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Published: 2022-07-29 12:46:52 ET
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EX-99.4 5 mmyt-ex994_11.htm EX-99.4 mmyt-ex994_11.htm

 

Exhibit 99.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MakeMyTrip Limited

 

Consolidated Financial Statements

March 31, 2022

 

With Independent Auditors’ Report Thereon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

MakeMyTrip Limited

Consolidated Financial Statements

March 31, 2022

 

Table of Contents

Page

Corporate Data

3

Corporate Governance Report

4 – 12

Commentary of the Directors

13

Certificate from the Secretary

14

Independent Auditors’ Report

15 – 20

Consolidated Statement of Financial Position

21

Consolidated Statement of Profit or Loss and Other Comprehensive Income

22

Consolidated Statement of Changes in Equity

23– 25

Consolidated Statement of Cash Flows

26

Notes to the Consolidated Financial Statements

27 – 92

 

 

 

2


 

 

 

MakeMyTrip Limited

 

Corporate Data

 

S. No.

Name of Director

Date of Appointment

Date of Resignation

1

Deep Kalra

October 9, 2001

-

2

Aditya Tim Guleri

April 03, 2007

-

3

Rajesh Magow

November 06, 2012

-

4

James Jianzhang Liang

January 27, 2016

-

5

Paul Laurence Halpin

April 30, 2018

-

6

Jane Jie Sun

August 30, 2019

-

7

Cindy Xiaofan Wang

August 30, 2019

-

8

Xing Xiong

August 30, 2019

-

9

Xiangrong Li

September 6, 2019

-

10

Hyder Aboobakar

August 20, 2020

-

 

Corporate Secretary

C/o IQ EQ Corporate Services (Mauritius) Ltd

33, Edith Cavell Street

Port Louis, 11324

Republic of Mauritius

Registered office

C/o IQ EQ Corporate Services (Mauritius) Ltd

33, Edith Cavell Street

Port Louis, 11324

Republic of Mauritius

Auditors

KPMG

KPMG Centre

31, Cybercity

Ebène

Republic of Mauritius

Banker

HSBC Bank Mauritius Ltd

6th Floor HSBC Centre

18, Cybercity

Ebène

Republic of Mauritius

 

3


 

 

 

MakeMyTrip Limited

Corporate Governance Report

General Information

MakeMyTrip Limited (the “Company”) is a company domiciled in the Republic of Mauritius. The address of the Company’s registered office is C/o IQ EQ Corporate Services (Mauritius) Ltd, 33, Edith Cavell Street, Port Louis, 11324, Republic of Mauritius. As at March 31, 2022, the Company had five (5) significant subsidiaries as mentioned below:

 

S. No.

Name of Subsidiary

Date of Incorporation

Place of Incorporation

1.

MakeMyTrip (India) Private Limited

April 13, 2000

India

2.

MakeMyTrip Inc.

April 30, 2000

United States of America

3.

Ibibo Group Holdings (Singapore) Pte. Ltd.

November 30, 2012

Singapore

4.

ibibo Group Private Limited

March 23, 2012

India

5.

Bitla Software Private Limited

June 29, 2007

India

  

MakeMyTrip Limited together with its subsidiaries and associates is collectively referred to as “Group”.

The Board of Directors

The Board is composed of ten (10) directors coming from different sectors. Every director has drawn from his professional background and expertise in positively contributing to the board’s activities. The Board is currently made up of eight (8) non-executive directors.

Directors

Independent

1. Aditya Tim Guleri

2. Paul Laurence Halpin

3. Xiangrong Li

Non-Executive

1. Aditya Tim Guleri

2. Cindy Xiaofan Wang

 

4


 

 

 

MakeMyTrip Limited

Corporate Governance Report (Continued)

The Board of Directors (Continued)

Directors (Continued)

Non-Executive (Continued)

3. Hyder Aboobakar

4. James Jianzhang Liang

5. Jane Jie Sun

6. Paul Laurence Halpin

7. Xing Xiong

8. Xiangrong Li

Executive

1. Deep Kalra (up to March 31, 2022)

2. Rajesh Magow

The Board is responsible for directing the affairs of the Company in the best interests of shareholders, in conformity with legal and regulatory framework, and consistent with its constitution and best governance practices.

The Directors profile

Unless otherwise indicated, the business address of our directors and executive officers is 19th Floor, Building No. 5, DLF Cyber City, Gurugram, 122002, India.

 

1.

Deep Kalra is our founder, group chairman and chief mentor and was appointed to our board of directors on October 9, 2001. Mr. Kalra’s responsibilities as our group executive chairman from February 11, 2020 to March 31, 2022 included executing our business strategy and managing the overall performance and growth of our company. Effective April 1, 2022, Mr. Kalra transitioned to his new role as group chairman and chief mentor and will devote his time to providing mentorship to our leadership team, as well as continuing to pursue strategic initiatives such as product innovation and expansion. Mr. Kalra has over 30 years of work experience in e-commerce, sales, marketing, corporate banking, financial analysis and senior management roles. Prior to founding our company in April 2000, Mr. Kalra worked with GE Capital India, a subsidiary of the General Electric Company, where he was vice president, business development. Prior to that, he also worked with AMF Bowling Inc. and ABN AMRO Bank NV. Mr. Kalra is the co-chair of National Committee on Tourism and Hospitality at Confederation of Indian Industry. He is a founding member of IndiaTech.Org, an industry body representing the interests of Indian digital companies and is a co-founder of Ashoka University, a liberal arts college in Sonipat, near New Delhi and serves on their board and governing council. Mr. Kalra is a founding member of ‘I am Gurgaon’— an NGO focused on improving the quality of life in Gurugram and also serves on the board of the Gurugram Metropolitan Development Authority. Mr. Kalra holds a Bachelor’s degree in Economics from St. Stephen’s College, Delhi University, India, and a Master’s degree in Business Administration from the Indian Institute of Management, Ahmedabad, India.

 

2.

Rajesh Magow is our co-founder and group chief executive officer and was appointed to our board of directors on November 6, 2012. Mr. Magow has also previously held the positions of chief financial officer and chief operating officer at our company. Mr. Magow has over 29 years of experience in the information technology and internet industries. After having been a part of our senior management team in 2001 for a few months, Mr. Magow worked as a part of senior management at Tecnovate eSolutions Private Limited, a wholly-owned subsidiary of eBookers.com (a United Kingdom-based online travel company that was listed on the Nasdaq Stock Market until it was acquired by the Cendant group in February 2005) from 2001 to June 2006.

 

5


 

 

 

MakeMyTrip Limited

Corporate Governance Report (Continued)

The Board of Directors (Continued)

The Directors profile (Continued)

 

2.

Rajesh Magow (Continued)

Before leaving Tecnovate eSolutions, he was the acting chief executive officer of that company. Mr. Magow was part of the senior management team that set up eBookers’ call center and back office operations in India and was a board member of Tecnovate from January 2001 to June 2006. Prior to Tecnovate, he also worked with Aptech Limited and Voltas Limited. Mr. Magow rejoined our company in 2006. He also served on the board of Flipkart Limited as an independent director from March 2011 to May 2015 and again from June 2017 to February 2021. Mr. Magow is a qualified Chartered Accountant from the Institute of Chartered Accountants of India.

 

3.

Aditya Tim Guleri was appointed to our board of directors on April 3, 2007 as a nominee of Sierra Ventures VIII-A, L.P., Sierra Ventures VIII-B, L.P. and Sierra Ventures Associates VIII, LLC, or the Sierra Ventures entities. He has remained on our board following the lapse of Sierra Ventures entities’ right of nomination upon the completion of our initial public offering in August 2010. Mr. Guleri is the Managing Director of Sierra Ventures. Mr. Guleri’s investment focus is primarily information technology software companies. Additionally, Mr. Guleri has helped execute Sierra’s India strategy and investments. As a venture capitalist, Mr. Guleri has helped to complete strategic exits from numerous companies including several public companies. Mr. Guleri currently serves on the board of directors of AgentIQ, Appcues, Astronomer, Balto, Commerce Fabric, Phenom People, Radius, Sedai, Speedscale, Calyptia and SupportLogic. Prior to Sierra, Mr. Guleri founded and served as chief executive officer of Octane Software from 1996 to 2000. He successfully led Octane’s merger with Epiphany (NASDAQ: EPNY) in 2000. Before Octane, Mr. Guleri was vice president of field operations at Scopus Technology. Mr. Guleri holds a Master of Science degree in Engineering and Operating Research from Virginia Polytechnic Institute and State University; and a Bachelor of Science degree in Electrical Engineering from Punjab Engineering College, Chandigarh, India. The business address of Mr. Guleri is 1400 Fashion Island Boulevard, Suite 1010, San Mateo, CA 94404, United States.

 

4.

Cindy Xiaofan Wang was appointed to our board of directors on August 30, 2019 as a nominee of Trip.com. Ms. Wang has served as the chief financial officer of Trip.com since November 2013 and executive vice president since May 2016. Prior to that, she was a vice president of Trip.com from January 2008. Ms. Wang joined Trip.com in 2001 and has held a number of managerial positions at Trip.com. In 2017, Ms. Wang won the Best CFO Award by Institutional Investor in the 2017 All-Asia Executive Team Rankings and China Best CFO Leadership Award by SNAI/ACCA/Korn Ferry. Previously, Ms. Wang worked with PricewaterhouseCoopers Zhong Tian CPAs Limited Company. She is also an observer on the board of directors of Huazhu Group Limited (NASDAQ:HTHT, HKEX:1179). Ms. Wang received a Master of Business Administration from Massachusetts Institute of Technology and obtained her Bachelor’s degree from Shanghai Jiao Tong University. Ms. Wang is a Certified Public Accountant (CPA). The business address of Ms. Wang is Building 16, SKY SOHO, No. 968 Jinzhong Road, Shanghai, People’s Republic of China 200335.

6


 

 

MakeMyTrip Limited

Corporate Governance Report (Continued)

The Board of Directors (Continued)

The Directors profile (Continued)

 

5.

Hyder Aboobakar was appointed to our board of directors on August 20, 2020 and is one of our resident directors in Mauritius. Mr. Aboobakar is a Director – Business Development at IQ EQ Corporate Services (Mauritius) Limited, or IQ-EQ. Prior to joining IQ-EQ, Mr. Aboobakar served as an investment manager at DSP Blackrock Investment Managers (Mauritius) Ltd where he was responsible for managing two India focused funds. Mr. Aboobakar has also previously worked as a business development manager at Cim Global Business (Mauritius) Ltd, as an investment manager at TVF Capital Management Ltd and as a trader and team leader of risk management at Superfund Asset Management Ltd. Mr. Aboobakar is a Chartered Financial Analyst and holds a Bachelor of Science (Honors) degree in Economics and Finance from the University of Mauritius. He is also a certified Financial Risk Manager by the Global Association of Risk Professionals. The business address of Mr. Aboobakar is c/o IQ EQ Corporate Services (Mauritius) Limited, 33 Edith Cavell Street, Port Louis, Mauritius.

 

6.

James Jianzhang Liang was appointed to our board of directors on January 27, 2016, as a nominee of Trip.com. He is one of the co-founders of Trip.com and is currently serving as the executive chairman of Trip.com’s board of directors. Prior to founding Trip.com, Mr. Liang held a number of technical and managerial positions with Oracle Corporation from 1991 to 1999 in the United States and China, including the head of the ERP consulting division of Oracle China from 1997 to 1999. Mr. Liang currently serves as Co-Chairman of Tongcheng-eLong Holdings Limited (HKEX:0780). Mr. Liang received his Ph.D. degree from Stanford University and his Master’s and Bachelor’s degrees from Georgia Institute of Technology. He also attended an undergraduate program at Fudan University. The business address of Mr. Liang is Building 16, SKY SOHO, No. 968 Jinzhong Road, Shanghai, People’s Republic of China 200335.

 

7.

Jane Jie Sun was appointed to our board of directors on August 30, 2019 as a nominee of Trip.com. Ms. Sun has served as the chief executive officer of Trip.com, as well as a member of the board of directors of Trip.com, from November 2016. Prior to that, she was a co-president of Trip.com from March 2015, chief operating officer since May 2012, and chief financial officer from 2005 to 2012. Prior to joining Trip.com, Ms. Sun worked as the head of the SEC and External Reporting Division of Applied Materials, Inc. from 1997. Prior to that, she worked with KPMG LLP as an audit manager in Silicon Valley, California for five years. Ms. Sun is a member of the American Institute of Certified Public Accountants and a State of California Certified Public Accountant. Ms. Sun received her Bachelor’s degree from the business school of the University of Florida with high honors. She also obtained her LLM degree from Peking University Law School. The business address of Ms. Sun is Building 16, SKY SOHO, No. 968 Jinzhong Road, Shanghai, People’s Republic of China 200335.

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MakeMyTrip Limited

Corporate Governance Report (Continued)

The Board of Directors (Continued)

The Directors profile (Continued)

 

8.

Paul Laurence Halpin was appointed to our board of directors on April 30, 2018 as a nominee of MIH Internet. He has remained on our board following the completion of the Naspers-Trip.com Transaction as a nominee of Trip.com. Mr. Halpin has seventeen years’ experience as non-executive director and chairperson of audit and risk committees of listed companies. His experience includes in-depth board-level involvement in corporate strategy, financial reporting, investment oversight, merger and acquisition transactions and risk oversight. He has a combination of international experience and perspective from a career in Europe and Africa, as a business services entrepreneur, and previously, as a partner in a professional services firm. Mr. Halpin held various leadership positions in the financial services industry at PwC Dublin, London and Johannesburg during his 25-year career from 1979 until 2004. Between 2004 to 2011, having relocated to Mauritius in 2004, Mr. Halpin established and sold a number of international healthcare and insurance outsourcing businesses in Mauritius. Mr. Halpin is an independent non-executive director on the boards of Gamma Civic Ltd, Kolos Cement Ltd and Lottotech Ltd., which are listed on the Stock Exchange of Mauritius. He also serves as an independent non-executive director of other unlisted companies, including Gamma Construction Ltd, Citicc (Africa) Holdings Ltd, and several private companies. His previously held roles include Lloyd’s general representative for Mauritius. Mr. Halpin holds a Bachelor of Commerce degree from University College Dublin. He is a Chartered Accountant and a Fellow of the Institute of Chartered Accountants in Ireland. He is a Fellow of the Mauritius Institute of Directors, a Member of the Mauritius Institute of Professional Accountants and a Member of the Institute of Directors (London). The business address of Mr. Halpin is Unit 8, East Rock, Coastal Road, Roches Noires, Mauritius.

 

9.

Xiangrong Li was appointed to our board of directors on September 6, 2019. Ms. Li has served as the deputy general manager and financial controller of Beijing Tourist Hotel (Group) Co. Ltd., a company listed on the Shanghai Stock Exchange since September 2016. Ms. Li was employed with Unilever in various positions from 1993 to 2010, including serving as the financial controller for the greater China region from 2007 to 2010. Ms. Li served as the chief financial officer of Hengdeli Holdings Ltd, a company listed on the Stock Exchange of Hong Kong, from 2010 to August 2014. Ms. Li served as the chief financial officer of Homeinns Hotel Group (previously listed on NASDAQ with stock ticker HMIN, merged with Beijing Tourist Hotel (Group) Co. Ltd in 2016) from August 2014 to September 2016. Ms. Li obtained her Bachelor’s degree in International Accounting jointly awarded by the Shanghai University of Finance and Economics and Shanghai International Studies Institute (now known as Shanghai International Studies University) in July 1993. She obtained a Master’s degree in Executive Management Business Administration from China Europe International Business School in September 2008 and is now a senior member of The Association of Chartered Certified Accountants and a member of The Chinese Institute of Certified Public Accountants. The business address of Ms. Li is 124, Caobao Road, Shanghai, People’s Republic of China.

 

10.

Xing Xiong was appointed to our board of directors on August 30, 2019 as a nominee of Trip.com. Mr. Xiong is currently chief operating officer of Trip.com Group. He joined Trip.com Group as Senior R&D Director in 2013 and became the vice president of Technology. He was appointed as the chief executive officer of the Trip.com Group Air Ticketing in 2014. In 2015, he became the Trip.com Senior Vice President, and in 2016 he was made the Trip.com Group Executive Vice President. Currently, Mr. Xiong is in charge of air ticketing, accommodation, corporate travel, technology, international business, and other areas within the group. Prior to joining Trip.com Group, Mr. Xiong held several management positions in the research and development teams of Microsoft and Expedia. Mr. Xiong has over 20 years of technology and management experience. He holds a Bachelor’s degree in Computer Science from Peking University and a Master’s degree in Computer Science from Northeastern University in Boston, Massachusetts, United States. The business address of Mr. Xiong is Building 16, SKY SOHO, No. 968 Jinzhong Road, Shanghai, People’s Republic of China 200335.

 

8


 

 

 

MakeMyTrip Limited

Corporate Governance Report (Continued)

Constitution

Public Limited Company.

Committees of the Board of Directors

We have established two committees under our board of directors: an audit committee and a compensation committee. Each committee’s members and functions are described below.

Audit Committee

The audit committee consists of two members, Xiangrong Li and Aditya Tim Guleri and one non-voting observer, Cindy Xiaofan Wang. The chairman is Xiangrong Li. Each member of the audit committee satisfies the independence requirements of applicable Nasdaq Rules and the independence requirements of Rule 10A-3 under the Exchange Act. Our board of directors has determined that Xiangrong Li qualifies as an audit committee financial expert within the meaning of the SEC rules, and that each of Xiangrong Li and Aditya Tim Guleri is financially literate. Our audit committee oversees our accounting and financial reporting processes and the audits of the financial statements of our company. Our audit committee is responsible for, among other things:

selecting our independent auditors and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors;

annually reviewing the independence of our independent auditors;

reviewing and approving all related party transactions on an ongoing basis;

reviewing and discussing the annual audited financial statements with management and our independent auditors;

such other matters that are specifically delegated to our audit committee by our board of directors from time to time;

meeting separately and periodically with management and our independent auditors; and

reporting regularly to our full board of directors.

Under the Terms of Issue, at any time the Permitted Holders (as defined in the Terms of Issue) beneficially own 10% or more of our issued and outstanding voting securities and no Class B director serves on the audit committee, the Class B Members shall have the right to appoint a representative to attend audit committee meetings as an observer.

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MakeMyTrip Limited

Corporate Governance Report (Continued)

Committees of the Board of Directors (Continued)

Audit Committee (Continued)

The Nasdaq Rules provide that foreign private issuers may follow home country practice in lieu of the corporate governance requirements of the Nasdaq Stock Market LLC, subject to certain exceptions and requirements and except to the extent that such exemptions would be contrary to US federal securities laws and regulations. We follow home country practice that permits its audit committee to consist of less than three members, in lieu of complying with Rule 5605(c)(2)(A) of the Nasdaq Rules that requires each company to have an audit committee of at least three members. Our audit committee currently consists of two members and a non-voting observer.

Compensation Committee

The compensation committee consists of four members, Aditya Tim Guleri, Xiangrong Li, James Jianzhang Liang and Cindy Xiaofan Wang. The chairman is Aditya Tim Guleri. Each member of the compensation committee satisfies the independence requirements of the Nasdaq Rules. Our compensation committee approves the compensation of our employee-directors and executive officers. The compensation committee is responsible for, among other things:

reviewing the compensation plans, policies and programs adopted by the management;

reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level of our chief executive officer based on this evaluation; and

reviewing and approving or making recommendations to the board regarding any compensation plans, equity-based plans and similar arrangements.

We currently do not have in place a nominations committee, and the actions ordinarily taken by such committee are resolved by a majority of the independent directors on our board. As a foreign private issuer, we are permitted to follow home country corporate governance practices under Rule 5615(a)(3) of the Nasdaq Rules. Our home country practice differs from Rule 5605(e) of the Nasdaq Rules regarding implementation of a nominations committee charter or board resolution, because our company, as a holder of Global Business License issued by the Financial Services Commission of Mauritius, is not required under Mauritius Companies Act to establish a nominations committee.

 

10


 

 

 

MakeMyTrip Limited

Corporate Governance Report (Continued)

Duties of Directors

Under Mauritius Companies Act, our directors have a duty to our company to exercise their powers honestly in good faith in the best interests of our company. Our directors also have a duty to our company to exercise the degree of care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. Where a director of a public company also holds office as an executive, the director is required under Mauritius Companies Act to exercise that degree of care, diligence and skill which a reasonably prudent and competent executive in that position would exercise. In fulfilling their duty of care to our company, our directors must ensure compliance with the Mauritius Companies Act and our Constitution, as amended from time to time. A shareholder has the right to seek damages against our directors if a duty owed by our directors to him as a shareholder is breached.

The functions and powers of our board of directors include, among others:

convening shareholders’ annual meetings and reporting its work to shareholders at such meetings;

authorizing dividends and distributions;

appointing officers and determining the term of office of officers;

exercising the borrowing powers of our company and mortgaging the property of our company, provided that shareholders’ approval shall be required if any transaction is a major transaction for our company under section 130 of the Mauritius Companies Act; and

approving the issuance and transfer of shares of our company, including the recording of such shares in our share register.

Identification of key risks for the Company

The Board is ultimately responsible for the Company’s system of internal control and for reviewing its effectiveness. The Board confirms that there is an ongoing process for identifying, evaluating and managing the various risks faced by the Company.

Related party transactions

The related party transactions have been set out in note 38 of these consolidated financial statements.

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MakeMyTrip Limited

Corporate Governance Report (Continued)

Directors’ liability insurance

We have a liability policy to insure our directors and officers from various liabilities arising out of the general performance of their duties.

Code of Business Conduct and Ethics

Our code of business conduct and ethics provides that our directors and officers are expected to avoid any action, position or interest that conflicts with the interests of our Company or gives the appearance of a conflict. Directors and officers have an obligation under our code of business conduct and ethics to advance our company’s interests when the opportunity to do so arises.

Environment

Due to the nature of its activities, the Company has no adverse impact on environment.

Corporate social responsibility and donations

During the year, the Company has not made any donations.

Nature of business

The principal activity of the Company is as defined in our Global Business License – which is investment activities.

Auditors Report and Accounts

The auditors’ report is set out on pages 15 to 20 and the consolidated statement of profit or loss and other comprehensive income is set out on page 22 of these consolidated financial statements.

Audit fees

Audit fees payable to statutory auditor (KPMG Mauritius) for the year amounted to USD 16,900 (2021: USD 16,308). Further, aggregate audit fees for services rendered by KPMG Assurance and Consulting Services LLP and its affiliates to us, including our subsidiaries, in financial year ended March 31, 2022 amounted to USD 516,290 (March 31, 2021: USD 730,004).

Appreciation

The Board expresses its appreciation and gratitude to all those involved for their contribution during the year.

12


 

 

MakeMyTrip Limited

Commentary of the Directors

Results

The results for the years ended March 31, 2021 and 2022 are as follows:

(in ‘USD 000’)

Particulars

For the year ended March 31

2021

2022

Total income

167,112

307,412

Total expenses

(234,795)

(337,778)

Finance income

12,100

9,984

Finance costs

(4,798)

(26,326)

Share of profit (loss) of equity -accounted investees

(168)

34

Income tax benefit

4,507

                         1,107

Loss for the year

(56,042)

(45,567)

 

Statement of Directors’ responsibilities in respect of the consolidated financial statements

Mauritius Companies Act requires the directors to prepare consolidated financial statements for each financial year, which present fairly the consolidated financial position, consolidated financial performance and the consolidated cash flows of the Company. The directors are also responsible for keeping accounting records which:

correctly record and explain the transactions of the Company;

 

disclose with reasonable accuracy at any time the financial position of the Company; and

 

would enable them to ensure that the consolidated financial statements are in accordance with International Financial Reporting Standards and in compliance with the requirements of the Mauritius Companies Act.

 

The directors confirm that they have complied with the above requirements in preparing the consolidated financial statements.

The directors have made an assessment of the Company and its subsidiaries ability to continue as going concerns and have no reason to believe that the businesses will not be going concerns for the year ahead.

Auditors

The auditors, KPMG, have expressed their willingness to continue in office.

 

13


 

 

 

MakeMyTrip Limited

CERTIFICATE FROM THE SECRETARY

To the members of MakeMyTrip Limited under section 166(d) of the Mauritius Companies Act.

We certify to the best of our knowledge and belief that we have filed with the Registrar of Companies all such returns as are required of MakeMyTrip Limited under the Mauritius Companies Act for the year ended March 31, 2022.

 

…………………………………………………………

For IQ EQ Corporate Services (Mauritius)

Corporate Secretary

Registered office:

C/o IQ EQ Corporate Services (Mauritius) Ltd

33, Edith Cavell Street

Port Louis, 11324

Republic of Mauritius

Date: July 12, 2022


14


 

 

 

 

 

 

INDEPENDENT AUDITORS’ REPORT

 

TO THE MEMBERS OF MAKEMYTRIP LIMITED

 

Report on the Audit of the Consolidated Financial Statements

 

Opinion

 

We have audited the Consolidated financial statements of MakeMyTrip Limited (the group), which comprise the consolidated statement of financial position as at  March 31, 2022 and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and the notes to the  consolidated financial statements, including a summary of significant accounting policies, as set out on pages 21 to 92.

In our opinion, these Consolidated financial statements give a true and fair view of the Consolidated financial position of MakeMyTrip Limited as at March 31, 2022, and of its Consolidated financial performance and Consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards and in compliance with the requirements of the Mauritius Companies Act.

 

Basis for opinion

 

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the group in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Key audit matter

 

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Consolidated financial statements of the current period. These matters were addressed in the context of our audit of the Consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15


 

 

 

INDEPENDENT AUDITORS’ REPORT

 

TO THE MEMBERS OF MAKEMYTRIP LIMITED

 

Report on the Audit of the Consolidated Financial Statements (continued)

 

Key audit matter (continued)

 

 

Evaluation of impairment of goodwill

Refer to notes 3 (h) (ii) and 19

 

Key audit matter

 

How the matter was addressed in our audit

 

The goodwill balance as at March 31, 2022 was USD 601,151 thousands, of which USD 591,977 thousands relates to air ticketing, hotels and packages and ibibo Group - redBus Cash Generating Units (CGUs).

 

 

The Group performs an impairment test of goodwill on an annual basis at the level of the CGUs or more frequently if the Group becomes aware of events or changes in circumstances that would indicate that the carrying value of goodwill may not be recoverable. The recoverable amount of the CGUs is determined on the basis of their value-in-use using a discounted cash flow method, based on the expected cash flows of the CGUs.

 

We identified the evaluation of goodwill impairment related to the air ticketing, hotels and packages and ibibo Group - redBus CGUs as a key audit matter. A high degree of subjective auditor judgment was required in evaluating the Group's significant assumptions, including the estimated adjusted margin growth rate, EBITDA margin, terminal value growth rate and discount rate used to calculate the value-in-use.

 

 

We performed the following procedures to address this key audit matter:

 

     We evaluated the design and implementation, and tested the operating effectiveness of certain internal controls related to the Group's goodwill impairment assessment process, including controls over the determination of estimated adjusted margin growth rate, EBITDA margin, terminal value growth rate and discount rate.

     We compared the Group’s historical forecasted adjusted margin growth rate and the EBITDA margin with the actual results over the same period to assess the Group's ability to forecast accurately.

     We further evaluated the Group’s estimated adjusted margin growth rate and the EBITDA margin by comparing the projections to the underlying approved business strategies and growth plans.

     We performed sensitivity analyses over the estimated adjusted margin growth rate, EBITDA margin, terminal value growth rate and discount rate to assess the impact of changes in these metrics on the recoverable amount.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16


 

 

 

 

 

 

INDEPENDENT AUDITORS’ REPORT

 

TO THE MEMBERS OF MAKEMYTRIP LIMITED

 

Report on the Audit of the Consolidated Financial Statements (continued)

 

 

Evaluation of impairment of goodwill

Refer to notes 3 (h) (ii) and 19

 

Key audit matter

 

How the matter was addressed in our audit

 

 

 

 

 

 

 

 

 

     We have evaluated the adequacy of the financial statement disclosures, including disclosures of key assumptions, judgements and sensitivities.

