account of sale of
Statutory Reports
Impairment Loss
At April 01, 2021 1 3 407 454 - 176 9 5 - 1,055 3,415
Exchange fluctuation reserve* 0 (1) 104 12 - 7 2 - - 124 -
At March 31, 2022 1 2 511 466 - 183 11 5 - 1,179 3,415
Exchange fluctuation reserve* - - - - - - - - - - -
At March 31, 2023 1 2 511 466 - 183 11 5 - 1,179 3,415
Net Block
At March 31, 2022 2 0 332 0 0 103 0 0 362 799 12,093
At March 31, 2023 5 - 6,945 177 435 1,950 - - 393 9,905 47,166
174
Financial Statements: Consolidated
Impairment of CGU
The Group evaluates for impairment if cash generating units (CGUs) have identified impairment triggers.
Impairment is recognised, when the carrying amount of CGUs including goodwill, exceeds the estimated
recoverable amount of CGU. For the purpose of impairment testing, goodwill acquired in a business
combination is allocated to the cash generating unit (CGU), which benefit from the synergies of the
acquisition.CGUs which have goodwill allocated to them are tested for impairment at least annually.
The recoverable value of India food ordering and delivery CGU is determined based on the market value of
the Company.
The recoverable value of Hyperpure CGU and BCPL CGU is estimated based on the discounted cash flows
method. The significant unobservable inputs used in the estimation of recoverable value together with a
quantitative sensitivity analysis as at March 31, 2023 and March 31, 2022 are as shown below:
Sensitivity analysis for the year ended March 31, 2023 is shown below:
(INR million)
Significant unobservable inputs % change in significant Change in
unobservable input recoverable value
Weighted average cost of capital (“WACC”) (+) 5 10,394
(Ranging from 25% to 28%)
Terminal Growth Rate (-) 5 (8,787)
(Ranging from 4% to 5%)
Sensitivity analysis for the year ended March 31, 2022 is shown below:
(INR million)
Significant unobservable inputs Sensitivity Change in
level in % recoverable value
Weighted average cost of capital (“WACC”) (+) 1 (471)
(Ranging from 17% to 22%) (-) 1 556
(+) 1 193
Terminal growth rate (3%)
(-) 1 (170)
The estimated recoverable amount of CGU exceeded its carrying amount and accordingly, no impairment was recognised.
175
Company Overview Statutory Reports Financial Statements: Consolidated
176
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
177
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
178
Company Overview Statutory Reports Financial Statements: Consolidated
7 Trade receivables
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Trade receivables
Unsecured, considered good * 4,569 1,599
Trade receivables-credit impaired 174 106
4,743 1,705
Impairment allowance (allowance for bad and doubtful debts)
Trade receivables-credit impaired (174) (106)
Total trade receivables 4,569 1,599
The allowance for doubtful debts and changes in the allowance for doubtful accounts during the year ended
as of that date was as follows:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 106 325
Add: addition / (reversal) of impairment allowance of trade receivables-
113 (38)
credit impaired
Add: impairment allowance on trade receivables acquired on
43 -
acquisition
Less: write offs/adjustments (88) (181)
Closing balance 174 106
No trade or other receivable are due from directors or other officers of the Group either severally or jointly with any other person.
Nor any trade or other receivable are due from firms or private companies respectively in which any director is a partner, a director
or a member.
* includes amount of NIL ( March 31, 2022 : INR 4 million) receivable from related party (refer note 39).
Trade receivables are non-interest bearing and are generally on terms of 0 to 90 days.
Refer note 47 for trade receivable ageing.
179
Company Overview Statutory Reports Financial Statements: Consolidated
For the purpose of the statement of cash flows, cash and cash equivalents comprise of the following:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Deposits with original maturity of more than three months but less than 7,944 10,814
12 months
Bank balances (including deposits) held as margin money 43 1,018
Total other bank balances 7,987 11,832
180
Company Overview Statutory Reports Financial Statements: Consolidated
10 Loans
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Current
Loan to related party (refer note 39)
Considered good- unsecured 4 -
Other loans
Considered good- secured - 3,750
Total current Loans 4 3,750
Non-current
Unsecured, considered good, unless stated otherwise
Margin money deposits 14 6
Deposits with original maturity for more than 12 months 17,820 50,498
Interest accrued on fixed deposits and others 629 1,517
Security deposits 479 170
Total non-current other financial assets 18,942 52,191
Current
Unsecured, considered good, unless stated otherwise
Deposits with original maturity for more than 12 months 39,109 34,920
Margin money deposits 94 14
Interest accrued on fixed deposits and others 2,636 1,393
Security deposit 169 45
Security deposit - credit impaired (84) 85 (19) 26
Amount recoverable in cash 1,251 677
Amount recoverable in cash - credit impaired (192) 1,059 (356) 321
Amount recoverable from payment gateways # 1,199 476
Less: credit impaired (5) -
Less: liabilities payable to merchants - 1,194 (476) -
Total current other financial assets 44,177 36,674
#For the year ended March 31, 2022, balance of INR 476 million receivable from payment gateway is netted off with payable to
merchants disclosed under other financial assets.
181
Company Overview Statutory Reports Financial Statements: Consolidated
Non-current
Advance tax / tax deducted at source 1,176 684
Less: provision for tax (15) (14)
Total tax assets 1,161 670
13 Other assets
(INR million)
Non-current
Prepaid expenses 1,011 -
Capital advances 267 50
Less: Provision for doubtful balances (3) 264 - 50
Total non-current assets 1,275 50
Current
Staff imprest 12 2
Staff Imprest - impairment allowance (10) 2 (1) 1
Advances to supplier 638 301
Less: Impairment allowance (128) 510 (114) 187
Prepaid expenses 417 222
Other advances 50 54
Balance with statutory/government authorities 2,974 543
Less: Provision for doubtful balances (238) 2,736 (49) 494
Total current assets 3,715 958
14 Inventories
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Traded Goods (at lower of cost or net realizable value) 827 397
Total inventories 827 397
182
Company Overview Statutory Reports Financial Statements: Consolidated
183
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
184
Company Overview Statutory Reports Financial Statements: Consolidated
a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting
year
Equity shares
Particulars As at March 31, 2023 As at March 31, 2022
185
Company Overview Statutory Reports Financial Statements: Consolidated
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining
assets of the company, after distribution of all preferential amounts. The distribution will be in proportion
to the number of equity shares held by the shareholders.
The Company vide their extra ordinary general meeting held on April 05, 2021 and board of directors
vide their meeting held on April 06, 2021 approved conversion of following classes of preference shares
into equity a) Compulsorily Convertible Cumulative Preference Shares (CCCPS) of face value of INR 10/-
(Indian Rupees Ten only) each; b) Class B 0.0001% Compulsorily Convertible Cumulative Preference Shares
of face value of INR 10/- (Indian Rupees Ten only) each; c) Class C 0.0001% Compulsorily Convertible
Cumulative Preference Shares of face value of INR 10/- (Indian Rupees Ten only) each; d) Class D 0.0001%
Compulsorily Convertible Cumulative Preference Shares of face value of INR 10/- (Indian Rupees Ten
only) each; e) Class E 0.0001% Compulsorily Convertible Preference Shares of face value of INR 1/-
(Indian Rupee One) each; f) Class F 0.0001% Compulsorily Convertible Preference Shares of face value
of INR 2/- (Indian Rupees Two only) each; g) Class G 0.00000015% Compulsorily Convertible Cumulative
Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each;
h) Class H 0.00000015% Compulsorily Convertible Cumulative Preference Shares of face value of INR
6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; i) Class I 0.00000015% Compulsorily
Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand
Seven Hundred only) each; j) Class J 0.00000015% Compulsorily Convertible Cumulative Preference
Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; k) Non-
Voting 0.00000010% Class I-2 Compulsorily Convertible Cumulative Preference Shares of face value of
INR 9,000 (Indian Rupees Nine Thousand only) each; l) 0.00000015% Class J2 Compulsorily Convertible
Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred
only) each; m) 0.00000015% Class J3 Compulsorily Convertible Cumulative Preference Shares of face
value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; n) 0.00000015% Class J4
Compulsorily Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six
Thousand Seven Hundred only) each; o) 0.00000015% Class J5-1 Compulsorily Convertible Cumulative
Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each;
p) 0.00000015% Class J5-2 Compulsorily Convertible Cumulative Preference Shares of face value of
186
Company Overview Statutory Reports Financial Statements: Consolidated
INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; q) 0.00000015% Class J6 Compulsorily
Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven
Hundred only) each; r) 0.00000015% Class J7 Compulsorily Convertible Cumulative Preference Shares of
face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; and s) 0.00000015% Class
K Compulsorily Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six
Thousand Seven Hundred only) each.
As per records of the Company, including its register of shareholders/members and other declarations received
from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial
ownership of shares.
The Group is professionally managed and does not have an identifiable promoter.
187
Company Overview Statutory Reports Financial Statements: Consolidated
Treasury Shares
Balance at the beginning of the year 229 -
Add : bonus issue of Equity Shares - 280
Less : shares issued by ESOP Trust on exercise of employee stock
(39) (51)
options
190 229
188
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Items of other comprehensive income
Remeasurements of the defined benefit plans (57) (96)
Exchange differences on translation of foreign operations * 362 271
Other items of other comprehensive income / (loss) (A) 305 175
Equity instruments through other comprehensive income (1,017) 96
Transfer to retained earnings (refer note 38) 1,753 -
Equity instruments through other comprehensive income (B) 736 96
Debt instruments through other comprehensive income (C) 1 -
Items of other comprehensive income (A+B+C) 1,042 271
*The disaggregation of changes in ‘Foreign Currency Translation Reserve’ is disclosed in consolidated statement of changes in equity.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance
with the provisions of section 52 of the Companies Act, 2013.
Retained earnings
Retained earnings are the profit/(loss) that the Group has earned/incurred till date, less any transfers to
general reserve, dividends or other distributions paid to shareholders. Retained earnings is a free reserve
available to the Group and eligible for distribution to shareholders, in case where it is having positive balance
representing net earnings till date.
Treasury Shares
Own equity instruments that held by Trust are recognised at cost and deducted from equity. No gain or loss
is recognised in consolidated statement of profit and loss on the purchase, sale, issue or cancellation of the
Company’s own equity instruments. Any difference between the carrying amount and the consideration, if
reissued, is recognised in other equity.
189
Company Overview Statutory Reports Financial Statements: Consolidated
16 Borrowings
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
17 Trade payables
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Trade payables
Total outstanding dues of micro enterprises and small enterprises 91 67
Total outstanding dues of creditors other than micro enterprises and
6,707 4,221
small enterprises*
Total trade payables 6,798 4,288
* includes amount of INR NIL (INR 0.3 million March 31, 2022) payable to related party (refer note 39).
Trade payables are non-interest bearing and are normally settled on 0-60 days terms.
Refer note 46 for trade payable ageing.
Current
Capital creditors 114 3
Security deposit payable 8 26
Amount payable to merchant (refer note 8) 2,706 815
Less: asset against money held in trust - 2,706 (815) -
Payable to customers 122 215
Other payable 146 43
Total current other financial liabilities 3,096 287
190
Company Overview Statutory Reports Financial Statements: Consolidated
19 Provisions
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Non-current
Provisions for gratuity (refer note 35) 521 395
Provisions for compensated absences (refer note 35) 415 258
Total non-current provisions 936 653
Current
Provisions for gratuity (refer note 35) 76 55
Provisions for compensated absences (refer note 35) 183 130
Total current provisions 259 185
Unearned revenue - 3
Total other non-current liabilities - 3
191
Company Overview Statutory Reports Financial Statements: Consolidated
Sale of services
Revenue from services 55,628 35,787
Sale of goods
Revenue from sale of traded goods 14,724 5,409
(INR million)
Particulars For the year ended March 31, 2022
192
Company Overview Statutory Reports Financial Statements: Consolidated
Contract balances
The following table provides information about receivables, contracts assets, and contract liabilities from
customers:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
* The amounts is net of contract assets INR 781 million (March 31, 2022: INR 412 million).
Notes:
1. The contract assets primarily relate to the Group’s rights to consideration for work completed but not
billed at the reporting date. The contract assets are transferred to the receivables when the rights become
unconditional.
2. Contract liabilities relates to payments received in advance of performance and unearned revenue against
which amount has been received from customer but services are yet to be rendered on the reporting
date either in full or in parts. Contract liabilities are recognised evenly over the period of service, being
performance obligation of the Group.
3. Contract liabilities consist of unearned revenue and advances, which is recorded when the Group has
received consideration in advance of transferring the performance obligations under the contract to the
customer.
193
Company Overview Statutory Reports Financial Statements: Consolidated
The transaction price allocated to the remaining performance obligations as at March 31, 2023 and
March 31, 2022 are as follows:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
To be recognised within one year 346 511
To be recognised in more than one year - 3
Closing balance 346 514
Remaining performance obligations are expected to be recognised within one year.
b) Changes in advances from customers during the year ended were as follows:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Opening balance 181 288
Less: revenue recognised (38) (40)
Less: advances written back (57) -
Less: payable to customers - (105)
Add: advances received during the year 79 38
Closing balance 165 181
23 Other income
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Interest income on:
- On financial assets measured at amortised cost:
-Bank deposits 4,051 3,910
-Government securities 671 11
-Others * 520 30
- On financial assets at fair value through other
comprehensive income
- Debentures or bonds 1 -
- Income tax refund 49 15
Net gain arising on financial assets measured at fair
value through profit or loss:
- Net gain on sale of mutual fund units 747 599
- Fair value gain / (loss) on mutual fund units 166 913 (13) 586
Other non operating Income
Liabilities written back 276 87
Profit on sale of property, plant and equipment (net) 10 5
Gain on termination of lease contracts (refer note 37) 66 7
Foreign exchange gain (net) 42 -
Others ** # 216 298
Total other income 6,815 4,949
*includes amount of interest on loan amounting to INR 482 million (March 31, 2022: INR 23 million).
** includes INR 140 million (March 31, 2022: INR 141 million) amortisation of unearned revenue relating to assignment of certain
restaurant contracts pertaining to its delivery business in the United Arab Emirates (UAE) to Talabat Middle East Internet Services
Company LLC (Talabat).
# includes INR NIL (31 March 2022: INR 4 million) from related party (refer note 39).
194
Company Overview Statutory Reports Financial Statements: Consolidated
24 Purchase of stock-in-trade
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
27 Finance costs
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Interest
- To others 50 7
Others
- Bank charges 34 17
- Other charges 1 1
Interest on lease liabilities (refer note 37) 402 95
Total finance cost 487 120
195
Company Overview Statutory Reports Financial Statements: Consolidated
29 Other expenses
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Power and fuel 234 40
Rent (refer note 37) 418 96
Rates and taxes 354 180
Repairs and maintenance 297 44
Advertisement and sales promotion 12,274 12,168
Outsourced support cost 2,969 1,724
Delivery and related charges 25,369 18,141
Travelling and conveyance 253 70
Freight and cartage 1,157 359
Packaging and consumables 571 65
Server and communication cost 1,587 965
IT support services 2,280 1,923
Recruitment cost 58 23
Insurance 456 402
Commission and brokerage 915 4
Postage and courier cost 128 85
Printing and stationary 28 9
Security expense 276 61
Legal and professional fee 1,230 602
Bad debts written-off 66 185
Less: bad debt against opening provision (61) 5 (181) 4
Property, plant and equipment written-off - 2
Provision for doubtful debts and advances 304 208
Amount Written off 370 -
Less: amount written off against opening provision (370) - - -
Foreign exchange loss (net) - 92
Warehousing management expenses 1,286 246
Facilities management - 23
Miscellaneous expenses 295 104
Provision for obsolete inventory - 28
Payment gateway charges 1,551 1,187
Total other expenses 54,295 38,855
196
Company Overview Statutory Reports Financial Statements: Consolidated
30 Exceptional items
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
The following reflects the income and equity share data used in the basic and diluted EPS computations.
Loss attributable to equity holders of the Company (INR million) (9,713) (12,087)
Weighted average number of equity shares in calculating basic
8,101,158,888 7,227,673,482
and diluted EPS
Face value of equity shares (INR) 1 1
Basic and diluted earnings per share (INR) (1.20) (1.67)
Employee stock options are not considered for calculation of EPS since they are anti-dilutive in nature.
197
Company Overview Statutory Reports Financial Statements: Consolidated
On August 10, 2022, Zomato Limited completed the above acquisition by issuing 628,530,012
fully paid-up equity shares of Zomato Limited having face value of INR 1/- (Indian Rupee One) for
91.04% ownership interest. The same was accounted using the share price of Zomato Limited
as on the acquisition date of INR 55.45 per equity share which amounted to INR 34,852 million.
Total consideration of INR 38,281 million includes INR 34,852 million for which shares were issued as mentioned
above and INR 3,429 million of fair value of existing ownership interest of 8.96% in BCPL as on date of acquisition.
198
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Balances recognised
on acquisition
Liabilities
Borrowings 11,928
Lease liabilities 1,724
Other financial liabilities 208
Provisions 113
Trade payables 2,696
Other current liabilities 166
Total Liabilities (B) 16,835
Purchase consideration
Equity shares issued (628,530,012 equity shares of INR 1 each) 629
Premium on issue of equity shares (628,530,012 equity shares at INR 54.45 each) 34,223
Issuance of ESOPs for unvested ESOPs of BCPL employees 199
Total purchase consideration 35,051
Calculation of goodwill
Purchase consideration 35,051
Fair value of existing ownership interest of 8.96% in BCPL as on date of acquisition 3,429
DTL created on fair value of intangible assets 2,935
Less: identifiable net assets at fair value and fair value of intangible assets (6,342)
Goodwill arising on acquisition 35,073
#
Useful lives are estimated to 1 year for customer relationships and 5 years for rest of the intangible assets.
The excess of the purchase consideration paid over the fair value of assets acquired has been attributed
to goodwill. The primary items that generated this goodwill are the value of the estimated synergies and
entering into quick commerce business neither of which qualify as an intangible asset. Goodwill is not
tax-deductible.
199
Company Overview Statutory Reports Financial Statements: Consolidated
Acquired receivables
(INR million)
Particulars Amount
Fair value of acquired receivables 429
Gross contractual amount of receivables 429
Contractual cash flows not expected to be collected -
If the acquisition had taken place at the beginning of the year, revenue from continuing operations would have
been higher by INR 1,523 million and the loss before tax from continuing operations for the Group from BCPL
would have been higher by INR 4,372 million.
From the date of acquisition, BCPL has contributed INR 5,719 million of revenue* and INR 7,543 million of loss*
to the loss before tax from operations of the Group.
200
Company Overview Statutory Reports Financial Statements: Consolidated
Calculation of goodwill
Purchase consideration 607
Less: fair value of net assets (607)
Goodwill -
Acquired receivables
(INR million)
Particulars Amount
Fair value of acquired receivables 563
Gross contractual amount of receivables 563
Contractual cash flows not expected to be collected -
201
Company Overview Statutory Reports Financial Statements: Consolidated
If the acquisition had taken place at the beginning of the year, revenue from continuing operations would
have been higher by INR 1,055 million and the loss before tax from continuing operations for the Group from
Warehousing division would have been lower by INR 419 million.
From the date of acquisition, Warehousing division has contributed INR 2,366 million of revenue* and INR 7
million of loss* to the loss before tax from operations of the Group.
The summarised financial information of the subsidiary are provided below. This information is based on amounts
before inter-company eliminations.
202
Company Overview Statutory Reports Financial Statements: Consolidated
Operating - (348)
Investing - (17)
Financing - 834
Net increase/ (decrease) in cash and cash equivalents - 469
* Upto December 02, 2021, which is the date when the Group sold off its entire stake in Jogo Technologies Private Limited.
203
Company Overview Statutory Reports Financial Statements: Consolidated
The Group’s interest in Zomato Media WLL is accounted for using the equity method in the consolidated
financial information. Summarised financial information of the joint venture, based on its consolidated
financial information, and reconciliation with the carrying amount of the investment in consolidated financial
information are set out below:
he Group had no contingent liabilities or capital commitments relating to its interest in Zomato Media WLL
T
as at March 31, 2022.
The carrying value of investment in the joint venture is Nil as the share of accumulated losses is higher than
the investment in joint venture, hence Group’s share of profit/ (loss) is not reported in consolidated financial
statements.
204
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
35 Gratuity plan
A. The Group has a defined benefit gratuity plan. The gratuity plan of India is governed by the Payment of Gratuity Act, 1972 and the gratuity plan
of Middle East locations are governed by United Arab Emirates Labour Law. Under the act, employee who has completed five years of service is
entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age.
Changes in the defined benefit obligation as at March 31, 2023: (INR million)
Description April 01, Gratuity cost charged to consolidated Remeasurements of the Exchange Contribution Benefits Liability March 31,
2022 statement of profit and loss defined benefit plans difference on by employer paid acquired 2023
translations on account
Service Net Sub-total Remeasurement Subtotal of foreign of business
Cost interest included in of defined included operations combination
Company Overview
Defined benefit
450 157 41 198 (39) (39) 7 - (123) 104 597
obligation
Benefit
450 157 41 198 (39) (39) 7 - (123) 104 597
liability
Statutory Reports
Changes in the defined benefit obligation as at March 31, 2022: (INR million)
Description April 01, Gratuity cost charged to consolidated Remeasurements of the Exchange Contribution Benefits Liability March 31,
2021 statement of profit and loss defined benefit plans difference on by employer paid acquired 2022
translations on account
Service Net Sub-total Remeasurement Subtotal of foreign of business
Cost interest included in of defined included operations combination
expense profit or loss benefit in OCI
(refer note obligation
26)
Defined benefit
277 104 21 125 96 96 3 - (51) - 450
obligation
Benefit
277 104 21 125 96 96 3 - (51) - 450
liability
205
Financial Statements: Consolidated
Company Overview Statutory Reports Financial Statements: Consolidated
The sensitivity analyses above have been determined based on a method that extrapolates the impact on
defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of
year.
The average remaining future service at the end of the reporting year is 11.92 - 29.81 years (March 31, 2022:
27.58 - 30.47 years).
The weighted average duration of defined benefit obligation, at the end of year is 3.62 -17.21 years
(March 31, 2022: 6.36 - 17.74 years).
(INR million)
Maturity analysis March 31, 2023 March 31, 2022
Less than one year 76 55
Year 1-2 92 66
Year 2-5 229 195
Over 5 year 541 378
C. Compensated absence
The amount of the provision INR 598 million (March 31, 2022: INR 388 million).
During the previous year ended March 31, 2022 the Group has changed the leave policies for Indian entities
as per which unavailed leaves (as per company’s policy) can be carried forward.
206
Company Overview Statutory Reports Financial Statements: Consolidated
# For the year ended March 31, 2023 future salary increases for Blink Commerce Private Limited (formerly known as Grofers India
Private Limited) is 15%.
^ For the year ended March 31, 2023 leave availment over the next year for Blink Commerce Private Limited (formerly known as
Grofers India Private Limited) is 2.5%.
* For the year ended March 31, 2023 employee turnover (age) in Zomato Hyperpure Private Limited (formerly known as Zomato
Internet Private Limited) : 8% ( March 31, 2022 : 8%)
36 Share-based payments
General Employee Share-option Plan (GESP):
The Foodie Bay Employee Stock Option Plan 2014 (“ESOP 2014”) has been approved by the
shareholders of the Company on June 27, 2014 (last amendment was done by the Board of directors on February
10, 2022) for granting aggregate 27,089 Employees stock options (“ESOPs/Option(s)”) of the Company. The
Company further increased number of Options by 5,364 under the ESOP 2014 at the extraordinary general
meeting of shareholders held on September 07, 2015, and 9,313 Options under the ESOP scheme at the extra
ordinary general meeting of shareholders held on March 04, 2016.The ESOP 2014 covers grant of Options to
the specified employees covered under ESOP 2014.