 

In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in:

 

     Evaluating the appropriateness of the discount rate used in the Group’s discounted cash flow model by comparing it against a discount rate range that was independently developed using publicly available data for comparable entities; and

     Evaluating the appropriateness of the terminal value growth rate used in the Group’s discounted cash flow model by comparing it against the long-term expected growth rate and inflation rate of the economy in which the CGU operates.

 

 

Other information

 

The directors are responsible for the other information. The other information comprises the Corporate Data, Corporate Governance Report, Commentary of the Directors and Certificate from the Secretary, but does not include the consolidated financial statements and our auditors' report thereon.

 

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

 

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.


17


 

 

 

 

INDEPENDENT AUDITORS’ REPORT

 

TO THE MEMBERS OF MAKEMYTRIP LIMITED

 

Report on the Audit of the Consolidated Financial Statements (continued)

 

 

Responsibilities of Directors for the Consolidated Financial Statements

 

The directors are responsible for the preparation of Consolidated financial statements that give a true and fair view in accordance with International Financial Reporting Standards and in compliance with the requirements of the Mauritius Companies Act, and for such internal control as the directors determine is necessary to enable the preparation of Consolidated financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the Consolidated financial statements, the directors are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

 

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

 

Our objectives are to obtain reasonable assurance about whether the Consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated financial statements.

 

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

Identify and assess the risks of material misstatement of the Consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group's internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.


18


 

 

 

INDEPENDENT AUDITORS’ REPORT

 

TO THE MEMBERS OF MAKEMYTRIP LIMITED

 

Report on the Audit of the Consolidated Financial Statements (continued)

 

 

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements (continued)

 

Conclude on the appropriateness of the directors' use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the Consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the group to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the Consolidated financial statements, including the disclosures, and whether the Consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

 

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

 

From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the Consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

 

 

 


19


 

 

 

INDEPENDENT AUDITORS’ REPORT

 

TO THE MEMBERS OF MAKEMYTRIP LIMITED

 

Report on the Audit of the Consolidated Financial Statements (continued)

 

 

Use of our report

 

This report is made solely to the Group's members as a body, in accordance with Section 205 of the Mauritius Companies Act. Our audit work has been undertaken so that we might state to the Group’s members as a body, those matters that we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Group and the Group’s members as a body, for our audit work, for this report, or for the opinions we have formed.

 

 

Report on other legal and regulatory requirements

 

Mauritius Companies Act

We have no relationship with or interests in the Group other than in our capacity as auditors.

We have obtained all the information and explanations we have required.

In our opinion, proper accounting records have been kept by the Group as far as it appears from our examination of those records.

 

KPMG

Chirsto Smith

Ebène, Mauritius

Licensed by FRC

 

Date: July 12, 2022

 


20


 

 

 

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(Amounts in USD thousands)

 

 

 

 

 

As at March 31

 

 

 

Note

 

2021

 

 

2022

 

Assets

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment

 

18

 

 

22,159

 

 

 

19,313

 

Intangible assets and goodwill

 

19

 

 

720,907

 

 

 

685,658

 

Trade and other receivables, net

 

21

 

 

2,154

 

 

 

3,713

 

Investment in equity-accounted investees

 

8

 

 

5,262

 

 

 

3,558

 

Other investments

 

9

 

 

5,508

 

 

 

4,031

 

Term deposits

 

23

 

 

25,043

 

 

 

6

 

Non-current tax assets

 

 

 

 

26,710

 

 

 

14,965

 

Other non-current assets

 

25

 

 

88

 

 

 

135

 

Total non-current assets

 

 

 

 

807,831

 

 

 

731,379

 

Inventories

 

 

 

 

40

 

 

 

11

 

Current tax assets

 

 

 

 

2

 

 

 

 

Trade and other receivables, net

 

21

 

 

25,177

 

 

 

35,910

 

Term deposits

 

23

 

 

129,825

 

 

 

264,179

 

Other current assets

 

24

 

 

51,069

 

 

 

77,982

 

Cash and cash equivalents

 

22

 

 

295,066

 

 

 

213,283

 

Total current assets

 

 

 

 

501,179

 

 

 

591,365

 

Total assets

 

 

 

 

1,309,010

 

 

 

1,322,744

 

Equity

 

 

 

 

 

 

 

 

 

 

Share capital

 

26

 

 

53

 

 

 

53

 

Share premium

 

26

 

 

2,021,197

 

 

 

2,034,663

 

Other components of equity

 

26

 

 

69,604

 

 

 

73,574

 

Accumulated deficit

 

 

 

 

(1,203,334

)

 

 

(1,214,156

)

Total equity attributable to owners of the Company

 

 

 

 

887,520

 

 

 

894,134

 

Non-controlling interests

 

 

 

 

3,667

 

 

 

2,341

 

Total equity

 

 

 

 

891,187

 

 

 

896,475

 

Liabilities

 

 

 

 

 

 

 

 

 

 

Loans and borrowings

 

28

 

 

201,616

 

 

 

213,808

 

Employee benefits

 

33

 

 

7,479

 

 

 

9,086

 

Contract liabilities

 

10

 

 

453

 

 

 

27

 

Deferred tax liabilities, net

 

20

 

 

3,864

 

 

 

2,596

 

Other non-current liabilities

 

30

 

 

10,217

 

 

 

9,536

 

Total non-current liabilities

 

 

 

 

223,629

 

 

 

235,053

 

Loans and borrowings

 

28

 

 

2,339

 

 

 

2,776

 

Trade and other payables

 

31

 

 

53,581

 

 

 

62,827

 

Contract liabilities

 

10

 

 

33,723

 

 

 

53,211

 

Other current liabilities

 

29

 

 

73,751

 

 

 

72,402

 

Provisions

 

32

 

 

30,800

 

 

 

 

Total current liabilities

 

 

 

 

194,194

 

 

 

191,216

 

Total liabilities

 

 

 

 

417,823

 

 

 

426,269

 

Total equity and liabilities

 

 

 

 

1,309,010

 

 

 

1,322,744

 

 

These consolidated financial statements have been approved by the Board of Directors on July 12, 2022 and signed in its behalf by:

 

 

 

 

 

 

/s/ Rajesh Magow

 

/s/ Paul Laurence Halpin

 

 

 Rajesh Magow       

 Director

 

  Paul Laurence Halpin       

  Director

 

 

The notes on pages 27 to 92 form an integral part of these consolidated financial statements.

21


 

 

 

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

(Amounts in USD thousands, except per share data)

 

 

 

 

 

For the year ended March 31

 

 

 

Note

 

2020

 

 

2021

 

 

2022

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

 

 

 

174,361

 

 

 

57,013

 

 

 

88,712

 

Hotels and packages

 

 

 

 

235,814

 

 

 

67,976

 

 

 

157,267

 

Bus ticketing

 

 

 

 

65,009

 

 

 

24,895

 

 

 

39,896

 

Other revenue

 

11

 

 

36,345

 

 

 

13,556

 

 

 

18,047

 

Total revenue

 

 

 

 

511,529

 

 

 

163,440

 

 

 

303,922

 

Other income

 

12

 

 

1,063

 

 

 

3,672

 

 

 

3,490

 

Service cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Procurement cost of hotels and packages services

 

 

 

 

141,404

 

 

 

19,146

 

 

 

54,760

 

Other cost of providing services

 

 

 

 

12,916

 

 

 

3,162

 

 

 

3,990

 

Personnel expenses

 

13

 

 

129,836

 

 

 

105,661

 

 

 

116,924

 

Marketing and sales promotion expenses

 

 

 

 

166,603

 

 

 

22,741

 

 

 

51,033

 

Other operating expenses

 

14

 

 

185,401

 

 

 

51,075

 

 

 

81,575

 

Depreciation, amortization and impairment

 

15

 

 

33,682

 

 

 

33,010

 

 

 

29,496

 

Impairment of goodwill

 

 

 

 

272,160

 

 

 

 

 

 

 

Result from operating activities

 

 

 

 

(429,410

)

 

 

(67,683

)

 

 

(30,366

)

Finance income

 

16

 

 

3,362

 

 

 

12,100

 

 

 

9,984

 

Finance costs

 

16

 

 

21,433

 

 

 

4,798

 

 

 

26,326

 

Net finance income (costs)

 

 

 

 

(18,071

)

 

 

7,302

 

 

 

(16,342

)

Share of profit (loss) of equity-accounted investees

 

8

 

 

(65

)

 

 

(168

)

 

 

34

 

Loss before tax

 

 

 

 

(447,546

)

 

 

(60,549

)

 

 

(46,674

)

Income tax benefit

 

17

 

 

29

 

 

 

4,507

 

 

 

1,107

 

Loss for the year

 

 

 

 

(447,517

)

 

 

(56,042

)

 

 

(45,567

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that will not be reclassified subsequently to

   profit or loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remeasurement of defined benefit liability, net of tax

 

 

 

 

(346

)

 

 

(199

)

 

 

(426

)

Equity instruments at fair value through other comprehensive

income (FVOCI) - net change in fair value, net of tax

 

 

 

 

(1,979

)

 

 

1,825

 

 

 

33,543

 

 

 

 

 

 

(2,325

)

 

 

1,626

 

 

 

33,117

 

Items that are or may be reclassified subsequently to

   profit or loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation differences on foreign operations, net of tax

 

 

 

 

(73,252

)

 

 

13,497

 

 

 

(18,943

)

 

 

 

 

 

(73,252

)

 

 

13,497

 

 

 

(18,943

)

Other comprehensive income (loss) for the year, net of tax

 

 

 

 

(75,577

)

 

 

15,123

 

 

 

14,174

 

Total comprehensive loss for the year

 

 

 

 

(523,094

)

 

 

(40,919

)

 

 

(31,393

)

Profit (loss) attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owners of the Company

 

 

 

 

(447,781

)

 

 

(55,639

)

 

 

(45,405

)

Non-controlling interests

 

 

 

 

264

 

 

 

(403

)

 

 

(162

)

Loss for the year

 

 

 

 

(447,517

)

 

 

(56,042

)

 

 

(45,567

)

Total comprehensive loss attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owners of the Company

 

 

 

 

(523,048

)

 

 

(40,531

)

 

 

(31,216

)

Non-controlling interests

 

 

 

 

(46

)

 

 

(388

)

 

 

(177

)

Total comprehensive loss for the year

 

 

 

 

(523,094

)

 

 

(40,919

)

 

 

(31,393

)

Loss per share (in USD)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

27

 

 

(4.26

)

 

 

(0.52

)

 

 

(0.42

)

Diluted

 

27

 

 

(4.26

)

 

 

(0.52

)

 

 

(0.42

)

 

The notes on pages 27 to 92 form an integral part of these consolidated financial statements.

22


 

 

 

 

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(Amounts in USD thousands)

 

 

 

Attributable to owners of the Company

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other components of equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share Capital

(refer note 26)

 

 

Share Premium

(refer note 26)

 

 

Fair Value

Reserves

 

 

Share Based

Payment

Reserve

 

 

Foreign

Currency

Translation

Reserve

 

 

Accumulated

Deficit

 

 

Total

 

 

Non-

Controlling

Interests

 

 

Total Equity

 

Balance as at April 1, 2019

 

 

52

 

 

 

1,977,318

 

 

 

634

 

 

 

102,427

 

 

 

(41,202

)

 

 

(682,054

)

 

 

1,357,175

 

 

 

193

 

 

 

1,357,368

 

Total comprehensive income (loss) for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit (loss) for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(447,781

)

 

 

(447,781

)

 

 

264

 

 

 

(447,517

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(72,964

)

 

 

 

 

 

(72,964

)

 

 

(288

)

 

 

(73,252

)

Equity instruments at FVOCI - net change in fair

   value

 

 

 

 

 

 

 

 

(1,979

)

 

 

 

 

 

 

 

 

 

 

 

(1,979

)

 

 

 

 

 

(1,979

)

Remeasurement of defined benefit liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(324

)

 

 

(324

)

 

 

(22

)

 

 

(346

)

Total other comprehensive income (loss)

 

 

 

 

 

 

 

 

(1,979

)

 

 

 

 

 

(72,964

)

 

 

(324

)

 

 

(75,267

)

 

 

(310

)

 

 

(75,577

)

Total comprehensive income (loss) for the year

 

 

 

 

 

 

 

 

(1,979

)

 

 

 

 

 

(72,964

)

 

 

(448,105

)

 

 

(523,048

)

 

 

(46

)

 

 

(523,094

)

Transactions with owners, recorded directly

   in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributions by owners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based payment

 

 

 

 

 

 

 

 

 

 

 

41,648

 

 

 

 

 

 

 

 

 

41,648

 

 

 

 

 

 

41,648

 

Issue of ordinary shares on exercise of share

   based awards

 

 

 

 

 

8,237

 

 

 

 

 

 

(8,237

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transfer to accumulated deficit on expiry of

   share based awards

 

 

 

 

 

 

 

 

 

 

 

(100

)

 

 

 

 

 

290

 

 

 

190

 

 

 

(190

)

 

 

 

Total contributions by owners

 

 

 

 

 

8,237

 

 

 

 

 

 

33,311

 

 

 

 

 

 

290

 

 

 

41,838

 

 

 

(190

)

 

 

41,648

 

Changes in ownership interests in subsidiaries

   that do not result in a loss of control

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liability for acquisition of non-

   controlling interest (refer note 7 (b))

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14,550

)

 

 

(14,550

)

 

 

 

 

 

(14,550

)

Acquisition of non-controlling interest (refer note 40)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,178

)

 

 

(3,178

)

 

 

 

 

 

(3,178

)

Acquisition of subsidiary with non-controlling

   interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,098

 

 

 

4,098

 

Total changes in ownership interest in subsidiaries

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,728

)

 

 

(17,728

)

 

 

4,098

 

 

 

(13,630

)

Total transactions with owners

 

 

 

 

 

8,237

 

 

 

 

 

 

33,311

 

 

 

 

 

 

(17,438

)

 

 

24,110

 

 

 

3,908

 

 

 

28,018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at March 31, 2020

 

 

52

 

 

 

1,985,555

 

 

 

(1,345

)

 

 

135,738

 

 

 

(114,166

)

 

 

(1,147,597

)

 

 

858,237

 

 

 

4,055

 

 

 

862,292

 

 

The notes on pages 27 to 92 form an integral part of these consolidated financial statements.


23


 

 

 

 

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY- (Continued)

(Amounts in USD thousands)

 

 

 

Attributable to owners of the Company

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other components of equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share Capital

(refer note 26)

 

 

Share Premium

(refer note 26)

 

 

Equity

Component of

Convertible

Notes

 

 

Fair Value

Reserves

 

 

Share Based

Payment Reserve

 

 

Foreign

Currency

Translation

Reserve

 

 

Accumulated

Deficit

 

 

Total

 

 

Non-

Controlling

Interests

 

 

Total Equity

 

Balance as at April 1, 2020

 

 

52

 

 

 

1,985,555

 

 

 

 

 

 

(1,345

)

 

 

135,738

 

 

 

(114,166

)

 

 

(1,147,597

)

 

 

858,237

 

 

 

4,055

 

 

 

862,292

 

Total comprehensive income (loss) for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(55,639

)

 

 

(55,639

)

 

 

(403

)

 

 

(56,042

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,500

 

 

 

 

 

 

13,500

 

 

 

(3

)

 

 

13,497

 

Equity instruments at FVOCI - net change in

   fair value

 

 

 

 

 

 

 

 

 

 

 

1,825

 

 

 

 

 

 

 

 

 

 

 

 

1,825

 

 

 

 

 

 

1,825

 

Remeasurement of defined benefit liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(217

)

 

 

(217

)

 

 

18

 

 

 

(199

)

Total other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

1,825

 

 

 

 

 

 

13,500

 

 

 

(217

)

 

 

15,108

 

 

 

15

 

 

 

15,123

 

Total comprehensive income (loss) for the year

 

 

 

 

 

 

 

 

 

 

 

1,825

 

 

 

 

 

 

13,500

 

 

 

(55,856

)

 

 

(40,531

)

 

 

(388

)

 

 

(40,919

)

Transactions with owners, recorded directly

   in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributions by owners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based payment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

38,399

 

 

 

 

 

 

 

 

 

38,399

 

 

 

 

 

 

38,399

 

Issue of ordinary shares on exercise of

   share based awards

 

 

1

 

 

 

35,642

 

 

 

 

 

 

 

 

 

(35,350

)

 

 

 

 

 

 

 

 

293

 

 

 

 

 

 

293

 

Transfer to accumulated deficit on expiry of

   share based awards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(119

)

 

 

 

 

 

119

 

 

 

 

 

 

 

 

 

 

Issue of convertible notes (net of tax and issue

   expenses) (refer note 17 and 28)

 

 

 

 

 

 

 

 

31,122

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,122

 

 

 

 

 

 

31,122

 

Total contributions by owners

 

 

1

 

 

 

35,642

 

 

 

31,122

 

 

 

 

 

 

2,930

 

 

 

 

 

 

119

 

 

 

69,814

 

 

 

 

 

 

69,814

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at March 31, 2021

 

 

53

 

 

 

2,021,197

 

 

 

31,122

 

 

 

480

 

 

 

138,668

 

 

 

(100,666

)

 

 

(1,203,334

)

 

 

887,520

 

 

 

3,667

 

 

 

891,187

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to consolidated financial statements

 

 

The notes on pages 27 to 92 form an integral part of these consolidated financial statements

.

24


 

 

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY- (Continued)

(Amounts in USD thousands)

 

 

 

Attributable to owners of the Company

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other components of equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share Capital

(refer note 26)

 

 

Share Premium

(refer note 26)

 

 

Equity

Component of

Convertible

Notes

 

 

Fair Value

Reserves

 

 

Share Based

Payment Reserve

 

 

Foreign

Currency

Translation

Reserve

 

 

Accumulated

Deficit

 

 

Total

 

 

Non-

Controlling

Interests

 

 

Total Equity

 

Balance as at April 1, 2021

 

 

53

 

 

 

2,021,197

 

 

 

31,122

 

 

 

480

 

 

 

138,668

 

 

 

(100,666

)

 

 

(1,203,334

)

 

 

887,520

 

 

 

3,667

 

 

 

891,187

 

Total comprehensive income (loss) for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(45,405

)

 

 

(45,405

)

 

 

(162

)

 

 

(45,567

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(18,921

)

 

 

 

 

 

(18,921

)

 

 

(22

)

 

 

(18,943

)

Equity instruments at FVOCI - net change in

   fair value

 

 

 

 

 

 

 

 

 

 

 

33,543

 

 

 

 

 

 

 

 

 

 

 

 

33,543

 

 

 

 

 

 

33,543

 

Remeasurement of defined benefit liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(433

)

 

 

(433

)

 

 

7

 

 

 

(426

)

Total other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

33,543

 

 

 

 

 

 

(18,921

)

 

 

(433

)

 

 

14,189

 

 

 

(15

)

 

 

14,174

 

Total comprehensive income (loss) for the year

 

 

 

 

 

 

 

 

 

 

 

33,543

 

 

 

 

 

 

(18,921

)

 

 

(45,838

)

 

 

(31,216

)

 

 

(177

)

 

 

(31,393

)

Transactions with owners, recorded directly

   in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributions by owners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based payment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

36,645

 

 

 

 

 

 

 

 

 

36,645

 

 

 

 

 

 

36,645

 

Issue of ordinary shares on exercise of

   share based awards

 

*

 

 

 

13,466

 

 

 

 

 

 

 

 

 

(13,430

)

 

 

 

 

 

 

 

 

36

 

 

 

 

 

 

36

 

Transfer to accumulated deficit on expiry of

   share based awards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(115

)

 

 

 

 

 

115

 

 

 

 

 

 

 

 

 

 

Equity instruments at FVOCI - transfer to accumulated deficit (refer note 9)

 

 

 

 

 

 

 

 

 

 

 

(33,655

)

 

 

 

 

 

 

 

 

33,655

 

 

 

 

 

 

 

 

 

 

Total contributions by owners

 

 

 

 

 

13,466

 

 

 

 

 

 

(33,655

)

 

 

23,100

 

 

 

 

 

 

33,770

 

 

 

36,681

 

 

 

 

 

 

36,681

 

Changes in ownership interests in subsidiaries that do not result in a change of control

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition of non-controlling interest (refer note 7 (b))

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(97

)

 

 

1,246

 

 

 

1,149

 

 

 

(1,149

)

 

 

 

Total changes in ownership interest in subsidiaries

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(97

)

 

 

1,246

 

 

 

1,149

 

 

 

(1,149

)

 

 

 

Total transactions with owners

 

 

 

 

 

13,466

 

 

 

 

 

 

(33,655

)

 

 

23,100

 

 

 

(97

)

 

 

35,016

 

 

 

37,830

 

 

 

(1,149

)

 

 

36,681

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at March 31, 2022

 

 

53

 

 

 

2,034,663

 

 

 

31,122

 

 

 

368

 

 

 

161,768

 

 

 

(119,684

)

 

 

(1,214,156

)

 

 

894,134

 

 

 

2,341

 

 

 

896,475

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*less than 1

 

See accompanying notes to consolidated financial statements

 

 

The notes on pages 27 to 92 form an integral part of these consolidated financial statements.

 

25


 

 

 

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

(Amounts in USD thousands)

 

 

 

For the year ended March 31

 

 

 

2020

 

 

2021

 

 

2022

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the year

 

 

(447,517

)

 

 

(56,042

)

 

 

(45,567

)

Adjustments for:

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation

 

 

9,347

 

 

 

8,973

 

 

 

6,023

 

Amortization

 

 

24,335

 

 

 

24,037

 

 

 

23,335

 

Impairment of intangible assets under development

 

 

 

 

 

 

 

 

138

 

Impairment of goodwill

 

 

272,160

 

 

 

 

 

 

 

Provision for litigations

 

 

30,800

 

 

 

 

 

 

 

Intangible assets written off

 

 

 

 

 

 

 

 

17

 

Gain on discontinuation of equity accounted investment on disposal

 

 

 

 

 

 

 

 

(2,251

)

Net (gain) loss on de-recognition of property, plant and equipment

 

 

19

 

 

 

406

 

 

 

(6

)

Profit on disposal of equity accounted investee

 

 

(700

)

 

 

 

 

 

 

Gain on lease modification

 

 

 

 

 

(1,912

)

 

 

(417

)

Net finance costs (income)

 

 

18,071

 

 

 

(7,302

)

 

 

16,342

 

Share of loss (profit) of equity-accounted investees

 

 

65

 

 

 

168

 

 

 

(34

)

Share based payment

 

 

41,631

 

 

 

35,589

 

 

 

36,645

 

Income tax benefit

 

 

(29

)

 

 

(4,507

)

 

 

(1,107

)

 

 

 

(51,818

)

 

 

(590

)

 

 

33,118

 

Changes in working capital

 

 

 

 

 

 

 

 

 

 

 

 

Change in inventories

 

 

560

 

 

 

(2

)

 

 

29

 

Change in trade and other receivables and contract assets

 

 

(1,974

)

 

 

34,618

 

 

 

(11,014

)

Change in other assets

 

 

15,531

 

 

 

3,649

 

 

 

(28,820

)

Change in trade and other payables and

   contract liabilities

 

 

(82,108

)

 

 

(18,308

)

 

 

26,535

 

Change in employee benefits

 

 

1,504

 

 

 

774

 

 

 

1,433

 

Change in other liabilities

 

 

14,341

 

 

 

32,019

 

 

 

(26,338

)

Income tax (paid) received, net

 

 

(8,769

)

 

 

12,366

 

 

 

11,055

 

Net cash generated from (used in) operating activities

 

 

(112,733

)

 

 

64,526

 

 

 

5,998

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

 

Interest received

 

 

4,327

 

 

 

5,967

 

 

 

7,389

 

Proceeds from sale of property, plant and equipment

 

 

120

 

 

 

423

 

 

 

304

 

Acquisition of intangible assets

 

 

(9,223

)

 

 

(8,128

)

 

 

(9,812

)

Redemption of term deposits

 

 

124,076

 

 

 

39,094

 

 

 

249,272

 

Investment in term deposits

 

 

(27,999

)

 

 

(155,523

)

 

 

(360,436

)

Acquisition of property, plant and equipment

 

 

(3,538

)

 

 

(642

)

 

 

(3,099

)

Acquisition of subsidiary, net of cash acquired (refer note 7 (b))

 

 

(14,630

)

 

 

 

 

 

 

Loan given to equity-accounted investee (refer note 25)

 

 

 

 

 

(54

)

 

 

 

Proceeds from sale of other investment (refer note 9)

 

 

 

 

 

 

 

 

38,500

 

Proceeds from discontinuation of equity accounted investment on disposal (refer note 8 (b))

 

 

 

 

 

 

 

 

336

 

Acquisition of other investment

 

 

 

 

 

 

 

 

(58

)

Proceeds on disposal of equity accounted investee (refer note 8 (a))

 

 

700

 

 

 

 

 

 

 

Net cash generated from (used in) investing activities

 

 

73,833

 

 

 

(118,863

)

 

 

(77,604

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from issuance of convertible notes (including equity component)

 

 

 

 

 

230,000

 

 

 

 

Direct cost incurred/paid in relation to convertible notes

 

 

 

 

 

(5,970

)

 

 

(554

)

Acquisition of non-controlling interest (refer note 40, 7(b))

 

 

(3,178

)

 

 

 

 

 

(5,613

)

Proceeds from issuance of shares on exercise of share based awards

 

*

 

 

 

293

 

 

 

36

 

Proceeds from bank loans (refer note 28)

 

 

702

 

 

 

191

 

 

 

1,169

 

Repayment of bank loans (refer note 28)

 

 

(316

)

 

 

(505

)

 

 

(479

)

Payment of principal portion of lease liabilities (refer note 28)

 

 

(3,481

)

 

 

(2,045

)

 

 

(1,771

)

Interest paid

 

 

(4,715

)

 

 

(2,565

)

 

 

(2,357

)

Net cash generated from (used in) financing activities

 

 

(10,988

)

 

 

219,399

 

 

 

(9,569

)

Increase (decrease) in cash and cash equivalents

 

 

(49,888

)

 

 

165,062

 

 

 

(81,175

)

Cash and cash equivalents at beginning of the year

 

 

177,990

 

 

 

129,881

 

 

 

295,066

 

Effect of exchange rate fluctuations on cash held

 

 

1,779

 

 

 

123

 

 

 

(608

)

Cash and cash equivalents at end of the year (refer note 22)

 

 

129,881

 

 

 

295,066

 

 

 

213,283

 

*less than 1

The notes on pages 27 to 92 form an integral part of these consolidated financial statements.

26


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

1)

REPORTING ENTITY

 

MakeMyTrip Limited (the “Parent Company”) together with its subsidiaries and equity-accounted investees (collectively, “the Company” or “the Group”) is primarily engaged in the business of selling travel products and solutions through its subsidiaries in India, the United States of America, Singapore, Malaysia, Thailand, the United Arab Emirates, Peru, Colombia, Vietnam and Indonesia. The Group offers its customers the entire range of travel services including ticketing, tours and packages, hotels and other travel related services.

 

The Company is a public limited company incorporated and domiciled in Republic of Mauritius and has its registered office at IQ EQ Corporate Services (Mauritius) Limited, 33, Edith Cavell Street, Port Louis, Republic of Mauritius. The Company’s ordinary shares representing equity shares are listed on the Nasdaq.

 

2)

BASIS OF ACCOUNTING

 

(a)

Statement of Compliance

 

 

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and the Mauritius Companies Act. Accounting policies have been applied consistently to all periods presented in these financial statements, except as mentioned otherwise.

 

The consolidated financial statements were authorized for issue by the Company’s Board of Directors on July 12, 2022.

 

(b)

Basis of Measurement

 

 

The consolidated financial statements have been prepared on the historical cost and on an accrual basis, except for the following material items:

 

 

equity securities at Fair Value through Other Comprehensive Income (FVOCI), financial assets at Fair Value Through Profit or Loss (FVTPL), and financial liabilities at Fair Value Through Profit or Loss (FVTPL)

 

net defined benefit (asset) liability measured at fair value of plan assets less the present value of the defined benefit obligation.

 

(c)

Functional and Presentation Currency

 

 

These consolidated financial statements are presented in U.S. Dollar (USD), which is the Parent Company’s functional currency. All amounts have been rounded to the nearest thousands, unless otherwise indicated.

 

The functional currency of subsidiaries is the currency of the primary economic environment in which each subsidiary operates and is normally the currency in which each subsidiary primarily generates and expends cash.

 

(d)

Use of Estimates and Judgements

 

 

The preparation of these consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

 

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised in the period in which the estimates are revised and in any future periods affected.

 

i)

Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the financial statements is included in the following notes:

Note 8 – Equity-accounted investees: whether the Group has significant influence over an investee: The Group has a significant influence over another entity if it holds 20% or more of the voting power of the investee. In case the Group holds less than 20% of the voting power of the investees, then the Group applies judgement to determine its significant influence over the investee.

27


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

2)

BASIS OF ACCOUNTING – (Continued)

 

 

(d)

Use of Estimates and Judgements – (Continued)

 

 

i)

Judgements - (Continued)

 

Note 10 – Revenue recognition: expected usage of loyalty program benefits: Under its customer loyalty programs, the Group allocates a portion of the consideration received to loyalty points that are redeemable against any future purchases of the Group’s services. This allocation is based on the relative standalone selling prices. Judgement is required to determine the standalone selling price for each distinct performance obligation.

Note 10 - Recognition of revenue on gross/net basis:  Recognition of revenue from travel suppliers on gross/net basis requires judgement basis the underlying travel services provided.

Note 17 and 20 – Income taxes: The Group takes into account the impact of uncertain tax positions in determining the amount of current and deferred tax. This assessment involves a series of judgements about future events. Further, in assessing the realizability of deferred tax assets, management considers whether some portion or all of the deferred tax assets will not be realized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Note 19 – Determination of Cash Generating Unit (CGU): For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Judgement is involved in determining the CGU/grouping of CGUs for allocation of the goodwill and other assets.

Note 28 – Convertible Notes: The management has applied its judgement in determining the expected future life of the instrument.

Note 37 – Lease term: whether the Group is reasonably certain to exercise extension options: The Group has an option to extend the term of lease at the end of lock-in period in most of its leases. The Group makes a judgement, by considering future economic incentives for exercising the extension option in order to ensure reasonable certainty.

 

 

ii)

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties as at March 31, 2022 that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next financial year is included in the following notes:

Note 10 – Revenue recognition: estimate regarding incentive payment from travel suppliers: Contracts with travel suppliers can include incentive payments which are estimated at inception and are adjusted at the end of each reporting period as additional information becomes available only to the extent that it is probable that a significant reversal of any incremental revenue will not occur.

Note 19 -  Useful life of intangible assets: The useful lives of Group's intangible assets are determined by management at the time the asset is acquired based on historical experience, after considering market conditions, industry practice, technological developments, obsolescence and other factors. However, changes in economic conditions of the markets, competition and technology, among others, are unpredictable and they may significantly impact the useful lives.

 

Note 19 – Impairment test of intangible assets and goodwill: key assumptions underlying recoverable amounts, including the recoverability of development costs: In calculating the value in use for the purpose of impairment, the Group is required to make significant judgements, estimates and assumptions inter-alia concerning the growth in earnings before interest, taxes, depreciation and amortisation (‘EBITDA’) margins, capital expenditure, long-term growth rates and discount rates to reflect the risks involved.

Note 32 – Recognition and measurement of provisions and contingencies: The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. The Group is involved in various legal and tax matters, the outcome of which may not be favorable to the Group. Management in consultation with the legal, tax and other advisers assess the likelihood that a pending claim will succeed. The Group has recognised liabilities based on whether additional amounts will be payable and has included contingent liabilities where economic outflows are considered possible but not probable.

 

28


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

2)

BASIS OF ACCOUNTING – (Continued)

 

 

(d)

Use of Estimates and Judgements – (Continued)

 

 

ii)

Assumptions and estimation uncertainties - (Continued)

 

Note 33 – Measurement of defined benefit obligations: key actuarial assumptions: The cost of the defined benefit plans, compensated absences and the present value of the defined benefit obligations are based on actuarial valuation. These include the determination of the discount rate, future salary increases and mortality rates. The actuarial assumptions used by the Company may differ materially from actual results in future periods due to changing market and economic conditions, regulatory events, judicial rulings, higher or lower withdrawal rates, or longer or shorter participant life spans.

Note 34 - Share based payments: The share-based compensation expense is determined based on the Company’s estimate of equity instruments that will eventually vest.

Note 35 – Measurement of Expected Credit Loss (“ECL”) allowance for trade receivables and contract assets: The Group has considered current and anticipated future economic conditions relating to the countries where it operates. In calculating expected credit loss, the Group has also considered other related credit information for its customers to estimate the probability of default in future and has taken into account estimates of possible effect relating to COVID -19 pandemic. Moreover, trade receivables are provided and written off on a case-to-case basis if deemed not to be collectible on the assessment of the underlying facts and circumstances.

 

Estimation uncertainty relating to COVID-19 pandemic

 

In December 2019, a novel strain of coronavirus, COVID-19, was first detected in Wuhan, China, and has since spread to other regions, including India, Europe and the United States. On March 11, 2020, the World Health Organization declared that the rapidly spreading COVID-19 outbreak was a global pandemic (the "COVID-19 pandemic"). In response to the COVID-19 pandemic, many governments around the world have implemented, and continue to implement, a variety of measures to reduce the spread of COVID-19 pandemic, including travel restrictions and bans, instructions to residents to practice social distancing, quarantine advisories, shelter-in-place orders and required closures of non-essential businesses. These government mandates have forced many of the customers on whom the Group’s business relies, including hotels and airlines, to curtail drastically their service offerings or to cease operations entirely.

 

The impact of the global COVID-19 pandemic has severely impacted travel demand in terms of affecting consumers’ sentiment and their willingness to travel, which has caused airlines and hotels in India and around the world to operate at significantly reduced service levels throughout much of calendar year 2020 and 2021. The COVID-19 pandemic had also resulted in significant weakness in the macroeconomic environment and heightened volatility in financial markets. The financial and operating results for the full financial year ended March 31, 2021 and 2022 were severely impacted by these conditions in the domestic and global economy and the travel industry.

 

Following the lifting of India’s nationwide lockdown in end May 2020 imposed due to COVID-19 pandemic, our business started to recover gradually in the second and third quarters of financial year ended March 31, 2021. However, India witnessed a rapid resurgence of daily recorded case counts towards the end of the fourth quarter of financial year 2020-21 which peaked in first quarter of financial year 21-22, resulting in a second wave of COVID-19. Further, towards the end of the third quarter of the financial year 2021-22, India witnessed a resurgence in COVID-19 cases again, resulting in a third wave of COVID-19. The resulting economic conditions caused by the lockdowns and travel restriction orders imposed by several state governments in India in financial year 2021-22, resulted in a negative impact on revenue for all our reportable segments in the year ended March 31, 2022 as compared to revenue for the year ended March 31, 2020 (prior to the onset of the COVID-19 pandemic).

 

The extent of the effects of the COVID-19 pandemic on our business, results of operations, cash flows and growth prospects remain uncertain and would be dependent on future developments. These include, but are not limited to, the severity, extent and duration of the pandemic, its impact on the travel industries and consumer spending, rates of vaccination, the occurrence of new mutations or variants and the effectiveness of vaccinations against various mutations or variants of the COVID-19 pandemic. While many countries including India have made progress in vaccinating their residents against COVID-19, the challenging logistics of distributing vaccines, efficacy of the vaccines against new mutations or variants of the virus and other factors may contribute to delays in economic recovery.

 

Management believes that the estimates used in the preparation of these consolidated financial statements are reasonable, and management has made assumptions about the possible effects of the COVID-19 pandemic on critical and significant accounting estimates. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. Any changes in estimates are adjusted prospectively in the Group’s consolidated financial statements.

29


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES

 

The accounting policies have been applied consistently to all periods presented in these consolidated financial statements, except as mentioned otherwise.

 

(a)

Basis of Consolidation

 

 

i)

Subsidiaries

 

The Group consolidates entities which it owns or controls. Control exists when the parent has power over the entity, is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns by using its power over the entity. Power is demonstrated through existing rights that give the ability to direct relevant activities, those which significantly affect the entity's returns. Entities are consolidated from the date on which control commences until the date on which control ceases.

 

 

ii)

Investment in Associates (Equity- Accounted Investees)

 

Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating policies.

 

Investments in associates are accounted for using the equity method. Under the equity method of accounting, the investments are initially recognised at cost which includes transaction costs and adjusted thereafter to recognise the Group’s share of the post-acquisition profits or losses of the investee in profit or loss, and the Group’s share of movements in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from associates are recognised as a reduction in the carrying amount of the investment. Where the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the other entity. Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

 

The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity accounted investees, other adjustments to align the accounting policies with those of the Group, from the date on which significant influence commences until the date on which significant influence ceases.

 

 

iii)

Non-controlling Interests

 

Non-controlling interests are measured initially at their proportionate share of the acquiree's identifiable net assets at the acquisition date. Change in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

 

Subsequent to acquisition, the carrying amount of non-controlling interest is the amount of those interests at initial recognition plus the non-controlling interest’s share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if it results in the non-controlling interest having a deficit balance.

 

Acquisition of some or all of the non-controlling interests is accounted for as a transaction with equity holders in their capacity as equity holders. Consequently, the difference arising between the fair value of the purchase consideration paid and the carrying value of the non-controlling interests is recorded as an adjustment to retained earnings that is attributable to the Parent Company. The associated cash flows are classified as financing activities. No goodwill is recognized as a result of such transactions.

 

 

iv)

Transactions Eliminated on Consolidation

 

Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements.

30


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(b)

Business Combinations

 

The Group accounts for business combinations using the acquisition method as at the acquisition date, when the acquired set of activities and assets meets the definition of a business and control is transferred to the Group. In determining whether a particular set of activities and assets is a business, the Group assesses whether the set of assets and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set has the ability to produce outputs. The Group has an option to apply a ‘concentration test’ that permits a simplified assessment of whether an acquired set of activities and assets is not a business. The optional concentration test is met if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets.

 

The cost of an acquisition is measured at the fair value of the assets acquired, equity instruments issued and liabilities incurred or assumed at the date of acquisition. The cost of acquisition also includes the fair value of contingent consideration and deferred consideration, if any. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at fair value at the date of acquisition.

 

Transaction costs incurred in connection with a business combination are expensed as incurred, except if related to the issue of debt or equity securities.

 

If share-based payment awards (replacement awards) are required to be exchanged for awards held by the acquiree’s employees (acquiree’s awards), then all or a portion of the amount of the acquirer’s replacement awards is included in measuring the consideration transferred in the business combination. This determination is based on the market-based measure of the replacement awards compared with the market-based measure of the acquiree’s awards and the extent to which the replacement awards relate to pre-combination service.

 

(c)

Foreign Currency

 

 

i)

Foreign Currency Transactions

 

Transactions in foreign currencies are translated into the respective functional currencies of the Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated into the functional currency at the exchange rate at that date.  The foreign currency gains or loss on monetary items is the difference between amortized cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period, and the amortized cost in foreign currency translated at the exchange rate at the end of the reporting period. Non-monetary assets that are measured at fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined. Foreign currency differences arising on translation are recognized in profit or loss, except for the differences on investment in equity securities designated at FVOCI wherein any exchange component of gain or loss is recognized in Other Comprehensive Income (OCI) (except on impairment, in which case foreign currency differences that have been recognised in OCI are reclassified to profit or loss). Non-monetary items that are measured based on historical cost in a foreign currency are not translated.

 

 

ii)

Foreign Operations

 

The assets and liabilities of foreign operations, including goodwill and fair value adjustment arising on acquisition, are translated to USD at exchange rates at the reporting date. The income and expenses of foreign operations are translated to USD at an average exchange rate applicable during the period.

 

Foreign currency differences are recognized in other comprehensive income as foreign currency translation reserve (FCTR). However, if the operation is a non-wholly owned subsidiary, then the relevant proportionate share of the translation difference is allocated to non-controlling interest. When a foreign operation is disposed of, in part or in full, the relevant amount in the FCTR is transferred to profit or loss as part of the profit or loss on disposal.

31


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(d)

Financial Instruments

 

i) Recognition and initial measurement

 

Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and financial liabilities are initially recognised when the Group becomes a party to the contractual provisions of the instrument.

 

A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

 

ii)Classification and subsequent measurement

 

Financial assets

 

On initial recognition, a financial asset is classified as measured at: amortised cost; FVOCI – debt investment; FVOCI – equity investment; or FVTPL.

 

Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

 

A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as at FVTPL:

 

 

it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

 

its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

 

 

it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

 

its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in Other Comprehensive Income (OCI). This election is made on an investment-by-investment basis.

 

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

 

Financial assets – Assessment whether contractual cash flows are solely payments of principal and interest

 

For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin. In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

 

contingent events that would change the amount or timing of cash flows;

 

terms that may adjust the contractual coupon rate, including variable-rate features;

 

prepayment and extension features; and

 

terms that limit the Group’s claim to cash flows from specified assets (e.g. non-recourse features).

32


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(d)

Financial Instruments – (Continued)

 

Financial assets – Assessment whether contractual cash flows are solely payments of principal and interest – (continued)

 

A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional compensation for early termination of the contract. Additionally, for a financial asset acquired at a discount or premium to its contractual par amount, a feature that permits or requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest (which may also include reasonable additional compensation for early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition.

 

Financial assets – Subsequent measurement and gains and losses

 

Financial assets at amortised cost

 

These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.

 

Debt investments at FVOCI

 

These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognised in profit or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss.

 

Financial assets at FVTPL

 

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognised in profit or loss.

 

Equity investments at FVOCI

 

These assets are subsequently measured at fair value. Dividends are recognised as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.

 

Financial liabilities – Classification, subsequent measurement and gains and losses

 

Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognised in profit or loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit or loss.

 

iii) Derecognition

 

Financial assets

 

The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

 

 

 

33


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(d)

Financial Instruments – (Continued)

 

iii) Derecognition – (Continued)

 

Financial liabilities

 

The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value.

 

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss.

 

iv) Offsetting

 

Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

 

v)Share Capital

 

Ordinary shares

Ordinary shares are classified as equity with par value of $0.0005 per share. Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity.

 

Class B Convertible Ordinary Shares

Class B Convertible Ordinary shares (“Class B shares”) are classified as equity with par value of $0.0005 per share. The terms of issue generally provide that the Class B shares issued to any shareholder will have the same powers and relative participation rights as ordinary shares of the Company and shall vote together with ordinary shares as a single class on all matters on which the Company shareholders are entitled to vote, except as required by applicable law. Class B shares will be convertible into an equal number of ordinary shares, which shall be fully paid, non-assessable and free of any preemptive rights, of the Company on demand at the election of the holder, and will be automatically converted into an equal number of ordinary shares upon the transfer of Class B shares to another party.

Incremental costs directly attributable to the issue of Class B shares are recognized as a deduction from equity.

 

Repurchase and reissue of share capital (treasury shares)

When share capital recognized as equity is repurchased, the amount of the consideration paid, which includes directly attributable costs, net of any tax effects, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares and are presented in the reserve for own shares. When treasury shares are sold or reissued subsequently, the amount received is recognised as an increase in equity and the resulting surplus or deficit on the transaction is presented within share premium.

 

vi) Compound financial instruments

 

Compound financial instruments issued by the Group comprise convertible notes denominated in USD that can be converted to ordinary shares at the option of the holder at any point of time. The number of shares to be issued is fixed and is subject to certain adjustments in connection with a make-whole fundamental change or any conversion rate adjustments (in each case, as described in the indenture relating to the convertible notes) and does not vary with changes in fair value. The liability component of compound financial instruments is initially recognised at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognised at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortised cost using the effective interest method. The equity component of a compound financial instrument is not remeasured. Interest related to the financial liability is recognised in profit or loss.

34


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(e)

Property, Plant and Equipment

 

i)Recognition and Measurement

 

Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. The cost includes expenditure that is directly attributable to the acquisition of the asset. Purchased software that is integral to the functionality of the related equipment is capitalized as part of that equipment. When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

 

Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognized net within “other income/other operating expenses” in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

 

Advances paid towards the acquisition of property, plant and equipment outstanding at each reporting date and the cost of property, plant and equipment not ready to use before such date are disclosed as capital work in progress under property, plant and equipment.

 

Items of property, plant and equipment acquired in a business combination are measured at fair value as at the date of acquisition.

 

ii)  Subsequent Costs

 

Subsequent expenditure is recognized as an increase in the carrying amount of the asset when it is probable that future economic benefits deriving from the cost incurred will flow to the enterprise and the cost of the item can be reliably determined. The carrying amount of the replaced part is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognized in profit or loss as incurred.

 

iii) Depreciation

 

Depreciation is calculated over the depreciable amount, which is the cost of an asset or other amount substituted for cost, less its residual value.

 

Depreciation is recognized in profit or loss on a straight-line basis over the estimated useful lives for each component of property, plant and equipment since this most closely reflects the expected pattern of consumption of the future economic benefits embodied in the asset. Land is not depreciated.

 

The estimated useful lives of assets are as follows:

 

• Computers

3-6 years

• Furniture and fixtures

5-6 years

• Office equipment

1-7 years

• Motor vehicles

3-7 years

• Building

20 years

 

Leasehold improvements are depreciated over the lease term or useful lives, whichever is shorter.

 

Depreciation methods, useful lives and residual values are reviewed at each financial year end and adjusted as appropriate.

 

(f)

 Intangible Assets and Goodwill

 

 

i)

Goodwill

 

Goodwill represents excess of the cost of acquisition over the Group’s share in the fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities. If the excess is negative, a bargain purchase gain is recognized immediately in profit or loss. Subsequent to initial recognition, goodwill is measured at cost less accumulated impairment losses.

 

 

35


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(f)   Intangible Assets and Goodwill – (Continued)

 

 

ii)

Technology related Development Cost

 

Technology related development costs incurred by the Group are measured at cost less accumulated amortization and accumulated impairment losses. Cost includes expenses incurred during the development stage. The costs related to planning and post implementation phases of development are expensed as incurred.

 

Expenditure on research activities are recognized in profit or loss as incurred.

 

Development activities involve a plan or design for the production of new or substantially improved products and processes. Development expenditure is capitalized only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Group intends to and has sufficient resources to complete development and to use or sell the asset. The expenditure capitalized include the cost of materials, direct labour, overhead costs that are directly attributable to preparing the asset for its intended use, and capitalized borrowing cost.

 

Incidental operations are not necessary to bring an asset to the condition necessary for it to be capable of operating in the manner intended by management, the income and related expenses of incidental operations are recognized immediately in profit or loss, and included in their respective classifications of income and expense.

 

 

iii)

Other Intangible Assets

 

Other intangible assets mainly comprise software that are acquired by the Group and intangible assets including customer relationship, brand/trade mark and non-compete acquired in a business combination.

 

Software has finite useful lives and is measured at cost less accumulated amortization and accumulated impairment losses. Cost includes any directly attributable expenses necessary to make the assets ready for use.

 

Intangible assets acquired in a business combination are measured at fair value as at the date of acquisition. Following initial recognition, these intangible assets are carried at cost less any accumulated amortization and impairment losses, if any.

 

 

iv)

Subsequent Expenditure

/

Subsequent expenditure is capitalized only when it is probable that future economic benefits derived from the cost incurred will flow to the enterprise and the cost of the item can be reliably determined. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

 

 

v)

Amortization

 

Amortization of assets, other than goodwill, is calculated over the cost of the intangible assets, or other amount substituted for cost, less its residual value.

 

Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets from the date that they are available for use, since this most closely reflects the expected pattern of consumption of the future economic benefits embodied in the asset.

 

The estimated useful lives are as follows:

 

 

 

•   Technology related development costs

2-5 years

•   Software

3-5 years

•   Customer – related intangible assets (Customer Relationship)

7-10 years

•   Contract – related intangible assets (Non-Compete)

 

5-6 years

•   Marketing – related intangible assets (Brand / Trade Mark)

7-10 years

•   Others

5 years

 

Amortization methods, useful lives and residual values are reviewed at each financial year-end and adjusted as appropriate.

36


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(g)

Inventories

 

Inventories are measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated selling expenses.

 

(h)

Impairment

 

i)Non-derivative financial assets

 

Financial instruments and contract assets

 

The Group recognises loss allowances for ECLs on:

 

 

financial assets measured at amortised cost;

 

debt investments measured at FVOCI; and

 

contract assets.

 

 

The Group measures loss allowances at an amount equal to lifetime ECLs, except for the following, which are measured as 12-month ECLs:

 

 

debt securities that are determined to have low credit risk at the reporting date; and

 

other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

The Group has elected to measure loss allowances for trade receivables and contract assets at an amount equal to lifetime ECLs.

 

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group’s historical experience and informed credit assessment and including forward-looking information.

 

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

 

The Group considers a financial asset to be in default when:

 

 

the borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or

 

the financial asset is more than 90 days past due.

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

 

Measurement of ECLs

 

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash flows that the Group expects to receive).

 

ECLs are discounted at the effective interest rate of the financial asset.

 

Credit-impaired financial assets

 

At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit-impaired. A financial asset is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

37


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(h)

Impairment – (Continued)

 

Presentation of allowance for ECL in the statement of financial position

 

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.

 

For debt securities at FVOCI, the loss allowance is recognised in other comprehensive income.

 

Write-off

 

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. For customers, the Group makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

 

ii) Non-financial assets

 

The carrying amounts of the Group’s non-financial assets, primarily property, plant and equipment, technology related development cost and other intangible assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill and intangible assets not yet available for use are tested annually for impairment. An impairment loss is recognized if the carrying amount of an asset or cash generating unit (CGU) exceeds its recoverable amount.

 

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assumptions of the time value of money and the risks specific to the asset or CGU. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Subject to an operating segment ceiling test, CGUs to which goodwill has been allocated are aggregated to that level at which impairment testing is performed which reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to the group of CGUs that are expected to benefit from the synergies of the combination.

 

Impairment losses are recognized in profit or loss. Impairment losses recognized in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the CGU (group of CGUs), and then to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro rata basis.

 

An impairment loss in respect of goodwill is not reversed. For other assets an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

 

(i)

Employee Benefits

 

i)Defined Contribution Plans

 

Obligations for contributions to defined contribution plans are recognized as personnel expense in profit or loss in the periods during which services are rendered by employees. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.

 

ii)Defined Benefit Plans

 

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Group’s gratuity scheme is a defined benefit plan. The Group’s net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

 

38


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(i)

Employee benefits – (Continued)

 

The calculation of defined benefit obligations is performed half yearly by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognised asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

 

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised immediately in other comprehensive income. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the year to the then-net defined benefit liability (asset), taking into account any changes in the net defined benefit liability (asset) during the period as a result of contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans are recognised in profit or loss.

 

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognised immediately in profit or loss. The Group recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

 

The discount rate is based on the prevailing market yields of Indian government securities as at the reporting date that have maturity dates approximating the terms of the Group’s obligations and that are denominated in the same currency in which the benefits are expected to be paid.

 

iii)Other Long-term Employee Benefits

 

Benefits under the Group’s compensated absences policy constitute other long term employee benefits.

 

The Group’s net obligation in respect of long-term employee benefits is the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any related assets is deducted. The discount rate is based on the prevailing market yields of Indian government securities as at the reporting date that have maturity dates approximating the terms of the Group’s obligations and that are denominated in the same currency in which benefits are expected to be paid. The calculation is performed using the projected unit credit method. Any actuarial gains or losses are recognized in profit or loss in the period in which they arise.

 

iv)Short-term Employee Benefits

 

Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

 

v)Share Based Payment

 

The grant date fair value of share-based payment awards granted to employees is recognized as personnel expense, with a corresponding increase in equity, over the period that the employees unconditionally become entitled to the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized as an expense is based on the number of awards that do meet the related service and non-market performance conditions at the vesting date. The increase in equity recognized in connection with a share based payment transaction is presented in the share based payment reserve, as a separate component in equity.

 

vi)Termination benefits

 

Termination benefits are expensed at the earlier of when the Group can no longer withdraw the offer of those benefits/when the Group recognises costs for a restructuring. If benefits are not expected to be settled wholly within 12 months of the reporting date, then they are discounted.

39


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(j)

Provisions and Contingent Liabilities

 

A provision is recognized if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assumptions of the time value of money and the risks specific to the liability. The unwinding of discount is recognized as finance cost.

 

The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

 

A provision for onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.

 

Contingent liabilities are possible obligations that arise from past events and whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events not wholly within the control of the Group. Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote.

 

(k)

Revenue from contracts with customers

 

The Group provides travel products and services to leisure and corporate travelers in India and abroad. The revenue from rendering these services is recognized in the profit or loss upon transfer of control of promised services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those services. This is generally the case: 1) on the date of departure for tours and packages, 2) date of check-in for hotel booking business, 3) on the issuance of the ticket in the case of sale of airline tickets and 4) date of journey in case of sale of bus tickets. The Group considers both the traveler and travel supplier to be its customers.

 

Income from the sale of airline tickets including commission earned and convenience fees is recognized as an agent on a net basis when the traveler books the airline ticket as the performance obligation is satisfied by the Group on issuance of an airline ticket to the traveler.

 

Income from hotel reservations including commission earned and convenience fees is recognized on a net basis as an agent on the date of check-in as the performance obligation is satisfied by the Group on the date of check-in by the traveler.

 

Income from tours and packages, including income on airline tickets sold to the travelers as a part of tours and packages is accounted on gross basis as the Group controls the services before such services are transferred to the traveler.

 

Income from hotels and packages also includes amounts received from hotel suppliers against online promotions of hotels brands on the Company’s website.

 

Income from bus ticketing, including commissions and fees earned from bus operators and convenience fees earned from the traveler is recognized on a net basis as an agent on the date of journey as the performance obligation is satisfied by the Group on the date of journey by the traveler.

 

40


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(k)

Revenue from contracts with customers – (Continued)

 

Revenue relating to contracts with travel suppliers which include incentive payments are accounted for as variable consideration when the amount of revenue to be recognized can be estimated to the extent that it is probable that a significant reversal of any incremental revenue will not occur.

 

Income from other sources of the Group, primarily comprising advertising revenue, fees for facilitating access to its internet based platforms to travel insurance companies and brand alliance fees is recognized as the services are performed as per the terms of the contracts with respective supplier.

 

Income from rail tickets, including convenience fees earned from the traveler is recognized on a net basis as an agent on the date of journey as the performance obligation is satisfied by the Group on the date of journey by the traveler.

 

Income from sale of airline tickets, hotel reservations, bus ticketing and rail ticketing is recorded on net basis (i.e., the amount billed to a traveler less amount paid to a supplier), except for certain category of transactions as discussed above, as the supplier is primarily responsible for providing the underlying travel services and the Group does not control the service provided by the supplier to the traveler.

 

The Group provides loyalty programs under which participating customers earn loyalty points on current transactions that can be redeemed for future qualifying transactions. Under its customer loyalty programs, the Group allocates a portion of the consideration received to loyalty points that are redeemable against any future purchases of the Group’s services. This allocation is based on the relative stand-alone selling prices. The amount allocated to the loyalty program is deferred, and is recognised as revenue when loyalty points are redeemed or expire.