207
Company Overview Statutory Reports Financial Statements: Consolidated
Further, bonus issuance in the ratio 1:6699 to equity shareholders has been approved by the shareholders at
their meeting held on April 05, 2021. Accordingly, the number of shares that can be issued under the ESOP
2014 has been increased from 41,766 to 279,832,200.
The Zomato Employee Stock Option Plan 2018 (“ESOP 2018”) has been approved by the shareholders of the
Company on October 22, 2018 (last amendment was done by the Board of directors on February 10, 2022) for
granting aggregate 30,150 Employees stock options (“ESOPs/Option(s)”) which were reduced to 18,135 Options
vide Extraordinary General Meeting held on September 04, 2020. The ESOP 2018 covers grant of Options to
the specified employees covered under ESOP 2018.
Further, bonus issuance in the ratio 1:6699 to equity shareholders has been approved by the shareholders at
their meeting held on April 05, 2021. Accordingly, the number of shares that can be issued under the ESOP
2018 has been increased from 18,135 to 121,504,500.
Zomato Employee Stock Option Plan 2021 (“ESOP 2021”) has been approved by the shareholders of the
Company on April 05, 2021 (last amendment was done by the Board of directors on February 10, 2022) for
grant aggregating 502,500,000 Employees stock option (“ESOPs/Option(s)”) of the Company. The ESOP 2021
covers grant of Options to the specified employees covered under ESOP 2021.
Zomato Employee Stock Option Plan 2022 (“ESOP 2022”) has been approved by the shareholders of the Company
through postal ballot on July 25, 2022, for grant aggregating 33,655,902 Employees stock option (“ESOPs/
Option(s)”) of the Company. The ESOP 2022 covers grant of Options to the specified employees covered under
ESOP 2022.
Movements during the year:
The following table provides the number and weighted average exercise prices (WAEP) of, and movements in,
share options during the year:
Particulars March 31, 2023 March 31, 2022
Number WAEP (INR) Number WAEP (INR)
ESOP 2014
Outstanding at 1 April 28,457 14,293 37,959 11,751
Granted during the year 2,195 1 2,539 1
Forfeited during the year - - - -
Exercised during the year 5,889 13,286 7,588 18,015
Expired during the year 3,013 84 4,453 1,573
Outstanding at the end of the year 21,750 11,185 28,457 14,293
Exercisable at the end of the year 14,678 27,885 14,911 27,277
208
Company Overview Statutory Reports Financial Statements: Consolidated
209
Company Overview Statutory Reports Financial Statements: Consolidated
Set out below are the carrying amounts of lease liabilities and the movements during the year:
(INR million)
Particulars Amount
As at April 01, 2021 712
Additions 396
Deletions (235)
Accretion of interest 95
Payments (includes INR 31 million rent waiver) * (265)
As at March 31, 2022 703
Liability acquired on acquisition 1,723
Additions 3,198
Deletions (525)
Accretion of interest 402
Payments (839)
As at March 31, 2023 4,662
210
Company Overview Statutory Reports Financial Statements: Consolidated
The following are the amounts recognised in statement of profit and loss:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Depreciation expense of right-of-use assets 925 234
Interest on lease liabilities 402 95
Gain on termination of lease contracts (66) (7)
Rent waiver * - (31)
Total 1,261 291
The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted
basis:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Less than one year 1,597 256
One to five years 4,079 576
More than five years 207 34
Closing balance 5,883 866
The Group does not face a liquidity risk with regard to its lease liabilities as the current assets are sufficient
to meet the obligations related to lease liabilities as and when they fall due.
The weighted average incremental borrowing rate applied to lease liabilities is 11%.**
**For Blink Commerce Private Limited (formerly known as Grofers India Private Limited) the weighted average borrowing rate to
lease liabilities is 15%.
Rental expense recorded for short-term leases are INR 277 million (March 31, 2022: INR 63 million) and for low
value assets are INR 141 million (March 31, 2022: INR 33 million).
The aggregate depreciation on right-of-use assets has been included under depreciation and amortisation
expense in the consolidated statement of profit and loss.
* The Group has applied practical expedient in Indian Accounting Standard (Ind AS 116) notified vide Companies (Indian Accounting
Standards) Amendment Rules, 2020 by Ministry of Corporate Affairs (‘MCA’) on July 24, 2020 to all rent concessions received as a
direct consequence of COVID-19 pandemic. Accordingly, the Group recognised an amount of INR Nil million and INR 31 million as
other income (refer note 23) during the year ended March 31, 2023 and March 31, 2022 respectively.
211
Company Overview Statutory Reports Financial Statements: Consolidated
The carrying value and fair value of financial instruments by categories as at March 31, 2022 were
as follows:
(INR million)
Particulars Amortised Fair value Fair value Total Total fair
cost through profit through other carrying value
or loss comprehensive value
income
Assets:
Cash and cash equivalents (refer note 8) 3,923 - - 3,923 3,923
Other bank balances (refer note 9) 11,832 - - 11,832 11,832
Investments (current) (refer note 6)
- Mutual funds - 16,317 - 16,317 16,317
Investment (non-current) (refer note 5)
(other than in subsidiary )
- Equity instruments - - 26,168 26,168 26,168
- Government securities 4,689 - - 4,689 4,689
212
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Particulars Amortised Fair value Fair value Total Total fair
cost through profit through other carrying value
or loss comprehensive value
income
Trade receivables (refer note 7) 1,599 - - 1,599 1,599
Loans (refer note 10) 3,750 - - 3,750 3,750
Other financial assets (refer note 11) 88,865 - - 88,865 88,865
Total 114,658 16,317 26,168 157,143 157,143
Liabilities:
Trade payables (refer note 17) 4,288 - - 4,288 4,288
Borrowings (refer note 16) - - - - -
Lease liabilities (refer note 37) 703 - - 703 703
Other financial liabilities (refer note 18) 287 - - 287 287
Total 5,278 - - 5,278 5,278
The following methods / assumptions were used to estimate the fair values:
i) The carrying value of cash and cash equivalents, other bank balances, trade receivables, loans, other
current financial assets, short term borrowings, trade payables and other current financial liabilities
approximate their fair value mainly due to the short-term maturities of these instruments.
ii) The fair value of non-current other financial assets, long term borrowings and non-current other financial
liabilities is estimated by discounting future cash flows using current rates applicable to instruments with
similar terms, currency, credit risk and remaining maturities.
iii) Lease liabilities are recognised based on the present value of the remaining lease payments are approximate
to fair value.
iv) Fair value of quoted mutual funds is based on Net assets value (“NAV”) as at the reporting date.
v) The investments in Government securities and Debentures or bonds are valued by referring to market
inputs including quotes, trades, poll, primary issuances for securities and /or underlying securities issued
by the same or similar issuer for similar maturities and movement in benchmark security, etc.
vi) The fair values of the unquoted investments in Equity instruments have been estimated using one or
more of the valuation techniques such as Discounted cash flow method (“DCF”), Comparable companies
multiples method (“CCM”), Comparable companies transactions multiples method (“CTM”) and Net asset
value (“NAV”) method.
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
213
Company Overview Statutory Reports Financial Statements: Consolidated
he following table presents fair value hierarchy of assets and liabilities measured at fair value on a recurring
T
basis as at March 31, 2023:
(INR million)
As at Fair value measurement at end of
Particulars March 31, 2023 the reporting period using
Assets Level 1 Level 2 Level 3
Investments
- Mutual funds 35,373 35,373 - -
- Debentures or bonds 502 - 502 -
- Equity instruments 21,624 - - 21,624
The following table presents fair value hierarchy of assets and liabilities measured at fair value on a
recurring basis as at March 31, 2022:
(INR million)
As at Fair value measurement at end of
Particulars March 31, 2022 the reporting period using
Assets Level 1 Level 2 Level 3
Investments
- Mutual funds 16,317 16,317 - -
- Equity instruments 26,168 - - 26,168
There were no transfers between Level 1 and Level 2 fair value measurements during the year ended
March 31, 2023 and March 31, 2022.
Significant unobservable inputs used in Level 3 fair value along with its sensitivity:
214
Company Overview Statutory Reports Financial Statements: Consolidated
* Sensitivity analysis for the year ended March 31, 2023 is shown below:
(INR million)
Financial assets Significant unobservable % change in Fair value
inputs significant change
unobservable inputs
Investment in Equity instruments Weighted average cost of (+) 5 893
capital ("WACC")
(Ranging from 15% to 60%)
# Sensitivity analysis for the year ended March 31, 2022 is shown below:
(INR million)
Financial assets Significant unobservable Sensitivity level in % Fair value
inputs change
Investment in Equity instruments Weighted average cost of (+) 1 (1,690)
capital (”WACC”)
(-) 1 1,949
(Ranging from 18% to 26%)
Terminal Growth Rate (+) 1 708
(Ranging from 3% to 5%) (-) 1 (630)
Reconciliation of level 3 fair value measurements of financial assets is as follows:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Balance at the beginning of the year 26,168 -
Additions during the year - 26,072
Deletions during the year (5,184) -
Transfer to retained earnings - change in fair value of BCPL investment
1,753 -
on acquisition date
Gain / (loss) recognized in other comprehensive income during
(1,113) 96
the year
Balance at the end of the year 21,624 26,168
215
Company Overview Statutory Reports Financial Statements: Consolidated
Risk management is carried out by senior management for cash and cash equivalent, trade receivable,
investments, deposits with banks, foreign currency risk exposure and liquidity risk.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency risk
and other price risk, such as equity price risk and commodity risk. The Group ensures optimisation of cash
through fund planning and robust cash management practices.
i) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Group’s investments are predominantly held in government
securities, debenture or bonds, bank deposits and mutual funds.
Investment in bank deposits and government securities are measured at amortised cost and are fixed
interest rate bearing instruments and hence not subject to interest rate volatility. The Group also invests
in mutual fund schemes of leading fund houses, such investments are susceptible to market interest
risks which may impact the return and value of such investments. However, given the relatively short
tenure of underlying portfolio of the mutual fund schemes in which the Group has invested, such risk is
not significant. Investments in debenture or bonds are subject to interest rate risk which are fair valued
through other comprehensive income to recognise market volatility.
Sensitivity analysis
The following table demonstrate the sensitivity to a reasonably possible change in interest rates:
(INR million)
Financial asset % change in input Change in fair value Change in fair value
during the year ended during the year ended
March 31, 2023 March 31, 2022
Debenture or bonds 1 12 -
A reduction in interest rates would have an equal and opposite effect on the Group’s financial statements.
216
Company Overview Statutory Reports Financial Statements: Consolidated
The following table analyses foreign currency risk from financial instruments as at March 31, 2023:
(INR million)
Particulars AED Other currencies Total
Cash and cash equivalents 500 261 761
Other bank balances 984 - 984
Trade receivables 92 - 92
Loans 4 - 4
Other financials assets 129 - 129
Lease liabilites 28 - 28
Trade payables 118 30 148
Other financial liabilities 5 - 5
Sensitivity analysis
The following tables demonstrate the sensitivity to a reasonably possible change in AED exchange rates:
(INR million)
Increase in foreign currency exchange rate Change in value
1% 16
A reduction in interest rates would have an equal and opposite effect on the Group’s financial statements.
The following table analyses foreign currency risk from financial instruments as at March 31, 2022:
(INR million)
Particulars AED Other currencies Total
Cash and cash equivalents 1,669 343 2,012
Other bank balances 1 1 2
Trade receivables 632 16 648
Other financials assets 3 134 137
Trade payables 121 146 267
Other financial liabilities 400 43 443
Sensitivity analysis
The following tables demonstrate the sensitivity to a reasonably possible change in AED exchange rates:
(INR million)
Increase in foreign currency exchange rate Change in value
1.21% 22
A reduction in interest rates would have an equal and opposite effect on the Group’s financial statements.
Credit risk
Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The
maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to
INR 4,569 million (March 31, 2022: INR 1,599 million). Trade receivables are typically unsecured and are derived
from revenue earned from customers primarily located in India and Middle East. Credit risk has always been
217
Company Overview Statutory Reports Financial Statements: Consolidated
managed by the Group through credit approvals, establishing credit limits and continuously monitoring the
creditworthiness of customers to which the Group grants credit terms in the normal course of business. On
account of adoption of Ind AS 109, the Group uses expected credit loss model to assess the impairment loss or
gain. The Group uses a provision matrix to compute the expected credit loss allowance for trade receivables.
The provision matrix takes into account available external and internal credit risk factors such as the Group’s
historical experience for customers and adjusted for forward-looking information.
The Group has established an allowance for impairment that represents its expected credit losses in respect
of trade and other receivables. The management uses a simplified approach for the purpose of computation
of expected credit loss for trade receivables and 12 months expected credit loss for other receivables. An
impairment analysis is performed at each reporting date on an individual basis for major parties. In addition,
a large number of minor receivables are combined into homogenous categories and assessed for impairment
collectively.
Outstanding customer receivables are regularly and closely monitored. Basis historical trend, the Group
provides for any outstanding beyond 180 days. The trade receivables on the respective reporting dates are
net off the allowance which is sufficient to cover the entire lifetime loss of sales recognised including those
that are currently less than 180 days outstanding. The Group further assesses impairment of major parties
and provide for any outstanding before 180 days if they are credit impaired.
The Group has made investments in government securities which carries sovereign rating and debenture or
bonds which are rated AAA; which do not have a default history.
The Group has established an allowance for impairment that represents its expected credit losses in respect
of investments in debt instruments. The management uses a 12 months expected credit loss approach after
taking into account the time value of money and other reasonable information available as a result of past
events, current conditions and forecasts of future economic conditions.
Liquidity risk
Liquidity risk is defined as the risk that the Group will not be able to settle or meet its obligations on time. The
Group has established an appropriate liquidity risk management framework for the management of the Group’s
short, medium and long-term funding and liquidity requirements.
The Group’s principal sources of liquidity are cash and cash equivalents. The Group manages liquidity risk
by maintaining adequate cash reserves, by continuously monitoring forecast and actual cash flows and by
matching the maturity profiles of financial assets and liabilities. Accordingly, no liquidity risk is perceived.
The table below provides details regarding the contractual maturities of financial liabilities as at
March 31, 2023:
(INR million)
Particulars Less than 1-5 years More than Total
1 year 5 years
Trade payables 6,798 - - 6,798
Lease liabilities (undiscounted value) 1,597 4,079 207 5,883
Borrowings 346 58 - 404
Other financial liabilities 3,096 48 - 3,144
218
Company Overview Statutory Reports Financial Statements: Consolidated
The table below provides details regarding the contractual maturities of financial liabilities as at
March 31, 2022:
(INR million)
Particulars Less than More than
1-5 years Total
1 year 5 years
Trade payables 4,288 - - 4,288
Lease liabilities (undiscounted value) 256 576 34 866
Other financial liabilities 287 - - 287
Capital management
For the purpose of the Group’s capital management, capital includes issued equity capital, share premium
and all other equity reserves attributable to the equity shareholders of the parent. The primary objective
of the Group’s capital management is to maximise the shareholder value. As at March 31, 2023 and
March 31, 2022 the Group has no material debt, therefore, there are no externally imposed capital requirements.
Joint venture of Info Edge (India) Limited (till July 23, 2021)
Naukri Internet Services Ltd. (till July 23, 2021)
Alipay Singapore Holding Pte. Ltd (till July 23, 2021)
Antfin Singapore Holding Pte. Ltd (till July 23, 2021)
Joint Venture Zomato Media WLL (closed w.e.f. October 25, 2022)
219
Company Overview Statutory Reports Financial Statements: Consolidated
Key management personnel Deepinder Goyal (Director, Managing Director and Chief Executive Officer)
(“KMP”)
Kaushik Dutta (Independent Director)
Namita Gupta (Independent Director)
Douglas Lehman Feagin (resigned as nominee director w.e.f. February 09, 2023)
Sanjeev Bikhchandani (Nominee Director)
Gunjan Tilak Raj Soni (Independent Director) (appointed w.e.f. April 19, 2021)
Aparna Popat Ved (Independent Director) (appointed w.e.f. April 19, 2021)
Sutapa Banerjee (Independent Director) (appointed w.e.f. April 12, 2021)
Akshant Goyal (Chief Financial Officer)
Sandhya Sethia (Company Secretary)
Other related party
Entity controlled by KMP Airveda Technologies Private Limited
220
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Joint Venture Associate Other related parties Total
Personnel
March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Remuneration to KMP
Salaries and other employee benefits
(1) (2) 3,759 7,613 - - - - - - - - - - 3,759 7,613
Directors remuneration and sitting
20 24 - - - - - - - - - - 20 24
fees (3)
(1)
Remuneration to the key managerial personnel does not include the provisions made for gratuity and leave encashment, as they are determined on an actuarial basis for the company as a whole.
(2)
Includes a charge of INR 3,754 million (March 31, 2022 : INR 7,595 million) towards share based payment expense.
(3)
At year end March 31, 2023, remuneration and sitting fees payable to Directors is INR 6 million (March 31, 2022: INR 5 million).
Company Overview
221
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Joint Venture Associate Other related parties Total
Personnel
March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
222
Financial Statements: Consolidated
Company Overview Statutory Reports Financial Statements: Consolidated
40 Income Tax
(a) Major components of tax expense:
(INR million)
Particulars Year ended Year ended
March 31, 2023 March 31, 2022
(b) Components of deferred tax assets / (liabilities) recognised in the Consolidated Balance
Sheet:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
*As at March 31, 2023 and March 31, 2022, the Group is having Deferred tax assets (“DTA”) comprising of deductible temporary
differences, brought forward losses and unabsorbed depreciation under tax laws. However in the absence of reasonable certainty as
to its realization of DTA, DTA has not been created. The unused tax losses expire after 8 years and may not be used to offset taxable
income of the Group.
(c) Deductible temporary differences for which no deferred tax asset is recognised in the
Consolidated Balance Sheet:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
223
Company Overview Statutory Reports Financial Statements: Consolidated
41 Segment information:
Operating segments are defined as components of an enterprise for which discrete financial information is
available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate
resources and assessing performance. The Group’s chief operating decision maker is the Managing Director
and Chief Executive Officer.
The business segments comprises of:
1. India food ordering and delivery
2. Hyperpure supplies (B2B business)
3. Quick commerce business
4. All other segments (residual)
India food ordering and delivery is the online platform through which the Company facilitate food ordering and
delivery of the food items by connecting the end users, restaurant partners and delivery personnel.
Hyperpure is our farm-to-fork supplies offering for restaurants in India and sale of items to businesses for
onward sales.
During the year, the Group has acquired Blink Commerce Private Limited (“Blinkit”) which is a quick commerce
online platform facilitating quick delivery of goods and other essentials by connecting the end users, delivery
personnel and sellers and providing delivery services; and warehousing and ancillary services business
(”Warehousing division”) of Hands On Trades Private Limited (“HOTPL”) which provides warehousing and
ancillary services to the sellers. These are collectively classified as “quick commerce” business.
The Group has combined and disclosed balancing number in all other segments which are not reportable.
Revenue and expenses directly attributable to segments are reported under each reportable segment.
Expenses which are not directly identifiable to any reporting segment have been allocated to respective
segments based on the number of orders, number of employees or gross market value as reviewed by CODM.
During the year, CODM has reviewed the segment information after allocation of unallocable expenses to the
segments, due to which the Group has restated the segment information for prior year as well.
Summarised segment information for the year ended March 31, 2023 and March 31, 2022 are as
follows:
(INR million)
Particulars March 31, 2023 March 31, 2022
Revenue from operations (external customers)
India food ordering and delivery 45,333 34,146
Hyperpure supplies (B2B business) 15,061 5,376
“Quick commerce” business 8,058 -
All other segments (Residual) 2,342 2,402
Total 70,794 41,924
Revenue from operations (inter-segment)
India food ordering and delivery 38 -
224
Company Overview Statutory Reports Financial Statements: Consolidated
(INR million)
Particulars March 31, 2023 March 31, 2022
Hyperpure supplies (B2B business) 6 140
“Quick commerce” business 28 -
All other segments (Residual) 204 160
Total 276 300
Segment Results
India food ordering and delivery (45) (7,657)
Hyperpure supplies (B2B business) (1,811) (1,391)
“Quick commerce” business (5,030) -
All other segments (Residual) (162) (678)
Segment Results (7,048) (9,726)
Add: other income 6,815 4,949
Less: share based payment expense 5,058 8,779
Less: finance costs 487 120
Less: depreciation and amortization expense 4,369 1,503
Add: exceptional items 1 2,974
Loss before tax (10,146) (12,205)
Information about major customers: No single customer represents 10% or more of the Group’s total revenue
for the year ended March 31, 2023 and March 31, 2022 respectively.
225
Company Overview Statutory Reports Financial Statements: Consolidated
% Equity interest
Sr. Name of the Principal Country of
March 31, 2023 March 31, 2022
No. Company activities incorporation
7 Zomato Ireland Limited Operating Ireland 100% 100%
internet portal
8 Zomato Hyperpure Private Operating India 100% 100%
Limited ("ZHPL") (formerly internet portal
known as Zomato Internet
Private Limited
9 Zomato Malaysia Sdn. Bhd. Operating Malaysia 100% 100%
internet portal
10 Zomato Slovakia S.R.O. Operating Slovakia 100% 100%
internet portal
11 Lunchtime.Cz S.R.O. Operating Czech Republic 100% 100%
internet portal
12 Gastronauci Sp.Z.O.O. Operating Poland 100% 100%
internet portal
13 Zomato Australia Pty Operating Australia 100% 100%
Limited internet portal
14 Zomato Netherlands B.V. Operating Netherlands 100% 100%
internet portal
15 Zomato, Inc., United States Operating USA 100% 100%
of America internet portal
16 Zomato Ireland Limited - Operating Jordan - 100%
Jordan (closed w.e.f. March internet portal
12, 2023)
17 Zomato Vietnam Company Operating Vietnam 100% 100%
Limited internet portal
18 Zomato Philippines Inc. Operating Philippines 100% 100%
internet portal
19 Zomato Internet Hizmetleri Operating Turkey 100% 100%
Ticaret Anonim Sirketi internet portal
20 Zomato Internet LLC Operating Qatar 100% 100%
internet portal
21 Delivery21 Inc. Operating Philippines 52% 52%
internet portal
22 Carthero Technologies Pvt. Delivery services India 100% 100%
Ltd
23 Tonguestun Food Network Operating India 100% 100%
Private Limited internet portal
226
Company Overview Statutory Reports Financial Statements: Consolidated
% Equity interest
Sr. Name of the Principal Country of
March 31, 2023 March 31, 2022
No. Company activities incorporation
24 Zomato Entertainment Event organising India 100% 100%
Private Limited services
25 Zomato Local Services Operating India 100% 100%
Private Limited internet portal
26 Zomato Foods Private Trading business India 100% 100%
Limited
27 Zomato Media WLL (Joint Operating Qatar - 49%
venture) (closed w.e.f. internet portal
October 25, 2022)
28 Zomato Payments Private Payment India 100% 100%
Limited (w.e.f. August 04, aggregator
2021) services and
payment gateway
services
29 Zomato Financial Services Financing and India 100% 100%
Limited (w.e.f. February 25, Investment
2022) activities
30 ZMT Europe LDA (w.e.f. Operating Portugal 30% 30%
July 01, 2021) internet portal
31 Blink Commerce Private Quick commerce India 100% -
Limited (formerly known
as Grofers India Private
Limited) ("BCPL") (w.e.f.