 

Revenue is recognized net of cancellations, refunds, discounts, incentives and taxes. However, when the discount and other incentives offered to the traveler are higher than the income earned from the customers, the excess (i.e., the discount/incentive given to a traveler less income earned from the customers) on an individual transaction basis is classified under marketing and sales promotion expenses.

 

In the event of cancellation of airline tickets, revenue recognized in respect of commissions earned by the Company on such tickets is reversed and is netted off from the revenue earned during the fiscal period at the time the cancellation is made by the customers. The revenue from the sale of tours and packages, hotel reservations and bus ticketing is recognized on the customer’s departure, check-in date and date of journey respectively. Cancellations, if any, do not impact revenue recognition since revenue is recognized upon the availment of services by the customer.

 

(l)

Marketing and Sales Promotion Costs

 

Marketing and sales promotion costs comprise of internet, television, radio and print media advertisement costs as well as event driven promotion cost for Group’s products and services. These costs include online video and display advertising on websites, television, print formats, search engine marketing, referrals from meta search and travel research websites and any other media costs such as public relations and sponsorships. Such customer inducement/acquisition costs for acquiring customers and promoting transactions across various booking platforms such as upfront cash incentives and select loyalty programs cost, when incurred are recorded as a reduction / deferral of revenue. In addition, when the discount and other incentives offered to the traveler are higher than the income earned from the customers, the excess (i.e., the discount/incentive given to a traveler less income earned from the customers) on an individual transaction basis is classified under marketing and sales promotion expenses.

 

(m)

Leases

 

At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether: (1) the contract involves the use of an identified asset (2) the Group has substantially all of the economic benefits from use of the asset through the period of the lease and (3) the Group has the right to direct the use of the asset.

41


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(m)

Leases – (Continued)

 

As a lessee

 

At commencement or on modification of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease component on the basis of its relative stand-alone prices. However, for the leases of property, the Group has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

 

The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the lease commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property, plant and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

 

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

 

The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased.

 

Lease payments included in the measurement of the lease liability comprise the following:

 

 

fixed payments, including in-substance fixed payments;

 

variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

 

amounts expected to be payable under a residual value guarantee; and

 

the exercise price under a purchase option that the Group is reasonably certain to exercise, lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the Group is reasonably certain not to terminate early.

 

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee, if the Group changes its assessment of whether it will exercise a purchase, extension or termination option or if there is a revised in-substance fixed lease payment.

 

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

 

The Group presents right-of-use assets that do not meet the definition of investment property in property, plant and equipment and lease liabilities in loans and borrowings in the statement of financial position.

 

(n)

Finance Income and Costs

 

Finance income comprises interest income on funds invested, foreign currency gains (net) and change in financial liability.

 

Finance costs comprise interest expense on borrowings, foreign currency losses (net), change in financial liability, impairment losses recognized on financial assets, including trade and other receivables and cost related to public offerings.  Foreign currency gains and losses are reported on a net basis.

 

42


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(n)

Finance Income and Costs– (Continued)

 

Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in profit or loss using the effective interest method.

 

Interest income and cost is recognized as it accrues in profit or loss, using the effective interest method.

 

The ‘effective interest rate’ is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to:

 

 

the gross carrying amount of the financial asset; or

 

the amortised cost of the financial liability.

 

(o)

Income Taxes

 

Income tax expense comprises current and deferred taxes. Current and deferred tax expense is recognized in profit or loss except to the extent that it relates to a business combination, or items recognized directly in equity or other comprehensive income, in which case it is recognized in equity or in other comprehensive income.

 

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

 

Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries, associates to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.

 

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in foreign operations where the company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

 

A deferred tax asset is recognized for unused tax losses and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it has become probable that future taxable profits will be available against which they can be used.

 

(p)

Earnings (Loss) Per Share

 

The Group presents basic and diluted earnings (loss) per share (EPS) data for its ordinary shares (including Class B shares). Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders (including Class B shareholders) of the Company by the weighted average number of ordinary shares (including Class B shares) outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders (including Class B shareholders) and the weighted average number of ordinary shares (including Class B shares) outstanding after adjusting for the effects of all potential dilutive ordinary shares (including Class B shares).

 

 

43


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(q)

Operating Segments

 

In accordance with IFRS 8 – Operating Segments, the operating segments used to present segment information are identified on the basis of internal reports used by the Group’s management to allocate resources to the segments and assess their performance. An operating segment is a component of the Group that engages in business activities from which it earns revenues and incurs expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. Results of the operating segments are reviewed regularly by the Group’s executive officers comprising of Group Executive Chairman (till March 31, 2022), Group Chief Executive Officer and Group Chief Financial Officer, which has been identified as the chief operating decision maker (CODM), to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.

 

The Group has three reportable segments, i.e. air ticketing, hotels and packages and bus ticketing.  In addition, the Group has made relevant entity-wide disclosures (refer note 6).

 

Segment results that are reported to the CODM include items directly attributable to a segment.

 

Revenue directly attributable to the segments is considered segment revenue. Income from tours and packages is measured on a gross basis and any commission earned on hotel reservations booked is recognized on a net basis as an agent on the date of check in. Segment revenue of air ticketing segment is measured on a net basis. Segment revenue of bus ticketing segment is measured on a net basis as an agent on the date of journey.

 

Service cost includes cost of airline tickets, amounts paid to hotels and other service providers and other cost of providing services. Operating expenses other than service cost have not been allocated to the operating segments and are treated as unallocated/ common expenses. For the purposes of the CODM review, the measure of segment revenue (which includes adding back certain promotion expenses reported as a reduction of revenue) as reduced by service cost is a key operating metric, which is sufficient to assess performance and make resource allocation decisions.

 

Segment capital expenditure does not include cost incurred during the period to acquire property, plant and equipment, goodwill and intangible assets as they cannot be allocated to segments and is not reviewed by the CODM.

 

Segment assets do not include property, plant and equipment, goodwill, intangible assets, trade and other receivables, contract assets, term deposits, tax assets, corporate assets, other current assets and other non-current assets as they cannot be allocated to segments and are not reviewed by the CODM.

 

Segment liabilities do not include trade and other payables, contract liabilities, employee benefits, accrued expenses, deferred revenue, loans and borrowings and other liabilities as they cannot be allocated to segments and are not reviewed by the CODM.

 

(r)

Cash and Cash Equivalents

 

Cash and cash equivalents comprise cash at bank and on hand and short-term deposits with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value, and funds in transit.

 

(s)

Cash Flow Statement

 

Cash flows are reported using the indirect method, whereby profit for the year is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Group are segregated.

 

44


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(t)

New Accounting Standards and Interpretations Not Yet Adopted

 

Amendment to IAS 1

 

On January 23, 2020, the International Accounting Standards Board (IASB) has issued “Classification of liabilities as Current or Non-Current (Amendments to IAS 1)” providing a more general approach to the classification of liabilities under IAS 1 based on the contractual arrangement in place at the reporting date. The amendments aim to promote consistency in applying the requirements by helping companies to determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments also clarified the classification requirements for debt a company might settle by converting it into equity. These amendments are effective for annual reporting periods beginning on or after January 1, 2023 and are to be applied retrospectively, with earlier application permitted. These amendments are applicable on Group for annual reporting periods beginning on April 1, 2023. The Group is currently evaluating the impact of amendment to IAS 1 on its financial statements.

 

Amendments to IAS 1

 

On February 12, 2021, the IASB had issued amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements which requires the entities to disclose their material accounting policies rather than their significant accounting policies. The effective date for adoption of this amendment is annual periods beginning on or after January 1, 2023, although early adoption is permitted. These amendments are applicable on Group for annual reporting periods beginning on April 1, 2023. The Group is in the process of evaluating the impact of this amendment.

 

Amendments to IAS 8

 

On February 12, 2021, the IASB had issued amendments to IAS 8 Accounting Policies, Changes in Accounting estimates and Errors which introduced a definition of ‘accounting estimates’ and included amendments to IAS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The effective date for adoption of this amendment is annual periods beginning on or after January 1, 2023, although early adoption is permitted. These amendments are applicable on Group for annual reporting periods beginning on April 1, 2023. The Group is in the process of evaluating the impact of this amendment.

 

Amendments to IAS 12

 

In May 7, 2021, the IASB had issued amendments IAS 12 Income Taxes to provide a further exception from the initial recognition exemption. Under the amendments, an entity does not apply the initial recognition exemption for transactions that give rise to equal taxable and deductible temporary differences. The amendments clarify that Companies are required to recognise deferred tax on transactions such as leases and decommissioning obligations. The effective date for adoption of this amendment is annual periods beginning on or after January 1, 2023, although early adoption is permitted. These amendments are applicable on Group for annual reporting periods beginning on April 1, 2023. The Group is in the process of evaluating the impact of this amendment.

 

Amendments to IAS 16

 

On May 14, 2020, the IASB had issued amendments to IAS 16 Property, Plant and Equipment — Proceeds before Intended Use which amends the standard to prohibit deducting from the cost of an item of property, plant and equipment any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognises the proceeds from selling such items, and the cost of producing those items, in profit or loss. The effective date for adoption of this amendment is annual periods beginning on or after January 1, 2022, although early adoption is permitted. These amendments have become applicable on Group from April 1, 2022. The Group has evaluated these amendments and there will be no impact on its financial statements.

45


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

3)

SIGNIFICANT ACCOUNTING POLICIES – (Continued)

 

(t)

New Accounting Standards and Interpretations Not Yet Adopted – (Continued)

 

Amendment to IAS 37

 

On May 14, 2020, the IASB had issued amendments to IAS 37 Onerous Contracts — Cost of Fulfilling a Contract , amending the standard regarding costs a company should include as the cost of fulfilling a contract when assessing whether a contract is onerous. The amendment specifies that the “cost of fulfilling” a contract comprises the “costs that relate directly to the contract”. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract or an allocation of other costs that relate directly to fulfilling contracts. These amendments are effective for annual reporting periods beginning on or after January 1, 2022, with earlier application permitted. These amendments have become applicable on Group from April 1, 2022. The Group has evaluated these amendments and there will be no impact on its financial statements.

 

 

4)

DETERMINATION OF FAIR VALUES

 

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

 

The Group has an established control framework with respect to the measurement of fair values. This includes a finance team that has overall responsibility for overseeing all significant fair value measurements with the help of external independent valuer, including level 3 fair values, and reports directly to the Group Chief Financial Officer.

 

The valuation team regularly reviews significant unobservable inputs and valuation adjustments.

 

Significant valuation issues are reported to the Group's Audit committee.

When measuring the fair value of an asset or a liability, the Group uses market data as far as possible. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

 

Level 1: quoted prices (Unadjusted) in active markets for identical assets or liabilities.

 

Level 2: Inputs other than quoted prices included in 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 liability that are not based on observable market data (Unobservable Inputs).

If the inputs used to measure the fair value of an asset or a liability might be categorized in different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire valuation.

When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

a)

Property, Plant and Equipment

The fair value of items of property, plant and equipment acquired in business combination is based on the market approach and cost approaches using the quoted market prices for similar items when available and depreciated replacement cost when appropriate. Depreciated replacement cost reflects adjustments for physical deterioration as well as functional and economic obsolescence.

b)

Intangible Assets

The fair value of trademark and brand names acquired in business combinations is based on the discounted estimated royalty payments that are expected to be avoided as a result of the trademark / brand names being owned. The fair value of customer relationships acquired in a business combination is determined using the multi-period excess earnings method, whereby the subject asset is valued after deducting a fair return on all other assets that are part of creating the related cash flows. The fair value of non-compete agreements acquired in a business combination is determined using the comparative income differential method. The fair value of technology acquired in business combinations is determined using the replacement cost method and/or relief from royalty method.

c)

Non- Derivative Financial Liabilities

Fair value is calculated based on the present value of the expected future payments, discounted using a risk-adjusted discount rate.

46


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

4)

DETERMINATION OF FAIR VALUES – (Continued)

d)

Share Based Payment Transactions

The fair value of restricted stock units (RSUs) given under MakeMyTrip 2010 Share Incentive Plan (“Share Incentive Plan”) is calculated by multiplying the number of units given with the Company’s share price on the date of grant. The fair value of Employee Stock Options (ESOPs) given under Share Incentive Plan is measured using Black Scholes Model. Service and non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.

e)

Trade and Other Receivables

The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the market rate of interest at the reporting date.

f)

Investment in Equity Securities

The fair value of investment in equity securities is determined using valuation techniques. Valuation techniques employed include market multiples and discounted cash flows analysis using expected future cash flows and a market related discount rate.

 

5)

FINANCIAL RISK MANAGEMENT

Overview

In the normal course of its business, the Group is exposed to liquidity, credit and market risk (interest rate and foreign currency risk), arising from financial instruments.

Liquidity Risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Group’s reputation. The objective of Group is to ensure liquidity which is sufficient to meet Group operational requirements in short-term and long-term.

To ensure smooth operations, the Group has invested surplus funds in term deposits with banks and has taken bank guarantees, bank overdraft facility, and other facilities against them.

Credit Risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligation. The Group’s exposure to credit risk is limited, as its customer base consists of a large number of customers and the majority of its collections from customers are made on an upfront basis at the time of consummation of the transaction. There is limited credit risk on sales made to corporate customers, incentives due from the airlines and its Global Distribution System (GDS) providers. The Group has not experienced any significant default in recovery from such customers. Trade receivables have been valued after making provision for allowances based on factors like ageing, historical pattern of credit loss, likelihood of increased credit risk considering impact of COVID–19 pandemic, expected realizability and nature of customers. The objective behind credit risk management is to reduce the Group’s losses which could follow from customers’ insolvency.

Additionally, the Group places its cash and cash equivalents (except cash in hand) and term deposits with banks with high investment grade ratings, limits the amount of credit exposure with any one bank and conducts ongoing evaluation of the credit worthiness of the banks with which it does business. Given the high credit ratings of these financial institutions, the Group does not expect these financial institutions to fail in meeting their obligations. The maximum exposure to credit risk is represented by the carrying amount of each financial asset.

47


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

5)

FINANCIAL RISK MANAGEMENT– (Continued)

Market Risk

Market risk is the risk that changes in market prices such as foreign exchange rate and interest rate will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return on risk.

a)

Foreign Currency Risk

The Group is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales and purchase of services and borrowings are denominated and the respective functional currencies of Group companies. The functional currencies of Group companies are primarily Indian Rupees (INR) and USD. The currencies in which these transactions are primarily denominated are INR and USD.

The Group currently does not have hedging or similar arrangements with any counter-party to cover its foreign currency exposure fluctuations in foreign exchange rates.

b)

Interest Rate Risk

The Group does not have any variable rate interest bearing financial instruments, hence there is no interest rate risk.

6)

OPERATING SEGMENTS

The Group has three reportable segments, as described below, which are the Group’s Lines of Business (LoBs). The LoBs offer different products and services, and are managed separately because the nature of products and services, and methods used to distribute the services are different. For each of these LoBs, the Group’s executive officers comprising of Group Executive Chairman (till March 31, 2022), Group Chief Executive Officer and Group Chief Financial Officer review internal management reports and are construed to be the Chief Operating Decision Maker (CODM). LoBs assets, liabilities and expenses (other than service cost) are reviewed on an entity-wide basis by the CODM, and hence are not allocated to these LoBs. Segment revenue from each LoB is reported and reviewed by the CODM on a monthly basis.

The following summary describes the operations in each of the Group’s reportable segments:

 

1.

Air ticketing: Primarily through internet based platforms, provides the facility to book domestic and international air tickets.

 

2.

Hotels and packages: Through internet based platforms, call-centers and franchise stores, provides holiday packages and hotel reservations. The revenue related to airline tickets issued as a component of Company developed tours and packages has been assigned to the hotels and packages segment and is recorded on a gross basis.

 

3.

Bus ticketing: Primarily through internet based platforms, provides the facility to book domestic and international bus tickets.

Other operations of the Group primarily include income from facilitating access to its internet based platforms to travel insurance companies and other agents, advertisement income from hosting advertisements on its internet websites, fees for technical services from vendors, brand alliance fees, income from sale of rail tickets, and car bookings. These aforesaid operations do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these consolidated financial statements.

 


 

48


 

 

MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

6)

OPERATING SEGMENTS – (Continued)

 

Information about reportable segments:

 

 

 

For the year ended March 31

 

 

 

Reportable segments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

 

Hotels and packages

 

 

Bus ticketing

 

 

All other segments**

 

 

Total

 

Particulars

 

2020

 

 

2021

 

 

2022

 

 

2020

 

 

2021

 

 

2022

 

 

2020

 

 

2021

 

 

2022

 

 

2020

 

 

2021

 

 

2022

 

 

2020

 

 

2021

 

 

2022

 

Consolidated revenue

 

 

174,361

 

 

 

57,013

 

 

 

88,712

 

 

 

235,814

 

 

 

67,976

 

 

 

157,267

 

 

 

65,009

 

 

 

24,895

 

 

 

39,896

 

 

 

36,345

 

 

 

13,556

 

 

 

18,047

 

 

 

511,529

 

 

 

163,440

 

 

 

303,922

 

Add: Customer inducement costs

   recorded as a reduction of revenue*

 

 

75,779

 

 

 

23,513

 

 

 

67,090

 

 

 

265,706

 

 

 

18,652

 

 

 

41,545

 

 

 

17,688

 

 

 

667

 

 

 

1,814

 

 

 

1,985

 

 

 

76

 

 

 

798

 

 

 

361,158

 

 

 

42,908

 

 

 

111,247

 

Less: Service cost**

 

 

420

 

 

 

293

 

 

 

311

 

 

 

141,404

 

 

 

19,146

 

 

 

54,760

 

 

 

7,060

 

 

 

2,712

 

 

 

3,397

 

 

 

383

 

 

 

66

 

 

 

282

 

 

 

149,267

 

 

 

22,217

 

 

 

58,750

 

Adjusted Margin

 

 

249,720

 

 

 

80,233

 

 

 

155,491

 

 

 

360,116

 

 

 

67,482

 

 

 

144,052

 

 

 

75,637

 

 

 

22,850

 

 

 

38,313

 

 

 

37,947

 

 

 

13,566

 

 

 

18,563

 

 

 

723,420

 

 

 

184,131

 

 

 

356,419

 

Other income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,063

 

 

 

3,672

 

 

 

3,490

 

Personnel expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(129,836

)

 

 

(105,661

)

 

 

(116,924

)

Marketing and sales promotion expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(166,603

)

 

 

(22,741

)

 

 

(51,033

)

Customer inducement costs

   recorded as a reduction of revenue*

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(361,158

)

 

 

(42,908

)

 

 

(111,247

)

Certain loyalty program costs related to "All other segments"**

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,053

)

 

 

(91

)

 

 

 

Other operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(185,401

)

 

 

(51,075

)

 

 

(81,575

)

Depreciation, amortization and impairment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(33,682

)

 

 

(33,010

)

 

 

(29,496

)

Impairment of goodwill

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(272,160

)

 

 

 

 

 

 

Finance income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,362

 

 

 

12,100

 

 

 

9,984

 

Finance costs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(21,433

)

 

 

(4,798

)

 

 

(26,326

)

Share of profit (loss) of equity-accounted investees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(65

)

 

 

(168

)

 

 

34

 

Loss before tax

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(447,546

)

 

 

(60,549

)

 

 

(46,674

)

 

Notes: * For purposes of reporting to the CODM, the segment profitability measure i.e. Adjusted Margin is arrived by adding back certain customer inducement costs including customers incentives, customer acquisition cost and loyalty programs costs, which are recorded as a reduction of revenue and reducing service cost.

 

**Certain loyalty program costs excluded from service cost amounting to Nil (March 31, 2021: USD 91 and March 31, 2020: USD 5,053) for “All other segments”.

 

Assets and liabilities are used interchangeably between segments and these have not been allocated to the reportable segments.

 

49


 

 

 

MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

6)   OPERATING SEGMENTS –  (Continued)

 

Geographical Information:

 

In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers. Segment assets are based on the geographical location of the assets.

 

 

 

Revenue

 

 

Non-Current Assets*

 

 

 

For the year ended March 31

 

 

As at March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

India

 

 

490,861

 

 

 

161,313

 

 

 

298,245

 

 

 

764,291

 

 

 

711,292

 

United States

 

 

536

 

 

 

32

 

 

 

69

 

 

 

437

 

 

 

378

 

South East Asia

 

 

10,324

 

 

 

1,375

 

 

 

2,221

 

 

 

4,902

 

 

 

4,505

 

Europe

 

 

3,998

 

 

 

 

 

 

18

 

 

 

 

 

 

 

Others

 

 

5,810

 

 

 

720

 

 

 

3,369

 

 

 

234

 

 

 

3,896

 

Total

 

 

511,529

 

 

 

163,440

 

 

 

303,922

 

 

 

769,864

 

 

 

720,071

 

 

* Non-current assets presented above represent property, plant and equipment, intangible assets and goodwill, non-current tax assets, and other non-current assets (excluding financial assets).

 

Major Customers:

 

Considering the nature of business, customers normally include individuals. Further, none of the corporate and other customers account for more than 10% or more of the Group’s revenues.

 

7)

BUSINESS COMBINATIONS

a)

Acquisition of Bitla Software Private Limited

 

On July 25, 2018, the Group through one of its Indian subsidiaries, acquired 100% of the outstanding shares and voting interest of Bitla Software Private Limited (‘Bitla’), a travel technology provider company in India, through a Share Purchase Agreement ("SPA") for a cash consideration of USD 11,942.

 

Further, an additional payment may be required that can be forfeited due to termination of employment of the promoter and certain employees. This potential additional liability, which is linked to the service period, had been recorded as compensation cost under IAS 19 for future services till July 2020 and did not form part of consideration for acquiring the shares. On August 25, 2019, the Company entered into an amendment to the SPA wherein the additional payment is no longer linked  to the service period without changing the original payout dates. Accordingly, the Company has recorded the entire compensation cost of USD 3,451 associated with this liability during the year ended March 31, 2020.

 

(b)

Acquisition of Quest 2 Travel.com India Private Limited

 

On April 30, 2019, the Group through one of its Indian subsidiaries acquired 51% equity interest in Quest 2 Travel.com India Private Limited ("Q2T"), a corporate travel management company in India. This business acquisition was conducted by entering into the Share Purchase Agreement ('SPA') for a cash consideration of USD 14,699 to the existing shareholders for the sale of their shares in Q2T.

 

Through this acquisition, the Group aims at offering entire workflow of travel procurement to large corporate clients for their end-to-end employee travel needs.

 

The operations of Q2T have been consolidated in the financial statements of the Group from April 30, 2019. In the year ended March 31, 2020, Q2T contributed revenue of USD 3,715 and profit of USD 539 to the Group’s result.

 

If the acquisition had occurred on April 1, 2019, management estimates that consolidated revenue would have been USD 511,830 and consolidated loss for the year ended March 31, 2020 would have been USD 447,472. In determining these amounts, management has assumed that the fair value adjustments that arose on the date of acquisition would have been the same if the acquisition had occurred on April 1, 2019.

 

50


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

7)

BUSINESS COMBINATION – (Continued)

 

(b)

Acquisition of Quest2Travel.com India Private Limited – (Continued)

 

Total purchase price of the acquisition, net of USD 69 cash acquired was USD 14,630.

 

As per the SPA, the Company was required to acquire the remaining 49% shares of Q2T from the existing shareholders in cash for an estimated additional consideration of USD 14,550, which represents its fair value as at the acquisition date, in three equal tranches, over a three year earn-out period ending 2022. The earn-out will be based on valuation linked to future profitability of Q2T. The financial liability in respect of acquisition of these shares has been recognized with corresponding debit to accumulated deficit as the selling shareholders still have access to the returns associated with the underlying ownership interest. Further, during the year ended March 31, 2021, the Company entered into an amendment agreement with the selling shareholders of Q2T and agreed to extend the earn-out period by one year to period ending 2023.

 

In December 2021, the Company acquired an additional 16.33% interest from holders of non-controlling interest in Q2T against settlement of proportionate financial liability for USD 5,613 in cash, increasing its shareholding from 51% to 67.33%. Consequently, the Company has recognised a decrease in non-controlling interest of USD 1,149 with a corresponding increase in accumulated deficit by USD 1,246 and decrease in foreign exchange translation reserve by USD 97.

 

Acquisition-related costs

 

The Group incurred acquisition related costs of USD 71 relating to external legal fees and due diligence cost. These amounts are included in other operating expenses in the Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ended March 31, 2020.

 

Identifiable assets acquired and liabilities assumed

 

The acquisition was accounted for under the acquisition method of accounting in accordance with IFRS 3 Business Combinations. The assets and liabilities of Q2T were recorded at their fair value at the date of acquisition.

 

The purchase price was allocated based on management’s estimates and an independent appraisal of fair values as follows:

 

Property, plant and equipment

 

 

1,449

 

Intangible assets*

 

 

6,792

 

Other non-current assets

 

 

107

 

Current assets and liabilities, net (including cash and cash equivalents

   of USD 69)

 

 

2,644

 

Other non-current liabilities

 

 

(738

)

Deferred tax liabilities

 

 

(1,890

)

Total identifiable net assets acquired

 

 

8,364

 

Non-controlling interest (49%)

 

 

(4,098

)

Goodwill

 

 

10,433

 

Total purchase price

 

 

14,699

 

 

*Intangible assets includes customer relationship, non-compete, brand/trade-mark and technology related development cost.

 

The fair value of the current assets acquired includes trade receivables with a fair value of USD 3,199.

 

The goodwill was attributable mainly to the skills and technical talent of Q2T’s work force. Goodwill is not expected to be deductible for income tax purposes.

51


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

8)

INVESTMENT IN EQUITY-ACCOUNTED INVESTEES

 

The Group has interests in a number of individually immaterial associates. The following table analyses, in aggregate the carrying amount of interests and share of profit (loss) in these associates.

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Carrying amount of interests in associates

 

 

5,262

 

 

 

3,558

 

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Company's share of profit (loss) in associates

 

 

(65

)

 

 

(168

)

 

 

34

 

Company's share of other comprehensive income in associates

 

 

 

 

 

 

 

 

 

Company's share of total comprehensive income in associates

 

 

(65

)

 

 

(168

)

 

 

34

 

 

a)

HolidayIQ Pte. Ltd. (HolidayIQ)

 

In July 2015, the Company acquired approximately 30% stake in HolidayIQ which owns and operates holiday information portal www.HolidayIQ.com, a popular Indian travel community and holidays-planning recommendation engine for cash consideration of USD 15,200. Due to continuing losses being incurred in the operations of HolidayIQ along with absence of liquidity to support future operations, during the year ended March 31, 2019, the Company recognised an impairment loss of USD 9,926, representing the carrying amount of its investment as at March 31, 2019 in HolidayIQ. During the year ended March 31, 2020, the Company disposed off this investment for a cash consideration of USD 700 and recorded the gain in consolidated statement of profit or loss and other comprehensive income.

b)

Inspirock, Inc. (Inspirock)

In April 2015, the Company had acquired approximately 20.6% ownership interest at a cost of USD 1,945 in Inspirock, which owned and operated www.inspirock.com, an online planning tool for completely customizable itineraries. The investment had been classified as investment in equity-accounted investee in the financial statements.

In October 2021, Inspirock, with the requisite consent of its shareholders (including the Company), was acquired by Klarna Holding Plc. As a result of this transaction, the Company has received a net consideration of USD 3,865 (net of expenses: USD 24), partly in form of cash of USD 453 (including amount of USD 117 held in escrow account, refer note 24) and USD 3,412 in form of equity shares of Klarna Holding Plc, in lieu of its shareholding in Inspirock. As a result, Inspirock has ceased to be an associate of the Company and accordingly, the equity method accounting has been discontinued and the investment in Klarna Holding Plc, is now being carried and accounted for as an equity investment at FVTPL under IFRS 9 ‘Financial Instruments’. The Company has recognised a gain of USD 2,251 in the statement of profit or loss and other comprehensive income, on account of discontinuation of equity method of accounting on disposal of this investment. The carrying amount of this equity accounted investee as on the date of transaction was USD 1,638.

 

9)

OTHER INVESTMENTS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Financial assets measured at FVOCI

 

 

 

 

 

 

 

 

- Equity securities (unlisted)

 

 

5,409

 

 

 

452

 

 

 

 

 

 

 

 

 

 

Financial assets measured at FVTPL

 

 

 

 

 

 

 

 

- Equity securities (unlisted) (refer note 8 (b))

 

 

 

 

 

3,412

 

- Other securities

 

 

 

 

 

68

 

 

 

 

 

 

 

 

 

 

Financial assets measured at amortised cost

 

 

 

 

 

 

 

 

- Other securities

 

 

99

 

 

 

99

 

Total

 

 

5,508

 

 

 

4,031

 

 

52


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

9)

OTHER INVESTMENTS – (Continued)

 

In August 2011, the Company had invested USD 4,825 and acquired 19.98% equity interest in Le Travenues Technology Private Limited (‘Ixigo’), which owns and operates www.ixigo.com, an online travel booking platform. The investment had been classified and measured at fair value through other comprehensive income. During the year ended March 31, 2022, the Company has sold its entire stake in Ixigo for a cash consideration of USD 38,500 which represents its fair value on the date of disposal. The Company has recorded gain of USD 33,543 in ‘other comprehensive income’ in the year ended March 31, 2022. Transaction related costs of USD 624 has been recorded in the statement of profit or loss and other comprehensive income.

 

Pursuant to above, the Company has transferred cumulative gain of USD 33,655 from ‘fair value reserve’ to ‘accumulated deficit’ within the equity attributable to the owners of the Company.

 

The Group’s exposure to risks and fair value measurement is disclosed in note 5 and 35.

 

10)

REVENUE

 

The Group’s operations and main revenue streams are described in the last and these annual consolidated financial statements.

A. Disaggregation of revenue

 

The Group has three reportable segments, air ticketing, hotels and packages, and bus ticketing. The Group believes that the disaggregation based on the reportable segments best depicts how the nature, amount, timing and uncertainty of the Group's revenues and cash flows are affected by industry, market and other factors. (refer note 6)

 

B. Contract balances

 

The following table provides information about receivables and contract liabilities from contracts with customers.

 

 

 

 

 

As at March 31

 

 

 

 

 

2021

 

 

2022

 

Receivables, which are included in ‘Trade

   and other receivables’

 

 

 

 

19,403

 

 

 

29,464

 

Contract liabilities

 

 

 

 

34,176

 

 

 

53,238

 

 

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

453

 

 

 

27

 

Current

 

 

 

 

33,723

 

 

 

53,211

 

Total contract liabilities

 

 

 

 

34,176

 

 

 

53,238

 

 

Contract liabilities primarily relate to the consideration received from customers for travel bookings in advance of the Group's performance obligations, consideration allocated to customer loyalty programs and advance received from Global Distribution System ("GDS") provider for bookings of airline tickets in future which is deferred.

 

As at March 31, 2021, USD 31,878 (March 31, 2020: USD 30,408) of advance consideration received from customers for travel bookings was reported within contract liabilities, USD 20,506 (March 31, 2021: USD 15,115) of which was applied to revenue and USD 8,228 (March 31, 2021: USD 6,329) was refunded to customers during the year ended March 31, 2022. As at March 31, 2022, the related balance was USD 51,900.

 

As at March 31, 2021, USD 2,298  (March 31, 2020: USD 4,504) of consideration allocated to customer loyalty programs and advance received from GDS provider for booking of airline tickets in future which is deferred was reported within contract liabilities, USD 1,748 (March 31, 2021: USD 2,868) of which was applied to revenue and USD 30 (March 31, 2021: Nil) was refunded to customers during the year ended March 31, 2022. As at March 31, 2022, the related balance was USD 1,338.


53


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

 

11)

OTHER REVENUE

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Facilitation fees

 

 

20,608

 

 

 

2,422

 

 

 

736

 

Advertising revenue

 

 

4,495

 

 

 

3,152

 

 

 

6,619

 

Service fees on rail reservation

 

 

2,021

 

 

 

1,047

 

 

 

3,035

 

Brand alliance fees

 

 

621

 

 

 

3,479

 

 

 

3,422

 

Miscellaneous revenue

 

 

8,600

 

 

 

3,456

 

 

 

4,235

 

Total

 

 

36,345

 

 

 

13,556

 

 

 

18,047

 

 

12)

OTHER INCOME

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Government grant received

 

 

 

 

 

1,167

 

 

 

525

 

Gain on discontinuation of equity accounted investment on disposal (refer note 8 (b))

 

 

 

 

 

 

 

 

2,251

 

Gain on disposal of an equity-accounted investee (refer note 8 (a))

 

 

700

 

 

 

 

 

 

 

Gain on lease modification

 

 

 

 

 

1,912

 

 

 

417

 

Excess provision written back

 

 

363

 

 

 

593

 

 

 

272

 

Net gain on de-recognition of property, plant and equipment

 

 

 

 

 

 

 

 

6

 

Others

 

 

 

 

 

 

 

 

19

 

Total

 

 

1,063

 

 

 

3,672

 

 

 

3,490

 

 

13)

PERSONNEL EXPENSES

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Wages, salaries and other employees benefits

 

 

78,988

 

 

 

64,387

 

 

 

73,654

 

Contributions to defined contribution plans

 

 

3,890

 

 

 

2,994

 

 

 

3,558

 

Expenses related to defined benefit plans (refer note 33)

 

 

1,598

 

 

 

1,194

 

 

 

1,389

 

Equity-settled share based payment (refer note 34)

 

 

41,487

 

 

 

35,589

 

 

 

36,645

 

Employee welfare expenses

 

 

3,873

 

 

 

1,497

 

 

 

1,678

 

Total

 

 

129,836

 

 

 

105,661

 

 

 

116,924

 

 

14)

OTHER OPERATING EXPENSES

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Payment gateway and other charges

 

 

59,241

 

 

 

13,385

 

 

 

28,635

 

Outsourcing expenses

 

 

32,899

 

 

 

7,877

 

 

 

12,827

 

Travelling and conveyance

 

 

4,271

 

 

 

247

 

 

 

780

 

Communication

 

 

6,525

 

 

 

2,857

 

 

 

3,732

 

Technology and maintenance

 

 

5,905

 

 

 

3,904

 

 

 

4,224

 

Legal and professional*

 

 

9,670

 

 

 

4,364

 

 

 

6,397

 

Website hosting charges

 

 

20,165

 

 

 

12,129

 

 

 

14,088

 

Provision for litigations (refer note 32)

 

 

30,800

 

 

 

 

 

 

4,700

 

Net loss on de-recognition of property, plant and equipment

 

 

19

 

 

 

406

 

 

 

 

Intangible assets written off

 

 

 

 

 

 

 

 

17

 

Miscellaneous expenses

 

 

15,906

 

 

 

5,906

 

 

 

6,175

 

Total

 

 

185,401

 

 

 

51,075

 

 

 

81,575

 

 

Notes: *Includes Nil towards cost related to share based payment for the year ended March 31, 2022 (March 31, 2021: Nil and March 31, 2020: USD 144).

 

54


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

15)

DEPRECIATION, AMORTIZATION AND IMPAIRMENT

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Depreciation

 

 

9,347

 

 

 

8,973

 

 

 

6,023

 

Amortization

 

 

24,335

 

 

 

24,037

 

 

 

23,335

 

Impairment of intangible assets under development

 

 

-

 

 

 

-

 

 

 

138

 

Total

 

 

33,682

 

 

 

33,010

 

 

 

29,496

 

 

16)

FINANCE INCOME AND COSTS

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Recognized in profit or loss

 

 

 

 

 

 

 

 

 

 

 

 

Interest income on term deposits

 

 

2,845

 

 

 

4,628

 

 

 

6,618

 

Change in fair value of financial asset measured at

   FVTPL

 

 

30

 

 

 

 

 

 

4

 

Change in fair value of financial liability measured

   at FVTPL

 

 

 

 

 

350

 

 

 

 

Other interest income

 

 

487

 

 

 

2,554

 

 

 

3,362

 

Net foreign exchange gain

 

 

 

 

 

4,568

 

 

 

 

Finance income

 

 

3,362

 

 

 

12,100

 

 

 

9,984

 

Interest expense on financial liabilities measured at

   amortised cost

 

 

157

 

 

 

2,035

 

 

 

13,744

 

Change in fair value of financial liability measured

   at FVTPL

 

 

1,421

 

 

 

 

 

 

1,181

 

Net foreign exchange loss

 

 

13,734

 

 

 

 

 

 

8,218

 

Impairment loss on trade and other receivables

 

 

1,563

 

 

 

358

 

 

 

904

 

Interest expense on lease liabilities

 

 

2,731

 

 

 

1,867

 

 

 

1,569

 

Finance and other charges

 

 

1,827

 

 

 

538

 

 

 

710

 

Finance costs

 

 

21,433

 

 

 

4,798

 

 

 

26,326

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net finance income (costs) recognized in profit

   or loss

 

 

(18,071

)

 

 

7,302

 

 

 

(16,342

)

 

17)

INCOME TAX BENEFIT (EXPENSE)

 

Income tax recognised in profit or loss

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Current tax expense

 

 

 

 

 

 

 

 

 

 

 

 

Current period

 

 

(349

)

 

 

(24

)

 

 

(134

)

Adjustment for prior period

 

 

 

 

 

(56

)

 

 

 

Current tax expense

 

 

(349

)

 

 

(80

)

 

 

(134

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax benefit (expense)

 

 

 

 

 

 

 

 

 

 

 

 

Origination and reversal of temporary differences

 

 

14,844

 

 

 

4,203

 

 

 

3,484

 

Change in unrecognised temporary differences

 

 

(14,700

)

 

 

(3,335

)

 

 

(8,219

)

Utilization of previously unrecognised tax losses

 

 

159

 

 

 

37

 

 

 

6,934

 

Recognition of previously unrecognized tax losses

 

 

 

 

 

3,509

 

 

 

 

Utilization/(reversal) of previously recognized tax losses

 

 

75

 

 

 

173

 

 

 

(958

)

Deferred tax benefit (expense)

 

 

378

 

 

 

4,587

 

 

 

1,241

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

29

 

 

 

4,507

 

 

 

1,107

 

 

 

55


 

 

MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

17)

INCOME TAX BENEFIT (EXPENSE) – (Continued)

 

Income tax recognized in other comprehensive income

 

 

For the year ended March 31

 

 

 

2020

 

 

2021

 

 

2022

 

Particulars

 

Before tax

 

 

Tax

(expense)

benefit

 

 

Net of tax

 

 

Before tax

 

 

Tax

(expense)

benefit

 

 

Net of tax

 

 

Before tax

 

 

Tax

(expense)

benefit

 

 

Net of tax

 

Foreign currency translation

   differences on foreign

   operations

 

 

(73,252

)

 

 

 

 

 

(73,252

)

 

 

13,497

 

 

 

 

 

 

13,497

 

 

 

(18,943

)

 

 

 

 

 

(18,943

)

Equity instruments at

   FVOCI - net change

   in fair value

 

 

(1,979

)

 

 

 

 

 

(1,979

)

 

 

1,825

 

 

 

 

 

 

1,825

 

 

 

33,543

 

 

 

 

 

 

33,543

 

Remeasurement of defined

   benefit liability

 

 

(346

)

 

 

 

 

 

(346

)

 

 

(199

)

 

 

 

 

 

(199

)

 

 

(426

)

 

 

 

 

 

(426

)

Total

 

 

(75,577

)

 

 

 

 

 

(75,577

)

 

 

15,123

 

 

 

 

 

 

15,123

 

 

 

14,174

 

 

 

 

 

 

14,174

 

 

Income tax directly recognised in equity

 

 

For the year ended March 31

 

 

 

2020

 

 

2021

 

 

2022

 

Particulars

 

Before tax

 

 

Tax

(expense)

benefit

 

 

Net of tax

 

 

Before tax

 

 

Tax

(expense)

benefit

 

 

Net of tax

 

 

Before tax

 

 

Tax

(expense)

benefit

 

 

Net of tax

 

Convertible notes (refer note 28)

 

 

 

 

 

 

 

 

 

 

 

37,768

 

 

 

(6,646

)

 

 

31,122

 

 

 

 

 

 

 

 

 

 

 

56


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

17)

INCOME TAX BENEFIT (EXPENSE) – (Continued)

 

Reconciliation of effective tax

 

 

 

 

 

 

 

 

 

For the Year Ended March 31

 

Particulars

 

 

 

 

 

 

 

2020

 

 

2021

 

 

2022

 

Loss for the year

 

 

 

 

 

 

 

 

(447,517

)

 

 

(56,042

)

 

 

(45,567

)

Income tax benefit

 

 

 

 

 

 

 

 

29

 

 

 

4,507

 

 

 

1,107

 

Loss before tax

 

 

 

 

 

 

 

 

(447,546

)

 

 

(60,549

)

 

 

(46,674

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit using the Company's domestic tax rate

 

 

 

 

 

 

 

 

67,130

 

 

 

9,081

 

 

 

6,999

 

Effect of tax rates in foreign jurisdictions

 

 

 

 

 

 

 

 

12,702

 

 

 

4,313

 

 

 

695

 

Non deductible expenses

 

 

 

 

 

 

 

 

(42,601

)

 

 

(2,873

)

 

 

(3,392

)

Tax exempt income

 

 

 

 

 

 

 

 

383

 

 

 

25

 

 

 

383

 

Impact of change in tax laws

 

 

 

 

 

 

 

 

227

 

 

 

2,219

 

 

 

 

Utilization of previously unrecognised tax losses

 

 

 

 

 

 

 

 

159

 

 

 

37

 

 

 

6,934

 

Recognition of previously unrecognized tax losses

 

 

 

 

 

 

 

 

 

 

 

3,509

 

 

 

 

Utilization/(reversal) of previously recognized tax losses

 

 

 

 

 

 

 

 

75

 

 

 

173

 

 

 

(958

)

Current year losses for which no deferred tax asset was recognized

 

 

 

 

 

 

 

 

(23,338

)

 

 

(8,574

)

 

 

(1,328

)

Change in unrecognised temporary differences

 

 

 

 

 

 

 

 

(14,700

)

 

 

(3,335

)

 

 

(8,219

)

Others

 

 

 

 

 

 

 

 

(8

)

 

 

(68

)

 

 

(7

)

Income tax benefit

 

 

 

 

 

 

 

 

29

 

 

 

4,507

 

 

 

1,107

 

 

57


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

18)

PROPERTY, PLANT AND EQUIPMENT

 

Particulars

 

Land

 

 

Building

(Owned)

 

 

Buildings

(Right-of-use)

 

 

Computers

 

 

Furniture and

Fixtures

 

 

Office

Equipment

 

 

Motor

Vehicles

 

 

Leasehold

Improvements

 

 

Capital Work-

in-Progress

 

 

Total

 

Cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at April 1, 2020

 

 

853

 

 

 

513

 

 

 

28,342

 

 

 

15,401

 

 

 

1,093

 

 

 

2,047

 

 

 

1,779

 

 

 

6,742

 

 

 

90

 

 

 

56,860

 

Additions/adjustments

 

 

 

 

 

 

 

 

1,275

 

 

 

286

 

 

 

11

 

 

 

46

 

 

 

224

 

 

 

165

 

 

 

(90

)

 

 

1,917

 

Disposals/adjustments

 

 

 

 

 

 

 

 

(8,061

)

 

 

(3,062

)

 

 

(240

)

 

 

(248

)

 

 

(379

)

 

 

(2,024

)

 

 

 

 

 

(14,014

)

Effect of movements in foreign exchange rates

 

 

39

 

 

 

24

 

 

 

1,972

 

 

 

329

 

 

 

25

 

 

 

28

 

 

 

37

 

 

 

121

 

 

 

 

 

 

2,575

 

Balance as at March 31, 2021

 

 

892

 

 

 

537

 

 

 

23,528

 

 

 

12,954

 

 

 

889

 

 

 

1,873

 

 

 

1,661

 

 

 

5,004

 

 

 

-

 

 

 

47,338

 

Balance as at April 1, 2021

 

 

892

 

 

 

537

 

 

 

23,528

 

 

 

12,954

 

 

 

889

 

 

 

1,873

 

 

 

1,661

 

 

 

5,004

 

 

 

 

 

 

47,338

 

Additions/adjustments

 

 

 

 

 

 

 

 

1,891

 

 

 

1,600

 

 

 

25

 

 

 

98

 

 

 

1,367

 

 

 

9

 

 

 

 

 

 

4,990

 

Disposals/adjustments

 

 

 

 

 

 

 

 

(1,669

)

 

 

(779

)

 

 

(35

)

 

 

(137

)

 

 

(409

)

 

 

(319

)

 

 

 

 

 

(3,348

)

Effect of movements in foreign exchange rates

 

 

(53

)

 

 

(32

)

 

 

(674

)

 

 

(399

)

 

 

(22

)

 

 

(58

)

 

 

(67

)

 

 

(145

)

 

 

-

 

 

 

(1,450

)

Balance as at March 31, 2022

 

 

839

 

 

 

505

 

 

 

23,076

 

 

 

13,376

 

 

 

857

 

 

 

1,776

 

 

 

2,552

 

 

 

4,549

 

 

 

 

 

 

47,530

 

Accumulated depreciation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at April 1, 2020

 

 

 

 

 

482

 

 

 

5,012

 

 

 

10,625

 

 

 

556

 

 

 

1,324

 

 

 

599

 

 

 

2,265

 

 

 

 

 

 

20,863

 

Depreciation for the year

 

 

 

 

 

36

 

 

 

4,333

 

 

 

2,039

 

 

 

198

 

 

 

324

 

 

 

397

 

 

 

1,646

 

 

 

 

 

 

8,973

 

Disposals/adjustments

 

 

 

 

 

 

 

 

(1,436

)

 

 

(2,783

)

 

 

(203

)

 

 

(235

)

 

 

(197

)

 

 

(1,742

)

 

 

 

 

 

(6,596

)

Effect of movements in foreign exchange rates

 

 

 

 

 

19

 

 

 

1,581

 

 

 

247

 

 

 

13

 

 

 

17

 

 

 

16

 

 

 

46

 

 

 

 

 

 

1,939

 

Balance as at March 31, 2021

 

 

 

 

 

537

 

 

 

9,490

 

 

 

10,128

 

 

 

564

 

 

 

1,430

 

 

 

815

 

 

 

2,215

 

 

 

 

 

 

25,179

 

Balance as at April 1, 2021

 

 

 

 

 

537

 

 

 

9,490

 

 

 

10,128

 

 

 

564

 

 

 

1,430

 

 

 

815

 

 

 

2,215

 

 

 

 

 

 

25,179

 

Depreciation for the year

 

 

 

 

 

 

 

 

3,064

 

 

 

1,675

 

 

 

132

 

 

 

227

 

 

 

465

 

 

 

460

 

 

 

 

 

 

6,023

 

Disposals/adjustments

 

 

 

 

 

 

 

 

(793

)

 

 

(754

)

 

 

(33

)

 

 

(126

)

 

 

(291

)

 

 

(177

)

 

 

 

 

 

(2,174

)

Effect of movements in foreign exchange rates

 

 

 

 

 

(32

)

 

 

(303

)

 

 

(317

)

 

 

(16

)

 

 

(45

)

 

 

(29

)

 

 

(69

)

 

 

 

 

 

(811

)

Balance as at March 31, 2022

 

 

 

 

 

505

 

 

 

11,458

 

 

 

10,732

 

 

 

647

 

 

 

1,486

 

 

 

960

 

 

 

2,429

 

 

 

 

 

 

28,217

 

Carrying amounts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at April 1, 2020

 

 

853

 

 

 

31

 

 

 

23,330

 

 

 

4,776

 

 

 

537

 

 

 

723

 

 

 

1,180

 

 

 

4,477

 

 

 

90

 

 

 

35,997

 

As at March 31, 2021

 

 

892

 

 

 

-

 

 

 

14,038

 

 

 

2,826

 

 

 

325

 

 

 

443

 

 

 

846

 

 

 

2,789

 

 

 

 

 

 

22,159

 

As at April 1, 2021

 

 

892

 

 

 

-

 

 

 

14,038

 

 

 

2,826

 

 

 

325

 

 

 

443

 

 

 

846

 

 

 

2,789

 

 

 

-

 

 

 

22,159

 

As at March 31, 2022

 

 

839

 

 

 

 

 

 

11,618

 

 

 

2,644

 

 

 

210

 

 

 

290

 

 

 

1,592

 

 

 

2,120

 

 

 

 

 

 

19,313

 

 

Note: The Company has pledged certain property, plant and equipment against vehicle loan and various credit facilities (refer note 28).

58


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

19)

INTANGIBLE ASSETS AND GOODWILL

 

 

 

 

 

 

 

 

 

 

 

Other intangible assets

 

 

 

 

 

 

 

 

 

Particulars

 

Goodwill

 

 

Technology

Related

Development

Cost

 

 

Customer

Relationship

 

 

 

 

Non-

Compete

 

 

 

 

Brand /

Trade Mark

 

 

Software

 

 

Others

 

 

Intangible

assets under

development*

 

 

Total

 

Cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at April 1, 2020

 

 

889,033

 

 

 

60,160

 

 

 

10,671

 

 

 

 

 

899

 

 

 

 

 

133,725

 

 

 

6,484

 

 

 

 

 

 

4,257

 

 

 

1,105,229

 

Additions/adjustments*

 

 

 

 

 

8,033

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

329

 

 

 

 

 

 

(234

)

 

 

8,128

 

Disposals

 

 

 

 

 

(480

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,751

)

 

 

 

 

 

 

 

 

(2,231

)

Effect of movements in foreign exchange rates

 

 

18,219

 

 

 

1,176

 

 

 

200

 

 

 

 

 

17

 

 

 

 

 

2,551

 

 

 

134

 

 

 

 

 

 

81

 

 

 

22,378

 

Balance as at March 31, 2021

 

 

907,252

 

 

 

68,889

 

 

 

10,871

 

 

 

 

 

916

 

 

 

 

 

136,276

 

 

 

5,196

 

 

 

 

 

 

4,104

 

 

 

1,133,504

 

Balance as at April 1, 2021

 

 

907,252

 

 

 

68,889

 

 

 

10,871

 

 

 

 

 

916

 

 

 

 

 

136,276

 

 

 

5,196

 

 

 

 

 

 

4,104

 

 

 

1,133,504

 

Additions/adjustments*

 

 

 

 

 

8,744

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

22

 

 

 

671

 

 

 

375

 

 

 

9,812

 

Disposals

 

 

 

 

 

(5,392

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,392

)

Effect of movements in foreign exchange rates

 

 

(26,929

)

 

 

(1,882

)

 

 

(290

)

 

 

 

 

(15

)

 

 

 

 

(3,803

)

 

 

(149

)

 

 

(10

)

 

 

(107

)

 

 

(33,185

)

Balance as at March 31, 2022

 

 

880,323

 

 

 

70,359

 

 

 

10,581

 

 

 

 

 

901

 

 

 

 

 

132,473

 

 

 

5,069

 

 

 

661

 

 

 

4,372

 

 

 

1,104,739

 

Accumulated amortization and impairment losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at April 1, 2020

 

 

281,785

 

 

 

39,846

 

 

 

3,514

 

 

 

 

 

530

 

 

 

 

 

49,485

 

 

 

5,706

 

 

 

 

 

 

2,373

 

 

 

383,239

 

Amortization for the year

 

 

 

 

 

9,665

 

 

 

1,463

 

 

 

 

 

64

 

 

 

 

 

12,540

 

 

 

305

 

 

 

 

 

 

 

 

 

24,037

 

Disposals

 

 

 

 

 

(468

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,743

)

 

 

 

 

 

 

 

 

(2,211

)

Effect of movements in foreign exchange rates

 

 

5,593

 

 

 

756

 

 

 

69

 

 

 

 

 

12

 

 

 

 

 

949

 

 

 

118

 

 

 

 

 

 

35

 

 

 

7,532

 

Balance as at March 31, 2021

 

 

287,378

 

 

 

49,799

 

 

 

5,046

 

 

 

 

 

606

 

 

 

 

 

62,974

 

 

 

4,386

 

 

 

 

 

 

2,408

 

 

 

412,597

 

Balance as at April 1, 2021

 

 

287,378

 

 

 

49,799

 

 

 

5,046

 

 

 

 

 

606

 

 

 

 

 

62,974

 

 

 

4,386

 

 

 

 

 

 

2,408

 

 

 

412,597

 

Amortization for the year

 

 

 

 

 

9,091

 

 

 

1,347

 

 

 

 

 

64

 

 

 

 

 

12,420

 

 

 

390

 

 

 

23

 

 

 

 

 

 

23,335

 

Impairment for the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

138

 

 

 

138

 

Disposals

 

 

 

 

 

(5,375

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,375

)

Effect of movements in foreign exchange rates

 

 

(8,206

)

 

 

(1,319

)

 

 

(133

)

 

 

 

 

(6

)

 

 

 

 

(1,768

)

 

 

(129

)

 

 

 

 

 

(53

)

 

 

(11,614

)

Balance as at March 31, 2022

 

 

279,172

 

 

 

52,196

 

 

 

6,260

 

 

 

 

 

664

 

 

 

 

 

73,626

 

 

 

4,647

 

 

 

23

 

 

 

2,493

 

 

 

419,081

 

Carrying amounts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at April 1, 2020

 

 

607,248

 

 

 

20,314

 

 

 

7,157

 

 

 

 

 

369

 

 

 

 

 

84,240

 

 

 

778

 

 

 

 

 

 

1,884

 

 

 

721,990

 

As at March 31, 2021

 

 

619,874

 

 

 

19,090

 

 

 

5,825

 

 

 

 

 

310

 

 

 

 

 

73,302

 

 

 

810

 

 

 

 

 

 

1,696

 

 

 

720,907

 

As at April 1, 2021

 

 

619,874

 

 

 

19,090

 

 

 

5,825

 

 

 

 

 

310

 

 

 

 

 

73,302

 

 

 

810

 

 

 

 

 

 

1,696

 

 

 

720,907

 

As at March 31, 2022

 

 

601,151

 

 

 

18,163

 

 

 

4,321

 

 

 

 

 

237

 

 

 

 

 

58,847

 

 

 

422

 

 

 

638

 

 

 

1,879

 

 

 

685,658

 

 

* Represents addition of USD 8,887 (March 31, 2021: USD 7,741)  to intangible assets under development, adjusted for amounts capitalized out of intangible assets under development amounting to USD 8,512 (March 31, 2021: USD 7,975).

 

59


MAKEMYTRIP LIMITED

Year ended March 31, 2021

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

19)

INTANGIBLE ASSETS AND GOODWILL – (Continued)

Impairment testing for CGUs containing goodwill

 

For the purpose of impairment testing, goodwill is allocated to a CGU representing the lowest level within the Group at which goodwill is monitored for internal management purposes, and which is not higher than the Group’s operating segment. The Group has allocated goodwill to the individual CGUs and not to a group of CGUs.

 

The acquisition of the Ibibo Group Holdings (Singapore) Pte. Ltd. (‘ibibo Group’) in January 2017 resulted in the recognition of goodwill of USD 950,204 which was allocated to the then identified CGUs i.e. ibibo Group - Go ibibo (USD 802,181) and ibibo Group - redBus (USD 148,023). During the year ended March 31, 2020, the Group recorded an impairment loss of USD 270,855 related to ibibo Group - Go ibibo CGU and such impairment was fully allocated to goodwill.

 

As at April 1, 2020, the goodwill was allocated to the following CGUs:

 

 

 

As at April 1,

 

Particulars

 

2020

 

ibibo  Group - Go ibibo

 

 

447,712

 

ibibo  Group - redBus

 

 

141,737

 

Other units without significant goodwill

 

 

17,799

 

Total

 

 

607,248

 

 

On January 31, 2021, the Group completed integration of the air ticketing business of MakeMyTrip India Private Limited (MMT) and Ibibo Group Private Limited (Go) and of the hotels and packages businesses of MMT and Go, pursuant to the Group drawing significant synergies and benefits from the integrated businesses, thereby leading to a change in the composition of its CGUs.