August 10, 2022)
32 Zomato UK Limited (closed Operating United Kingdom - -
w.e.f. November 16, 2021) internet portal
33 Zomato Canada Inc. (closed Operating Canada - -
w.e.f. March 22, 2022) internet portal
34 Zomato Hungary Korlátolt Operating Hungary - -
Felelősségű Társaság internet portal
(closed w.e.f. May 28, 2021)
35 Cibando Ltd (closed w.e.f. Operating United Kingdom - -
May 18, 2021) internet portal
36 Zomato South Africa (Pty) Operating South Africa - -
Ltd. (closed w.e.f. January internet portal
03, 2022)
227
Company Overview Statutory Reports Financial Statements: Consolidated
% Equity interest
Sr. Name of the Principal Country of
March 31, 2023 March 31, 2022
No. Company activities incorporation
37 Zomato Media Pvt. Ltd. Operating Singapore - -
(closed w.e.f. December 06, internet portal
2021)
38 Zomato USA, LLC (closed Operating USA - -
w.e.f. August 17, 2021) internet portal
39 Nextable, Inc. (closed w.e.f. Operating USA - -
June 30, 2021) internet portal
40 Jogo Technologies Private Fitness & sports India - -
Limited (till December 02, training
2021)
(b) The Group has estimated amount of contract remaining to be executed on capital account not provided
for, net of advances as at March 31, 2023 is INR 203 million (March 31, 2022: INR 3 million).
(c) The Group has made long term strategic investments in certain subsidiary companies, which are in their
initial/developing stage of operation and would generate growth and returns over a period of time. These
subsidiaries/associates have incurred significant expenses for building the brand and market share which
have added to the losses of these entities. The parent has committed to provide support to each of its
subsidiaries in the event they are unable to meet their individual liabilities.
a. Disputed Excise / Service tax Demands INR 921 million (March 31, 2022: INR 921 million) - a show cause
cum demand notice received from office of Directorate General of GST Intelligence, Mumbai Zonal Unit by
the Company in respect of period from October 2014 to June 2017 demanding payment of service tax on
sales by foreign branches and subsidiaries.
b. The Group has certain pending litigations pertaining to consumer cases and other legal cases amounting
to INR 87 million (March 31, 2022: INR 51 million).
228
Company Overview Statutory Reports Financial Statements: Consolidated
2. During the previous year ended March 31, 2022, the Company was served with a copy of a writ petition filed
by the Indian Federation of APP-Based Transport Workers (IFAT) and two others, which is in the nature
of a public interest litigation before the Hon’ ble Supreme Court of India. The writ petition has been filed
against 5 ministries of the Union of India (i.e., Ministry of Labour and Employment, Ministry of commerce
and Industry, Ministry of Consumer Affairs food and public distribution, Ministry of Road Transport and
Highways, Ministry of Electronic and Information Technology) and aggregators such as ANI Technologies
Pvt Ltd (Ola), Uber India Systems Pvt. Ltd. (Uber) and Bundl Technologies Pvt. Ltd. (Swiggy) and Zomato
Limited have been made a party to the writ petition. The petitioners have sought several alternative reliefs,
including a declaration to recognise app based/ gig workers as ‘workers’ under various labour/social
legislations; directions to the Government of India for promulgating schemes extending social security
benefits to gig/ app based workers which schemes are yet to be formulated. At this stage, there is no
specific obligation that can be ascribed to the Company pending the Hon’ble Court’s final decision in the
Writ Petition.
3. During the previous year ended March 31, 2022, the Company received an order under Section 26(1) of
the Competition Act, 2002 whereunder Hon’ble CCI has initiated an investigation on certain aspects of its
business. While the Hon’ble CCI has mentioned that prima facie it has not found concerns with respect to
Zomato’s independence on levy of commission or alleged bundling of services, Hon’ble CCI would want to
investigate certain aspects such as preferential listing of restaurant partners and pricing parity across
platforms etc. The Company continues to work closely with the Hon’ble CCI to assist them with their
investigation and explain to the regulator why all its practices are in compliance with competition laws
and do not have any adverse effect on the competition in India.
*The Group is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Group’s
management reasonably expects that these legal actions, when ultimately concluded and determined, will not have a material
and adverse effect on the Group’s results of operations or financial condition. Disclosed values are exclusive of interest and
penalty.
45 During the previous year ended March 31, 2022, the Group suspended its operations in Zomato Foods
Private Limited (“ZFPL”) and Zomato Ireland Limited (Lebanon branch). The Group recognised loss of
INR 166 million for the year ended March 31, 2022. As at March 31, 2022, the Group had closed its operations
in foreign entities except in UAE.As at March 31, 2023 Zomato Ireland Limited (Lebanon branch) is
under liquidation and ZFPL will be liquidated/ dissolved/ sold in the foreseeable future.
Not yet Less than 1-2 years 2-3 years More than
due 1 year 3 years
MSME 14 75 2 - - 91
Others 5,941 686 43 29 6 6,705
Disputed dues-others - - - 2 - 2
229
Company Overview Statutory Reports Financial Statements: Consolidated
Not yet Less than 1-2 years 2-3 years More than
due 1 year 3 years
MSME 5 62 - - - 67
Others 3,630 534 53 4 - 4,221
230
Company Overview Statutory Reports Financial Statements: Consolidated
Projects in progress 75 - - - 75
Projects in progress 6 - - - 6
49 During the previous year ended March 31, 2022, the Company had completed initial public offer
(IPO) of 1,233,552,631 equity shares of face value of INR 1 each at an issue price of INR 76 per
share, comprising fresh issue of 1,184,210,526 shares and offer for sale of 49,342,105 by Info Edge
(India) Limited (existing shareholder). Pursuant to the IPO, the equity shares of the Company were
listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on July 23, 2021.
The Company received an amount of INR 87,280 million (net off IPO expenses of INR 2,720 million)
from proceeds out of fresh issue of equity shares. The utilisation of the net IPO proceeds is
summarised below:
(INR million)
Objects of the issue as per Amount to be Utilisation up to Unutilised
prospectus utilised as per March 31, 2023 amount as on
prospectus March 31, 2023
1. F
unding organic and inorganic
67,500 67,500 -
growth initiatives
2. General corporate purposes 19,780 19,780 -
Net Proceeds 87,280 87,280 -
50 During the previous year ended March 31, 2022 ,the financial statements for Lebanon branch were adjusted
to recognize the inflationary effects since April 01, 2021. Lebanon became a hyperinflationary economy
as, among some other economic factors, inflation in Lebanon exceeded 100% according to the several
economic indexes that exist in the country. For being considered hyperinflationary, the financial statements
were adjusted using inflation factors to measure non-monetary assets, such as deemed equity and other
assets including revenue and expenses when such assets are consumed or depreciated.
231
Company Overview Statutory Reports Financial Statements: Consolidated
As per Para 42(b) of Ind AS 21 “The Effects of Changes in Foreign Exchange Rates”, when amounts are
translated into the currency of a non-hyperinflationary economy, comparative amounts in consolidated
financial statements shall be those that were presented as current year amounts in the relevant prior year
financial statements. Therefore, the management considered the impact of hyperinflationary economy in
financial year ended March 31, 2022.
The Group had applied Ind AS 29 ”Financial Reporting in Hyperinflationary Economies” for accounting
of financial statements of the Lebanon branch that operate in hyperinflationary economic environment
using the ‘consumer price index’ published by the Central Administration of Statistics of Lebanon, which
is considered as an appropriate general price index. The financial statements are based on the historical
cost approach.
During the previous year ended March 31, 2022, Lebanon Central Bank launched new foreign exchange
system, i.e., ‘Sayrafa’ platform, on which specific foreign exchange operations, particularly with respect to
US dollars, were meant to be conducted in Lebanon. Lebanon Central Bank allowed an exchange rate of LBP
12,000/ USD on Sayrafa platform for participating banks from May 21-25, 2021 for specified purposes. The
management believes that use of exchange rate of LBP 12,000/ USD (as an alternative to official exchange
rate of LBP 1,507.5/ USD) is appropriate for translation of financial statements.
Level of the price index at the end of the previous reporting year:
Particulars Inflation index
As at March 31, 2021 331
As at March 31, 2022 1,028
As at March 31, 2023 Zomato Ireland Limited (Lebanon branch) is under liquidation.
232
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
1 Villva Foods And Beverages Private Limited Advance from customer Customer 0 -
2 Dietshala Private Limited Advance from customer Customer 0 0
3 Veshra Restaurant Private Limited Advance from customer Customer 0 -
4 Thodaaur Services Private Limited Advance from customer Customer 0 0
5 Story Kitchen Private Limited Advance from customer Customer 0 0
6 Star Gourmet Private Limited Advance from customer Customer 0 -
Company Overview
7 Village Kitchen Hospitality Services Private Limited Advance from customer Customer - 0
8 Pishus Beverages Private Limited Advance from customer Customer - 0
9 Silver Spoon Restaurants And Hotels Private Limited Advance from customer Customer - 0
10 Black Salt Restaurants Private Limited Advance from customer Customer - 0
11 Abdul Sathar Foods Private Limited Advance from customer Customer - 0
12 Aten Foods Private Limited Advance from customer Customer - 0
13 Shiva Lunchp1 Private Limited Advance from customer Customer - 0
Statutory Reports
14 Radiant Food Ventures (India) Private Limited Advance from customer Customer - 0
15 Spring Hill Cafe Private Limited Advance from customer Customer - 0
16 Outliers Development Services Private Limited Advance from customer Customer - 0
17 Alevy Foods Private Limited Advance from customer Customer - 0
18 Rembrandt Fashion Hospitality Private Limited Advance from customer Customer - 0
19 Jitendra Hindusthan Dhaba Private Limited Advance from customer Customer - 0
20 Infumez Trading Private Limited Advance from customer Customer - 0
21 Paa Event Management Private Limited Advance from customer Customer - 0
22 Maa Antair Foods Private Limited Advance from customer Customer - 0
23 L M Cargo Express Private Limited Advance from customer Customer - 0
24 Arhaan Restaurateur Private Limited Advance from customer Customer - 0
25 Orange Food & Entertainment Private Limited Advance from customer Customer - 0
26 Brydan Foods Private Limited Advance from customer Customer - 0
27 Ikigai Foods Private Limited Advance from customer Customer - 0
233
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
36 Maa Bhook Lagi Food Services Private Limited Advance from customer Customer - 0
37 Yo Yo Club Private Limited Advance from customer Customer - 0
38 Aldon Foods & Beverages Private Limited Advance from customer Customer - 0
39 Baweja Foods Private Limited Advance from customer Customer - 0
40 Delivea Kitchens Opc Private Limited Advance from customer Customer - 0
41 Fine Vision Optical Private Limited Advance from customer Customer - 0
42 Ichiban Tabemono Foods & Beverages India Private Advance from customer Customer - 0
Statutory Reports
Limited
43 Gunank Caterers Private Limited Advance from customer Customer - 0
44 Gp Food Services Private Limited (Opc) Advance from customer Customer - 0
45 Pranisha Food & Entertainment Private Limited Advance from customer Customer - 0
46 Accura Innovations Investments Private Limited Advance from customer Customer - 0
47 Newayz Hospitality & Support Services Private Advance from customer Customer - 0
Limited
48 Opt For Fitness Private Limited Advance from customer Customer - 0
49 Contea Foods & Beverages (India) Private Limited Advance from customer Customer - 0
50 Masala Bay Incorporated Advance from customer Customer - 0
51 Prevoir Infotech Private Limited Advance from customer Customer - 0
52 Navgrah Hospitality Private Limited Advance from customer Customer 0 0
53 Samyuth Foods Private Limited Advance from customer Customer - 0
234
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
235
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
236
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
237
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
238
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
Limited
170 Kroods Technologies Private Limited Trade receivables Customer - 0
171 Prevoir Infotech Private Limited Trade receivables Customer - 0
172 Majic Ecommerce Solutions Private Limited Trade receivables Customer - 0
173 Twenty Four Hour Cake Private Limited Trade receivables Customer 0 0
174 Blue Whale Ventures Private Limited Trade receivables Customer 0 -
175 Mahsri Foods Private Limited Trade receivables Customer 0 0
Statutory Reports
239
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
240
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
Balance as at March 31, 2023 107% 208,068 (12%) 1,169 103% (1,011) (1%) 158
Balance as at March 31, 2022 102% 167,672 91% (10,980) 167% 33 91% (10,947)
Balance as at March 31, 2023 2% 4,749 22% (2,094) (1%) 10 19% (2,085)
Balance as at March 31, 2022 0% 804 12% (1,425) (34%) (7) 12% (1,431)
241
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Myfri benefit trust
Balance as at March 31, 2023 0% - 0% - 0% - 0% -
Balance as at March 31, 2022 0% - 0% - 0% - 0% -
Company Overview
242
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Tonguestun Food Network Private
Limited
Balance as at March 31, 2023 0% (205) 0% (13) 0% - 0% (13)
Balance as at March 31, 2022 0% (193) 0% (23) 0% - 0% (23)
Company Overview
Foreign
Statutory Reports
243
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Zomato Portugal Media, Unipessoal
Lda
Balance as at March 31, 2023 0% 12 0% (5) 0% 1 0% (4)
Balance as at March 31, 2022 0% 16 0% (11) 1% 0 0% (11)
Company Overview
244
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Zomato Slovakia S.R.O. (Slovak)
Balance as at March 31, 2023 0% 0 0% (0) 0% 0 0% (0)
Balance as at March 31, 2022 0% 0 0% (0) 0% 0 0% (0)
Company Overview
245
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Zomato, Inc. (USA)
Balance as at March 31, 2023 0% 32 0% (10) 0% 3 0% (7)
Balance as at March 31, 2022 0% 39 0% 48 3% 1 0% 48
Company Overview
246
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Zomato South Africa (Pty) Ltd. (South
Africa)
Balance as at March 31, 2023 0% - 0% - 0% - 0% -
Balance as at March 31, 2022 0% 0 0% (5) (1%) (0) 0% (5)
Company Overview
247
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Delivery 21 INC
Balance as at March 31, 2023 0% (138) 0% 6 1% (5) 0% 1
Balance as at March 31, 2022 0% (139) 0% - 25% 5 0% 5
Company Overview
248
Financial Statements: Consolidated
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Name of the entity in the Group Net Assets, Share in loss Share in other Share in total
i.e., total assets minus Comprehensive income/ Comprehensive loss
total liabilities (loss)
As % of Amount As % of Amount As % of Amount As % of total Amount
consolidated consolidated consolidated comprehensive
net assets profit and other income
loss comprehensive
income
Consolidation Adjustments
Balance as at March 31, 2023 (12%) (23,007) 14% (1,355) 0% 3 13% (1,352)
Balance as at March 31, 2022 (3%) (4,159) (11%) 1,361 20% 4 (11%) 1,365
Company Overview
Total
Balance as at March 31, 2023 100% 194,532 100% (9,713) 100% (982) 100% (10,695)
Balance as at March 31, 2022 100% 164,989 100% (12,087) 100% 20 100% (12,067)
Statutory Reports
249
Financial Statements: Consolidated
Company Overview Statutory Reports Financial Statements: Consolidated
53 (a) No funds (which are material either individually or in the aggregate) have been advanced or loaned
or invested (either from borrowed funds or share premium or any other sources or kind of funds)
by the Parent or any of the subsidiaries to or in any other person(s) or entity(s), including foreign
entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that
the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Parent or any of the subsidiaries (“Ultimate Beneficiaries”)
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(b) No funds (which are material either individually or in the aggregate) have been received by the
Parent or any of the subsidiaries from any person(s) or entity(s), including foreign entities (“Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the Parent or any
of the subsidiaries shall, directly or indirectly, lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries.
54 The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-
employment benefits received Presidential assent in September 2020. The Code has been published in
the Gazette of India. However, the date on which the Code will come into effect has not been notified. The
Group will assess the impact of the Code when it comes into effect and will record any related impact in
the year the Code becomes effective.
55 During the previous year ended March 31, 2022, the Group (Zomato Limited and its subsidiaries) acquired
the remaining 35.44% stake in Jogo Technologies Private Limited from the remaining shareholders and
sold full 100% stake in Jogo Technologies Private Limited to Curefit Services Private Limited and Curefit
Healthcare Private Limited for a total consideration of INR 3,750 million.
56 Recent pronouncements:
Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023,
MCA amended the Companies (Indian Accounting Standards) Rules, 2015 by issuing the Companies (Indian
Accounting Standards) Amendment Rules, 2023, applicable from April 1, 2023, as below:
250
Company Overview Statutory Reports Financial Statements: Consolidated
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
251
Company Overview Statutory Reports Financial Statements: Standalone
(Refer note 41 of the standalone financial • Evaluated the design, implementation and tested
statement) the operating effectiveness of relevant internal
controls relating to impairment assessment of
Investments in subsidiaries are accounted
investment in subsidiary.
for at cost less impairment in the Company’s
standalone financial statements; • Evaluated the reasonableness of the business
assumptions relating to future revenue growth;
252
Company Overview Statutory Reports Financial Statements: Standalone
253
Company Overview Statutory Reports Financial Statements: Standalone
Information Other than the Financial are required to communicate the matter to those
Statements and Auditor’s Report charged with governance as required under SA 720
‘The Auditor’s responsibilities Relating to Other
Thereon
Information’.
The Company’s Board of Directors is responsible
for the other information. The other information Responsibilities of Management and
comprises the information included in the Board’s Those Charged with Governance for the
Report, but does not include the Consolidated financial Standalone Financial Statements
statements, standalone financial statements and
The Company’s Board of Directors is responsible
our auditor’s report thereon. The Board Report is
for the matters stated in section 134(5) of the Act
expected to be made available to us after the date of
with respect to the preparation of these standalone
this auditor’s report.
financial statements that give a true and fair view of
Our opinion on the standalone financial statements the financial position, financial performance including
does not cover the other information and we will not other comprehensive income, cash flows and changes
express any form of assurance conclusion thereon. in equity of the Company in accordance with the Ind AS
and other accounting principles generally accepted in
In connection with our audit of the standalone
India. This responsibility also includes maintenance of
financial statements, our responsibility is to read the
adequate accounting records in accordance with the
other information identified above when it becomes
provisions of the Act for safeguarding the assets of
available and, in doing so, consider whether the
the Company and for preventing and detecting frauds
other information is materially inconsistent with the
and other irregularities; selection and application of
standalone financial statements or our knowledge
appropriate accounting policies; making judgments
obtained during the course of our audit or otherwise
and estimates that are reasonable and prudent;
appears to be materially misstated.
and design, implementation and maintenance of
When we read the Board’s Report, if we conclude adequate internal financial controls, that were
that there is a material misstatement therein, we operating effectively for ensuring the accuracy and
254
Company Overview Statutory Reports Financial Statements: Standalone
255
Company Overview Statutory Reports Financial Statements: Standalone
Materiality is the magnitude of misstatements in the Our opinion on the standalone financial statements
standalone financial statements that, individually or and our report on Other Legal and Regulatory
in aggregate, makes it probable that the economic Requirements below is not modified in respect of
decisions of a reasonably knowledgeable user of the these matters.
standalone financial statements may be influenced.
We consider quantitative materiality and qualitative Report on Other Legal and Regulatory
factors in (i) planning the scope of our audit work Requirements
and in evaluating the results of our work; and (ii) to
evaluate the effect of any identified misstatements 1. As required by Section 143(3) of the Act, based on
in the standalone financial statements. our audit, we report that:
We communicate with those charged with governance a) We have sought and obtained all the information
regarding, among other matters, the planned scope and explanations which to the best of our
and timing of the audit and significant audit findings, knowledge and belief were necessary for the
including any significant deficiencies in internal purposes of our audit.
control that we identify during our audit. b) In our opinion, proper books of account as required
We also provide those charged with governance with by law have been kept by the Company so far as it
a statement that we have complied with relevant appears from our examination of those books.
ethical requirements regarding independence, and to c) The Balance Sheet, the Statement of Profit and
communicate with them all relationships and other Loss including Other Comprehensive Income, the
matters that may reasonably be thought to bear on Cash Flow Statement and Statement of Changes
our independence, and where applicable, related in Equity dealt with by this Report are in agreement
safeguards. with the relevant books of account.
From the matters communicated with those charged d) In our opinion, the aforesaid standalone financial
with governance, we determine those matters statements comply with the Ind AS specified
that were of most significance in the audit of the under Section 133 of the Act.
standalone financial statements of the current year e) On the basis of the written representations
and are therefore the key audit matters. We describe received from the directors as on March 31,
these matters in our auditor’s report unless law or 2023 taken on record by the Board of Directors,
regulation precludes public disclosure about the none of the directors is disqualified as on
matter or when, in extremely rare circumstances, we March 31, 2023 from being appointed as a director
determine that a matter should not be communicated in terms of Section 164(2) of the Act.
in our report because the adverse consequences of
doing so would reasonably be expected to outweigh f) With respect to the adequacy of the internal
the public interest benefits of such communication. financial controls with reference to standalone
financial statements of the Company and the
Other Matter operating effectiveness of such controls, refer to
We did not audit the financial Statements of one trust our separate Report in “Annexure A”. Our report
included in the standalone financial statements of the expresses an unmodified opinion on the adequacy
company whose financial statements reflect total and operating effectiveness of the Company’s
assets of INR 152 million as at March 31, 2023, total internal financial controls with reference to
revenues of INR Nil for the year ended on that date as standalone financial statements.
considered in the Standalone Financial Statements.
These financial statements of trust have been audited g) With respect to the other matters to be included
by other auditor, whose reports have been furnished in the Auditor’s Report in accordance with the
to us by the Management, and our opinion in so far requirements of section 197(16) of the Act, as
as it relates to the amounts and disclosures included amended.
in respect of the trust and our report in terms of
In our opinion and to the best of our information
subsection (3) of Section 143 of the Act, in so far as
and according to the explanations given to us,
it relates to the trust, is based on the report of such
the remuneration paid by the Company to its
other auditor.
256
Company Overview Statutory Reports Financial Statements: Standalone
directors during the year is in accordance with Company from any person(s) or entity(ies),
the provisions of section 197 of the Act. including foreign entities (“Funding
Parties”), with the understanding, whether
h) With respect to the other matters to be included recorded in writing or otherwise, that the
in the Auditor’s Report in accordance with Rule Parent Company or any of such subsidiaries
11 of the Companies (Audit and Auditors) Rules, shall, directly or indirectly, lend or invest in
2014, as amended in our opinion and to the best of other persons or entities identified in any
our information and according to the explanations manner whatsoever by or on behalf of the
given to us: Funding Party (“Ultimate Beneficiaries”) or
i. The Company has disclosed the impact of provide any guarantee, security or the like
pending litigations on its financial position on behalf of the Ultimate Beneficiaries.
in its standalone financial statements- (c)
B ased on the audit procedures that
Refer Note 39 to the standalone financial has been considered reasonable and
statements. appropriate in the circumstances, nothing
ii. The Company did not have any long-term has come to our or other auditor’s notice
contracts including derivative contracts for that has caused us or the other auditors
which there were any material foreseeable to believe that the representations under
losses. sub-clause (i) and (ii) of Rule 11(e), as
provided under (a) and (b) above, contain
iii. There has no amount required to be any material misstatement.
transferred, to the Investor Education and
v. The company has not declared or paid any
Protection Fund by the Company during the
dividend during the year and has not proposed
year March 31, 2023.
final dividend for the year.
iv. (a) The Management has represented, to
vi. P roviso to Rule 3(1) of the Companies
the best of their knowledge and belief, as
(Accounts) Rules, 2014 for maintaining books
disclosed in the notes to the accounts,
of account using accounting software which
no funds (which are material either
has a feature of recording audit trail (edit log)
individually or in the aggregate) have been
facility is applicable to the Company w.e.f.
advanced or loaned or invested (either
April 1, 2023, and accordingly, reporting under
from borrowed funds or share premium
Rule 11(g) of Companies (Audit and Auditors)
or any other sources or kind of funds) by
Rules, 2014 is not applicable for the financial
the Company to or in any other person(s)
year ended March 31, 2023.
or entity(ies), including foreign entities
(“Intermediaries”), with the understanding, 2. As required by the Companies (Auditor’s Report)
whether recorded in writing or otherwise, Order, 2020 (“the Order”) issued by the Central
that the Intermediary shall, directly or Government in terms of Section 143(11) of the Act,
indirectly lend or invest in other persons we give in “Annexure B” a statement on the matters
or entities identified in any manner specified in paragraphs 3 and 4 of the Order.
whatsoever by or on behalf of the Parent
Company or any of such subsidiaries For Deloitte Haskins & Sells
(“Ultimate Beneficiaries”) or provide any Chartered Accountants
guarantee, security or the like on behalf (Firm’s Registration No. 015125N)
of the Ultimate Beneficiaries.