 

Over the years, efforts were made to draw synergies between the air businesses of MMT and Go and also between the hotels and packages businesses of MMT and Go.  Synergies were planned through the integration of supply agreements, technology and data platforms and accounting systems. As part of this planned integration, during the year ended March 31, 2021, the Group completed the remaining key integration tasks relating to the technology backbone including pricing policies and integration of various functions of MMT and Go such as post sales and customer service processes, resulting in  a reorganization of the internal reporting structure, which was completed by January 31, 2021. As a result of the integration, CODM monitors operations and makes decisions for the combined air ticketing business (MMT + Go) and for the combined hotels and packages business (MMT + Go).

 

In conjunction with these business integration activities, the Group reorganized its reporting structure as well to align with the newly integrated businesses. Thus, the goodwill which was initially (at the time of acquisition of ibibo Group) allocated to ibibo Group - Go ibibo CGU of USD 802,181 (and was subsequently impaired by USD 270,855 to USD 466,762 as of January 31, 2021 (including the impact of currency translation adjustments of USD 64,564)), has been re-allocated to the newly established CGUs structure using a relative fair value approach on January 31, 2021 and has been reassessed for impairment at the level of the air ticketing and hotels and packages CGUs. The Group tested goodwill for impairment immediately before and after the integration and concluded that the recoverable amounts of CGUs exceeded their corresponding carrying amounts and therefore, there was no impairment recognized.

 

The allocation of goodwill to the CGUs is as follows:

 

 

 

As at March 31,

 

Particulars

 

2021

 

 

2022

 

Air ticketing

 

 

248,660

 

 

 

241,127

 

Hotels and Packages

 

 

225,027

 

 

 

218,209

 

ibibo Group – redBus

 

 

136,786

 

 

 

132,641

 

Other units without significant goodwill

 

 

9,401

 

 

 

9,174

 

Total

 

 

619,874

 

 

 

601,151

 

 

60


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

19)

INTANGIBLE ASSETS AND GOODWILL – (Continued)

 

Impairment testing for CGUs containing goodwill – (Continued)

 

(a) Air ticketing and Hotels and packages

 

The recoverable amount of these CGUs was based on its value in use and was determined by discounting the future cash flows to be generated from the continuing use of the CGUs. These calculations use cash flow projections over a period of five years, based on next year financial budgets approved by management, with extrapolation for the remaining period, and an average of the range of assumptions as mentioned below.

 

The key assumptions used in the estimation of value in use were as follows:

 

 

 

Air ticketing

 

 

Hotels and packages

 

 

 

As at March 31,

 

 

As at March 31,

 

Particulars

 

2021

 

 

2022

 

 

2021

 

 

2022

 

Discount rate (pre-tax)

 

19.4%

 

 

18.6%

 

 

19.4%

 

 

18.3%

 

Discount rate (post-tax)

 

16.0%

 

 

16.4%

 

 

16.0%

 

 

16.4%

 

Terminal value growth rate

 

4.5%

 

 

4.5%

 

 

4.5%

 

 

4.5%

 

Adjusted margin growth rate

 

15.0% - 106.3%

 

 

13.2% - 54.7%

 

 

19.0% - 118.2%

 

 

5.9% - 61.2%

 

EBITDA margin* (5 years)

 

6.6% - 18.2%

 

 

4.6% - 13.8%

 

 

(7.1%) - 17.9%

 

 

14.6% - 15.7%

 

 

* EBITDA margin is defined as EBITDA as a percentage of adjusted margin.

 

The above pre-tax discount rate is based on the Weighted Average Cost of Capital (WACC) of comparable market participant, which is adjusted for specific risks. These estimates are likely to differ from future actual results of operations and cash flows.

 

The cash flow projections included specific estimates for five years and a terminal growth rate thereafter. The terminal growth rate, Adjusted margin growth rate and EBITDA margins were determined based on management's estimate. Budgeted EBITDA margin was based on expectations of future outcomes taking into account past experience, adjusted for anticipated Adjusted margin growth. Adjusted margin growth was projected taking into account the average growth levels experienced in past and the estimated adjusted margin growth for future. The estimation of value in use reflects numerous assumptions that are subject to various risks and uncertainties, including key assumptions regarding expected growth rates and operating margin, expected length and severity of the impact from the COVID-19 pandemic and the shape and timing of the subsequent recovery, as well as other key assumptions with respect to matters outside of the Group's control. It requires significant judgments and estimates, and actual results could be materially different than the judgments and estimates used to estimate value in use.

 

Based on the above, no impairment was identified as at March 31, 2021 and March 31, 2022 as the recoverable value of the CGUs exceeded the carrying value. No reasonably possible change in any of the above key assumptions would cause the carrying amount of these CGUs to exceed their recoverable amount.

 

b) ibibo  Group - redBus

 

The recoverable amount of this CGU was based on its value in use and was determined by discounting the future cash flows to be generated from the continuing use of the CGU. These calculations use cash flow projections over a period of five years, based on next year financial budget approved by management, with extrapolation for the remaining period, and an average of the range of assumptions as mentioned below:

 

 


61


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

19)

INTANGIBLE ASSETS AND GOODWILL – (Continued)

Impairment testing for CGUs containing goodwill – (Continued)

 

b) ibibo  Group – redBus –(Continued)

 

The key assumptions used in the estimation of value in use were as follows:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Discount rate (pre-tax)

 

18.9%

 

 

18.6%

 

Discount rate (post-tax)

 

16.0%

 

 

16.4%

 

Terminal value growth rate

 

4.0%

 

 

4.0%

 

Adjusted margin growth rate

 

20.0% - 124.7%

 

 

15.0% - 79.0%

 

EBITDA margin* (5 years)

 

9.8% - 21.9%

 

 

5.2% - 24.3%

 

 

* EBITDA margin is defined as EBITDA as a percentage of adjusted margin.

 

The above pre-tax discount rate is based on the Weighted Average Cost of Capital (WACC) of comparable market participant, which is adjusted for specific risks. These estimates are likely to differ from future actual results of operations and cash flows.

 

The cash flow projections included specific estimates for five years and a terminal growth rate thereafter. The terminal growth rate, adjusted margin growth rate and EBITDA margin were determined based on management's estimate. Budgeted EBITDA margin was based on expectations of future outcomes taking into account past experience, adjusted for anticipated revenue growth. Revenue growth was projected taking into account the average growth levels experienced in past and the estimated adjusted margin growth for future. The estimation of value in use reflects numerous assumptions that are subject to various risks and uncertainties, including key assumptions regarding expected growth rates and operating margin, expected length and severity of the impact from the COVID-19 pandemic and the shape and timing of the subsequent recovery, as well as other key assumptions with respect to matters outside of the Group's control. It requires significant judgments and estimates, and actual results could be materially different than the judgments and estimates used to estimate value in use.

 

Based on the above, no impairment was identified as of March 31, 2022 and March 31, 2021 as the recoverable value of the CGU exceeded the carrying value. The recoverable amount of the CGU exceeds the carrying amount by approximately 53.8% as at March 31, 2022 (March 31, 2021: 37.5%). A decrease of EBITDA margin by 8.5% (March 31, 2021: 6.1%) shall equate the recoverable amount with the carrying amount of the CGU.

 

c) ibibo  Group - Go ibibo:

 

During the end of the fourth quarter of 2019-20, the Group experienced a significant decline in its stock price and operating results due to an increased negative impact of COVID-19 pandemic resulting in the continued weakness in the macroeconomic environment and foreign exchange rates. The recoverable amount of this CGU was based on its value in use, determined by discounting the future cash flows to be generated from the continuing use of the CGU. The carrying amount of the CGU was determined to be higher than its recoverable amount and an impairment loss of USD 270,855 was recognised during the year ended March 31, 2020. The impairment loss was fully allocated to goodwill.


62


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

20)

TAX ASSETS AND LIABILITIES

 

Unrecognized Deferred Tax Assets

 

Deferred tax assets have not been recognized in respect of the following items:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Deductible temporary differences

 

 

37,368

 

 

 

42,682

 

Tax losses carry forward

 

 

178,792

 

 

 

170,569

 

Total

 

 

216,160

 

 

 

213,251

 

 

During the years ended March 31, 2020, 2021 and 2022, the Company did not recognize deferred tax assets on tax losses, unabsorbed depreciation and other temporary differences mainly related to share based payments and employee benefits, because it is not probable that future taxable profits will be available. Further, deferred tax assets have been recognised only to the extent of deferred tax liabilities. The above tax losses as at March 31, 2022 excluding unabsorbed depreciation in the subsidiaries expire at various dates ranging from 2023 to 2035 except for the tax losses in the Singapore and Indonesia entities amounting to USD 3,350, which can be carried forward for an indefinite period. Unabsorbed depreciation of USD 27,622 (March 31, 2021: USD 30,609) in the Indian subsidiaries can be carried forward for an indefinite period. Other deductible temporary differences do not have any expiry date.

 

 

 

 

 

63


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

20)

TAX ASSETS AND LIABILITIES – (Continued)

 

Recognized Deferred Tax Assets and Liabilities

 

Deferred tax assets and liabilities are attributable to the following:

 

 

 

As at March 31

 

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

Particulars

 

Assets

 

 

Liabilities

 

 

Net

 

Property, plant and equipment

 

 

 

 

 

85

 

 

 

 

 

 

 

 

 

 

 

 

85

 

Intangible assets, excluding goodwill

 

 

 

 

 

 

 

 

(19,410

)

 

 

(15,337

)

 

 

(19,410

)

 

 

(15,337

)

Trade and other receivables

 

 

48

 

 

 

47

 

 

 

 

 

 

 

 

 

48

 

 

 

47

 

Convertible notes

 

 

 

 

 

 

 

 

(6,364

)

 

 

(4,314

)

 

 

(6,364

)

 

 

(4,314

)

Employee benefits

 

 

73

 

 

 

92

 

 

 

 

 

 

 

 

 

73

 

 

 

92

 

Other non-current liabilities

 

 

8

 

 

 

23

 

 

 

 

 

 

 

 

 

8

 

 

 

23

 

Share based payments

 

 

111

 

 

 

 

 

 

 

 

 

 

 

 

111

 

 

 

 

Tax loss carry forwards

 

 

21,670

 

 

 

16,808

 

 

 

 

 

 

 

 

 

21,670

 

 

 

16,808

 

Deferred tax assets/

   (liabilities) before set off

 

 

21,910

 

 

 

17,055

 

 

 

(25,774

)

 

 

(19,651

)

 

 

(3,864

)

 

 

(2,596

)

Set off

 

 

(21,910

)

 

 

(17,055

)

 

 

21,910

 

 

 

17,055

 

 

 

 

 

 

 

Net deferred tax

   assets/(liabilities)

 

 

 

 

 

 

 

 

(3,864

)

 

 

(2,596

)

 

 

(3,864

)

 

 

(2,596

)

 

Movement in deferred tax assets/(liabilities) during the year

 

Particulars

 

Balance as at April 1, 2020

 

 

Recognised in profit or loss

 

 

Recognised directly in equity

 

 

Recognised in other comprehensive income

 

 

Effects of movement in foreign exchange rates

 

 

Balance as at March 31, 2021

 

 

Recognised in profit or loss

 

 

Recognised in other comprehensive income

 

 

Effects of movement in foreign exchange rates

 

 

Balance as at March 31, 2022

 

Property, plant and equipment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

86

 

 

 

 

 

 

(1

)

 

 

85

 

Intangible assets, excluding goodwill

 

 

(20,916

)

 

 

1,917

 

 

 

 

 

 

 

 

 

(411

)

 

 

(19,410

)

 

 

3,203

 

 

 

 

 

 

870

 

 

 

(15,337

)

Trade and other receivables

 

 

48

 

 

 

(1

)

 

 

 

 

 

 

 

 

1

 

 

 

48

 

 

 

 

 

 

 

 

 

(1

)

 

 

47

 

Convertible notes

 

 

 

 

 

282

 

 

 

(6,646

)

 

 

 

 

 

 

 

 

(6,364

)

 

 

2,050

 

 

 

 

 

 

 

 

 

(4,314

)

Employee benefits

 

 

119

 

 

 

(48

)

 

 

 

 

 

 

 

 

2

 

 

 

73

 

 

 

22

 

 

 

 

 

 

(3

)

 

 

92

 

Share based payments

 

 

228

 

 

 

(120

)

 

 

 

 

 

 

 

 

3

 

 

 

111

 

 

 

(111

)

 

 

 

 

 

 

 

 

 

Tax losses carry forward

 

 

18,739

 

 

 

2,555

 

 

 

 

 

 

 

 

 

376

 

 

 

21,670

 

 

 

(4,025

)

 

 

 

 

 

(837

)

 

 

16,808

 

Other non-current liabilities

 

 

5

 

 

 

2

 

 

 

 

 

 

 

 

 

1

 

 

 

8

 

 

 

16

 

 

 

 

 

 

(1

)

 

 

23

 

Total

 

 

(1,777

)

 

 

4,587

 

 

 

(6,646

)

 

 

 

 

 

(28

)

 

 

(3,864

)

 

 

1,241

 

 

 

 

 

 

27

 

 

 

(2,596

)

 

 

64


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

21)

TRADE AND OTHER RECEIVABLES

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Trade and other receivables, net of provision

 

 

19,403

 

 

 

29,464

 

Security deposits, net of provision

 

 

5,900

 

 

 

6,516

 

Interest accrued

 

 

1,549

 

 

 

3,408

 

Due from employees

 

 

479

 

 

 

235

 

Total

 

 

27,331

 

 

 

39,623

 

Non-current

 

 

2,154

 

 

 

3,713

 

Current

 

 

25,177

 

 

 

35,910

 

Total

 

 

27,331

 

 

 

39,623

 

 

The trade receivables primarily consists of airline, corporate and retail customers.

 

Security deposits include amounts paid in advance to suppliers of hotel and other services in order to guarantee the provision of those services.

 

The Group’s exposure to credit and currency risk is disclosed in note 5 and 35.

 

The information related to impairment losses related to trade and other receivables is disclosed in note 35.

 

Trade and other receivables from related parties are disclosed in note 38.

 

22)

CASH AND CASH EQUIVALENTS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Cash in hand

 

 

65

 

 

 

24

 

Funds in transit

 

 

13,236

 

 

 

32,749

 

Bank balances

 

 

218,141

 

 

 

153,389

 

Term deposits

 

 

63,624

 

 

 

27,121

 

Total

 

 

295,066

 

 

 

213,283

 

 

As of March 31, 2022, bank balances include USD 45 (March 31, 2021: USD 125) against which mainly letters of credit have been issued to various airlines.

 

Funds in transit represents the amount collected from customers through credit cards/net banking which is outstanding as at the year end and credited to Group’s bank accounts subsequent to the year end.

 

The Group’s exposure to currency risk, credit risk and interest rate risk along with sensitivity analysis for financial assets is disclosed in note 5 and 35.


65


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

23)

TERM DEPOSITS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Term deposits

 

 

154,868

 

 

 

264,185

 

Total

 

 

154,868

 

 

 

264,185

 

Non-current

 

 

25,043

 

 

 

6

 

Current

 

 

129,825

 

 

 

264,179

 

Total

 

 

154,868

 

 

 

264,185

 

 

As of March 31, 2022, term deposits include USD 594 (March 31, 2021: USD 723) pledged mainly with banks against bank guarantees, bank overdraft facility and other facilities.

 

The Group’s exposure to credit risk and interest rate risk along with sensitivity analysis for financial assets is disclosed in note 5 and 35.

 

24)

OTHER CURRENT ASSETS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Advance to suppliers

 

 

47,530

 

 

 

72,877

 

Prepaid expenses

 

 

2,988

 

 

 

4,228

 

Other assets*

 

 

551

 

 

 

877

 

Total

 

 

51,069

 

 

 

77,982

 

 

* As at March 31, 2022, other assets include amount recoverable of USD 117, which is currently in escrow account (refer note 8 (b)).

 

25)

OTHER NON-CURRENT ASSETS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Prepaid expenses

 

 

33

 

 

 

82

 

Receivable from related party#

 

 

55

 

 

 

53

 

Total

 

 

88

 

 

 

135

 

 

# Loan given to Saaranya Hospitality Technologies Private Limited (equity-accounted investee) (refer note 38).

 

 


66


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

26)

CAPITAL AND RESERVES

 

A. Share Capital and Share Premium

 

 

 

Ordinary Shares

 

 

Class B Shares

 

Particulars

 

Number

 

 

Share

capital

 

 

Share

premium

 

 

Number

 

 

Share

capital

 

 

Share

premium

 

Balance as at April 1, 2020

 

 

63,586,903

 

 

 

32

 

 

 

767,635

 

 

 

39,667,911

 

 

 

20

 

 

 

1,217,920

 

Shares issued during the year on exercise of share based awards

 

 

1,478,172

 

 

 

1

 

 

 

35,642

 

 

 

 

 

 

 

 

 

 

Balance as at March 31, 2021

 

 

65,065,075

 

 

 

33

 

 

 

803,277

 

 

 

39,667,911

 

 

 

20

 

 

 

1,217,920

 

Balance as at April 1, 2021

 

 

65,065,075

 

 

 

33

 

 

 

803,277

 

 

 

39,667,911

 

 

 

20

 

 

 

1,217,920

 

Shares issued during the year on exercise of share based awards

 

 

540,966

 

 

*

 

 

 

13,466

 

 

 

 

 

 

 

 

 

 

Balance as at March 31, 2022

 

 

65,606,041

 

 

 

33

 

 

 

816,743

 

 

 

39,667,911

 

 

 

20

 

 

 

1,217,920

 

 

* less than 1

 

The Company presently has ordinary shares and Class B Convertible Ordinary Shares (“Class B Shares”) with par value of $0.0005 per share. The terms of issue generally provide that the Class B Shares issued to any shareholder will have the same powers and relative participation rights as ordinary shares of the Company and shall vote together with ordinary shares as a single class on all matters on which the Company shareholders are entitled to vote, except as required by applicable law. The Class B Shares will be convertible into an equal number of ordinary shares, which shall be fully paid, non-assessable and free of any preemptive rights, of the Company on demand at the election of the holder, and will be automatically converted into an equal number of ordinary shares upon the transfer of Class B Shares to another party.

 

Mauritian law mandates that any dividends shall be declared out of the distributable profits, after having set off accumulated losses at the beginning of the accounting period and no distribution may be made unless the Group’s board of directors is satisfied that upon the distribution being made (1) the Company is able to pay its debts as they become due in the normal course of business and (2) the value of the Company’s assets is greater than the sum of (a) the value of its liabilities and (b) Company’s stated capital. Should the Company declare and pay any dividends on ordinary shares, such dividends will be paid in USD to each holder of ordinary shares and Class B shares in proportion to the number of shares held to the total ordinary shares and Class B shares outstanding as on that date.

 

In the event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of Class B shares at par with ordinary shares in proportion to the number of shares held to the total ordinary shares (including Class B shares) outstanding as on that date.

 

B. Nature and purpose of reserves

 

i.   Foreign currency translation reserve

 

The translation reserve comprises foreign currency differences arising from the translation of the financial statements of the India, Singapore, Malaysia, Hong Kong, Thailand,  the United Arab Emirates, Peru, Colombia, Indonesia, Vietnam and China subsidiaries, from their respective functional currencies to the Company's presentation currency.

 

ii.  Fair value reserve

 

The fair value reserve comprises the cumulative net change in the fair value of equity investments at FVOCI.

 

67


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

26)

CAPITAL AND RESERVES – (Continued)

 

B. Nature and purpose of reserves – (Continued)

 

iii. Share-based payment reserve

 

Share-based payment reserve comprises the value of equity-settled share based awards provided to employees including key management personnel, as part of their remuneration.

 

iv. Equity component of convertible notes

 

It represents equity component of convertible notes issued during the year ended March 31, 2021.

 

C. Capital management

 

Equity share capital and other equity are considered for the purpose of Group’s capital management. The Group’s objective for capital management is to manage its capital so as to safeguard its ability to continue as a going concern and to support the growth of the Group. The capital structure of the Group is based on management’s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investors, creditors and market confidence. The funding requirements are met through equity, convertible notes and operating cash. The Group’s focus is to keep strong total equity base to ensure independence, security, as well as a high financial flexibility for potential future borrowings, if required without impacting the risk profile of the Group. The Group is not subject to any externally imposed capital requirements.

 

 

27)

LOSS PER SHARE

The following is the reconciliation of the loss attributable to ordinary shareholders (including Class B shareholders) and weighted average number of ordinary shares (including Class B shares) used in the computation of basic and diluted loss per share for the years ended March 31, 2020, 2021 and 2022:

 

 

 

For the year ended March 31

 

Particulars

 

 

2020

 

 

 

2021

 

 

 

2022

 

Loss attributable to ordinary

   shareholders (including Class

   B shareholders)

 

 

(447,781

)

 

 

(55,639

)

 

 

(45,405

)

Weighted average number of ordinary

   shares (including Class B shares)

   outstanding used in computing basic

   loss per share

 

 

105,190,507

 

 

 

106,797,245

 

 

 

108,471,149

 

Weighted average number of ordinary

   shares (including Class B shares)

   outstanding used in computing dilutive loss per share

 

 

105,190,507

 

 

 

106,797,245

 

 

 

108,471,149

 

Loss per share (USD)

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

(4.26

)

 

 

(0.52

)

 

 

(0.42

)

Diluted

 

 

(4.26

)

 

 

(0.52

)

 

 

(0.42

)

 

For the year ended March 31, 2022, 1,430,737 (March 31, 2021: 1,965,251 and March 31, 2020: 2,060,026) employees share based awards, were excluded from the calculation of diluted weighted average number of ordinary shares as their effect would have been anti-dilutive.

 

For the year ended March 31, 2022, 5,934,810 (March 31, 2021: 812,988 and March 31, 2020: Nil) ordinary shares issuable on conversion of convertible notes, were excluded from the calculation of diluted weighted average number of ordinary shares as their effect would have been anti-dilutive.

 

68


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

28)

LOANS AND BORROWINGS

 

This note provides information about the contractual terms of Group’s interest bearing loans and borrowings, which are measured at amortized cost. For more information about the Group’s exposure to interest rate, foreign currency and liquidity risk, refer note 5 and 35.

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Non-current liabilities

 

 

 

 

 

 

 

 

Secured bank loans

 

 

426

 

 

 

955

 

Lease liabilities

 

 

13,616

 

 

 

11,613

 

Convertible notes

 

 

187,574

 

 

 

201,240

 

Non-current portion of loans and

   borrowings

 

 

201,616

 

 

 

213,808

 

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Current liabilities

 

 

 

 

 

 

 

 

Current portion of secured bank loans

 

 

309

 

 

 

437

 

Current portion of lease liabilities

 

 

2,030

 

 

 

2,339

 

Current portion of loans and borrowings

 

 

2,339

 

 

 

2,776

 

 

Convertible Notes

 

 

 

 

 

 

 

 

 

 

As at March 31

 

 

 

2021

 

 

2022

 

Opening balance

 

 

 

 

 

187,574

 

Proceeds from issue of convertible notes

 

 

230,000

 

 

 

 

Issue expenses

 

 

(6,539

)

 

 

 

Net proceeds

 

 

223,461

 

 

 

187,574

 

Amount classified as equity (net of issue expenses USD 1,105) (refer note 17)

 

 

(37,768

)

 

 

 

Interest accrued

 

 

1,881

 

 

 

13,666

 

Closing balance

 

 

187,574

 

 

 

201,240

 

 

On February 9, 2021, the Company issued USD 230,000 principal amount 0.00% convertible senior notes (the "Notes") including USD 30,000 in aggregate principal amount of the Notes issued pursuant to the full exercise of the initial purchasers’ option to purchase additional Notes.

 

The Notes are convertible based upon an initial conversion rate of 25.8035 of the Company’s ordinary shares, par value USD 0.0005 per share (the “ordinary shares”) per USD 1,000 principal amount of Notes (equivalent to a conversion price of approximately USD 38.75 per ordinary share). The Notes will mature on February 15, 2028, unless earlier repurchased, redeemed or converted. The Notes will be convertible into ordinary shares, at the option of the holders, in integral multiples of USD 1,000 principal amount, at any time prior to the close of business on the second business day preceding February 15, 2028. Holders of the Notes have the right to require the Company to repurchase for cash all or part of their Notes on February 15, 2024 and February 15, 2026 (each, a “repurchase date”) at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the relevant repurchase date.

 

The conversion rate will be subject to adjustment upon the occurrence of certain specified events, but will not be adjusted for accrued and unpaid special interest, if any. In addition, in connection with a make-whole fundamental change or following the Company’s delivery of a notice of tax redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Notes “in connection with” such make-whole fundamental change or a notice of tax redemption, as the case may be. Further, the Company may, at its option, redeem the Notes, in whole but not in part, following the occurrence certain tax law changes at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date (unless the redemption date falls after a special interest record date

69


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

28)

LOANS AND BORROWINGS – (Continued)

 

Convertible Notes – (Continued)

 

but on or prior to the special interest payment date to which such special interest record date relates, in which case the Company will instead pay the full amount of accrued and unpaid special interest, if any, to the holder of record as of the close of business on such special interest record date, and the redemption price will be equal to 100% of the principal amount of the Notes to be redeemed).

 

Upon the occurrence of a fundamental change, holders may require the Company to repurchase for cash all or any portion of their Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the fundamental change repurchase date.

 

The Notes are general unsecured obligations of the Company. The Notes rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the Notes, rank equal in right of payment to any of the Company’s unsecured indebtedness that is not so subordinated, are effectively subordinated in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness and are structurally junior to all indebtedness and other liabilities of the Company’s subsidiaries.

 

The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated conversion feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the initial proceeds and recorded as equity component of convertible notes in equity. The resulting discount, together with the allocated issuance costs, are accreted at an effective interest rate of 7.39% over the period from the issuance date to February 15, 2024, the earliest put date of the Notes. The liability component will be accreted up to the principal amount over a remaining period of 1.88 years representing the first date on which the amount could be required to be paid to the Notes holders.

 

Terms and debt repayment schedule of outstanding loans, lease liabilities and convertible notes:

 

 

 

 

 

 

 

 

 

 

 

As at March 31,

2021

 

 

As at March 31,

2022

 

Particulars

 

Currency

 

Interest rate

 

 

Year of

maturity

 

Original

value

 

 

Carrying

amount

 

 

Original

value

 

 

Carrying

amount

 

Secured bank loans

 

INR

 

7%-10%

 

 

2021 - 2027

 

 

1,288

 

 

 

735

 

 

 

2,154

 

 

 

1,392

 

Lease liabilities

 

 

 

10%-11%

 

 

2021 - 2028

 

 

33,118

 

 

 

15,646

 

 

 

33,222

 

 

 

13,952

 

Convertible notes

 

USD

 

7.39%

 

 

2024

 

 

230,000

 

 

 

187,574

 

 

 

230,000

 

 

 

201,240

 

 

The bank loans are secured over motor vehicles with a carrying amount of USD 1,543 as at March 31, 2022 (March 31, 2021: USD 778).

 

The information related to contractual maturities of lease liabilities is disclosed in note 35.

 

Credit facilities

 

The Group has fund based limits with various banks amounting to USD 62,461 as at March 31, 2022 (March 31, 2021: USD 50,750). Additionally, in order to increase Statement of Financial Position flexibility and provide a back-up source of liquidity for any contingencies or investment opportunities, the Group has secured credit and guarantee facilities of USD 70,000 from an affiliate of Group's largest shareholder. As at March 31, 2022 (March 31, 2021: Nil) the Group has drawn Nil against these limits.