Sd/-
(b) T he Management has represented, to Vikas Khurana
the best of their knowledge and belief, (Partner)
as disclosed in the notes to accounts, no Place: Gurugram (Membership No. 503760)
funds (which are material either individually Date: May 22, 2023 UDIN: 23503760BGYDPZ3763
or in the aggregate) have been received by
257
Company Overview Statutory Reports Financial Statements: Standalone
Report on the Internal Financial Controls (the “Guidance Note”) issued by the Institute of
with reference to standalone financial Chartered Accountants of India and the Standards
on Auditing prescribed under Section 143(10) of the
statements under Clause (i) of
Companies Act, 2013, to the extent applicable to an
Sub-section 3 of Section 143 of the audit of internal financial controls with reference to
Companies Act, 2013 (“the Act”) standalone financial statements. Those Standards
We have audited the internal financial controls with and the Guidance Note require that we comply with
reference to standalone financial statements of ethical requirements and plan and perform the audit
Zomato Limited (“the Company”) as of March 31, 2023, to obtain reasonable assurance about whether
in conjunction with our audit of the standalone Ind adequate internal financial controls with reference to
AS financial statements of the Company for the year standalone financial statements was established and
ended on that date which includes internal financial maintained and if such controls operated effectively
controls with reference to standalone financial in all material respects.
statements of the Company.
Our audit involves performing procedures to
Management’s Responsibility for obtain audit evidence about the adequacy of
Internal Financial Controls the internal financial controls with reference to
The Company’s management is responsible for standalone financial statements and their operating
establishing and maintaining internal financial effectiveness. Our audit of internal financial controls
controls with reference to standalone financial with reference to standalone financial statements
statements based on the internal control with included obtaining an understanding of internal
reference to standalone financial statements financial controls with reference to standalone
criteria established by the Company considering financial statements, assessing the risk that a
the essential components of internal control stated material weakness exists, and testing and evaluating
in the Guidance Note on Audit of Internal Financial the design and operating effectiveness of internal
Controls Over Financial Reporting issued by the control based on the assessed risk. The procedures
Institute of Chartered Accountants of India. These selected depend on the auditor’s judgement, including
responsibilities include the design, implementation the assessment of the risks of material misstatement
and maintenance of adequate internal financial of the financial statements, whether due to fraud or
controls that were operating effectively for ensuring error.
the orderly and efficient conduct of its business,
We believe that the audit evidence we have obtained
including adherence to company’s policies, the
are sufficient and appropriate to provide a basis for
safeguarding of its assets, the prevention and
our audit opinion on the Company’s internal financial
detection of frauds and errors, the accuracy and
completeness of the accounting records, and the controls with reference to standalone financial
timely preparation of reliable financial information, statements.
as required under the Companies Act, 2013.
Meaning of Internal Financial Controls
Auditor’s Responsibility with reference to standalone financial
Our responsibility is to express an opinion on the statements
Company’s internal financial controls with reference A company ’s internal financial control with
to standalone financial statements of the Company reference to standalone financial statements is a
based on our audit. We conducted our audit in process designed to provide reasonable assurance
accordance with the Guidance Note on Audit of regarding the reliability of financial reporting and
Internal Financial Controls Over Financial Reporting the preparation of financial statements for external
258
Company Overview Statutory Reports Financial Statements: Standalone
purposes in accordance with generally accepted with reference to standalone financial statements
accounting principles. A company’s internal financial may become inadequate because of changes in
control with reference to standalone financial conditions, or that the degree of compliance with the
statements includes those policies and procedures policies or procedures may deteriorate.
that (1) pertain to the maintenance of records that,
in reasonable detail, accurately and fairly reflect Opinion
the transactions and dispositions of the assets of In our opinion, to the best of our information and
the company; (2) provide reasonable assurance that according to the explanations given to us, the
transactions are recorded as necessary to permit Company has, in all material respects, an adequate
preparation of financial statements in accordance internal financial controls with reference to
with generally accepted accounting principles, and standalone financial statements and such internal
that receipts and expenditures of the company are financial controls with reference to standalone
being made only in accordance with authorisations financial statements were operating effectively as
of management and directors of the company; and (3) at March 31, 2023, based on the criteria for internal
provide reasonable assurance regarding prevention financial control with reference to standalone
or timely detection of unauthorised acquisition, use, financial statements established by the respective
or disposition of the company’s assets that could Company considering the essential components of
have a material effect on the financial statements. internal control stated in the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting
Inherent Limitations of Internal issued by the Institute of Chartered Accountants of
Financial Controls with reference to India.
standalone financial statements
For Deloitte Haskins & Sells
Because of the inherent limitations of internal financial
Chartered Accountants
controls with reference to standalone financial
(Firm’s Registration No. 015125N)
statements, including the possibility of collusion or
improper management override of controls, material
Sd/-
misstatements due to error or fraud may occur and
Vikas Khurana
not be detected. Also, projections of any evaluation
(Partner)
of the internal financial controls with reference to
Place: Gurugram (Membership No. 503760)
standalone financial statements to future periods are
Date: May 22, 2023 UDIN: 23503760BGYDPZ3763
subject to the risk that the internal financial control
259
Company Overview Statutory Reports Financial Statements: Standalone
In terms of the information and explanations sought of Use assets) and intangible assets during the
by us and given by the Company and the books of year.
account and records examined by us in the normal
course of audit and to the best of our knowledge and (f) No proceedings have been initiated during
belief, we state that the year or are pending against the Company
as at March 31, 2023 for holding any benami
(i) (a) The Company has maintained proper records property under the Benami Transactions
showing full particulars, including quantitative
(Prohibition) Act, 1988 (as amended in 2016)
details and situation of Property, plant and
and rules made thereunder.
equipment, and relevant details of right-of-
use assets.
(ii) (a) The inventories were physically verified during
(b) The Company has maintained proper records the year by the Management at reasonable
showing full particulars of intangible assets. intervals. In our opinion and based on
information and explanations given to us, the
(c) The Company has a program of verification coverage and procedure of such verification
of property, plant and equipment, and right- by the Management is appropriate having
to-use assets, as per which IT assets such regard to the size of the Company and the
as (computers and telephone instrument) nature of its operations. No discrepancies of
are physically verified once in 2 years and all
10% or more in the aggregate for each class
other assets including right of use assets are
of inventories were noticed on such physical
physically verified once in 3 years, which, in
our opinion, is reasonable having regard to verification of inventories, when compared
the size of the Company and the nature of with the books of account.
its assets. Pursuant to the program, no such
Property, plant and equipment (including (b) According to the information and explanations
Right of Use assets) were due for physical given to us, at any point of time of the year,
verification during the year. And since no the Company has not been sanctioned any
physical verification of property, plant and working capital facility from banks or financial
equipment (including Right of use assets) institutions and hence reporting under clause
carried out during the year the question of (ii) (b) of the Order is not applicable.
reporting on material discrepancies noted on
verification does not arise. (iii) The Company has not provided any guarantee or
security, and granted any advances in the nature
(d) The Company does not have any immovable of loans, secured or unsecured, to companies,
properties including right of use assets and firms, Limited Liability Partnerships or any other
hence reporting under clause (i)(d) of the Order
parties during the year. The Company has made
is not applicable.
investment in and granted secured/unsecured
(e) T he Company has not revalued any of its loans to companies during the year, in respect of
property, plant and equipment (including Right which:
260
Company Overview Statutory Reports Financial Statements: Standalone
(a) The Company has provided loans during the loans or advances in the nature of loans either
year and details of which are given below repayable on demand or without specifying
any terms or period of repayment during the
Particulars Loans
year. Hence, reporting under clause (iii) (f) is
(INR in million)
not applicable.
A. Aggregate amount
granted / provided during (iv) In our opinion and according to the information
the year: and explanations given to us, the Company has
– Subsidiaries 2,580 complied with the provisions of section 186 of the
– Others* 7,500 Companies Act, 2013 in respect of grant of loans
B. Balance outstanding as and making investments. The Company has not
at balance sheet date in granted any loans, made investments or provide
respect of above cases:
guarantees under Section 185 of the Companies
– Subsidiaries* 9,580
Act 2013.
– Others NIL
*The Company has given loans to Blink Commerce Private (v) T he Company has not accepted any deposit
Limited (Blinkit) before June 30, 2022. As on August 10, or amounts which are deemed to be deposits.
2022 the Company has acquired Blinkit, hence shown under Hence reporting under clause (v) of the Order is
subsidiary as at the Balance Sheet date. (Refer note 32 (a)
in the Consolidated Financial Statements). not applicable.
261
Company Overview Statutory Reports Financial Statements: Standalone
(b) Details of statutory dues referred to in sub-clause (a) above which have not been deposited as on
March 31, 2023 on account of disputes are given below:
Name of Statute Nature of Dues Amount Period to which Forum where dispute is
(INR in million) the Amount pending
Relates
Finance act 1994 Service tax 920.99 October 2014 to Directorate General of
June 2017 GST Intelligence
(viii)
There were no transactions relating to on April 01, 2022 have been utilized for the
previously unrecorded income that were purposes for which they were raised during
surrendered or disclosed as income in the tax the year. During the year, the Company has
assessment under the Income Tax Act, 1956 not raised money by way of initial public
(43 of 1961) during the year. offer or further public offer (including debt
instruments).
(ix) (a) T he Company has not taken any loans or
other borrowings from any lender. Hence (b) During the year, the Company has made private
reporting under clause (ix) (a) of the Order is placement of shares for acquisition of Blinkit.
not applicable to the Company. For such allotment of shares, the Company has
complied with the requirements of Section 42
(b) The Company has not been declared wilful of the Companies Act, 2013. The Company
defaulter by any bank or financial institution has received the shares of Blinkit against
or government or any government authority. such private placement of shares. Since no
money has been received against the private
(c) The Company has not taken any term loan placement of share during the year the question
during the year and there are no unutilized of reporting on utilization of fund does not arise.
term loans at the beginning of the year and In regards to the private placement of shares
hence, reporting under clause (ix) (c) of the made till March 31, 2021, we report that some
Order is not applicable. part of the unutilised funds at the beginning of
the year, prima facie have been utilised during
(d) A s informed to us, the company has not
the year for the purposes for which they were
raised any money as short-term fund. Hence,
raised by the Company. The Company has not
reporting under clause (ix) (d) of the Order is
made any preferential allotment or private
not applicable.
placement of (fully or partly or optionally)
(e) On an overall examination of the financial convertible debentures during the year.
statements of the Company, the Company has
(xi) (a) To the best of our knowledge, no fraud by
not taken any funds from any entity or person
the company and no material fraud on the
on account of or to meet the obligations of its
Company has been noticed or reported during
subsidiaries, associates or joint ventures.
the year.
(f) The Company has not raised any loans during
(b) To the best of our knowledge, no report
the year and hence reporting on clause (ix) (f)
under sub-section (12) of section 143 of the
of the Order is not applicable.
Companies Act has been filed in Form ADT-
(x) (a) In our opinion, money raised by way of initial 4 as prescribed under rule 13 of Companies
public offer by the Company towards the end (Audit and Auditors) Rules, 2014 with the
of the previous year which was unutilised as Central Government, during the year and upto
the date of this report.
262
Company Overview Statutory Reports Financial Statements: Standalone
(c)
We have taken into consideration the had incurred cash losses amounting to INR 715
whistle blower complaints received by the million in the immediately preceding financial
Company during the year. year.
(xii) The Company is not a Nidhi Company and hence (xviii) There has been no resignation of the statutory
reporting under clause (xii) of the Order is not auditors of the Company during the year.
applicable.
(xix) On the basis of the financial ratios, ageing
(xiii) In our opinion, the Company is in compliance and expected dates of realization of financial
with Section 177 and 188 of the Companies assets and payment of financial liabilities,
Act, where applicable, for all transactions with other information accompanying the financial
the related parties and the details of related statements and our knowledge of the Board of
party transactions have been disclosed in the Directors and Management plans and based on
financial statements etc. as required by the our examination of the evidence supporting the
applicable accounting standards. assumptions, nothing has come to our attention,
which causes us to believe that any material
(xiv) (a) In our opinion the Company has an adequate uncertainty exists as on the date of the audit
internal audit system commensurate with report indicating that Company is not capable
the size and the nature of its business. of meeting its liabilities existing at the date of
balance sheet as and when they fall due within a
(b) We have considered, the internal audit period of one year from the balance sheet date.
reports issued to the Company during the We, however, state that this is not an assurance
year and covering the period from April as to the future viability of the Company. We
2022 to September 2022 as per plan of the further state that our reporting is based on the
Company and the draft of the internal audit facts up to the date of the audit report and we
reports where issued after the balance neither give any guarantee nor any assurance
sheet date covering the period from that all liabilities falling due within a period of
April 2022 to January 2023 for the period one year from the balance sheet date, will get
under audit. discharged by the Company as and when they
fall due.
(xv) In our opinion, during the year the Company
has not entered into any non-cash transactions (xx) The company has incurred losses during the
with its directors or persons connected with its three immediately preceding financial years
directors and hence provisions of section 192 and hence, it is not required to spend any money
of the Companies Act, 2013 are not applicable under sub-section (5) of section 135 of the Act.
to the Company. Accordingly, reporting under clause (xx) of
the Order is not applicable to the Company for
(xvi) The Company is not required to be registered
the year.
under section 45-IA of the Reserve Bank of India
Act, 1934. Hence, reporting under clause (xvi)(a), For Deloitte Haskins & Sells
(b) and (c) of the Order is not applicable. Chartered Accountants
(Firm’s Registration No. 015125N)
With respect to the Indian entities, the Group
does not have any CIC as part of the Group and
Sd/-
accordingly reporting under clause (xvi)(d) of the
Vikas Khurana
Order is not applicable.
(Partner)
(xvii) The Company has not incurred any cash losses Place: Gurugram (Membership No. 503760)
in the financial year covered by our audit but Date: May 22, 2023 UDIN: 23503760BGYDPZ3763
263
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars Note As at As at
March 31, 2023 March 31, 2022
Assets
Non-current assets
Property, plant and equipment 3 587 326
Right-of-use asset 32 1,339 257
Goodwill 4 12,093 12,093
Other intangible assets 4 4 799
Financial assets
Investments 5 88,619 35,356
Loans 10 9,580 -
Other financial assets 11 18,627 52,150
Tax assets (net) 12 963 658
Other non-current assets 13 22 0
Total non-current assets 131,834 101,639
Current assets
Inventories 14 3 -
Financial assets
Investments 6 38,325 16,008
Trade receivables 7 622 1669
Cash and cash equivalents 8 1,228 2,941
Other bank balances 9 2,755 11,706
Loans 10 - 3,750
Other financial assets 11 43,995 36,639
Other current assets 13 507 655
Total current assets 87,435 73,368
Total assets 219,269 175,007
Equity
Equity share capital 15(a) 8,364 7643
Other equity 15(b) 199,704 160,029
Total equity 208,068 167,672
Liabilities
Non-current liabilities
Financial liabilities
Lease liabilities 32 1,261 182
Provisions 17 570 520
Other non-current liabilities 19 - 2
Total non-current liabilities 1,831 704
264
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars Note As at As at
March 31, 2023 March 31, 2022
Current liabilities
Financial liabilities
Lease liabilities 32 314 123
Trade payables 16
a. total outstanding dues of micro enterprises and small
30 40
enterprises
b. total outstanding dues of creditors other than micro
3,630 3,897
enterprises and small enterprises
Other financial liabilities 18 2,889 404
Provisions 17 214 165
Other current liabilities 19 2,293 2,002
Total current liabilities 9,370 6,631
Total liabilities 11,201 7,335
The accompanying notes are an integral part of the standalone financial statements.
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
265
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars Note For the year ended For the year ended
March 31, 2023 March 31, 2022
Income
Revenue from operations 20 47,074 36,110
Other income 21 7,995 4,975
Total income (I) 55,069 41,085
Expenses
Purchase of stock-in-trade 22 7 -
Changes in inventories of stock-in-trade 23 (3) -
Employee benefits expense 24 11,165 14,790
Finance costs 25 169 55
Depreciation and amortisation expenses 26 1,403 1,334
Other expenses 27 41,156 37,594
Total expenses (II) 53,897 53,773
266
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars Note For the year ended For the year ended
March 31, 2023 March 31, 2022
(b) Items that will be reclassified to profit or loss:
(i) Exchange differences on translation of foreign
85 22
operations
(ii) Debt instruments through other comprehensive
1 -
income
(iii) Income tax relating to above - -
Subtotal (IX) 86 22
Other comprehensive income / (loss) for the year
(1,011) 33
(X=VIII+IX)
Total comprehensive income / (loss) for the year
158 (10,947)
(XI = VII+X)
The accompanying notes are an integral part of the standalone financial statements.
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
267
Standalone Statement of Change in Equity
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
Add: shares issued during the year 1,184,210,526 1,184 - - 1,184,210,526 1,184
Add: shares issued on conversion of CCCPS / CCPS 4,306,073,250 4,306 - - 4,306,073,250 4,306
Add: bonus shares issued during the year (refer note 15(a)(d)) 2,381,293,530 2,381 279,790,434 280 2,101,503,096 2,102
Add: shares issued on exercise of employee stock options 3,993 0 - - 3,993 0
Less: shares issued by ESOP Trust on exercise of employee stock options - - (50,840,002) (51) 50,840,002 51
As at March 31, 2022 7,871,932,776 7,872 228,992,198 229 7,642,940,578 7,643
268
Financial Statements: Standalone
Standalone Statement of Change in Equity
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
B. Other equity
For the year ended March 31, 2023 (INR million)
Description Attributable to the equity holders of the Company Total
Equity
Reserves and Surplus Items of Other Comprehensive Income
Capital Share-based Securities Retained Treasury Business Equity Debt Other items
reserve payment Premium earnings Shares Transfer instruments instruments of other
(refer note reserve (refer note 15a) (refer note 15a) Adjustment through other through other comprehensive
15a) (refer note Reserve comprehensive comprehensive income / (loss)
15a) (refer note 15a) income income
As at April 01, 2022 26 11,253 212,889 (64,174) 229 (434) 96 - 144 160,029
Profit for the year - - - 1,169 - - - - - 1,169
Other comprehensive income / (loss) - - - - - - (1,113) 1 - (1,112)
Remeasurements of the defined
Company Overview
- - - - - - - - 16 16
benefit plans
Exchange differences on translation
- - - - - - - - 85 85
of foreign operations
Total comprehensive income - - - 1,169 - - (1,113) 1 101 158
Add: transfer to retained earnings
- - - - - - 1,753 - - 1,753
(refer note 33)
Add: transfer from share-based
payment reserve on exercise of - - - 3,598 - - - - - 3,598
employee stock options
Add: share based payment expense - 4,554 - - - - - - - 4,554
Statutory Reports
269
Financial Statements: Standalone
As at March 31, 2023 26 12,936 247,099 (61,095) 190 (434) 736 1 245 199,704
Standalone Statement of Change in Equity (Contd.)
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
B. Other equity
For the year ended March 31, 2022 (INR million)
Description Attributable to the equity holders of the Company Total
Equity
Reserves and Surplus Items of Other Comprehensive Income
Capital Share-based Securities Retained Treasury Business Equity Debt Other items
reserve payment Premium earnings Shares Transfer instruments instruments of other
(refer note reserve (refer note 15a) (refer note 15a) Adjustment through other through other comprehensive
15a) (refer note Reserve comprehensive comprehensive income / (loss)
15a) (refer note 15a) income income
270
Financial Statements: Standalone
Standalone Statement of Change in Equity (Contd.)
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Description Attributable to the equity holders of the Company Total
Equity
Reserves and Surplus Items of Other Comprehensive Income
Capital Share-based Securities Retained Treasury Business Equity Debt Other items
reserve payment Premium earnings Shares Transfer instruments instruments of other
(refer note reserve (refer note 15a) (refer note 15a) Adjustment through other through other comprehensive
15a) (refer note Reserve comprehensive comprehensive income / (loss)
15a) (refer note 15a) income income
The accompanying notes are an integral part of the standalone financial statements.
As per our report of even date attached
For Deloitte Haskins & Sells For and on behalf of the Board of Directors of Zomato Limited
Firm registration number: 015125N
Statutory Reports
Chartered Accountants
271
Financial Statements: Standalone
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
A) Cash Flow from operating activities
Profit / (loss) before tax 1,172 (10,978)
Adjustment to reconcile loss before tax to net cash flows
Liabilities written back (104) (55)
Depreciation on property, plant and equipment and
604 294
depreciation on right-of-use assets
Amortisation on intangible assets 799 1,040
Provision for doubtful debts and advances 132 104
Net gain on mutual funds (792) (572)
Bad debts written off - 3
Provision for impairment in value of investment in
- 548
subsidiaries
Gain on termination of lease contracts (31) (7)
Interest income on Government securities (671) -
Interest income on debentures or bonds (1) -
Amortisation of premium on Government securities 140 2
Share based payment expense 4,554 8,468
Property, plant and equipment written-off - 2
Interest expense - 5
Gain on transfer of intellectual property & assembled
- (84)
workforce (refer note 34)
Profit on sale of property, plant and equipment (net) (9) (4)
Interest on lease liabilities 141 39
Interest income on bank deposits (5,604) (3,957)
Interest income on Income tax refund (41) -
Gain on disposal of investment - (2,258)
Operating Loss before working capital changes 289 (7,410)
Movements in working capital :
(Increase) / decrease in trade receivables 1,039 (412)
Increase in financial assets (1,678) (318)
Decrease in other assets 145 1,395
Increase in inventory (3) -
Increase / (decrease) in other financial liabilities 2,530 (410)
Increase in provisions 114 353
Increase in other liabilities 329 878
Increase / (decrease) in trade payables (248) 1,185
Cash (used in) operations 2,517 (4,739)
Income taxes refund / (paid) (net) (267) (115,906)
Net cash generated from / (used in) operating activities (A) 2,250 (5,086)
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Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
B) Cash flows from Investing activities
Purchase of property, plant and equipment (including
capital work in progress, capital advances and capital (584) (331)
creditors)
Proceeds from sale of property, plant and equipment 9 15
Investments in bank deposits (having maturity of more than
(43,864) (115,906)
3 months)
Proceeds from maturity of bank deposits (having maturity
81,506 60,737
of more than 3 months)
Proceeds from redemption of mutual fund units 95,555 45,503
Investment in mutual fund units (107,603) (38,996)
Investment in government securities (5,652) (4,681)
Investment in debentures or bonds (500) -
Loan given (10,080) (4,280)
Loan received back 4,250 930
Investment in subsidiaries (22,782) (3,113)
Purchase of non-current investments - (26,072)
Sale of non current investment - 3,750
Interest received 5,921 1,136
Net cash generated from / (used in) investing activities (B) (3,824) (81,308)
273
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
The accompanying notes are an integral part of the standalone financial statements.
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
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Company Overview Statutory Reports Financial Statements: Standalone
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Company Overview Statutory Reports Financial Statements: Standalone
The estimates and underlying assumptions are accordance with Ind AS 12, Income Tax and Ind
reviewed on an ongoing basis. Revisions to accounting AS 19, Employee Benefits respectively.
estimates are recognised in the year in which the
estimate is revised if the revision affects only that • Liabilities or equity instruments related to share
year, or in the year of the revision and future years based payment arrangements of the acquiree
if the revision affects both current and future years. or share – based payments arrangements of the
Company entered into to replace share-based
I n particular, information about the significant areas payment arrangements of the acquiree are
of estimation, uncertainty and critical judgements measured in accordance with Ind AS 102, Share-
in applying accounting policies that have the most based Payments at the acquisition date.
significant effect on the amounts recognised in the
standalone financial statements are disclosed in note • Assets (or disposal groups) that are classified as
no 2.3. held for sale in accordance with Ind AS 105, Non-
current Assets Held for Sale and Discontinued
ii. Business combinations and goodwill Operations are measured in accordance with that
Business combinations are accounted for using standard.
the acquisition method or pooling of interest
method. The cost of an acquisition is measured •
Reacquired rights are measured at a value
as the aggregate of the consideration transferred determined on the basis of the remaining
measured at acquisition date fair value and the contractual term of the related contract. Such
amount of any non-controlling interests in the valuation does not consider potential renewal of
acquiree. For each business combination, the the reacquired right.
Company elects whether to measure the non-
controlling interests in the acquiree at fair value or at hen the Company acquires a business, it assesses
W
the proportionate share of the acquiree’s identifiable the financial assets and liabilities assumed for
net assets. Acquisition-related costs are expensed appropriate classification and designation in
as incurred. accordance with the contractual terms, economic
circumstances and pertinent conditions as at the
At the acquisition date, the identifiable assets acquisition date. This includes the separation of
acquired, and the liabilities assumed are recognised embedded derivatives in host contracts by the
at their acquisition date fair values. For this purpose, acquiree.
the liabilities assumed include contingent liabilities
representing present obligation and they are If the business combination is achieved in
measured at their acquisition fair values irrespective stages, any previously held equity interest is
of the fact that outflow of resources embodying re-measured at its acquisition date fair value and any
economic benefits is not probable. However, the resulting gain or loss is recognised in profit or loss or
following assets and liabilities acquired in a business OCI, as appropriate.
combination are measured at the basis indicated
ny contingent consideration to be transferred by the
A
below:
acquirer is recognised at fair value at the acquisition
• eferred tax assets or liabilities, and the
D date. Contingent consideration classified as an asset
assets or liabilities related to employee benefit or liability that is a financial instrument and within
arrangements are recognised and measured in the scope of Ind AS 109, Financial Instruments, is
276
Company Overview Statutory Reports Financial Statements: Standalone
measured at fair value with changes in fair value goodwill, the Company considers such businesses
recognised in the statement of profit or loss account. as one cash generating unit.
If the contingent consideration is not within the scope
of Ind AS 109, it is measured in accordance with the If the recoverable amount of the cash generating
appropriate Ind AS. Contingent consideration that is unit is less than its carrying amount, the impairment
classified as equity is not re-measured at subsequent loss is allocated first to reduce the carrying amount
reporting dates and subsequent its settlement is of any goodwill allocated to the unit and then to the
accounted for within equity. other assets of the unit pro rata based on the carrying
amount of each asset in the unit.
oodwill is initially measured at cost, being the
G
excess of the aggregate of the consideration or the purpose of impairment testing of Goodwill
F
transferred and the amount recognised for non- in relation to Uber Eats Business acquisition, the
controlling interests, and any previous interest Company has considered the business of Uber
held, over the net identifiable assets acquired and Eats acquisition and Zomato business as one Cash
liabilities assumed. If the fair value of the net assets generating unit as nature of both business is same.
acquired is in excess of the aggregate consideration
transferred, the Company re-assesses whether it has Any impairment loss for goodwill is recognised in the
correctly identified all of the assets acquired and all standalone financial statement of profit and loss.
of the liabilities assumed and reviews the procedures An impairment loss recognised for goodwill is not
used to measure the amounts to be recognised at the reversed in subsequent years. Where goodwill has
acquisition date. If the reassessment still results in an been allocated to a cash-generating unit and part
excess of the fair value of net assets acquired over of the operation within that unit is disposed of, the
the aggregate consideration transferred, then the goodwill associated with the disposed operation is
gain is recognised in OCI and accumulated in equity as included in the carrying amount of the operation when
capital reserve. However, if there is no clear evidence determining the gain or loss on disposal. Goodwill
of bargain purchase, the entity recognises the gain disposed in these circumstances is measured based
directly in equity as capital reserve, without routing on the relative values of the disposed operation and
the same through OCI. the portion of the cash-generating unit retained.
277
Company Overview Statutory Reports Financial Statements: Standalone
iii. Current versus non-current classification the Company determines the functional currency and
The Company presents assets and liabilities in items included in the standalone financial statements
the balance sheet based on current/ non-current of each entity are measured using that functional
classification. An asset is treated as current when currency.
it is:
unctional currency is the currency of the primary
F
a. Expected to be realised or intended to be sold or economic environment in which the entities
consumed in normal operating cycle; forming part of Company operates and is normally
the currency in which the entities forming part of
b. Held primarily for the purpose of trading;
Company primarily generates and expends cash.
c. Expected to be realised within twelve months
Transactions and balances
after the reporting year; or
Transactions in foreign currencies are initially
d. Cash or cash equivalent unless restricted from recorded in the functional currency spot rates at the
being exchanged or used to settle a liability for at date the transaction first qualifies for recognition.
least twelve months after the reporting year. However, for practical reasons, the company uses an
average rate if the average approximates the actual
All other assets are classified as non-current.
rate at the date of the transaction.
A liability is current when: Monetary assets and liabilities denominated in foreign
a. It is expected to be settled in normal operating currencies are translated at the functional currency
cycle; spot rates of exchange at the reporting date.
xchange differences arising on settlement or
E
b. It is held primarily for the purpose of trading;
translation of monetary items are recognised in profit
c. It is due to be settled within twelve months after or loss with the exception of the following:
the reporting year; or
a. In the standalone financial statements that
d. There is no unconditional right to defer the include the foreign operation and the reporting
settlement of the liability for at least twelve entity (e.g., financial statements when the foreign
months after the reporting year. operation is a branch), such exchange differences
The Company classifies all other liabilities as non- are recognised initially in OCI. These exchange
current. Deferred tax assets and liabilities are differences are reclassified from equity to profit
classified as non-current assets and liabilities. or loss on disposal of investment.
The operating cycle is the time between the acquisition b. Tax charges and credits attributable to exchange
of assets for processing and their realisation in cash differences on those monetary items are also
and cash equivalents. The Company has identified recorded in OCI.
twelve months as its operating cycle.
Non-monetary items that are measured in terms of
iv. Foreign currencies historical cost in a foreign currency are translated
The Company’s standalone financial statements are using the exchange rates at the dates of the initial
presented in Indian Rupees. For each foreign branch transactions.
278
Company Overview Statutory Reports Financial Statements: Standalone
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Company Overview Statutory Reports Financial Statements: Standalone
At each reporting date, the finance team analyses estimated useful life of the asset, which is as follows:
the movements in the values of assets and liabilities Property, plant and Useful Useful lives
which are required to be remeasured or re-assessed equipment lives as per estimated by
as per the Company’s accounting policies. For this Schedule II management
analysis, the team verifies the major inputs applied
Air Conditioner 5 years 3 years
in the latest valuation by agreeing the information
in the valuation computation to contracts and Electrical Equipment 5 years 3 years
other relevant documents. A change in fair value of Furniture & Fittings 10 years 3 years
assets and liabilities is also compared with relevant Computers 3 years 2 years
external sources to determine whether the change Motor Vehicles 8 years 8 years
is reasonable. Telephone Instruments 5 years 2 years
280
Company Overview Statutory Reports Financial Statements: Standalone
281
Company Overview Statutory Reports Financial Statements: Standalone
282
Company Overview Statutory Reports Financial Statements: Standalone
tax authorities), freight inward and other related Partners and the Delivery Partners respectively
incidental expenses incurred in bringing the inventory which specify the rights and obligations of each
to its present condition and location. parties. A user initiates the transaction which
requires acceptance from the Restaurant Partner and
et realisable value is the estimated selling price in
N Delivery Partner. The acceptance of the transaction,
the ordinary course of business less estimated cost combined with the contractual agreement creates
necessary to make the sale. enforceable rights and obligations for each parties.
283
Company Overview Statutory Reports Financial Statements: Standalone
netted off in revenue against the amount charged services. For the service provided by the Company
from the users. to the delivery partners, the Company may charge a
platform fee from the delivery partners.
Revenue recognition
Revenue is recognised on completion of delivery or on Sale of traded goods
users visit to the restaurant. Revenue is recognized Revenue is recognized to depict the transfer of control
net of any taxes collected from customers, which are of promised goods to merchants upon the satisfaction
remitted to governmental authorities. of performance obligation under the contract in an
evenue recognition for other revenue streams is as
R amount that reflects the consideration to which the
follows: entity expects to be entitled in exchange for those
goods. Consideration includes goods contributed by
Advertisement revenue the customer, as non-cash consideration, over which
Advertisement revenue is derived principally from entity has control.
the sale of online advertisements which is usually
run over a contracted year of time. The revenue from The amount of consideration disclosed as revenue is
advertisements is thus recognised over this contract net of variable considerations like incentives or other
year as the performance obligation is met over the items offered to the customers.
contract year. There are some contracts where in
addition to the contract year, the Company assures Interest
certain “clicks” (which are generated each time Interest income is recognized using the effective
viewers on our platform clicks through the advertiser’s interest method. Interest income is included under
advertisement on the platform) to the advertisers. In the head “other income” in the statement of profit and
these cases, the revenue is recognised when both the loss.
conditions of time year and number of clicks assured
Contract balances
are met.
The Policy for Contract balances i.e. contract assets,
Subscription revenue trade receivables and contract liabilities is as follows:
Revenues from subscription contracts are recognized
• Contract assets
over the subscription year on systematic basis in
A contract asset is the right to consideration in
accordance with terms of agreement entered into
exchange for services transferred to the customer
with customer. (which consist of unbilled revenue). If the Company
Sign-up revenue performs by transferring services to a customer
The Company receives a sign-up amount from its before the customer pays consideration or before
restaurant partners and delivery partners. These payment is due, a contract asset is recognised for the
are recognised on receipt or over a year of time in earned consideration that is unconditional.
accordance with terms of agreement entered into
• Trade receivables
with such relevant partner.
A receivable represents the Company’s right to an
Delivery facilitation services amount of consideration that is unconditional (i.e.
T he Company is merely a technology platform only the passage of time is required before payment
provider for delivery partners to provide their delivery of the consideration is due). Refer to accounting
services to the Restaurant partners/consumers and policies of financial assets in financial instruments
not providing or taking responsibility of the said – initial recognition and subsequent measurement.
284
Company Overview Statutory Reports Financial Statements: Standalone
285
Company Overview Statutory Reports Financial Statements: Standalone
in actuarial assumptions are recognised in other and, at the time of the transaction, affects neither
comprehensive income/loss. the accounting profit nor taxable profit or loss;
286
Company Overview Statutory Reports Financial Statements: Standalone
Deferred tax assets and liabilities are measured at the ervice and non-market performance conditions
S
tax rates that are expected to apply in the year when are not taken into account when determining the
the asset is realised or the liability is settled, based grant date fair value of awards, but the likelihood
on tax rates (and tax laws) that have been enacted or of the conditions being met is assessed as part
substantively enacted at the reporting date. of the Company’s best estimate of the number of
equity instruments that will ultimately vest. Market
Deferred tax relating to items recognised outside performance conditions are reflected within the
profit or loss is recognised outside profit or grant date fair value. Any other conditions attached
loss (either in other comprehensive income to an award, but without an associated service
or in equity). Deferred tax items are recognised in requirement, are considered to be non-vesting
correlation to the underlying transaction either in OCI conditions. Non-vesting conditions are reflected in
or directly in equity. the fair value of an award and lead to an immediate
expensing of an award unless there are also service
Deferred tax assets and deferred tax liabilities are and/or performance conditions.
offset if a legally enforceable right exists to set off
current tax assets against current tax liabilities and o expense is recognised for awards that do not
N
the deferred taxes relate to the same taxable entity ultimately vest because non-market performance
and the same taxation authority. and/or service conditions have not been met. Where
awards include a market or non-vesting condition,
xiii. Share based payment the transactions are treated as vested irrespective
mployees (including senior executives) of the
E of whether the market or non-vesting condition is
Company receive remuneration in the form of share- satisfied, provided that all other performance and/or
based payments, whereby employees render services service conditions are satisfied.
as consideration for equity instruments (equity-
settled transactions). When the terms of an equity-settled award are
modified, the minimum expense recognised is the
he cost of equity-settled transactions is determined
T expense had the terms had not been modified, if the
by the fair value at the date when the grant is made original terms of the award are met. An additional
using an appropriate valuation model. expense is recognised for any modification that
increases the total fair value of the share-based
hat cost is recognised, together with a corresponding
T payment transaction, or is otherwise beneficial to the
increase in share-based payment (SBP) reserves in employee as measured at the date of modification.
equity, over the year in which the performance and/or
service conditions are fulfilled in employee benefits For cancelled options, the payment made to the
expense. The cumulative expense recognised for employee shall be accounted for as a deduction
equity-settled transactions at each reporting date from equity, except to the extent that the payment
until the vesting date reflects the extent to which exceeds the fair value of the equity instruments of
the vesting year has expired and the Company’s best the Company, measured at the cancellation date. Any
estimate of the number of equity instruments that such excess from the fair value of equity instrument
will ultimately vest. The statement of profit and loss shall be recognised as an expense.
expense or credit for a year represents the movement
he dilutive effect of outstanding options is reflected
T
in cumulative expense recognised as at the beginning
as additional share dilution in the computation of
and end of that year and is recognised in employee
diluted earnings per share.
benefits expense.
287
Company Overview Statutory Reports Financial Statements: Standalone
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Company Overview Statutory Reports Financial Statements: Standalone
• the asset is held within a business model whose calculating the amortised cost of an instrument and
objective is to hold assets in order to collect of allocating interest income over the relevant year.
contractual cash flows; and The effective interest rate is the rate that exactly
discounts estimated future cash receipts (including
• the contractual terms of the instrument give rise
all fees paid or received that form an integral part
on specified dates to cash flows that are solely
of the effective interest rate, transaction costs and
payments of principal and interest on the principal
other premiums or discounts) through the expected
amount outstanding.
life of the debt instrument, or, where appropriate,
inancial assets that meet the following conditions
F a shorter year, to the net carrying amount on initial
are subsequently measured at fair value through other recognition.
comprehensive income (except for debt investments
Equity instruments
that are designated as at fair value through profit or
loss on initial recognition): equity instrument is a contract that evidences
An
residual interest in the assets of the company after
•
the asset is held within a business model deducting all of its liabilities. Equity instruments
whose objective is achieved both by collecting issued by the Company are recognised at the proceeds
contractual cash flows and selling financial received net of direct issue cost.
assets; and
he Company subsequently measures certain equity
T
• the contractual terms of the instrument give rise investments in scope of Ind AS 109 at fair value, with
on specified dates to cash flows that are solely net changes in fair value recognised in the statement
payments of principal and interest on the principal of profit and loss. Also, the Group has made an
amount outstanding. irrevocable election to present subsequent changes
in the fair value of certain equity investments not held
T he Company subsequently measures certain
for trading in other comprehensive income.
investments in mutual funds in scope of Ind AS 109 at
fair value, with net changes in fair value recognised in Derecognition
the consolidated statement of profit and loss. Also, the financial asset (or, where applicable, a part of a
A
Company has made an irrevocable election to present financial asset or part of a group of similar financial
subsequent changes in the fair value of certain assets) is primarily derecognised (i.e. removed from
investment in equity and preference instruments not the Company’s summary statements of assets and
held for trading in other comprehensive income. liabilities) when:
VTPL is a residual category for debt instruments.
F a. The rights to receive cash flows from the asset
Any debt instrument, which does not meet the criteria have expired; or
for categorization as at amortized cost or as FVTOCI,
is classified as at FVTPL. Cash and cash equivalents, b. The Company has transferred its rights to receive
other bank balances, loans and other financial assets cash flows from the asset or has assumed an
are classified for measurement at amortised cost. obligation to pay the received cash flows in full
without material delay to a third party under
Financial assets at amortised cost are subsequently a ‘pass-through’ arrangement’ and either (a)
measured at amortised cost using effective interest the Company has transferred substantially
method. The effective interest method is a method of all the risks and rewards of the asset, or (b)
289
Company Overview Statutory Reports Financial Statements: Standalone
the Company has neither transferred nor The application of simplified approach does not
retained substantially all the risks and rewards require the Company to track changes in credit risk.
of the asset, but has transferred control of Rather, it recognizes impairment loss allowance based
the asset. on lifetime ECLs at each reporting date, right from
its initial recognition. The Company has established
When the Company has transferred its rights to
a provision matrix that is based on its historical
receive cash flows from an asset or has entered into
credit loss experience, adjusted for forward-looking
a pass-through arrangement, it evaluates if and to
what extent it has retained the risks and rewards factors specific to the debtors and the economic
of ownership. When it has neither transferred nor environment.
retained substantially all of the risks and rewards of ifetime ECL are the expected credit losses resulting
L
the asset, nor transferred control of the asset, the from all possible default events over the expected life of
Company continues to recognise the transferred a financial instrument. The 12-month ECL is a portion of
asset to the extent of the Company’s continuing
the lifetime ECL which results from default events that
involvement. In that case, the Company also
are possible within 12 months after the reporting date.
recognises an associated liability. The transferred
asset and the associated liability are measured on a CL is the difference between all contractual cash
E
basis that reflects the rights and obligations that the flows that are due to the Company in accordance
Company has retained. with the contract and all the cash flows that the entity
expects to receive (i.e., all cash shortfalls), discounted
ontinuing involvement that takes the form of a
C
at the original EIR. When estimating the cash flows,
guarantee over the transferred asset is measured at
an entity is required to consider:
the lower of the original carrying amount of the asset
and the maximum amount of consideration that the a. All contractual terms of the financial instrument
Company could be required to repay. (including prepayment, extension, call and similar
options) over the expected life of the financial
Impairment of financial assets instrument. However, in rare cases when the
I n accordance with Ind AS 109, the Company applies expected life of the financial instrument cannot
expected credit loss (ECL) model for measurement be estimated reliably, then the entity is required
and recognition of impairment loss on the following to use the remaining contractual term of the
financial assets and credit risk exposure: financial instrument.
a. Financial assets that are debt instruments, and b. Cash flows from the sale of collateral held or
are measured at amortised cost e.g., loans, debt other credit enhancements that are integral to
securities, deposits and bank balance. the contractual terms.
b. Trade receivables or any contractual right to
ECL impairment loss allowance (or reversal)
receive cash or another financial asset that result
recognized during the year is recognized as income/
from transactions that are within the scope of Ind
expense in the statement of profit and loss. This
AS 115.
amount is reflected under the head ‘other expenses’
he company follows ‘simplified approach’ for
T in the statement of profit and loss. The statement of
recognition of impairment loss allowance on trade assets and liabilities presentation for various financial
receivables. instruments is described below:
290
Company Overview Statutory Reports Financial Statements: Standalone
• Financial assets measured as at amortised cost, derecognised as well as through the EIR amortisation
contractual revenue receivables: ECL is presented process.
as an allowance, i.e., as an integral part of the
measurement of those assets in the statements mortised cost is calculated by taking into account
A
of assets and liabilities. The allowance reduces any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
the net carrying amount. Until the asset meets
EIR amortisation is included as finance costs in the
write-off criteria, the Company does not reduce
statement of profit and loss. This category generally
impairment allowance from the gross carrying
applies to borrowings.
amount.
291
Company Overview Statutory Reports Financial Statements: Standalone
on substantially different terms, or the terms of multiples, quoted share prices for publicly traded
an existing liability are substantially modified, companies or other available fair value indicators.
such an exchange or modification is treated as
the derecognition of the original liability and the The company bases its impairment calculation on
recognition of a new liability. The difference in the detailed budgets and forecast calculations, which
respective carrying amounts is recognised in the are prepared separately for each of the company’s
statement of profit and loss. CGUs to which the individual assets are allocated.
These budgets and forecast calculations generally
Offsetting of financial instruments cover a year of five years. For longer years, a long-
Financial assets and financial liabilities are offset and term growth rate is calculated and applied to project
the net amount is reported in the statement of assets future cash flows after the fifth year. To estimate cash
and liabilities if there is a currently enforceable legal flow projections beyond years covered by the most
right to offset the recognised amounts and there is an recent budgets/forecasts, the company extrapolates
intention to settle on a net basis, to realise the assets cash flow projections in the budget using a steady or
and settle the liabilities simultaneously. declining growth rate for subsequent years, unless
an increasing rate can be justified. In any case, this
xvii. Impairment of non-financial assets
growth rate does not exceed the long-term average
The company assesses, at each reporting date,
whether there is an indication that an asset may growth rate for the products, industries, or country
be impaired. If any indication exists, or when or countries in which the entity operates, or for the
annual impairment testing for an asset is required, market in which the asset is used.
the company estimates the asset’s recoverable
Impairment losses are recognised in the statement
amount. An asset’s recoverable amount is the
of profit and loss.
higher of an asset’s or cash-generating unit’s
(CGU) fair value less costs of disposal and its value For assets excluding goodwill, an assessment is made
in use. Recoverable amount is determined for an
at each reporting date to determine whether there is
individual asset, unless the asset does not generate
an indication that previously recognised impairment
cash inflows that are largely independent of those
losses no longer exist or have decreased. If such
from other assets or groups of assets. When
indication exists, the company estimates the asset’s
the carrying amount of an asset or CGU exceeds
or CGU’s recoverable amount. A previously recognised
its recoverable amount, the asset is considered
impairment loss is reversed only if there has been a
impaired and is written down to its recoverable
change in the assumptions used to determine the
amount.
asset’s recoverable amount since the last impairment
In assessing value in use, the estimated future cash loss was recognised. The reversal is limited so that
flows are discounted to their present value using a the carrying amount of the asset does not exceed its
pre-tax discount rate that reflects current market recoverable amount, nor exceed the carrying amount
assessments of the time value of money and the that would have been determined, net of depreciation,
risks specific to the asset. In determining fair value had no impairment loss been recognised for the asset
less costs of disposal, recent market transactions in prior years. Such reversal is recognised in the
are taken into account. If no such transactions can statement of profit or loss unless the asset is carried
be identified, an appropriate valuation model is used. at a revalued amount, in which case, the reversal is
These calculations are corroborated by valuation treated as a revaluation increase.