 

As at March 31, 2022, the Group has obtained limits of USD 10,670 (March 31, 2021: USD 11,515) for bank guarantees, primarily in favour of International Air Transport Association (“IATA”) and other suppliers from various banks, against any payment default by the Company. Against these limits, the Group has pledged certain term deposits (refer note 23), property, plant and equipment (excluding land, buildinsg, motor vehicles and buildings (right of use)) and trade receivables of USD 51,223 (March 31, 2021: USD 43,580) of various subsidiaries which are availing these limits. As at March 31, 2022 and March 31, 2021, the Parent Company has issued guarantees to a bank in respect of credit facilities granted to MakeMyTrip (India) Private Limited and Ibibo Group Private Limited.

 

70


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

28)

LOANS AND BORROWINGS – (Continued)

 

Reconciliation of movements of liabilities to cash flows arising from financing activities:

 

Changes in cash flows from financing activities

 

 

 

Liabilities

 

 

 

Secured bank loans

 

 

Lease liabilities

 

 

Convertible Notes

 

 

Total

 

Balance as at March 31, 2019

 

 

707

 

 

 

 

 

 

 

 

 

707

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impact due to initial application of IFRS 16

 

 

 

 

 

24,877

 

 

 

 

 

 

24,877

 

Restated balance as at April 1, 2019

 

 

707

 

 

 

24,877

 

 

 

 

 

 

25,584

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from bank loans

 

 

702

 

 

 

 

 

 

 

 

 

702

 

Repayment of bank loans

 

 

(316

)

 

 

 

 

 

 

 

 

(316

)

Acquired though business combination

 

 

9

 

 

 

945

 

 

 

 

 

 

954

 

Additions to lease liabilities

 

 

 

 

 

3,974

 

 

 

 

 

 

3,974

 

Payment of lease liabilities

 

 

 

 

 

(3,481

)

 

 

 

 

 

(3,481

)

Interest accrued

 

 

61

 

 

 

2,731

 

 

 

 

 

 

2,792

 

Interest paid

 

 

(61

)

 

 

(2,731

)

 

 

 

 

 

(2,792

)

Effect of change in foreign exchange rates

 

 

(71

)

 

 

(1,762

)

 

 

 

 

 

(1,833

)

Balance as at March 31, 2020

 

 

1,031

 

 

 

24,553

 

 

 

 

 

 

25,584

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from bank loans

 

 

191

 

 

 

 

 

 

 

 

 

191

 

Repayment of bank loans

 

 

(505

)

 

 

 

 

 

 

 

 

(505

)

Proceeds from issuance of convertible notes (excluding equity component)

 

 

 

 

 

 

 

 

191,127

 

 

 

191,127

 

Direct cost incurred in relation to convertible notes (excluding equity component)

 

 

 

 

 

 

 

 

(5,434

)

 

 

(5,434

)

Additions to lease liabilities

 

 

 

 

 

1,277

 

 

 

 

 

 

1,277

 

Adjustment due to modifications

 

 

 

 

 

(8,564

)

 

 

 

 

 

(8,564

)

Payment of lease liabilities

 

 

 

 

 

(2,045

)

 

 

 

 

 

(2,045

)

Interest accrued

 

 

116

 

 

 

1,867

 

 

 

1,881

 

 

 

3,864

 

Interest paid

 

 

(116

)

 

 

(1,867

)

 

 

 

 

 

(1,983

)

Effect of change in foreign exchange rates

 

 

18

 

 

 

425

 

 

 

 

 

 

443

 

Balance as at March 31, 2021

 

 

735

 

 

 

15,646

 

 

 

187,574

 

 

 

203,955

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from bank loans

 

 

1,169

 

 

 

 

 

 

 

 

 

1,169

 

Repayment of bank loans

 

 

(479

)

 

 

 

 

 

 

 

 

(479

)

Additions to lease liabilities

 

 

 

 

 

1,804

 

 

 

 

 

 

1,804

 

Adjustment due to modifications

 

 

 

 

 

(1,053

)

 

 

 

 

 

(1,053

)

Payment of lease liabilities

 

 

 

 

 

(1,771

)

 

 

 

 

 

(1,771

)

Interest accrued

 

 

78

 

 

 

1,569

 

 

 

13,666

 

 

 

15,313

 

Interest paid

 

 

(78

)

 

 

(1,569

)

 

 

 

 

 

(1,647

)

Effect of change in foreign exchange rates

 

 

(33

)

 

 

(674

)

 

 

 

 

 

(707

)

Balance as at March 31, 2022

 

 

1,392

 

 

 

13,952

 

 

 

201,240

 

 

 

216,584

 

 


71


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

29)

OTHER CURRENT LIABILITIES

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Statutory liabilities

 

 

11,261

 

 

 

16,049

 

Employee related payables

 

 

6,914

 

 

 

6,053

 

Refund due to customers

 

 

49,527

 

 

 

35,970

 

Deferred income

 

 

576

 

 

 

384

 

Other liabilities (related to Hotel Travel Group) (refer note 32)

 

 

 

 

 

8,680

 

Other liabilities (related to business combination) (refer note 7 (b))

 

 

5,473

 

 

 

5,266

 

Total

 

 

73,751

 

 

 

72,402

 

 

30)

OTHER NON-CURRENT LIABILITIES

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Deferred income

 

 

815

 

 

 

407

 

Other liabilities (related to Hotel Travel Group) (refer note 32)

 

 

 

 

 

4,320

 

Other liabilities (related to business combination) (refer note 7 (b))

 

 

9,402

 

 

 

4,809

 

Total

 

 

10,217

 

 

 

9,536

 

 

31)

TRADE AND OTHER PAYABLES

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Trade payables

 

 

23,812

 

 

 

33,518

 

Accrued expenses

 

 

29,769

 

 

 

29,309

 

Total

 

 

53,581

 

 

 

62,827

 

 

The Group's exposure to currency and liquidity risk related to trade and other payables is disclosed in note 5 and 35.

 

32)

PROVISIONS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Provision for litigations

 

 

30,800

 

 

 

 

 

 

 

30,800

 

 

 

 

Movement of provision

 

 

 

 

 

 

 

 

Opening Balance

 

 

30,800

 

 

 

30,800

 

Provided during the year

 

 

 

 

 

8,404

 

Reversed during the year*

 

 

 

 

 

(3,704

)

Utilized during the year*

 

 

 

 

 

(35,500

)

Closing Balance

 

 

30,800

 

 

 

 

 

*The Company had provided for certain arbitral awards amounting to USD 39,204 while continuing to seek legal recourse in its dispute with former shareholders of Hotel Travel Group (HT). On February 15, 2022, the Company and former shareholders of HT have entered into a full and final settlement of all outstanding disputes including withdrawal of all proceedings for a settlement amount of USD 35,500 to be paid to the former shareholders of HT over a period of 18 months ending on September 1, 2023. The excess provision of USD 3,704 has been reversed and the unpaid settlement amount has been reclassified as a financial liability.

 

 

 

72


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

33)

EMPLOYEE BENEFITS

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Net defined benefit liability

 

 

5,849

 

 

 

7,258

 

Other long term employee benefit (liability for

   compensated absences)

 

 

1,630

 

 

 

1,828

 

Total employee benefit liabilities

 

 

7,479

 

 

 

9,086

 

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Present value of unfunded obligation

 

 

5,849

 

 

 

7,258

 

Total

 

 

5,849

 

 

 

7,258

 

 

Defined Benefit Plan

 

The Group’s gratuity scheme for the employees of its Indian subsidiaries [ MakeMyTrip (India) Private Limited (‘MMT India’), Ibibo Group Private Limited (‘Ibibo’), Bitla Software Private Limited (‘Bitla’), Quest 2 Travel.com India Private Limited (‘Q2T’) and TripMoney Fintech Solutions Private Limited (‘TripMoney’)] is a defined benefit plan. The plan in Q2T is funded, whereas plans in MMT India, Ibibo, Bitla and TripMoney are unfunded as at March 31, 2022. Gratuity is paid as a lump sum amount to employees at retirement or termination of employment at an amount based on the respective employee’s eligible salaries and the years of employment with the Group.

 

A. Movement in the net defined benefit liability

 

The following table shows a reconciliation from the opening balances to the closing balances for the net defined liability and its components:

 

Particulars

 

Defined benefit

obligation

 

 

Fair value of plan

assets

 

 

Net defined benefit

liability

 

 

 

As at March 31

 

 

As at March 31

 

 

As at March 31

 

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

2022

 

Balance as at April 1

 

 

5,669

 

 

 

6,490

 

 

 

(835

)

 

 

(641

)

 

 

4,834

 

 

 

5,849

 

Included in profit or loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current service cost

 

 

949

 

 

 

1,083

 

 

 

 

 

 

 

 

 

949

 

 

 

1,083

 

Interest cost (income)

 

 

283

 

 

 

329

 

 

 

(38

)

 

 

(23

)

 

 

245

 

 

 

306

 

 

 

 

1,232

 

 

 

1,412

 

 

 

(38

)

 

 

(23

)

 

 

1,194

 

 

 

1,389

 

Included in other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remeasurement loss (gain) :

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

-Actuarial loss (gain) arising from :

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

-financial assumptions

 

 

(158

)

 

 

(155

)

 

 

 

 

 

 

 

 

(158

)

 

 

(155

)

-experience adjustment

 

 

493

 

 

 

616

 

 

 

 

 

 

 

 

 

493

 

 

 

616

 

-Return on plan assets excluding interest

   income

 

 

 

 

 

 

 

 

(136

)

 

 

(35

)

 

 

(136

)

 

 

(35

)

 

 

 

335

 

 

 

461

 

 

 

(136

)

 

 

(35

)

 

 

199

 

 

 

426

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effects of movement in foreign exchange rates

 

 

125

 

 

 

(231

)

 

 

(15

)

 

 

14

 

 

 

110

 

 

 

(217

)

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contribution by employer

 

 

 

 

 

 

 

 

(2

)

 

 

(2

)

 

 

(2

)

 

 

(2

)

Liquidation of plan assets*

 

 

 

 

 

 

 

 

 

 

 

229

 

 

 

 

 

 

229

 

Benefits paid

 

 

(871

)

 

 

(675

)

 

 

385

 

 

 

259

 

 

 

(486

)

 

 

(416

)

Balance as at March 31

 

 

6,490

 

 

 

7,457

 

 

 

(641

)

 

 

(199

)

 

 

5,849

 

 

 

7,258

 

 

* Note: On March 17, 2022, the Company has surrendered its plan assets held in Ibibo. The surrender value as at the date of the event has been returned to the Company.

73


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

33)

EMPLOYEE BENEFITS – (Continued)

 

A. Movement in the net defined benefit liability – (Continued)

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Present value of defined benefit obligation

 

 

6,490

 

 

 

7,457

 

Less: fair value of plan assets

 

 

(641

)

 

 

(199

)

Net defined benefit liability

 

 

5,849

 

 

 

7,258

 

 

 

 

As at March 31

 

Net defined benefit liability represented by:

 

2021

 

 

2022

 

MMT India

 

 

3,996

 

 

 

4,650

 

Ibibo

 

 

1,463

 

 

 

2,137

 

Bitla

 

 

200

 

 

 

250

 

Q2T

 

 

170

 

 

 

191

 

TripMoney

 

 

20

 

 

 

30

 

 

B. Actuarial assumptions

 

Principal actuarial assumptions are given below:

 

 

 

As at March 31

Particulars

 

2021

 

2022

Discount rate (per annum)

 

5.40% - 6.20%

 

5.80%-6.70%

Future salary growth (per annum)

 

5.00% - 11.00%

 

5.00%-11.00%

Withdrawal rate

 

10.00% - 25.00%

 

10.00%-25.00%

Retirement age (years)

 

58 - 65

 

58-60

 

Assumptions regarding future mortality rates are based on Indian Assured Lives Mortality (2006-08) (modified) Ultimate as published by Insurance Regulatory and Development Authority (IRDA).

 

The actuarial valuation is carried out half yearly by an independent actuary. The discount rate used for determining the present value of obligation under the defined benefit plan is determined by reference to market yields at the end of the reporting period on Indian Government Bonds. The currency and the term of the government bonds is consistent with the currency and term of the defined benefit obligation.

 

The future salary growth rate takes into account inflation, seniority, promotion and other relevant factors on long-term basis.

 

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

 

C. Sensitivity analysis

 

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

 

Particulars

 

For the year ended

March 31, 2021

 

 

For the year ended

March 31, 2022

 

 

 

Increase

 

 

Decrease

 

 

Increase

 

 

 

 

Decrease

 

Discount rate (1% movement)

 

 

(257

)

 

 

280

 

 

 

(287

)

 

 

 

 

312

 

Future salary growth (1% movement)

 

 

275

 

 

 

(260

)

 

 

307

 

 

 

 

 

(291

)

Withdrawal rates (10% movement)

 

 

(632

)

 

 

1,185

 

 

 

(611

)

 

 

 

 

1,120

 

 


74


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

33)

EMPLOYEE BENEFITS – (Continued)

 

D. Plan assets

 

Plan assets comprise the following:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Funds managed by the insurer

 

 

100

%

 

 

100

%

 

E. Description of plan characteristics

 

The Gratuity scheme is a final salary defined benefit plan that provides for a lump sum payment made on exit either by way of retirement, death, disability or voluntary withdrawal. The benefits are defined on the basis of final salary and the period of service and paid as lump sum at exit.

 

F. Description of plan associated risks

 

1. Interest rate risk : The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

 

2. Salary Inflation risk : Higher than expected increases in salary will increase the defined benefit obligation.

 

3. Demographic risk : This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the financial analysis the retirement benefit of a short career employee typically costs less per year as compared to a long service employee.

 

G. Expected benefit payments for the year ending:

 

 

 

Amount

 

March 31, 2023

 

 

1,501

 

March 31, 2024

 

 

1,589

 

March 31, 2025

 

 

1,522

 

March 31, 2026

 

 

1,496

 

March 31, 2027

 

 

1,595

 

Thereafter

 

 

5,985

 

 

H. The Group expects to pay USD 62 in contributions to its defined benefit plans in the next annual reporting period.

 

I. The weighted average duration of the defined benefit obligation is 4-7 years (March 31, 2021: 4-6 years)

 

34)

SHARE BASED PAYMENT

 

Description of the share based payment arrangements

 

Share Option Programs (Equity-Settled)

 

a)  MakeMyTrip.com Equity Option Plan (MMT ESOP Plan)

 

In 2000, the Group approved a share option programme in Mauritius, named the MakeMyTrip.com Equity Option Plan (“MMT ESOP Plan”). In June 2009, this plan was expanded in order to issue share options to employees of subsidiaries and directors of the Group. The Group replaced certain share options to acquire shares in its Indian subsidiary held by employees at its subsidiaries with options granted under the MMT ESOP Plan. Total options granted under this plan were 2,703,810 during the year ended March 31, 2010. No options were granted during the years ended March 31, 2020, 2021 and 2022, respectively.

 

 

 

 

75


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

34)

SHARE BASED PAYMENT – (Continued)

 

a)  MakeMyTrip.com Equity Option Plan (MMT ESOP Plan) – (Continued)

 

The number and weighted average exercise price of share options under MMT ESOP plan are as follows:

 

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Options

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Options

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Options

 

 

 

For the Year Ended March 31

 

Particulars

 

2020

 

 

2020

 

 

2021

 

 

2021

 

 

2022

 

 

2022

 

Outstanding at beginning of the year

 

 

1.98

 

 

 

17,839

 

 

 

1.98

 

 

 

17,839

 

 

 

1.98

 

 

 

17,839

 

Exercised during the year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.98

 

 

 

(17,839

)

Outstanding at the end of the year

 

 

1.98

 

 

 

17,839

 

 

 

1.98

 

 

 

17,839

 

 

 

 

 

 

 

Exercisable at the end of the year

 

 

1.98

 

 

 

17,839

 

 

 

1.98

 

 

 

17,839

 

 

 

 

 

 

 

 

b)  Share Incentive Plan

 

i) Restricted Share Units (RSUs)

 

In 2010, the Group approved a share incentive plan in Mauritius, named the MakeMyTrip 2010 Share Incentive Plan (“Share Incentive Plan”). During the years ended March 31, 2020, 2021 and 2022, the Group granted restricted share units, or RSUs, under the plan to eligible employees and non-employees. Each restricted share unit represents the right to receive one common share. The fair value of each restricted share unit is the market price of one common share of the Group on the date of grant.

 

Terms and Conditions of the RSUs

 

The terms and conditions relating to the RSUs grants under this Share Incentive Plan are given below:

 

Grant details

 

Number of

instruments

 

 

Vesting

conditions

 

Contractual

life of RSUs

RSUs granted during the year ended March 31, 2020

 

 

1,334,759

 

 

Refer notes

 

4 – 8 years

RSUs granted during the year ended March 31, 2021

 

 

1,478,191

 

 

Refer notes

 

4 – 8 years

RSUs granted during the year ended March 31, 2022

 

 

2,413,442

 

 

Refer notes

 

4 – 9 years

 

Notes:

 

Of the RSUs granted during the year ended March 31, 2022:

 

- 2,529 (March 31, 2021: 205,872 and March 31, 2020: 846,044) RSUs have graded vesting over 4 years: 10% on the expiry of 12 months from the grant date, 20% on the expiry of 24 months from the grant date, 30% on the expiry of 36 months from the grant date, 40% on the expiry of 48 months from the grant date.

- 1,072,635 (March 31, 2021: 484,152 and March 31, 2020: 305,131) RSUs have graded vesting over 4 years: 25% on the expiry of 12 months from the grant date, 25% on the expiry of 24 months from the grant date, 25% on the expiry of 36 months from the grant date, 25% on the expiry of 48 months from the grant date.

- 564,541 (March 31, 2021: Nil and March 31, 2020: Nil) RSUs have graded vesting over  5 years: 20% on the expiry of 12 months from the grant date, 20% on the expiry of 24 months from the grant date, 20% on the expiry of 36 months from the grant date, 20% on the expiry of 48 months from the grant date, 20% on the expiry of 60 months from the grant date.

- Nil (March 31, 2021: 251,750 and March 31, 2020: Nil) RSUs have graded vesting over 2 years: 25% on the expiry of 6 months from the grant date, 25% on the expiry of 12 months from the grant date, 25% on the expiry of 18 months from the grant date, 25% on the expiry of 24 months from the grant date.

- Nil (March 31, 2021: 209,611 and March 31, 2020: Nil) RSUs have graded vesting over 1 year: 25% on the expiry of 3 months from the grant date, 25% on the expiry of 6 months from the grant date, 25% on the expiry of 9 months from the grant date, 25% on the expiry of 12 months from the grant date.

76


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

34)

SHARE BASED PAYMENT – (Continued)

 

b)  Share Incentive Plan – (Continued)

 

i) Restricted Share Units (RSUs) – (Continued)

 

Terms and Conditions of the Share Incentive Plan – (Continued)

 

Notes – (Continued)

 

-Nil (March 31, 2021: Nil and March 31, 2020: 180,714) RSUs have 100% vesting on September 30, 2022, Nil (March 31, 2021: 325,444 and March 31, 2020: 2,098) RSUs have 100% vesting on September 30, 2023, 547,060 (March 31, 2021: 779 and March

31, 2020: Nil) RSUs have 100% vesting on September 30, 2024 and 225,816 (March 31, 2021: Nil and March 31, 2020: Nil) RSUs have 100% vesting on September 30, 2026. Further, the Group's estimate of the number of shares to be issued is adjusted upward or downward based upon the probability of achievement of the factors like Group performance (revenue, profit and gross merchandise value) of next three financial years and service condition. Maximum shares the employees are eligible to receive under this scheme are 150% of the total RSUs granted.

- 861 (March 31, 2021: 583 and March 31, 2020: 772) RSUs were fully vested on the grant date.

- These RSUs can be exercised within a period of 48 months from the date of vesting or within a period of 6 months from the date of termination of employment, whichever is earlier.

 

The number and weighted average exercise price of RSUs under share incentive plan are as follows:

 

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Awards

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Awards

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Awards

 

 

 

For the Year Ended March 31

 

Particulars

 

2020

 

 

2020

 

 

2021

 

 

2021

 

 

2022

 

 

2022

 

Outstanding at beginning of the year

 

 

0.0005

 

 

 

5,734,826

 

 

 

0.0005

 

 

 

6,437,422

 

 

 

0.0005

 

 

 

5,979,731

 

Granted during the year

 

 

0.0005

 

 

 

1,334,759

 

 

 

0.0005

 

 

 

1,478,191

 

 

 

0.0005

 

 

 

2,413,442

 

Forfeited and expired during the year

 

 

0.0005

 

 

 

(319,399

)

 

 

0.0005

 

 

 

(470,810

)

 

 

0.0005

 

 

 

(424,405

)

Exercised during the year

 

 

0.0005

 

 

 

(312,764

)

 

 

0.0005

 

 

 

(1,465,072

)

 

 

0.0005

 

 

 

(523,127

)

Outstanding at the end of the year

 

 

0.0005

 

 

 

6,437,422

 

 

 

0.0005

 

 

 

5,979,731

 

 

 

0.0005

 

 

 

7,445,641

 

Exercisable at the end of the year

 

 

0.0005

 

 

 

2,812,252

 

 

 

0.0005

 

 

 

3,328,012

 

 

 

0.0005

 

 

 

3,869,396

 

 

The grant date fair value of RSUs granted during the year is in the range of USD 24.16 to USD 32.97 (March 31, 2021: USD 13.34 to USD 30.92 and March 31, 2020: USD 22.43 to USD 27.60).

 

The RSUs outstanding at March 31, 2022 have an exercise price per share of USD 0.0005 (March 31, 2021: USD 0.0005 and March 31, 2020: USD 0.0005) and a weighted average contractual life of 4.3 years (March 31, 2021: 4.2 years and March 31, 2020: 4.6 years).

 

During the year ended March 31, 2022, share based payment expense recognized under personnel expenses (refer note 13) amounted to USD 32,921 (March 31, 2021: USD 28,141 and March 31, 2020: USD 36,388) and under legal and professional expenses (refer note 14) amounted to Nil (March 31, 2021: Nil and March 31, 2020: 144) for the RSUs granted under the share incentive plan.

77


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

34)

SHARE BASED PAYMENT – (Continued)

 

ii) Employee Stock Options (ESOPs)

 

In 2010, the Group approved a share incentive plan in Mauritius, named the MakeMyTrip 2010 Share Incentive Plan (“Share Incentive Plan”). During the year ended March 31, 2020, the Group granted ESOPs, under the plan to eligible employees. Each ESOP represents the right to receive one hundred common equity shares of the Group.

 

Terms and Conditions of the ESOPs

 

The terms and conditions relating to the ESOPs grants under this Share Incentive Plan are given below:

 

Grant details

 

Number of

instruments

 

 

Vesting

conditions

 

Contractual

life of ESOPs

ESOPs granted during the year ended March 31, 2020

 

 

21,588

 

 

Refer notes

 

4 – 7 years

 

Notes:

 

Of the ESOPs granted during the year ended March 31, 2020:

- 21,588 ESOPs have graded vesting over 3 years: one third on the expiry of 12 months from the grant date, one thirds on the expiry of 24 months from the grant date, one third on the expiry of 36 months from the grant date.

- These ESOPs can be exercised within a period of 48 months from the date of vesting or within a period of 6 months from the date of termination of employment, whichever is earlier.

 

The number and weighted average exercise price of ESOPs under share incentive plan are as follows:

 

 

 

Weighted

Average

Exercise

Price per

ESOP (USD)

 

 

Number

of

Awards

 

 

Weighted

Average

Exercise

Price per

ESOP (USD)

 

 

Number

of

Awards

 

 

Weighted

Average

Exercise

Price per

ESOP (USD)

 

 

Number

of

Awards

 

 

 

For the Year Ended March 31

 

Particulars

 

2020

 

 

2020

 

 

2021

 

 

2021

 

 

2022

 

 

2022

 

Outstanding at beginning of the year

 

 

 

 

 

 

 

 

2,229

 

 

 

21,588

 

 

 

2,229

 

 

 

19,489

 

Granted during the year

 

 

2,229

 

 

 

21,588

 

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited and expired during the year

 

 

2,229

 

 

 

 

 

 

2,229

 

 

 

(1,968

)

 

 

2,229

 

 

 

 

Exercised during the year

 

 

2,229

 

 

 

 

 

 

2,229

 

 

 

(131

)

 

 

2,229

 

 

 

 

Outstanding at the end of the year

 

 

2,229

 

 

 

21,588

 

 

 

2,229

 

 

 

19,489

 

 

 

2,229

 

 

 

19,489

 

Exercisable at the end of the year

 

 

 

 

 

 

 

 

2,229

 

 

 

6,409

 

 

 

2,229

 

 

 

12,949

 

 

The ESOPs outstanding at March 31, 2022 have an exercise price per option of USD 2,229 (March 31, 2021: USD 2,229 and March 31, 2020: USD 2,229) and a weighted average contractual life of 3.4 years (March 31, 2021: 4.5 years and March 31, 2020: 5.5 years).

 

During the year ended March 31, 2022, share based payment expense recognized under personnel expenses (refer note 13) amounted to USD 3,724 (March 31, 2021: USD 7,448 and March 31, 2020: USD 5,099) for the ESOPs granted under the share incentive plan.

 

Inputs for Measurement of Grant Date Fair Values of ESOPs

 

 

 

For the Year Ended March 31

 

Fair value of ESOP and assumptions

 

2020

 

Share price at grant date (USD)

 

 

2,302

 

Fair value at grant date (USD)

 

722 - 1,014

 

Exercise price (USD)

 

 

2,229

 

Expected volatility

 

43.8% - 49.0%

 

Expected term

 

3-5 years

 

Expected dividends

 

 

 

Risk-free interest rate

 

 

1.5

%

 

78


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

34)

SHARE BASED PAYMENT – (Continued)

 

c)  Bona Vita Employees Stock Option Plan 2016

 

In 2016, one of the Group’s subsidiary approved a share incentive plan in India, named the Bona Vita Employees Stock Option Plan 2016 (“Bona Vita ESOP Plan”). During the years ended March 31, 2020, 2021 and 2022, respectively, no employee stock options or ESOPs, were granted to employees. Each ESOP represents the right to receive one common share of the subsidiary.

 

ESOPs had graded vesting over 4 years from the grant date with first vesting date after one year from the grant date. The contractual life of the ESOPs granted under this plan was 10 years from the vesting date.

 

The number and weighted average exercise price of employee stock options under the Bona Vita ESOP Plan are as follows:

 

 

 

Weighted

Average

Exercise

Price per

share (USD)

 

 

Number

of

Awards

 

 

 

For the Year Ended March 31

 

Particulars

 

2020

 

 

2020

 

Outstanding at beginning of the year

 

 

0.0154

 

 

 

13,664

 

Forfeited and expired during the year

 

 

0.0141

 

 

 

(9,117

)

Exercised during the year

 

 

0.0141

 

 

 

(4,547

)

Outstanding at the end of the year

 

 

 

 

 

 

Exercisable at the end of the year

 

 

 

 

 

 

 

During the year ended March 31, 2020, plan had been closed and all related liabilities had been settled with the employees.

 

During the years ended March 31, 2020, 2021 and 2022 share based payment expense recognized under personnel expenses (refer note 13) amounted to Nil for the ESOPs granted under the Bona Vita ESOP plan.

 

35)

FINANCIAL INSTRUMENTS

 

Credit Risk

 

Exposure to Credit Risk

 

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Trade and other receivables

 

 

27,331

 

 

 

39,623

 

Receivable from related party

 

 

55

 

 

 

53

 

Term deposits

 

 

154,868

 

 

 

264,185

 

Cash and cash equivalents (except cash in hand)

 

 

295,001

 

 

 

213,259

 

Total

 

 

477,255

 

 

 

517,120

 

 

The cash and cash equivalents and term deposits are mainly held with banks, which are rated AA+, A+, AAA, A, A-, AA-, BBB+ BB+, BBB-, based on rating agency Fitch ratings. The Group considers that its cash and cash equivalents and term deposits have low credit risk based on the external credit ratings of the counterparties.