292
Company Overview Statutory Reports Financial Statements: Standalone
Goodwill is tested for impairment annually as at from operating, investing and financing activities of
December 31 and when circumstances indicate that the Company are segregated.
the carrying value may be impaired.
xxi. Treasury shares
Impairment is determined for goodwill by T he Company has created an Employee Benefit
assessing the recoverable amount of each CGU Trust (EBT). The Company uses EBT as a vehicle for
(or group of CGUs) to which the goodwill relates. distributing shares to employees under the employee
When the recoverable amount of the CGU is stock option schemes. The Company treats EBT as
less than its carrying amount, an impairment loss is its extension and shares held by EBT are treated as
recognised. Impairment losses relating to goodwill treasury shares.
cannot be reversed in future years. wn equity instruments that are held by the trust are
O
recognised at cost and deducted from equity. No gain
xviii. Borrowing costs or loss is recognised in profit or loss on the purchase,
Borrowing costs directly attributable to the sale, issue or cancellation of the Company’s own
acquisition, construction or production of an asset
equity instruments. Any difference between the
that necessarily takes a substantial year of time to
carrying amount and the consideration, if reissued,
get ready for its intended use or sale are capitalised
is recognised in the other equity.
as part of the cost of the asset. All other borrowing
costs are expensed in the year in which they occur. xxii. Events occurring after the balance sheet date
Borrowing costs consist of interest and other costs Based on the nature of the event, the company
that an entity incurs in connection with the borrowing identifies the events occurring between the balance
of funds. Borrowing cost also includes exchange sheet date and the date on which the standalone
differences to the extent regarded as an adjustment financial statements are approved as ‘Adjusting
to the borrowing costs. Event’ and ‘Non-adjusting event’.Adjustments to
assets and liabilities are made for events occurring
xix. Cash and cash equivalents after the balance sheet date that provide additional
Cash and cash equivalent in the balance sheet information materially affecting the determination
comprise cash at banks and on hand and short-term of the amounts relating to conditions existing at
deposits with an original maturity of three months the balance sheet date or because of statutory
or less, which are subject to an insignificant risk of requirements or because of their special nature. For
changes in value. non-adjusting events, the company may provide a
disclosure in the standalone financial statements
For the purpose of the statement of cash flows, cash
considering the nature of the transaction.
and cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank 2.3 Significant accounting judgements,
overdrafts (if any) as they are considered an integral estimates and assumptions
part of the company’s cash management. he preparation of the financial statements requires
T
xx. Cash Flow Statement management to make judgements, estimates and
Cash flows are reported using the indirect method, assumptions that affect the reported amounts of
whereby loss for the year is adjusted for the effects revenues, expenses, assets and liabilities. Uncertainty
of transactions of a non-cash nature, any deferrals or about these assumptions and estimates could result
accruals of past or future operating cash receipts or in outcomes that require a material adjustment to
payments and item of income or expenses associated the carrying amount of assets or liabilities affected
with investing or financing cash flows. The cash flows in future periods.
293
Company Overview Statutory Reports Financial Statements: Standalone
294
Company Overview Statutory Reports Financial Statements: Standalone
295
Company Overview Statutory Reports Financial Statements: Standalone
296
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
Accumulated Depreciation
At April 01, 2021 203 3 31 29 384 3 117 770
Statutory Reports
297
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
Amortisation
At April 01, 2021 40 18 504 379 540 1,481 -
Charge for the year 55 0 412 121 452 1,040 -
Exchange fluctuation reserve* 0 - - - - 0 -
At March 31, 2022 95 18 916 500 992 2,521 -
Statutory Reports
298
Financial Statements: Standalone
The estimated recoverable amount of CGU exceeded its carrying amount and accordingly, no impairment was recognised.
Company Overview Statutory Reports Financial Statements: Standalone
Investments at Cost
Investment in unquoted equity instruments (fully paid
up)
Investment in Subsidiaries
Zomato Media Portugal, Unipessoal LDA *
4,875,000 (March 31, 2022: 4,875,000) equity
409 409
shares of Euro 1 each
Less: Provision for impairment in value (409) - (409) -
Zomato New Zealand Media Private Limited *
6,250,000 (March 31, 2022: 6,250,000) equity
316 316
shares of NZD 1 each
Less: Provision for impairment in value (316) - (316) -
Zomato Ireland Limited *
116,291,111 (March 31, 2022: 116,291,111) equity shares
8,495 8,500
of Euro 1 each #
Less: Provision for impairment in value (8,495) - (8,500) -
PT Zomato Media Indonesia *
26,136,027,039 (March 31, 2022: 26,136,027,039)
139 139
equity shares of IDR 1 each
Less: Provision for impairment in value (139) - (139) -
Zomato Media (Private) Limited (Sri Lanka)
700,000 (March 31, 2022: 700,000) equity shares of
3 3
LKR 10 each
Less: Provision for impairment in value (3) - (3) -
Zomato Chile SpA
108,157 (March 31, 2022: 108,157) equity shares of
57 57
CLP 5,000 each
Less: Provision for impairment in value (57) - (57) -
Zomato Middle East FZ - LLC *
13,000 (March 31, 2022: 13,000) equity shares of
308 294
AED 1,000 each
Zomato Hyperpure Private Limited (formerly
known as Zomato Internet Private Limited) *
17,420,386 (March 31, 2022: 7,714,644) equity
9,640 3,608
shares of INR 10 each
299
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
300
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Other Investments:
Investments designated at fair value through other
comprehensive income (FVTOCI)
Investment in unquoted equity instruments (fully paid
up)
Investment in Equity Shares
NIL (March 31, 2022 : 1) Equity Shares of face value INR
10 each fully paid in Blink Commerce Private Limited
- 2
(formerly known as Grofers India Private Limited)
(Subsidiary w.e.f. August 10, 2022)
Add: fair value through other comprehensive income - - - 2
1 (March 31, 2022 : 1) Equity Shares of face value INR
0 0
1,000 each fully paid in Hands on Trades Private Limited
Add: fair value through other comprehensive income - 0 - 0
1 (March 31, 2022 : 1) Equity Shares of face value INR
0 0
1 each fully paid in Curefit Healthcare Private Limited
Add: fair value through other comprehensive income 0 0 (0) 0
9,824 (March 31, 2022 : 9,824) Equity shares of face
value INR 10 each fully paid in BigFoot Retail Solutions 334 334
Private Limited
Add: fair value through other comprehensive income 28 362 6 340
10 (March 31, 2022 : 10) Equity Shares of face value INR
1 1
10 each fully paid in Adonmo Private Limited
Add: fair value through other comprehensive income 0 1 0 1
1 (March 31, 2022 : 1) Equity Shares of face value INR
10 each fully paid in Urbanpiper Technology Private 0 0
Limited
Add: fair value through other comprehensive income 0 0 - 0
10 (March 31, 2022 : 10) Equity Shares of face value INR
0 0
10 each fully paid in Mukunda Foods Private Limited
Add: fair value through other comprehensive income (0) 0 - 0
301
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
302
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
*includes cost of stock options allocated to subsidiary companies for stock options given to employees of subsidiary
companies.
303
Company Overview Statutory Reports Financial Statements: Standalone
7 Trade receivables
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Trade receivables
Unsecured, considered good * 622 1,669
Trade Receivables-credit impaired 224 236
846 1,905
Impairment allowance (allowance for bad and doubtful debts)
Trade Receivables-credit impaired (224) (236)
Total trade receivables 622 1,669
The allowance for doubtful debts and changes in the allowance for doubtful accounts during the year, were as
follows:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 236 347
Add: addition / (reversal) of impairment allowance of trade receivables-
23 (19)
credit impaired
Less: write offs/adjustments (35) (92)
Closing balance 224 236
Trade receivables are non-interest bearing and are generally on terms of 0 to 90 days.
* includes amount of INR 381 million (March 31, 2022 : INR 332 million) receivable from related party (refer note 34).
304
Company Overview Statutory Reports Financial Statements: Standalone
No trade or other receivable are due from directors or other officers of the company either severally or jointly
with any other person. Except as disclosed in note 34 , no trade or other receivable are due from firms or private
companies respectively in which any director is a partner, a director or a member.
* During the financial year ended March 31, 2023, in line with the RBI directives, the nodal account was converted into a current
account and the amount was shown in “Balance with banks - in current accounts”, accordingly no balance is netted off with “Amount
payable to merchant” (disclosed under other financial liability).
For the year ended March 31, 2022, as per the directives of Reserve Bank of India, the Company operates all online payments
received from customers through a Nodal account. Balance lying in such account is INR 1,970 million, out of which INR 815 million
is payable to merchant which is disclosed as “Restricted Cash held in separate accounts” and same has been netted off from the
amount payable to merchant which has been disclosed under other financial liability ‘ Money held in trust’ and balance amount of
INR 1,155 million has been included under balance with banks on current account.
For the purpose of the statement of cash flows, cash and cash equivalents comprise of the following:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
305
Company Overview Statutory Reports Financial Statements: Standalone
Deposits with original maturity of more than three months but less than
2,722 10,702
12 months
Bank balances (including deposits) held as margin money 33 1,004
Total other bank balances 2,755 11,706
10 Loans
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Non-current
Loan to related party (refer note 34)
-Considered good- secured 7,500 -
-Considered good- unsecured 2,080 -
Total non-current Loans 9,580 -
Current
Other loans
-Considered good- secured - 3,750
Total current Loans - 3,750
Non-current
Unsecured, considered good, unless stated otherwise
Margin money deposits - 1
Deposits with original maturity for more than 12 months 17,815 50,498
Interest accrued on fixed deposits and others 629 1,517
Security deposits 183 134
Total non-current other financial assets 18,627 52,150
Current
Unsecured, considered good, unless stated otherwise
Deposits with original maturity for more than 12 months 38,890 34,897
Interest accrued on fixed deposits and others * 2,671 1,391
306
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Security deposit 31 20
Security deposit - credit impaired (0) 31 (0) 20
Margin money deposits 1 1
Receivable from related party (refer note 34) 517 50
Amount recoverable in cash 1,176 636
Amount recoverable in cash - credit impaired (192) 984 (356) 280
Unsecured, considered doubtful
Amount recoverable from payment gateways # 906 476
Less: credit impaired (5) -
Less : liabilities payable to merchants - 901 (476) -
Total current other financial assets 43,995 36,639
#
For the year ended March 31, 2022, balance of INR 476 million receivable from payment gateway is netted off with payable to
merchants disclosed under other financial assets
* includes interest receivable on intercompany loans amounting to INR 59 million (March 31, 2022 INR NIL) (refer note 34).
13 Other assets
(INR million)
Particulars As at March 31, 2023 As at March 31, 2022
Non-Current
Capital advances 15 -
Prepaid expenses 7 0
Total non-current other assets 22 0
Current
Staff imprest 2 2
Staff imprest - impairment allowance (1) 1 (1) 1
Advances to supplier 186 183
Advances to supplier - impairment allowance (65) 121 (66) 117
Prepaid expenses 109 210
Other advances 50 54
Balance with statutory/government authorities 323 273
Less: Provision for doubtful balances (97) 226 - 273
Total current other assets 507 655
307
Company Overview Statutory Reports Financial Statements: Standalone
14 Inventories
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
308
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
309
Company Overview Statutory Reports Financial Statements: Standalone
a) Reconciliation of the shares outstanding at the beginning and at the end of the year
Equity shares
Particulars As at March 31, 2023 As at March 31, 2022
Number (INR million) Number (INR million)
At the beginning of the year 7,871,932,776 7,872 351,477 0
Add: shares issued during the year 628,530,012 629 1,184,210,526 1,184
Add: shares issued on conversion of CCCPS / CCPS - - 4,306,073,250 4,306
Add : bonus shares issued during the year 12,841,983 13 2,381,293,530 2,381
Add: shares issued on exercise of employee stock
40,204,999 40 3,993 0
options
Outstanding at the end of the year 8,553,509,770 8,554 7,871,932,776 7,872
Less: shares held by ESOP Trust as at the year end 189,534,357 190 228,992,198 229
Outstanding at the end of the year 8,363,975,413 8,364 7,642,940,578 7,643
Instruments entirely equity in nature (CCCPS- Class A,B,C,D,G,H,I,J,J-2, I-2 J-3 , J-4, J5-1, J5-2,
J-6 & J-7)
Particulars As at March 31, 2023 As at March 31, 2022
Number (INR million) Number (INR million)
At the beginning of the year- Class A - - 78,791 1
At the beginning of the year- Class B - - 16,396 0
At the beginning of the year- Class C - - 13,664 0
At the beginning of the year- Class D - - 28,460 0
At the beginning of the year - Class G - - 10,885 73
At the beginning of the year - Class H - - 83,425 559
At the beginning of the year - Class I - - 103,500 693
At the beginning of the year - Class J - - 11,777 79
At the beginning of the year - Class J-2 - - 1,177 8
At the beginning of the year - Class I-2 - - 76,376 687
At the beginning of the year - Class J-3 - - 15,188 102
At the beginning of the year - Class J-4 - - 25,313 170
At the beginning of the year - Class J-5-1 - - 12,656 85
At the beginning of the year - Class J-5-2 - - 12,656 85
At the beginning of the year - Class J-6 - 1,265 8
At the beginning of the year - Class J-7 - - 85,498 573
At the beginning of the year - Class K - - 47,116 316
Less: converted to equity share capital during the year - - (624,143) (3,439)
Outstanding at the end of the year - - - -
310
Company Overview Statutory Reports Financial Statements: Standalone
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining
assets of the company, after distribution of all preferential amounts. The distribution will be in proportion
to the number of equity shares held by the shareholders.
The Company vide their extra ordinary general meeting held on April 05, 2021 and board of directors vide
their meeting held on April 06, 2021 approved conversion of following classes of preference shares into
equity a) Compulsorily Convertible Cumulative Preference Shares (CCCPS) of face value of INR 10/- (Indian
Rupees Ten only) each; b) Class B 0.0001% Compulsorily Convertible Cumulative Preference Shares of face
value of INR 10/- (Indian Rupees Ten only) each; c) Class C 0.0001% Compulsorily Convertible Cumulative
Preference Shares of face value of INR 10/- (Indian Rupees Ten only) each; d) Class D 0.0001% Compulsorily
Convertible Cumulative Preference Shares of face value of INR 10/- (Indian Rupees Ten only) each; e) Class
E 0.0001% Compulsorily Convertible Preference Shares of face value of INR 1/- (Indian Rupee One) each;
f) Class F 0.0001% Compulsorily Convertible Preference Shares of face value of INR 2/- (Indian Rupees Two
only) each; g) Class G 0.00000015% Compulsorily Convertible Cumulative Preference Shares of face value of
INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; h) Class H 0.00000015% Compulsorily
Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven
Hundred only) each; i) Class I 0.00000015% Compulsorily Convertible Cumulative Preference Shares of
face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; j) Class J 0.00000015%
Compulsorily Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six
Thousand Seven Hundred only) each; k) Non-Voting 0.00000010% Class I-2 Compulsorily Convertible
Cumulative Preference Shares of face value of INR 9,000 (Indian Rupees Nine Thousand only) each;
l) 0.00000015% Class J2 Compulsorily Convertible Cumulative Preference Shares of face value of
INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; m) 0.00000015% Class J3 Compulsorily
Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven
Hundred only) each; n) 0.00000015% Class J4 Compulsorily Convertible Cumulative Preference Shares of
face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; o) 0.00000015% Class
J5-1 Compulsorily Convertible Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees
Six Thousand Seven Hundred only) each; p) 0.00000015% Class J5-2 Compulsorily Convertible Cumulative
Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each; q)
0.00000015% Class J6 Compulsorily Convertible Cumulative Preference Shares of face value of INR 6,700/-
(Indian Rupees Six Thousand Seven Hundred only) each; r) 0.00000015% Class J7 Compulsorily Convertible
Cumulative Preference Shares of face value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred
only) each; and s) 0.00000015% Class K Compulsorily Convertible Cumulative Preference Shares of face
value of INR 6,700/- (Indian Rupees Six Thousand Seven Hundred only) each.
311
Company Overview Statutory Reports Financial Statements: Standalone
As per records of the Company, including its register of shareholders/members and other declarations received
from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial
ownership of shares.
The Company is professionally managed and does not have an identifiable promoter.
ii) The Company had allotted 76,376 fully paid up shares of face value INR 9,000/- each during the year
ended March 31, 2020 pursuant to business combination with Uber India Systems Private Limited for
non-cash consideration.
iii) The Company had allotted 1,576 fully paid up equity shares of face value INR 1/- each during the year
ended March 31, 2021 pursuant to acquisition of Jogo Technologies Private Limited (“FitSo”) for non
cash consideration.
iv) The Company has approved and allotted bonus shares during the financial year ended March 31, 2022
in the ratio of 1:6699 to existing equity shareholders and has also approved bonus issuance to option
holders whose name appears in the register of employee stock options, which will be issued basis the
equity shares held by the option holders upon the exercise of the option.
v) For details of shares reserved for issue under the employee stock option (ESOP) plan of the Company,
please refer note 31.
312
Company Overview Statutory Reports Financial Statements: Standalone
Capital reserve
Balance at the beginning of the year 26 26
26 26
Securities Premium
Balance at the beginning of the year 212,889 128,533
Add: premium on issue of equity shares 34,223 88,816
Add: conversion of CCCPS and CCPS - 243
Less: bonus issue of equity shares (13) (2,381)
Less: transaction cost on issue of shares - (2,322)
247,099 212,889
Share-based payment reserve
Balance at the beginning of the year 11,253 3,542
Add: share based payment expense 4,554 8,468
Add: share based payment expense allocated to subsidiary companies 504 311
Add: ESOP issuance for unvested ESOPs on acquisition 223 -
Less: transfer to retained earning on exercise of employee stock
(3,598) (1,068)
options
12,936 11,253
Retained earnings
Balance at the beginning of the year (64,174) (54,335)
Add: transfer from share-based payment reserve on exercise of
3,598 1,068
employee stock options
Add: amount collected by ESOP Trust on exercise of employee stock
67 79
options (net of tax)
Less: transfer from other comprehensive income (refer note 33) (1,753) -
Add: profit /(loss) during the year 1,169 (10,980)
Less: share based payment on cash settlement of option (fractional
(2) (6)
shares)
Net deficit in the statement of profit and loss (61,095) (64,174)
Treasury Shares
Balance at the beginning of the year 229 -
Add : bonus issue of Equity Shares - 280
Less : shares issued by ESOP Trust on exercise of employee stock
(39) (51)
options
190 229
313
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Business transfer adjustment reserve
Balance at the beginning of the year (434) (434)
Add: Add during the year - -
(434) (434)
Items of other comprehensive income
Remeasurements of the defined benefit plans (69) (85)
Exchange differences on translation of foreign operations * 314 229
Other items of other comprehensive income / (loss) (A) 245 144
Equity instruments through other comprehensive income (1,017) 96
Transfer to retained earnings (refer note 33) 1,753 -
Equity instruments through other comprehensive income (B) 736 96
Debt instruments through other comprehensive income (C) 1 -
Items of other comprehensive income (A+B+C) 982 240
* The disaggregation of changes in ‘Foreign Currency Translation Reserve’ is disclosed in statement of changes in equity.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance
with the provisions of section 52 of the Companies Act, 2013.
Retained earnings
Retained earnings represents the losses that the Company has incurred till date less any transfer to general
reserve, less any dividend, or other distributions paid to share holders Retained earnings is a free reserve
available to the Company and eligible for distribution to shareholders, in case where it is having positive
balance representing net earnings till date.
Treasury Shares
Own equity instruments that held by Trust are recognised at cost and deducted from equity. No gain or loss
is recognised in consolidated statement of profit and loss on the purchase, sale, issue or cancellation of the
Company’s own equity instruments. Any difference between the carrying amount and the consideration, if
reissued, is recognised in other equity.
314
Company Overview Statutory Reports Financial Statements: Standalone
16 Trade payables
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Trade payables
Total outstanding dues of micro enterprises and small enterprises (refer
30 40
note 37 for details of dues to micro and small enterprises)
Total outstanding dues of creditors other than micro enterprises and
3,630 3,897
small enterprises*
Total trade payables 3,660 3,937
*includes amount of INR 54 million (INR 233 million March 31, 2022) payable to related parties. (refer note 34).
Trade payables are non-interest bearing and are normally settled on 0-60 days terms. For explanations on the
Company’s credit risk management processes, refer to note 33.
Refer note 42 for trade payable ageing.
17 Provisions
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Non-current
Provisions for gratuity (refer note 30) 329 319
Provisions for compensated absences (refer note 30) 241 201
Total non-current provisions 570 520
Current
Provisions for gratuity (refer note 30) 60 46
Provisions for compensated absences (refer note 30) 154 119
Total current provisions 214 165
315
Company Overview Statutory Reports Financial Statements: Standalone
Current
Capital creditors 1 0
Security deposit payable 7 25
Amount payable to merchant (refer note 8) 2,436 815
Less: asset against money held in trust (payable to
- 2,436 (815) -
merchants)
Payable to related parties (refer note 34) 185 217
Payable to Customers 122 119
Other Payable 138 43
Total current other financial liabilities 2,889 404
19 Other Liabilities
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Non-Current
Unearned Revenue - 2
Total other non-current liabilities - 2
316
Company Overview Statutory Reports Financial Statements: Standalone
Sale of services
Service revenue (refer note 34) 46,495 35,161
Royalty income (refer note 34) 134 221
Sale of goods
Revenue from sale of traded goods 3 -
Revenue from operating income
Income from provision of platform services 442 728
Total revenue from operations 47,074 36,110
(INR million)
Particulars For the year ended March 31, 2022
317
Company Overview Statutory Reports Financial Statements: Standalone
Contract balances
The following table provides information about receivables, contracts assets, and contract liabilities from
customers:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Trade receivables (unconditional right to consideration)* 581 818
Contract assets (Refer note 1 below) 41 851
Contract liabilities (Refer note 2 below) 395 587
* The amounts is net of contract assets INR 41 Millions (March 31, 2022: INR 851 Millions).
Notes:
1. The contract assets primarily relate to the Company’s rights to consideration for work completed but not
billed at the reporting date. The contract assets are transferred to the receivables when the rights become
unconditional.
2. Contract liability relates to payments received in advance of performance and unearned revenue against
which amount has been received from customer but services are yet to be rendered on the reporting
date either in full or in parts. Contract liabilities are recognized evenly over the period of service, being
performance obligation of the Company.
3. Contract liabilities consist of unearned revenue and advances, which is recorded when the company has
received consideration in advance of transferring the performance obligations under the contract to the
customer.
a) Changes in unearned revenue during the year ended is as follows:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Opening balance 493 507
Add: Unearned revenue 327 334
Less: Revenue recognized (484) (348)
Less: Cumulative catch-up adjustments to revenue due to a
(14) 0
contract modification or foreign exchange difference
Closing balance 322 493
The transaction price allocated to the remaining performance obligations as at March 31, 2023 and
March 31, 2022 are as follows:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
To be recognised within one year 322 491
To be recognised in more than one year - 2
Closing balance 322 493
Remaining performance obligations are expected to be recognised within one year.
318
Company Overview Statutory Reports Financial Statements: Standalone
b) Changes in advances from customers during the year ended were as follows:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Opening balance 94 211
Less: revenue recognized (35) (29)
Less: advances written back (45) -
Less: payable to customers - (119)
Add: advances received during the year 59 31
Closing balance 73 94
21 Other income
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Interest income on
- On financial assets measured at amortised cost:
- Bank deposits 3,980 3,903
- Government securities 671 11
- Others * 1,624 43
- On financial assets at fair value through other
comprehensive income
- Debentures or bonds 1 -
- Income tax refund 41 -
Net gain arising on financial assets measured at fair
value through profit or loss:
- Net gain on sale of mutual fund units 663 586
- Fair value gain / (loss) on mutual fund units 129 792 (14) 572
Other non operating income
Liabilities written back 104 55
Gain on termination of lease contracts (refer note 32) 31 7
Foreign exchange gain (net) 3 -
Profit on sale of property, plant and equipment (net) 9 4
Gain on transfer of intellectual property and assembled
- 84
workforce (refer note 34)
Income from cross charge (refer note 34) 549 142
Others ** 190 154
Total other income 7,995 4,975
*includes amount of interest on loan INR 1,126 million (March 31, 2022 INR 15 million) pertaining to related party (refer note 34).
** includes INR 140 million (March 31, 2022: INR 141 million) amortization of unearned revenue relating to assignment of certain
restaurant contracts pertaining to its delivery business in the United Arab Emirates (UAE) to Talabat Middle East Internet Services
Company LLC (Talabat).
319
Company Overview Statutory Reports Financial Statements: Standalone
22 Purchase of stock-in-trade
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Purchase of stock-in-trade 7 -
Purchase of stock-in-trade 7 -
25 Finance costs
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Interest
- to others - 5
Others
- Bank charges 28 11
- Other charges - 0
Interest on lease liabilities (refer note 32) 141 39
Total finance cost 169 55
320
Company Overview Statutory Reports Financial Statements: Standalone
27 Other expenses
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
321
Company Overview Statutory Reports Financial Statements: Standalone
A. Payment to auditor
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
As auditor
- Statutory audit * 10 8
- Quarterly limited reviews 4 3
In other capacity
- Certification & other services (Group reporting) 12 4
- Reimbursement of expenses 1 0
27 15
* Excludes fees for initial public offer related services of INR 26 million debited to securities premium for the year ended
March 31, 2022 out of which INR 20 million was recorded as prepaid expenses as at March 31, 2021.
28 Exceptional items
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Gain on disposal of investment (refer note 49) - 2,258
Closure of step down subsidiaries / joint ventures 7 868
Less: provision for impairment in value of investment in
(7) - (868) -
subsidiaries / joint ventures
Provision for impairment in value of investment in subsidiaries - (548)
Total exceptional items - 1,710
322
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
30 Gratuity plan
A. The Company has a defined benefit gratuity plan. The gratuity plan of India is governed by the Payment of Gratuity Act, 1972 and the gratuity plan
of Middle East locations are governed by United Arab Emirates Labour Law. Under the Act, employee who has completed five years of service is
entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age.
Changes in the defined benefit obligation during the year ended March 31, 2023:
(INR million)
Description April 01, Gratuity cost charged to statement Remeasurements of the Exchange Contribution Benefits March
2022 of profit and loss defined benefit plans difference on by employer paid 31, 2023
translations
Service Net Sub-total Remeasurement Subtotal of foreign
Cost interest included in of defined benefit included operations
Company Overview
Defined benefit
365 87 26 113 (16) (16) 4 - (77) 389
obligation
Benefit liability 365 87 26 113 (16) (16) 4 - (77) 389
Changes in the defined benefit obligation during the year ended March 31, 2022:
Statutory Reports
(INR million)
Description April 01, Gratuity cost charged to statement Remeasurements of the Exchange Contribution Benefits March
2021 of profit and loss defined benefit plans difference on by employer paid 31, 2022
translations
Service Net Sub-total Remeasurement Subtotal of foreign
Cost interest included in of defined benefit included operations
expense statement of obligation in OCI
profit & loss
(refer note 24)
Defined benefit
217 70 17 87 85 85 2 - (26) 365
obligation
Benefit liability 217 70 17 87 85 85 2 - (26) 365
323
Financial Statements: Standalone
Company Overview Statutory Reports Financial Statements: Standalone
The sensitivity analyses above have been determined based on a method that extrapolates the impact on
defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the
reporting date.
The average remaining future service at the end of the reporting year is 27.49 - 29.15 years (March 31, 2022:
28.20 - 29.86 years).
The weighted average duration of defined benefit obligation, at the end of the reporting year is 5.93 - 6.36
years (March 31, 2022: 6.25 - 6.43 years).
(INR million)
Maturity analysis March 31, 2023 March 31, 2022
Less than one year 60 46
Year 1-2 71 58
Year 2-5 172 171
Over 5 year 244 248
C. Compensated absence
The amount of the provision INR 395 million (March 31, 2022: INR 320 million)
During the previous year ended March 31, 2022, the Company changed the leave policies for Indian entities as
per which unavailed leaves (as per company’s policy) can be carried forward.
324
Company Overview Statutory Reports Financial Statements: Standalone
The principal assumptions used in determining gratuity obligations and compensated absences obligations
for the Company’s plan is shown below:
31 Share-based payments
General Employee Share-option Plan (GESP):
The Foodie Bay Employee Stock Option Plan 2014 (“ESOP 2014”) has been approved by the shareholders of the
Company on June 27, 2014 (last amendment was done by the Board of directors on February 10, 2022) for granting
aggregate 27,089 Employees stock options (“ESOPs/Option(s)”) of the Company. The Company further increased
number of Options by 5,364 under the ESOP 2014 at the extraordinary general meeting of shareholders held on
September 07, 2015, and 9,313 Options under the ESOP scheme at the extra ordinary general meeting of shareholders
held on March 04, 2016.The ESOP 2014 covers grant of Options to the specified employees covered under ESOP 2014.
Further, bonus issuance in the ratio 1:6699 to equity shareholders has been approved by the shareholders at
their meeting held on April 05, 2021. Accordingly, the number of shares that can be issued under the ESOP
2014 has been increased from 41,766 to 279,832,200.
325
Company Overview Statutory Reports Financial Statements: Standalone
The Zomato Employee Stock Option Plan 2018 (“ESOP 2018”) has been approved by the shareholders
of the Company on October 22, 2018 (last amendment was done by the Board of directors on
February 10, 2022) for granting aggregate 30,150 Employees stock options (“ESOPs/Option(s) ”)
which were reduced to 18,135 Options vide Extraordinary General Meeting held on September 04,
2020. The ESOP 2018 covers grant of Options to the specified employees covered under ESOP 2018.
Further, bonus issuance in the ratio 1:6699 to equity shareholders has been approved by the shareholders at
their meeting held on April 05, 2021. Accordingly, the number of shares that can be issued under the ESOP
2018 has been increased from 18,135 to 121,504,500.
Zomato Employee Stock Option Plan 2021 (“ESOP 2021”) has been approved by the shareholders of
the Company on April 05, 2021 (last amendment was done by the Board of directors on February 10,
2022) for grant aggregating 502,500,000 Employees stock option (“ESOPs/Option(s)”) of the Company.
The ESOP 2021 covers grant of Options to the specified employees covered under ESOP 2021.
Zomato Employee Stock Option Plan 2022 (“ESOP 2022”) has been approved by the shareholders of the Company
through postal ballot on July 25, 2022, for grant aggregating 33,655,902 Employees stock option (“ESOPs/
Option(s)”) of the Company. The ESOP 2022 covers grant of Options to the specified employees covered under
ESOP 2022.
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements
in, share options during the year:
ESOP 2014
Outstanding at 1 April 28,457 14,293 37,959 11,751
Granted during the year 2,195 1 2,539 1
Forfeited during the year - - - -
Exercised during the year 5,889 13,286 7,588 18,015
Expired during the year 3,013 84 4,453 1,573
Outstanding at the end of the year 21,750 11,185 28,457 14,293
Exercisable at the end of the year 14,678 27,885 14,911 27,277
326
Company Overview Statutory Reports Financial Statements: Standalone
327
Company Overview Statutory Reports Financial Statements: Standalone
The following tables list the inputs to the models used for the GESP plans for the year ended March 31, 2023
and March 31, 2022 (model used: Black Scholes valuation model)
Particulars March 31, 2023 March 31, 2022
GESP GESP
Dividend yield (%) 0.00% 0.00%
Expected volatility (%) 53.67%-55.71% 27.12%-51.36%
Risk–free interest rate (%) 6.28%-6.77% 0.45%-2.65%
Expected life of share options 6-9 years 5.5-6.25 years
The expected life of the share options is based on historical data and current expectations and is not
necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption
that the historical volatility over a period similar to the life of the options is indicative of future trends, which
may also not necessarily be the actual outcome.
There are no market performance conditions existing as at March 31, 2023 and March 31, 2022.
32 Right-of-use asset and leases
Set out below are the carrying amounts of right-of-use assets recognised and the movements during
the year:
(INR million)
Particulars Amount
As at April 01, 2021 398
Additions 19
Deletions (34)
Depreciation expense (126)
As at March 31, 2022 257
Additions 1,503
Deletions (121)
Depreciation expense (300)
As at March 31, 2023 1,339
Set out below are the carrying amounts of lease liabilities recognised and the movements during the year:
(INR million)
Particulars Amount
As at April 01, 2021 462
Additions 1
Deletions (41)
Accretion of interest 39
Payments (156)
As at March 31, 2022 305
Additions 1,404
Deletions (146)
Accretion of interest 141
Payments (129)
As at March 31, 2023 1,575
328
Company Overview Statutory Reports Financial Statements: Standalone
The following are the amounts recognised in the statement of profit and loss:
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Depreciation expense of right-of-use assets 300 126
Interest on lease liabilities 141 39
Gain on termination of lease contracts (31) (7)
Total 410 158
The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted
basis:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
The Company does not face a liquidity risk with regard to its lease liabilities as the current assets are sufficient
to meet the obligations related to lease liabilities as and when they fall due.
Rental expense recorded for short-term leases are INR 107 million (March 31, 2022: INR 16 million) and for low
value assets are INR 6 million (March 31, 2022: INR 4 million).
The aggregate depreciation on right-of-use assets has been included under depreciation and amortisation
expense in the standalone statement of profit and loss.
The weighted average incremental borrowing rate applied to lease liabilities is 11%.
329
Company Overview Statutory Reports Financial Statements: Standalone
The carrying value and fair value of financial instruments by categories as at March 31, 2022 were as follows:
(INR million)
Particulars Amortised Fair value Fair value Total Total fair
cost through profit through other carrying value
or loss comprehensive value
income
Assets:
Cash and cash equivalents
2,941 - - 2,941 2,941
(refer note 8)
Other bank balances (refer note 9) 11,706 - - 11,706 11,706
Investments (current) (refer note 6)
- Mutual funds - 16,008 - 16,008 16,008
Investment (non-current)
(refer note 5) (other than in subsidiary)
- Equity instruments - - 26,168 26,168 26,168
- Government securities 4,689 - - 4,689 4,689
330
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars Amortised Fair value Fair value Total Total fair
cost through profit through other carrying value
or loss comprehensive value
income
Trade receivables (refer note 7) 1,669 - - 1,669 1,669
Loans (refer note 10) 3,750 - - 3,750 3,750
Other financial assets (refer note 11) 88,789 - - 88,789 88,789
Total 113,544 16,008 26,168 155,720 155,720
Liabilities:
Trade payables (refer note 16) 3,937 - - 3,937 3,937
Lease liabilities (refer note 32) 305 - - 305 305
Other financial liabilities (refer note 18) 404 - - 404 404
Total 4,646 - - 4,646 4,646
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable
inputs).
331
Company Overview Statutory Reports Financial Statements: Standalone
The following table presents fair value hierarchy of assets and liabilities measured at fair value on a
recurring basis as at March 31, 2023:
(INR million)
Particulars As at Fair value measurement at end of
March 31, 2023 the reporting year using
Assets Level 1 Level 2 Level 3
Investments
- Mutual funds 28,848 28,848 - -
- Debentures or bonds 502 - 502 -
- Equity instruments 21,624 - - 21,624
he following table presents fair value hierarchy of assets and liabilities measured at fair value on a
T
recurring basis as at March 31, 2022:
(INR million)
Particulars As at Fair value measurement at end of
March 31, 2022 the reporting year using
Assets Level 1 Level 2 Level 3
Investments
- Mutual funds 16,008 16,008 - -
- Equity instruments 26,168 - - 26,168
There were no transfers between Level 1 and Level 2 fair value measurements during the year ended
March 31, 2023 and March 31, 2022.
Significant unobservable inputs used in Level 3 fair value along with its sensitivity:
For the year ended March 31, 2023
Financial assets Valuation technique Significant Sensitivity of input
unobservable inputs to fair value
Investment in Equity instruments Discounted cash Weighted average Refer note below*
flow method (“DCF”), cost of capital
Comparable Companies (“WACC”), Terminal
Multiples method (“CCM”), growth rate, Revenue
Comparable Companies multiple
Transactions Multiples
Method (“CTM”)
* Sensitivity analysis for the year ended March 31, 2023 is shown below:
(INR million)
Financial assets Significant unobservable % change Significant Fair value
inputs unobservable inputs change
Investment in Equity instruments Weighted average cost of (+) 5 893
capital (“WACC”)
(Ranging from 15% to 60%)
Terminal Growth Rate (5%) (-) 5 (836)
Revenue multiple
(Ranging from 1.2x to 6.6x)
332
Company Overview Statutory Reports Financial Statements: Standalone
For determination of fair value of investments held in Hands on Trades Private Limited, Net asset value (“NAV”)
method is considered.
Risk management is carried out by senior management for cash and cash equivalent, trade receivable,
investments, deposits with banks, foreign currency risk exposure and liquidity risk.
333
Company Overview Statutory Reports Financial Statements: Standalone
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because
of changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency
risk and other price risk, such as equity price risk and commodity risk. The Company ensures optimisation of
cash through fund planning and robust cash management practices.
Investment in bank deposits and government securities are measured at amortised cost and are fixed
interest rate bearing instruments and hence not subject to interest rate volatility. The Company also
invests in mutual fund schemes of leading fund houses, such investments are susceptible to market
interest risks which may impact the return and value of such investments. However, given the relatively
short tenure of underlying portfolio of the mutual fund schemes in which the Company has invested, such
risk is not significant. Investments in debenture or bonds are subject to interest rate risk which are fair
valued through other comprehensive income to recognise market volatility.
Sensitivity analysis
The following table demonstrate the sensitivity to a reasonably possible change in interest rates:
(INR million)
Financial asset % change Change in fair Change in fair
in input value during the value during the
year ended year ended
March 31, 2023 March 31, 2022
Debenture or bonds 1 12 -
A reduction in interest rates would have an equal and opposite effect on the company’s financial statements.
The following table analyses foreign currency risk from financial instruments as at March 31, 2023:
(INR million)
Particulars AED Other currencies Total
Cash and cash equivalents 399 6 405
Other bank balances 492 - 492
Trade receivables 65 - 65
Other financials assets 127 - 127
Lease liabilities 16 - 16
Trade payables 115 - 115
Other financial liabilities 5 - 5
334
Company Overview Statutory Reports Financial Statements: Standalone
Sensitivity analysis
The following tables demonstrate the sensitivity to a reasonably possible change in AED exchange rates:
(INR million)
Increase in foreign currency exchange rate Change in value
1% 9
A reduction in interest rates would have an equal and opposite effect on the company’s financial statements.
The following table analyses foreign currency risk from financial instruments as at March 31, 2022:
(INR million)
Particulars AED Other currencies Total
Cash and cash equivalents 1,374 6 1,380
Other bank balances 1 - 1
Trade receivables 337 - 337
Other financials assets 2 - 2
Trade payables 117 - 117
Other financial liabilities 348 - 348
Sensitivity analysis
The following tables demonstrate the sensitivity to a reasonably possible change in AED exchange rates:
(INR million)
Increase in foreign currency exchange rate Change in value
1.21% 15
A reduction in interest rates would have an equal and opposite effect on the company’s financial statements.
Credit risk
Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The
maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to
INR 622 million (March 31, 2022: INR 1,669 million). Trade receivables are typically unsecured and are derived
from revenue earned from customers primarily located in India and Middle East. Credit risk has always been
managed by the Company through credit approvals, establishing credit limits and continuously monitoring the
creditworthiness of customers to which the Company grants credit terms in the normal course of business.
On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment
loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade
receivables. The provision matrix takes into account available external and internal credit risk factors such
as the Company’s historical experience for customers and adjusted for forward-looking information.
The Company has established an allowance for impairment that represents its expected credit losses in respect
of trade and other receivables. The management uses a simplified approach for the purpose of computation
of expected credit loss for trade receivables and 12 months expected credit loss for other receivables. An
impairment analysis is performed at each reporting date on an individual basis for major parties. In addition,
a large number of minor receivables are combined into homogenous categories and assessed for impairment
collectively.
335
Company Overview Statutory Reports Financial Statements: Standalone
Outstanding customer receivables are regularly and closely monitored. Basis historical trend, the Company
provides for any outstanding beyond 180 days. The trade receivables on the respective reporting dates are
net off the allowance which is sufficient to cover the entire lifetime loss of sales recognised including those
that are currently less than 180 days outstanding.
The Company has made investments in government securities which carries sovereign rating and debenture
or bonds which are rated AAA; which do not have a default history.
The Company has established an allowance for impairment that represents its expected credit losses in
respect of investments in debt instruments. The management uses a 12 months expected credit loss approach
after taking into account the time value of money and other reasonable information available as a result of
past events, current conditions and forecasts of future economic conditions.
Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations
on time. The company has established an appropriate liquidity risk management framework for the
management of the Company’s short, medium and long-term funding and liquidity requirements.
The Company’s principal sources of liquidity are cash and cash equivalents. The Company manages liquidity
risk by maintaining adequate cash reserves, by continuously monitoring forecast and actual cash flows and
by matching the maturity profiles of financial assets and liabilities. Accordingly, no liquidity risk is perceived.
The table below provides details regarding the contractual maturities of financial liabilities as at
March 31, 2023:
(INR million)
Particulars Less than 1-5 years More than Total
1 year 5 years
Trade payables 3,660 - - 3,660
Lease liabilities (undiscounted value) 461 1,484 - 1,945
Other financial liabilities 2,889 - - 2,889
The table below provides details regarding the contractual maturities of financial liabilities as at
March 31, 2022:
(INR million)
Particulars Less than 1-5 years More than Total
1 year 5 years
Trade payables 3,937 - - 3,937
Lease liabilities (undiscounted value) 148 185 34 367
Other financial liabilities 404 - - 404
Capital management
or the purpose of the Company’s capital management, capital includes issued equity capital, share premium
F
and all other equity reserves attributable to the equity shareholders of the parent. The primary objective of
the Company’s capital management is to maximise the shareholder value. As at March 31, 2023 and March 31,
2022 the Company has no debt, therefore, there are no externally imposed capital requirements.
336
Company Overview Statutory Reports Financial Statements: Standalone
Joint Venture of Info Edge (India) Limited (till July 23, 2021)
Naukri Internet Services Ltd. (till July 23, 2021)
Alipay Singapore Holding Pte. Ltd (till July 23, 2021)
Antfin Singapore Holding Pte. Ltd (till July 23, 2021)
Joint Venture Zomato Media WLL (closed w.e.f. October 25, 2022)
337
Company Overview Statutory Reports Financial Statements: Standalone
Step Down subsidiaries Cibando Ltd. - UK (closed w.e.f. May 18, 2021)
Lunchtime. cz s.r.o
Zomato Internet Hizmetleri Ticaret Anonim Sirketi
Zomato Australia Pty Limited
Zomato Canada Inc. (closed w.e.f. March 22, 2022)
Gastronauci Sp z.o.o
Zomato Hungary Korlátolt Felelősségű Társaság (closed w.e.f. May 28, 2021)
Zomato, Inc.
Zomato Slovakia S.R.O
Zomato Malaysia SDN. BHD.
Zomato Ireland Limited - Jordan (closed w.e.f. March 12, 2023)
Zomato Media Private Limited, Singapore (closed w.e.f. December 06, 2021)
Zomato Philippines Inc.
Zomato South Africa (Pty) Ltd. (closed w.e.f. January 03, 2022)
Zomato UK Limited (closed w.e.f. November 16, 2021)
Zomato Vietnam Company Limited
Zomato Netherlands B.V.
Delivery 21 INC
Zomato Internet LLC, Qatar
Nextable Inc., United State of America (closed w.e.f. June 30, 2021)
Zomato USA LLC (closed w.e.f. August 17, 2021)
Key Management Deepinder Goyal (Director, Managing Director and Chief Executive Officer)
Personnel (“KMP”) Kaushik Dutta (Independent Director)
Namita Gupta (Independent Director)
Douglas Lehman Feagin (resigned as nominee director w.e.f. February 09, 2023)
Sanjeev Bikhchandani (Nominee Director)
Gunjan Tilak Raj Soni (Independent Director) (appointed w.e.f. April 19, 2021)
Aparna Popat Ved (Independent Director) (appointed w.e.f. April 19, 2021)
Sutapa Banerjee (Independent Director) (appointed w.e.f. April 12, 2021)
Akshant Goyal (Chief Financial Officer)
Sandhya Sethia (Company Secretary)
338
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Remuneration to KMP
Salaries and other employee 3,759 7,614 - - - - - - - - - - - - 3,759 7,614
benefits (1) (2)
Directors remuneration and 20 23 - - - - - - - - - - - - 20 23
sitting fees (3)
Reimbursement of expenses 2 - - - - - - - - - - - - - 2 -
(KMP)
(1) Remuneration to the key managerial personnel does not include the provisions made for gratuity and leave encashment, as they are determined on an actuarial basis for the
Company Overview
company as a whole.
(2) Includes a charge of INR 3,754 million (March 31, 2022 : INR 7,595 million) towards share based payment expense.
(3) At year end March March 31, 2023, remuneration and sitting fees payable to Directors is INR 6 million (March 31, 2022: INR 5 million).
Investment in subsidiaries
ZHPL - - - - - - 6,000 1,970 - - - - - - 6,000 1,970
Zomato Media Portugal
- - - - - - - 10 - - - - - - - 10
Unipessoal Lda
Statutory Reports
339
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Jogo Technologies Private
- - - - - - - 1,497 - - - - - - - 1,497
Limited
Zomato Media WLL - - - - - - - - 2 - - - - - 2 -
Investment/(reversal) from
subsidiaries / step down
subsidiaries on account of
grant/lapse of ESOPs
Zomato NZ Media Private Limited - - - - - - - (1) - - - - - - - (1)
Company Overview
340
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Zomato Payments Private
- - - - - - 17 - - - - - - - 17 -
Limited
Zomato Financial Services
- - - - - - 1 - - - - - - - 1 -
Limited
BCPL - - - - - - 401 - - - - - - - 401 -
Cash settlement of Employee
Stock Option Plans (ESOPs)
ZHPL - - - - - - - 1 - - - - - - - 1
Company Overview
Private Limited
ZHPL - - - - - - 5 57 - - - - - - 5 57
Zomato Entertainment Private
- - - - - - 4 52 - - - - - - 4 52
Limited
Jogo Technologies Private
- - - - - - - 0 - - - - - - - 0
Limited
Zomato Foods Private Limited - - - - - - - 1 - - - - - - - 1
Zomato Internet Hizmetleri
- - - - - - - 8 - - - - - - - 8
Ticaret Anonim Sirketi
PT Zomato Media Indonesia - - - - - - - 7 - - - - - - - 7
Zomato Payments Private
- - - - - - 2 - - - - - - - 2 -
Limited
341
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Provision created / (reversed)
for diminution in value of
investments
Zomato Foods Private Limited - - - - - - - 285 - - - - - - - 285
Zomato Ireland Limited - - - - - - - 250 - - - - - - - 250
Zomato Media Portugal
- - - - - - - 10 - - - - - - - 10
Unipessoal Lda
Tonguestun Food Networks
Company Overview
- - - - - - - (1) - - - - - - - (1)
Private Limited
Zomato Philippines Inc. - - - - - - - 0 - - - - - - - 0
Nextable, Inc. - - - - - - - 2 - - - - - - - 2
Zomato USA LLC - - - - - - - 2 - - - - - - - 2
Zomato NZ Media Pvt. Ltd. - - - - - - - (1) - - - - - - - (1)
Provision reversed on disposal/
written off investments
Zomato Ireland Limited - - - - - - (5) (878) - - - - - - (5) (878)
Statutory Reports
342
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Zomato Entertainment Private
- - - - - - 14 - - - - - - - 14 -
Limited
ZHPL - - - - - - 104 160 - - - - - - 104 160
Jogo Technologies Private
- - - - - - - 1 - - - - - - - 1
Limited
Zomato Payments Private
- - - - - - 0 - - - 0 -
Limited
Facilitation, technology support,
Company Overview
343
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Zomato Payments Private
- - - - - - 6 2 - - - - - - 6 2
Limited
Zomato Foods Private Limited - - - - - - - 9 - - - - - - - 9
BCPL - - - - - - 154 - - - - - - - 154 -
Zomato Financial Services
- - - - - - 0 - - - - - - - 0 -
Limited
Zomato Inc. - - - - - - 1 - - - - - - - 1 -
Zomato Middle East FZ LLC - - - - - - 22 - - - - - - - 22 -
Company Overview
Limited
BCPL - - - - - - 162 - - - - - - - 162 -
ZHPL - - - - - - 1 - - - - - - - 1 -
Gain on transfer of intellectual
property & assembled
workforce
Zomato Payments Private
- - - - - - - 84 - - - - - - - 84
Limited
Transfer of property plant and
equipment
Zomato Payments Private
- - - - - - - 3 - - - - - - - 3
Limited
Service and license fee
ZMT Europe, LDA - - - - - - - - - - - 4 - - - 4
344
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Payment made on behalf of (net)
Carthero Technologies Private
- - - - - - 0 - - - - - - - 0 -
Limited
Jogo Technologies Private
- - - - - - - 13 - - - - - - - 13
Limited
TongueStun Food Networks
- - - - - - 24 1 - - - - - - 24 1
Private Limited
Zomato Entertainment Private
Company Overview
- - - - - - 3 1 - - - - - - 3 1
Limited
Zomato Foods Private Limited - - - - - - 0 0 - - - - - - 0 0
ZHPL - - - - - - 6 9 - - - - - - 6 9
Zomato Ireland Limited - - - - - - - 2 - - - - - - - 2
Zomato Media WLL - - - - - - - - - 0 - - - - - 0
Zomato Payments Private
- - - - - - 0 13 - - - - - - 0 13
Limited
Zomato Middle East FZ LLC - - - - - - (0) - - - - - - - (0) -
Statutory Reports
Collected on behalf of
ZHPL - - - - - - 4,565 1,587 - - - - - - 4,565 1,587
BCPL - - - - - - 6,111 - - - - - - - 6,111 -
Zomato Entertainment Private
- - - - - - 28 - - - - - - - 28 -
Limited
345
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
- Consumables - - - - - - 3 - - - - - - - 3 -
Zomato Payments Private
Limited
- Payment Aggregation - - - - - - 56 47 - - - - - - 56 47
Alibaba Cloud India LLP
- Server Hire Charges - - - - - 7 - - - - - - - - 7
BCPL
- Advertisement expense - - - - - - 8 - - - - - - - 8 -
Zomato Entertainment Private
Statutory Reports
Limited
- Sponsorship Expenses - - - - - - 50 - - - - - - - 50 -
Zomato Financial Services
Limited
- Salary and Gratuity Expenses - - - - - - 1 - - - - - - - 1 -
Zomato Local Services Private
Limited
- Salary and Gratuity Expenses - - - - - - 0 - - - - - - - 0 -
Airveda Technologies Private
Limited
346
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
- Procurement of AQI Monitoring
- - - - - - - - - - - - 1 - 1 -
devices
Other Expenses
Recruitment Cost
Info Edge (India) Limited - - - 0 - - - - - - - - - - - 0
Staff welfare
Zomato Foods Private Limited - - - - - - - 4 - - - - - - - 4
Company Overview
ZHPL - - - - - - - 0 - - - - - - - 0
Recovery of marketing expenses
Info Edge (India) Limited - - - 0 - - - - - - - - - - - 0
Rent
Info Edge (India) Limited - - - 0 - - - - - - - - - - - 0
Interest on loan
Carthero Technologies Private
- - - - - - - 3 - - - - - - - 3
Statutory Reports
Limited
Jogo Technologies Private Limited - - - - - - - 11 - - - - - - - 11
ZHPL - - - - - - 65 1 - - - - - - 65 1
BCPL - - - - - - 1,059 - - - - - - - 1,059 -
Zomato Entertainment Private
- - - - - - 2 - - - - - - - 2 -
Limited
Loan given to Subsidiary/
associate during the year
Jogo Technologies Private
- - - - - - - 330 - - - - - - - 330
Limited
ZHPL - - - - - - 2,500 200 - - - - - - 2,500 200
Zomato Entertainment Private
- - - - - - 80 - - - - - - - 80 -
Limited
347
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Loan repaid by Subsidiary
Jogo Technologies Private
- - - - - - - (580) - - - - - - - (580)
Limited
ZHPL - - - - - - (500) (200) - - - - - - (500) (200)
Carthero Technologies Private
- - - - - - - (150) - - - - - - - (150)
Limited
BCPL - - - - - - (3,750) - - - - - - - (3,750) -
Company Overview
348
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Zomato Inc. - - - - - - 0 1 - - - - - - 0 1
TongueStun Food Networks Private
- - - - - - 201 200 - - - - - - 201 200
Limited
ZHPL - - - - - - 146 117 - - - - - - 146 117
Zomato Entertainment Private
- - - - - - 25 - - - - - - - 25 -
Limited
Zomato Media WLL - - - - - - - - - 0 - - - - - 0
Company Overview
Limited
Provision for doubtful loans and
trade receivables
TongueStun Food Networks Private
- - - - - - 195 195 - - - - - - 195 195
Limited
Trade payables
Info Edge (India) Limited - - - 0 - - - - - - - - - - - 0
Zomato Middle East FZ LLC - - - - - - 25 203 - - - - - - 25 203
Zomato Philippines Inc. - - - - - - 1 1 - - - - - - 1 1
Zomato Entertainment Private
- - - - - - - 0 - - - - - - - 0
Limited
Zomato Food Private Limited - - - - - - - 6 - - - - - - - 6
349
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Nature of Transactions Key Management Joint Venture of Associate of Subsidiaries Joint Venture Associate Other related Total
Personnel parties
March March March March March March March March March March March March March March March March
31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31, 31,
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
TongueStun Food Networks Private
- - - - - - 23 23 - - - - - - 23 23
Limited
Zomato Payments Private Limited - - - - - - 2 - - - - - - - 2 -
Zomato Local Services Private
- - - - - - 0 - - - - - - - 0 -
Limited
Zomato Inc. - - - - - - 3 - - - - - - - 3 -
Other Financial Liabilities
Company Overview
Additional disclosure required under Sec 186(4) of the Companies Act 2013
(INR million)
Name of related parties Rate of Interest Nature March 31, 2023 March 31, 2022
350
Financial Statements: Standalone
Company Overview Statutory Reports Financial Statements: Standalone
35 Income Tax
(a) Major components of tax expense/(income):
(INR million)
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
(i) Current Income Tax:
Current income tax expense 3 2
(ii) Deferred Tax:
Tax expense on origination / reversal of temporary
- -
differences
Income tax expense reported in the Statement of Profit and
3 2
Loss
As at the year ended on March 31, 2023 and March 31, 2022, the Company is having Deferred Tax Assets (DTA) comprising of deductible
temporary differences, brought forward losses and unabsorbed depreciation under tax laws. However in the absence of reasonable
certainty as to its realization of DTA, DTA has not been created. The unused tax losses expire after 8 years and may not be used to
offset taxable income of the Company.
(b) Deductible temporary differences for which no deferred tax asset is recognised in the
Standalone Balance Sheet:
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
Deferred Tax assets/(liabilities) arising on account of:
Unabsorbed brought forward losses 10,373 10,027
Unabsorbed depreciation 2,164 2,314
Deductible temporary difference (1,184) (413)
Net Deferred tax assets not recognised in the Balance Sheet 11,353 11,928
36 Segment information :
The Company publishes these financial statements along with the consolidated financial statements. In
accordance with Ind AS 108, ‘Operating Segments’, the Company has disclosed the segment information only
in the consolidated financial statements.
37 Details of dues to micro and small enterprises as defined under MSMED Act, 2006
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
The principal amount and the interest due thereon remaining unpaid to
30 40
any supplier as at the end of each accounting year (A+B+C)
A) Principal amount due to micro and small enterprises 26 36
B) Interest due on above - -
351
Company Overview Statutory Reports Financial Statements: Standalone
(INR million)
Particulars As at As at
March 31, 2023 March 31, 2022
352
Company Overview Statutory Reports Financial Statements: Standalone
a. Disputed Excise / Service tax Demands INR 921 million (March 31, 2022: INR 921 million) - a show cause
cum demand notice received from office of Directorate General of GST Intelligence, Mumbai Zonal Unit by
the Company in respect of period from October 2014 to June 2017 demanding payment of service tax on
sales by foreign branches and subsidiaries.
b. The Company has certain pending litigations pertains to consumer cases and other legal cases amounting
to INR 41 million (March 31, 2022: INR 42 million).
2. During the previous year ended March 31, 2022, the Company was served with a copy of a writ petition filed
by the Indian Federation of APP-Based Transport Workers (IFAT) and two others, which is in the nature
of a public interest litigation before the Hon’ ble Supreme Court of India. The writ petition has been filed
against 5 ministries of the Union of India (i.e., Ministry of Labour and Employment, Ministry of commerce
and Industry, Ministry of Consumer Affairs food and public distribution, Ministry of Road Transport and
Highways, Ministry of Electronic and Information Technology) and aggregators such as ANI Technologies
Pvt Ltd (Ola), Uber India Systems Pvt. Ltd. (Uber) and Bundl Technologies Pvt. Ltd. (Swiggy) and Zomato
Limited have been made a party to the writ petition. The petitioners have sought several alternative
reliefs, including a declaration to recognise app based/gig workers as ‘workers’ under various labour/social
legislations; directions to the Government of India for promulgating schemes extending social security
benefits to gig/ app based workers which schemes are yet to be formulated. At this stage, there is no
specific obligation that can be ascribed to the Company pending the Hon’ble Court’s final decision in the
Writ Petition.
3. During the previous year ended March 31, 2022, the Company received an order under Section 26(1) of
the Competition Act, 2002 whereunder Hon’ble CCI has initiated an investigation on certain aspects of its
business. While the Hon’ble CCI has mentioned that prima facie it has not found concerns with respect to
Zomato’s independence on levy of commission or alleged bundling of services, Hon’ble CCI would want to
investigate certain aspects such as preferential listing of restaurant partners and pricing parity across
platforms etc. The Company continues to work closely with the Hon’ble CCI to assist them with their
investigation and explain to the regulator why all its practices are in compliance with competition laws
and do not have any adverse effect on the competition in India.
*The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company’s
management reasonably expects that these legal actions, when ultimately concluded and determined, will not have a material
and adverse effect on the Company’s results of operations or financial condition. Disclosed values are exclusive of interest and
penalty.
40 (a) The Board of Directors of the Company on June 24, 2022 had approved acquisition of up to
33,018 (thirty three thousand and eighteen) equity shares of Blink Commerce Private Limited
(formerly known as Grofers India Private Limited) (“BCPL”) for a total purchase consideration of
INR 44,475 million at a price of INR 1,346,986.01 per equity share by issuance and allotment of
up to 628,530,012 (six hundred twenty eight million five hundred thirty thousand and twelve)
fully paid-up equity shares of the Company having face value of INR 1/- (Indian Rupee One) each
at a price of INR 70.76 per equity share which was the price determined in accordance with
chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
353
Company Overview Statutory Reports Financial Statements: Standalone
Regulations, 2018 (“SEBI ICDR Regulations”), for a consideration other than cash (for discharge of entire
purchase consideration) from the shareholders of BCPL. Blinkit is a quick commerce online platform
facilitating quick delivery of goods and other essentials by connecting the end users, delivery personnel
and sellers and providing delivery services. The Company has acquired Blinkit for expansion in the
quick commerce business.
On August 10, 2022, Zomato Limited completed the above acquisition by issuing 628,530,012 fully
paid-up equity shares of Zomato Limited having face value of INR 1/- (Indian Rupee One). The same was
accounted using the share price of Zomato Limited as on the acquisition date of INR 55.45 per equity
share which amounted to INR 34,852 million.
Total investment of INR 38,281 million includes INR 34,852 million for which shares were issued as
mentioned above and INR 3,429 million of fair value of existing ownership interest of 8.96% in BCPL as
on date of acquisition.
Additionally, as on August 10, 2022, Zomato Hyperpure Private Limited (formerly known as Zomato
Internet Private Limited), material subsidiary of the Company has acquired the warehousing and
ancillary services business (“Warehousing division”) of Hands on Trades Private Limited (“HOTPL”, fellow
subsidiary of BCPL), for an aggregate consideration of INR 607 million paid in cash. The Company
has acquired warehousing division for expansion in the quick commerce business. The purchase
consideration of INR 607 million includes cash consideration.
(b) During the previous year ended March 31, 2022, the Company’s management has suspended its
operations in Zomato Foods Private Limited (“ZFPL”) and Zomato Ireland Limited (Lebanon branch).
As at March 31, 2023 Zomato Ireland Limited (Lebanon branch) is under liquidation and ZFPL will be
liquidated/dissolved/ sold in the foreseeable future.
41 During the year ended March 31, 2023 and March 31, 2022, the Company conducted impairment tests
of its investments in subsidiaries. The recoverable value of the investments in subsidiaries are
estimated using Discounted cash flow method (“DCF”). The significant unobservable inputs used in the
estimation of recoverable value together with a quantitative sensitivity analysis as at March 31, 2023 and
March 31, 2022 are as shown below:
Sensitivity analysis for the year ended March 31, 2023 is shown below:
(INR million)
Significant unobservable inputs % change Change in
in input recoverable value
Weighted average cost of capital (“WACC”) (+) 5 10,433
(Ranging from 14% to 28%)
Terminal growth rate (-) 5 (8,819)
(Ranging from 4% to 5%)
354
Company Overview Statutory Reports Financial Statements: Standalone
Sensitivity analysis for the year ended March 31, 2022 is shown below:
(INR million)
Significant unobservable inputs Sensitivity Change in
level in % recoverable value
Weighted average cost of capital (“WACC”) (+) 1 (493)
(Ranging from 17% to 22%) (-) 1 581
Terminal growth rate (3%) (+) 1 206
(-) 1 (181)
Not yet Less than 1-2 years 2-3 years More than
due 1 year 3 years
MSME 5 25 - - - 30
Others 3,169 428 28 5 - 3,630
Not yet Less than 1-2 years 2-3 years More than
due 1 year 3 years
MSME 4 36 0 - - 40
Others 3,173 715 9 - - 3,897
355
Company Overview Statutory Reports Financial Statements: Standalone
* The amount of not yet due includes unbilled dues of INR 41 million and INR 404 million as at March 31, 2023 and March 31, 2022
respectively.
44 During the previous year ended March 31, 2022, the Company completed initial public offer (IPO) of
1,233,552,631 equity shares of face value of INR 1 each at an issue price of INR 76 per share, comprising
fresh issue of 1,184,210,526 shares and offer for sale of 49,342,105 by Info Edge (India) Limited
(existing shareholder). Pursuant to the IPO, the equity shares of the Company were listed on National Stock
Exchange of India Limited (NSE) and BSE Limited (BSE) on July 23, 2021.
The Company received an amount of INR 87,280 million (net of IPO expenses of INR 2,720 million)
from proceeds out of fresh issue of equity shares. The utilisation of the net IPO proceeds is
summarised below:
(INR million)
356
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
1 Village Kitchen Hospitality Services Private Limited Advance from customer Customer - 0
2 Pishus Beverages Private Limited Advance from customer Customer - 0
3 Silver Spoon Restaurants And Hotels Private Limited Advance from customer Customer - 0
4 Black Salt Restaurants Private Limited Advance from customer Customer - 0
5 Abdul Sathar Foods Private Limited Advance from customer Customer - 0
6 Aten Foods Private Limited Advance from customer Customer - 0
7 Shiva Lunchp1 Private Limited Advance from customer Customer - 0
Company Overview
8 Radiant Food Ventures (India) Private Limited Advance from customer Customer - 0
9 Spring Hill Cafe Private Limited Advance from customer Customer - 0
10 Outliers Development Services Private Limited Advance from customer Customer - 0
11 Alevy Foods Private Limited Advance from customer Customer - 0
12 Rembrandt Fashion Hospitality Private Limited Advance from customer Customer - 0
13 Jitendra Hindusthan Dhaba Private Limited Advance from customer Customer - 0
14 Infumez Trading Private Limited Advance from customer Customer - 0
15 Paa Event Management Private Limited Advance from customer Customer - 0
Statutory Reports
357
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
28 Biks Hospitality & Hotels Private Limited Advance from customer Customer - 0
29 Dlkh Hospitality Service Private Limited Advance from customer Customer - 0
30 Maa Bhook Lagi Food Services Private Limited Advance from customer Customer - 0
31 Yo Yo Club Private Limited Advance from customer Customer - 0
32 Aldon Foods & Beverages Private Limited Advance from customer Customer - 0
33 Baweja Foods Private Limited Advance from customer Customer - 0
34 Delivea Kitchens Opc Private Limited Advance from customer Customer - 0
35 Fine Vision Optical Private Limited Advance from customer Customer - 0
36 Ichiban Tabemono Foods & Beverages India Private Advance from customer Customer - 0
Company Overview
Limited
37 Gunank Caterers Private Limited Advance from customer Customer - 0
38 Gp Food Services Private Limited (Opc) Advance from customer Customer - 0
39 Pranisha Food & Entertainment Private Limited Advance from customer Customer - 0
40 Accura Innovations Investments Private Limited Advance from customer Customer - 0
41 Newayz Hospitality & Support Services Private Limited Advance from customer Customer - 0
42 Opt For Fitness Private Limited Advance from customer Customer - 0
Statutory Reports
43 Contea Foods & Beverages (India) Private Limited Advance from customer Customer - 0
44 Masala Bay Incorporated Advance from customer Customer - 0
45 Prevoir Infotech Private Limited Advance from customer Customer - 0
46 Navgrah Hospitality Private Limited Advance from customer Customer 0 0
47 Samyuth Foods Private Limited Advance from customer Customer - 0
48 Deli Brands Private Limited Advance from customer Customer - 0
49 Panihee Kitchen Private Limited Advance from customer Customer - 0
50 Sarvaripati Shivay Catering And Hospitality Private Advance from customer Customer 0 0
Limited
51 Kerman'S Hospitality Service Private Limited Advance from customer Customer 0 0
52 Flavoursking Hospitality Private Limited Advance from customer Customer 0 0
53 Nozama Hospitality (Opc) Private Limited Advance from customer Customer 0 0
358
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
359
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
360
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
118 Gaayathri Sri Hospitality Services Private Limited Payable to Merchant Merchant - 0
119 Snb Business Services Private Limited Trade payable Vendor 0 -
120 Aten Foods Private Limited Trade receivables Customer - 0
121 Rpm Global Solutions Private Limited Trade receivables Customer - 0
122 Kin Dwell Hospitality Private Limited Trade receivables Customer - 0
123 Omgourmet Nutrition Private Limited Trade receivables Customer 0 0
124 Crispbread Confectioneries Private Limited Trade receivables Customer - 0
Statutory Reports
125 Maa Bhook Lagi Food Services Private Limited Trade receivables Customer 0 0
126 Deepforest Private Limited Trade receivables Customer - 0
127 Sahil More Group Of Companies Private Limited Trade receivables Customer - 0
128 Newayz Hospitality & Support Services Private Limited Trade receivables Customer 0 -
129 Kroods Technologies Private Limited Trade receivables Customer - 0
130 Prevoir Infotech Private Limited Trade receivables Customer - 0
131 Majic Ecommerce Solutions Private Limited Trade receivables Customer - 0
132 Twenty Four Hour Cake Private Limited Trade receivables Customer 0 0
133 Convenant Ark Ventures Private Limited Trade receivables Customer 0 0
134 Blue Whale Ventures Private Limited Trade receivables Customer 0 -
135 Abhinil Hospitality Private Limited Trade receivables Customer 0 -
136 Kerman'S Hospitality Service Private Limited Trade receivables Customer 0 -
137 Mahsri Foods Private Limited Trade receivables Customer 0 0
361
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
(INR million)
Sr. Name of the struck off Company Nature of transactions Relationship with the Balance outstanding Balance outstanding
No. with struck off Company struck off Company as at March 31, 2023* as at March 31, 2022*
362
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
46 Ratios :
Particulars Numerator Denominator March 31, 2023 March 31, 2022 Variance Reasons for Variance*
363
Financial Statements: Standalone
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
CIN : L93030DL2010PLC198141
Particulars Numerator Denominator March 31, 2023 March 31, 2022 Variance Reasons for Variance*
Return on
Investment (%)
(a) Investment Income generated from
Time weighted Ratio has decreased due to fair value
in Equity investment designated at (4.65)% 0.94% (595%)
average investments impact taken on equity instruments.
instruments FVTOCI
(b) Return on
Time weighted
investment Investment income 4.93% 4.01% 23% -
average investments
(treasury funds)
(c) Return on
investment
Company Overview
Investment income
(treasury funds Time weighted
including realised & 4.93% 4.01% 23% -
including mark to average investments
unrealised gains
market through
OCI)
*Ratios variances have been explained for any change by more than 25% as compared to the previous year.
Statutory Reports
364
Financial Statements: Standalone
Company Overview Statutory Reports Financial Statements: Standalone
47 The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-
employment benefits received Presidential assent in September 2020. The Code has been published in
the Gazette of India. However, the date on which the Code will come into effect has not been notified. The
Company will assess the impact of the Code when it comes into effect and will record any related impact
in the period the Code becomes effective.
48 (a) No funds (which are material either individually or in the aggregate) have been advanced or loaned or
invested (either from borrowed funds or share premium or any other sources or kind of funds) by the
Company to or in any other person(s) or entity(s), including foreign entities (“Intermediaries”), with
the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly
or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries.
(b) No funds (which are material either individually or in the aggregate) have been received by the Company
from any person(s) or entity(s), including foreign entities (“Funding Parties”), with the understanding,
whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest
in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries.
49 During the previous year ended March 31, 2022, the Company acquired the remaining 35.44% stake in
Jogo Technologies Private Limited from the remaining shareholders and sold full 100% stake in Jogo
Technologies Private Limited to Curefit Services Private Limited and Curefit Healthcare Private Limited
for a total consideration of INR 3,750 million.
50 Recent pronouncements:
Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023,
MCA amended the Companies (Indian Accounting Standards) Rules, 2015 by issuing the Companies (Indian
Accounting Standards) Amendment Rules, 2023, applicable from April 1, 2023, as below:
365
Company Overview Statutory Reports Financial Statements: Standalone
For Deloitte Haskins & Sells For and on behalf of the Board of Directors of
Firm registration number: 015125N Zomato Limited
Chartered Accountants
Sd/- Sd/- Sd/-
Vikas Khurana Deepinder Goyal Kaushik Dutta
Partner (Managing Director and (Director)
Membership No. 503760 Chief Executive Officer) (DIN-03328890)
(DIN-02613583)
Place: Gurugram Place: New Delhi
Date: May 22, 2023 Date: May 19, 2023
Sd/- Sd/-
Akshant Goyal Sandhya Sethia
(Chief Financial Officer) (Company Secretary)
(PAN No. AIVPG9914G) (A-29579)
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 22, 2023 Date: May 19, 2023 Date: May 19, 2023
366