 

79


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Credit Risk – (Continued)

 

The maximum exposure to credit risk for trade and other receivables at the reporting date by geographic region was:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

India

 

 

23,571

 

 

 

34,185

 

Thailand

 

 

1,324

 

 

 

1,190

 

Malaysia

 

 

157

 

 

 

138

 

Singapore

 

 

188

 

 

 

370

 

Others

 

 

2,091

 

 

 

3,740

 

Total

 

 

27,331

 

 

 

39,623

 

 

The maximum exposure to credit risk for trade and other receivables at the reporting date by type of counterparty was:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Airlines

 

 

6,239

 

 

 

10,081

 

Retail customers

 

 

117

 

 

 

307

 

Corporate customers

 

 

10,757

 

 

 

14,905

 

Deposit with hotels and others

 

 

5,900

 

 

 

6,516

 

Others

 

 

4,318

 

 

 

7,814

 

Total

 

 

27,331

 

 

 

39,623

 

 

Impairment Losses

 

The Group uses a provision matrix to compute the expected credit loss allowance for trade and other receivables. The provision matrix takes into account available external and internal credit risk factors such as credit default and the Group's historical experience for customers.

 

The age of trade and other receivables at the reporting date was:

 

 

 

As at March 31

 

 

 

2021

 

 

2022

 

Particulars

 

Gross

 

 

Impairment

 

 

Gross

 

 

Impairment

 

Not past due

 

 

11,937

 

 

 

 

 

 

19,827

 

 

 

 

Past due 0-30 days

 

 

7,600

 

 

 

 

 

 

11,407

 

 

 

 

Past due 30-120 days

 

 

4,704

 

 

 

 

 

 

5,564

 

 

 

 

More than 120 days

 

 

5,571

 

 

 

2,481

 

 

 

5,637

 

 

 

2,812

 

Total

 

 

29,812

 

 

 

2,481

 

 

 

42,435

 

 

 

2,812

 

 

The movement in the allowance for impairment in respect of trade and other receivables during the year was as follows:

 

 

 

For the year ended

March 31

 

Particulars

 

2021

 

 

2022

 

Balance at the beginning of the year

 

 

2,893

 

 

 

2,481

 

Allowance for impairment

 

 

358

 

 

 

904

 

Amounts written off against the allowance

 

 

(908

)

 

 

(493

)

Effects of movement in exchange rate

 

 

138

 

 

 

(80

)

Balance at the end of the year

 

 

2,481

 

 

 

2,812

 

 

80


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Credit Risk – (Continued)

 

Allowance for impairment mainly represents amounts due from airlines and retail customers. Based on historical experience, the Group believes that no impairment allowance is necessary, apart from above, in respect of trade and other receivables.

 

Liquidity risk

 

The balanced view of liquidity and financial indebtedness (excluding lease liabilities) is stated in the table below:

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Cash and cash equivalents

 

 

295,066

 

 

 

213,283

 

Term deposits

 

 

154,868

 

 

 

264,185

 

Loans and borrowings

 

 

(188,309

)

 

 

(202,632

)

Net cash position

 

 

261,625

 

 

 

274,836

 

 

The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements:

As at March 31, 2021

 

Non-derivative financial liabilities (including hybrid financial liabilities)

 

Carrying

amount

 

 

Contractual

cash flows*

 

 

6 months

or less

 

 

6 -12

months

 

 

1 -2

years

 

 

2 -5

years

 

 

More than

5 years

 

Convertible notes

 

 

187,574

 

 

 

(230,000

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(230,000

)

 

 

-

 

Lease liabilities

 

 

15,646

 

 

 

(21,956

)

 

 

(1,745

)

 

 

(1,798

)

 

 

(3,636

)

 

 

(8,318

)

 

 

(6,459

)

Secured bank loans

 

 

735

 

 

 

(824

)

 

 

(186

)

 

 

(174

)

 

 

(258

)

 

 

(206

)

 

 

 

Trade and other payables

 

 

53,581

 

 

 

(53,581

)

 

 

(53,581

)

 

 

 

 

 

 

 

 

 

 

 

 

Other liabilities (related to business combination)

 

 

14,875

 

 

 

(17,055

)

 

 

(5,685

)

 

 

 

 

 

(5,685

)

 

 

(5,685

)

 

 

 

Refund due to customers

 

 

49,527

 

 

 

(49,527

)

 

 

(49,527

)

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

321,938

 

 

 

(372,943

)

 

 

(110,724

)

 

 

(1,972

)

 

 

(9,579

)

 

 

(244,209

)

 

 

(6,459

)

As at March 31, 2022

 

Non-derivative financial liabilities (including hybrid financial liabilities)

 

Carrying

amount

 

 

Contractual

cash flows*

 

 

6 months

or less

 

 

6 -12

months

 

 

1 -2

years

 

 

2 -5

years

 

 

More than

5 years

 

Convertible notes

 

 

201,240

 

 

 

(230,000

)

 

 

 

 

 

 

 

 

(230,000

)

 

 

-

 

 

 

 

Lease liabilities

 

 

13,952

 

 

 

(18,847

)

 

 

(1,953

)

 

 

(1,706

)

 

 

(3,058

)

 

 

(8,269

)

 

 

(3,861

)

Secured bank loans

 

 

1,392

 

 

 

(1,590

)

 

 

(278

)

 

 

(249

)

 

 

(444

)

 

 

(619

)

 

 

 

Trade and other payables

 

 

62,827

 

 

 

(62,827

)

 

 

(62,827

)

 

 

 

 

 

 

 

 

 

 

 

 

Other liabilities (related to business combination)

 

 

10,075

 

 

 

(11,025

)

 

 

(5,513

)

 

 

 

 

 

(5,512

)

 

 

 

 

 

 

Other liabilities (related to Hotel Travel Group)

 

 

13,000

 

 

 

(13,000

)

 

 

(4,360

)

 

 

(4,320

)

 

 

(4,320

)

 

 

 

 

 

 

Refund due to customers

 

 

35,970

 

 

 

(35,970

)

 

 

(35,970

)

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

338,456

 

 

 

(373,259

)

 

 

(110,901

)

 

 

(6,275

)

 

 

(243,334

)

 

 

(8,888

)

 

 

(3,861

)

 

Notes: * Represents undiscounted cash flows of interest and principal

81


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Currency Risk

 

Exposure to Currency Risk

 

The Group is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales and purchase of services are denominated and the respective functional currencies of Group companies. The functional currencies of Group companies are primarily the INR and USD. The currencies in which these transactions are primarily denominated are INR and USD.

 

The Group’s exposure to foreign currency risk was based on the following amounts as at the reporting dates (in equivalent USD):

 

Between USD and INR

 

 

 

As at March 31

 

Particulars

 

2021

 

 

2022

 

Trade and other receivables

 

 

956

 

 

 

1,288

 

Trade and other payables

 

 

(210,884

)

 

 

(277,577

)

Cash and cash equivalents

 

 

136

 

 

 

 

Net exposure

 

 

(209,792

)

 

 

(276,289

)

 

The following significant exchange rates applied during the year:

 

 

 

Average exchange rate per unit

 

 

Reporting date rate per unit

 

 

 

Financial Year

 

 

As at March 31

 

USD

 

2020-21

 

2021-22

 

 

2021

 

2022

 

INR 1

 

0.0135

 

 

0.0134

 

 

0.0136

 

 

0.0132

 

 

Sensitivity Analysis

 

Any change in the exchange rate of USD against currencies other than INR is not expected to have significant impact on the Group’s profit or loss. Accordingly, a 10% appreciation of the USD as indicated below, against the INR would have increased loss by the amounts shown below. This analysis is based on foreign currency exchange rate variances that the Group considered to be reasonably possible at the end of the reporting period. The analysis assumes that all other variables remain constant.

 

 

 

For the year ended

March 31

 

Particulars

 

2021

 

 

2022

 

10% strengthening of USD against INR

 

 

(19,072

)

 

 

(25,117

)

 

A 10% depreciation of the USD against INR, would have had the equal but opposite effect on the above currency to the amounts shown above, on the basis that all other variables remain constant.

 

 

82


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Interest Rate Risk

 

The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

 

The Group does not have any variable rate interest bearing financial instruments, hence there is no risk relating to change in interest rates.

 

Fair values

 

Fair Values versus Carrying Amounts

 

The fair values of financial assets and liabilities, together with the carrying amounts shown in the statement of financial position, are as follows:

 

 

 

As at March 31, 2021

 

 

As at March 31, 2022

 

 

 

Carrying amount

 

 

Fair value

 

 

Carrying amount

 

 

Fair value

 

Financial assets measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other investments - equity securities  (FVOCI)

 

 

5,409

 

 

 

5,409

 

 

 

452

 

 

 

452

 

Other investments - equity securities (FVTPL)

 

 

-

 

 

 

-

 

 

 

3,412

 

 

 

3,412

 

Other investments - other securities (FVTPL)

 

 

-

 

 

 

-

 

 

 

68

 

 

 

68

 

 

 

 

5,409

 

 

 

5,409

 

 

 

3,932

 

 

 

3,932

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets not measured at fair value

(Amortised cost)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade and other receivables

 

 

27,331

 

 

 

27,331

 

 

 

39,623

 

 

 

39,623

 

Term deposits

 

 

154,868

 

 

 

154,868

 

 

 

264,185

 

 

 

264,185

 

Cash and cash equivalents

 

 

295,066

 

 

 

295,066

 

 

 

213,283

 

 

 

213,283

 

Receivable from related party

 

 

55

 

 

 

55

 

 

 

53

 

 

 

53

 

Other investments - other securities

 

 

99

 

 

 

99

 

 

 

99

 

 

 

99

 

 

 

 

477,419

 

 

 

477,419

 

 

 

517,243

 

 

 

517,243

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities measured at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other liabilities (related to business combination)

 

 

14,875

 

 

 

14,875

 

 

 

10,075

 

 

 

10,075

 

 

 

 

14,875

 

 

 

14,875

 

 

 

10,075

 

 

 

10,075

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities not measured at fair value (amortised cost)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured bank loans

 

 

735

 

 

 

735

 

 

 

1,392

 

 

 

1,392

 

Trade and other payable

 

 

53,581

 

 

 

53,581

 

 

 

62,827

 

 

 

62,827

 

Refund due to customers

 

 

49,527

 

 

 

49,527

 

 

 

35,970

 

 

 

35,970

 

Other liabilities (related to Hotel Travel Group)

 

 

-

 

 

 

-

 

 

 

13,000

 

 

 

13,000

 

Convertible notes

 

 

187,574

 

 

 

187,574

 

 

 

201,240

 

 

 

198,009

 

 

 

 

291,417

 

 

 

291,417

 

 

 

314,429

 

 

 

311,198

 

 

 

The fair value measurements of financial assets and liabilities reported above have been categorized as Level 1 and Level 3 fair values based on the inputs to the valuation techniques used.

 

Fair value of trade and other receivables, term deposits, cash and cash equivalents, receivable from related party, other liabilities (related to Hotel Travel Group), trade and other payables, and refund due to customers reasonably approximates to its carrying amount.

 

The fair value of convertible notes is determined using discounted cash flows. The valuation model considers the present value of expected payments, discounted using a risk-adjusted discount rate.

83


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Fair value hierarchy

 

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

 

• 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 asset or liability that are not based on observable market data (unobservable inputs).

 

 

 

As at March 31, 2021

 

Particulars

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Other investments (equity securities-FVOCI)

 

 

 

 

 

 

 

 

5,409

 

 

 

5,409

 

Total Assets

 

 

 

 

 

 

 

 

5,409

 

 

 

5,409

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other liabilities (related to business combination)

 

 

 

 

 

 

 

 

14,875

 

 

 

14,875

 

Total Liabilities

 

 

 

 

 

 

 

 

14,875

 

 

 

14,875

 

 

 

 

As at March 31, 2022

 

Particulars

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Other investments - equity securities (FVOCI)

 

 

 

 

 

 

 

 

452

 

 

 

452

 

Other investments - equity securities (FVTPL)

 

 

 

 

 

 

 

 

3,412

 

 

 

3,412

 

Other investments - other securities (FVTPL)

 

 

68

 

 

 

 

 

 

 

 

 

68

 

Total Assets

 

 

68

 

 

 

 

 

 

3,864

 

 

 

3,932

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other liabilities (related to business combination)

 

 

 

 

 

 

 

 

10,075

 

 

 

10,075

 

Total Liabilities

 

 

 

 

 

 

 

 

10,075

 

 

 

10,075

 

 

There were no transfers between Level 1, Level 2 and Level 3 during the year.

 

The following tables shows a reconciliation from the beginning balances to the ending balances for fair value measurement in Level 3 of the fair value hierarchy:

 

 

 

As at March 31, 2021

 

Particulars

 

Other

liabilities

(related to

business

combination)

 

 

Other

investments (equity securities-FVOCI)

 

Opening balances

 

 

14,921

 

 

 

3,584

 

Total gains and losses recognized in:

 

 

 

 

 

 

 

 

—profit or loss

 

 

(350

)

 

 

 

—other comprehensive income

 

 

 

 

 

 

 

 

-net change in fair value

 

 

 

 

 

1,825

 

-effect of movements in foreign

   exchange rates

 

 

304

 

 

 

 

Closing balances

 

 

14,875

 

 

 

5,409

 

 

84


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Fair value hierarchy – (Continued)

 

 

 

As at March 31, 2022

 

Particulars

 

Other

liabilities

(related to

business

combination)

 

 

Other

investments (equity securities-FVOCI)

 

 

Other investments (equity securities - FVTPL)

 

Opening balances

 

 

14,875

 

 

 

5,409

 

 

 

 

Acquired during the year (refer note 9)

 

 

 

 

 

 

 

 

3,412

 

Total gains and losses recognized in:

 

 

 

 

 

 

 

 

 

 

 

 

-      profit or loss

 

 

1,181

 

 

 

 

 

 

 

-      other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

-net change in fair value

 

 

 

 

 

33,543

 

 

 

 

-effect of movements in foreign exchange rates

 

 

(368

)

 

 

 

 

 

 

Payment during the period (refer note 7 (b))

 

 

(5,613

)

 

 

 

 

 

 

Proceeds from sale of investment (refer note 9)

 

 

 

 

 

(38,500

)

 

 

 

Closing balances

 

 

10,075

 

 

 

452

 

 

 

3,412

 

 

Valuation Techniques and significant unobservable inputs

 

The following tables show the valuation techniques used in measuring Level 3 fair values as at March 31, 2022 and March 31, 2021, as well as the significant unobservable inputs used.

 

Financial Instruments measured at fair value:

 

Type

 

Valuation technique

 

Significant

unobservable inputs

 

Inter- relationship

between significant

unobservable inputs and

fair value measurement

Other investments - equity securities (FVOCI)

 

March 31, 2021: Discounted cash flows: The valuation model considers the present value of expected free cash flows, discounted using a risk adjusted discount rate.

 

Forecast annual revenue growth rate : March 31, 2021: 4% - 25%

Forecast EBITDA margin:

March 31, 2021: (3%) - 25%

Risk adjusted discount rate: March 31, 2021: 17.0%

 

The estimated fair value would increase (decrease) if :

  - the annual revenue growth rate were higher (lower)

  - the EBITDA margin were higher (lower)

  - the risk adjusted discount rate was lower (higher)

Other investments - equity securities (FVTPL)

 

Price of recent transaction

 

Not applicable

 

Not applicable

Other liabilities (related to business combination)

 

Discounted cash flows: The valuation model considers the present value of the expected future payments, discounted using a risk-adjusted discount rate.

 

Expected cash flows: USD 11,025 (March 31, 2021: USD 17,054)

Risk-adjusted discount rate: 10.2% (March 31, 2021: 10.2% )

 

The estimated fair value would increase (decrease) if:

– the expected cash flows were higher (lower);

– the risk-adjusted discount rate were lower (higher).

 

85


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

35)

FINANCIAL INSTRUMENTS – (Continued)

 

Valuation Techniques and significant unobservable inputs – (Continued)

 

Financial instruments not measured at fair value:

 

Type

 

Valuation technique

 

Significant unobservable inputs

Other financial assets and liabilities*

 

Discounted cash flows

 

Not applicable

 

Notes: *Other financial assets include trade and other receivables, term deposits, cash and cash equivalents, receivable from related party and other investments-other securities. Other financial liabilities include secured bank loans, trade and other payables, refund due to customers, convertible notes and lease liabilities.

 

Sensitivity Analysis

 

Other investments - equity securities (FVOCI)

 

For the fair values of other investments-equity securities, reasonably possible changes of 100 basis points at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects:

 

 

 

For the year ended

March 31, 2021

 

 

 

Other Comprehensive Income

 

 

 

Increase

 

 

 

 

Decrease

 

Annual revenue growth rate

 

 

424

 

 

 

 

 

(414

)

EBITDA Margin

 

 

265

 

 

 

 

 

(265

)

Risk adjusted discount rate

 

 

(419

)

 

 

 

 

492

 

 

Other liabilities (related to business combination)

 

For the fair values of other liabilities related to business combination, reasonably possible changes of 100 basis points at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects:

 

 

 

For the year ended

March 31, 2021

 

 

For the year ended

March 31, 2022

 

 

 

Profit or loss

 

 

Profit or loss

 

 

 

Increase

 

 

Decrease

 

 

Increase

 

 

Decrease

 

Risk adjusted discount rate

 

 

179

 

 

 

(185

)

 

 

77

 

 

 

(79

)

 

Impact of COVID-19 pandemic

 

Financial assets of USD 477,620 as at March 31, 2022 (March 31, 2021: USD 450,088), carried at amortised cost is in the form of cash and cash equivalents, term deposits with bank, other investments - other securities and receivable from related party where the Group has assessed the counterparty credit risk. Trade and other receivables of USD 39,623 as at March 31, 2022 (March 31, 2021: USD 27,331), forms a significant part of the financial assets carried at amortised cost which is valued considering provision for allowance using expected credit loss method. In addition to the historical pattern of credit loss, management have considered the likelihood of increased credit risk and consequential default considering emerging situations due to the COVID-19 pandemic. This assessment is not based on any mathematical model but an assessment considering the nature of counterparty, impact immediately seen in the demand outlook of these counterparties and the financial strength of the counterparties in respect of whom amounts are receivable.

 

36)

CAPITAL COMMITMENTS

 

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) aggregate to USD 914 as at March 31, 2022 (March 31, 2021: USD 77).

 

 

 

 

 

 

86


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

37)

LEASES

 

Leases as lessee

 

The Group leases property taken for offices. The lease typically runs for a period of 1-12 years. Some leases also include common area maintenance charges along with monthly rentals.

 

Information about leases for which the Group is a lessee is presented below:

 

i) Right-of-use assets

 

The Group presents right-of-use assets that do not meet the definition of investment property in 'property, plant and equipment', the same line item as it presents underlying assets of the same nature that it owns (refer note 18).

 

 

 

As at March 31

 

 

 

2021

 

 

2022

 

Opening balance

 

 

23,330

 

 

 

14,038

 

Additions to right-of-use assets

 

 

1,275

 

 

 

1,891

 

Derecognition of right-of-use assets

 

 

(6,625

)

 

 

(876

)

Depreciation charged during the year

 

 

(4,333

)

 

 

(3,064

)

Effect of movements in foreign exchange rates

 

 

391

 

 

 

(371

)

Closing Balance

 

 

14,038

 

 

 

11,618

 

 

ii) Amounts recognised in consolidated statement of profit or loss and other comprehensive income

 

 

 

For the year ended March 31

 

 

 

2020

 

 

2021

 

 

2022

 

Interest on lease liabilities (refer note 16)

 

 

2,731

 

 

 

1,867

 

 

 

1,569

 

Depreciation on right-of-use assets (refer note 18)

 

 

5,284

 

 

 

4,333

 

 

 

3,064

 

 

iii) Amounts recognised in statement of cash flows

 

 

 

For the year ended March 31

 

 

 

2020

 

 

2021

 

 

2022

 

Total cash outflows for leases (principal + interest)

 

 

6,212

 

 

 

3,912

 

 

 

3,340

 

 

iv) Extension option

 

Some property leases contain extension options exercisable by the Group for 3-5 years after the end of the non-cancellable contract period. Where practicable, the Group seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable only by the Group and not by the lessors. The Group assesses at lease commencement date whether it is reasonably certain to exercise the extension options. The Group reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant changes in circumstances within its control.

 

Impact of COVID-19 pandemic

 

The Group had adopted amendment in IFRS 16 related to COVID 19 – Related Rent Concession which provide lessees with an exemption from assessing whether a COVID-19-related rent concession is a lease modification. It requires lessees that apply the exemption to account for COVID-19-related rent concessions as if they were not lease modifications. Lessees need to disclose that fact and need to apply the exemption retrospectively in accordance with IAS 8, but they do not require to restate prior period numbers. The practical expedient is available only for lease payments originally due up to June 2022, the Group has applied this practical expedient to all those rent concessions that meet the conditions prescribed in the said amendment. Accordingly, the Group has reversed lease liabilities with a corresponding recognition of income in the Consolidated Statement of Profit or Loss and Other Comprehensive Income of USD 240 for the year ended March 31, 2022 (March 31, 2021: USD 911).

 

 

 

 

 

 

87


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

38)

RELATED PARTIES

 

Related parties and nature of related party relationships:

 

Nature of relationship

 

Name of related parties

Key management personnel

 

Deep Kalra

Key management personnel

 

Rajesh Magow

Key management personnel

 

Mohit Kabra

Key management personnel

 

Aditya Tim Guleri

Key management personnel

 

James Jianzhang Liang#

Key management personnel

 

Paul Laurence Halpin#^

Key management personnel

 

Jane Jie Sun# (from August 30, 2019)

Key management personnel

 

Cindy Xiaofan Wang# (from August 30, 2019)

Key management personnel

 

Xing Xiong# (from August 30, 2019)

Key management personnel

 

Xiangrong Li (from September 6, 2019)

Key management personnel

 

Vivek Narayan Gour (upto September 6, 2019)

Key management personnel

 

Patrick Luke Kolek* (upto August 30, 2019)

Key management personnel

 

Charles St Leger Searle* (upto August 30, 2019)

Key management personnel

 

Aileen O’Toole* (upto August 30, 2019)

Entity providing key management personnel services

 

IQ EQ Corporate Services (Mauritius) Limited

Entities having significant influence over the Company

and its subsidiaries

 

Naspers Limited and its subsidiaries (upto August 30, 2019)

Entities having significant influence over the Company

and its subsidiaries

 

Trip.com Group Limited and its subsidiaries (from August 30, 2019)

Equity-accounted investee

 

Simplotel Technologies Private Limited

Equity-accounted investee

 

Saaranya Hospitality Technologies Private Limited

Equity-accounted investee

 

Pasajebus SpA (from May 7, 2019)

Equity-accounted investee

 

Inspirock, Inc. (upto October 19, 2021)

Equity-accounted investee and its subsidiaries

 

HolidayIQ Pte. Ltd and its subsidiaries (upto January 10, 2020)

 

Notes:# nominees of Trip.com Group Limited (Trip.com)

^ Paul Laurence Halpin, who was formerly a nominee of MIH Internet SEA Pte. Ltd. (MIH) (subsidiary of Naspers Limited), continues to serve on the board of directors of the Group as a nominee of Trip.com with effect from August 30, 2019.

* nominees of MIH

 

(A) Transactions with key management personnel:

 

Key management personnel compensation comprised**:

 

 

 

For the year ended March 31

 

Particulars

 

2020

 

 

2021

 

 

2022

 

Short-term employee benefits

 

 

2,287

 

 

 

1,961

 

 

 

2,351

 

Contribution to defined contribution plan

 

 

184

 

 

 

21

 

 

 

30

 

Share based payment

 

 

19,804

 

 

 

16,767

 

 

 

16,930

 

Legal and professional

 

 

77

 

 

 

38

 

 

 

84

 

Total

 

 

22,352

 

 

 

18,787

 

 

 

19,395

 

 

Note: ** Cost related to defined benefit liability and liability for compensated absences has not been considered, since the provisions are based on actuarial valuations for the Group’s entities as a whole.

 

 

88


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

38)

RELATED PARTIES – (Continued)

 

(A) Transactions with key management personnel – (Continued):

 

 

 

As at March 31

 

Balance Outstanding

 

2021

 

 

2022

 

Employee related payables

 

 

1,207

 

 

 

746

 

Accrued expenses

 

 

34

 

 

 

75

 

 

(B) Transactions with entity providing key management personnel services:

 

 

 

For the year ended March 31

 

Transactions

 

2020

 

 

2021

 

 

2022

 

Key management personnel services

 

 

4

 

 

 

5

 

 

 

7

 

Consultancy services

 

 

28

 

 

 

13

 

 

 

16

 

 

(C) Transactions with entity having significant influence over the Company and its subsidiaries:

 

a) Naspers Limited and its subsidiaries

 

The Company collects payment from end customers through subsidiaries of Naspers Limited which are online payment service providers. In this arrangement, payment of Nil  (March 31, 2021: Nil and March 31, 2020: USD 402,242)  was collected by these entities on behalf of the Company and such amounts were remitted to the Company within a predefined time period. Further, service fee of Nil (March 31, 2021: Nil and March 31, 2020: USD 5,070) was charged by these entities for rendering these services to the Company, which is recognised under payment gateway charges (refer note 14).

 

b) Trip.com and its subsidiaries

 

 

 

For the year ended March 31

 

Transactions

 

2020

 

 

2021

 

 

2022

 

Sale (refund) of air ticketing^

 

 

1,241

 

 

 

(14

)

 

 

211

 

Purchase (refund) of air ticketing^

 

 

21,610

 

 

 

(659

)

 

 

475

 

Sale of hotels and packages^

 

 

7,734

 

 

 

425

 

 

 

1,204

 

Purchase of hotels and packages^

 

 

6,451

 

 

 

647

 

 

 

3,015

 

Commission received

 

 

190

 

 

 

11

 

 

 

23

 

Commission paid

 

 

1,087

 

 

 

61

 

 

 

149

 

Other operating expenses

 

 

1,556

 

 

 

284

 

 

 

306

 

Advance given

 

 

 

 

 

 

 

 

1,074

 

Advance given received back

 

 

 

 

 

 

 

 

1,074

 

 

^represents gross amount booked/charged for the air ticketing and hotels and packages transactions.

 

 

 

As at March 31

 

Balance Outstanding

 

2021

 

 

2022

 

Trade and other receivables

 

 

62

 

 

 

345

 

Trade payables

 

 

489

 

 

 

373

 

Advance to vendor

 

 

 

 

 

21

 

 

89


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

38)

RELATED PARTIES – (Continued)

 

(D) Transactions with equity-accounted investees and its subsidiaries

 

a) Saaranya Hospitality Technologies Private Limited

 

 

 

For the year ended March 31

 

Transactions

 

2020

 

 

2021

 

 

2022

 

Loan given

 

 

 

 

 

55

 

 

 

 

Interest income

 

 

 

 

 

3

 

 

 

3

 

 

 

 

As at March 31

 

Balance Outstanding

 

2021

 

 

2022

 

Loan outstanding

 

 

55

 

 

 

53

 

Interest accrued

 

 

 

 

*

 

 

* less than 1

 

b) PasajeBus SpA

 

In May 2019, the Group has acquired approximately 20.5% equity stake in PasajeBus Spa, by exercising its right which was acquired as a part of business combination.

 

 

 

For the year ended March 31

 

Transactions

 

2020

 

 

2021

 

 

2022

 

Ancillary revenue

 

 

110

 

 

 

81

 

 

 

114

 

 

 

 

As at March 31

 

Balance Outstanding

 

2021

 

 

2022

 

Trade receivables

 

 

22

 

 

 

19

 

 

c) Inspirock, Inc.

 

In April 2015, the Company had acquired approximately 20.6% ownership interest at a cost of USD 1,945 in Inspirock, which owned and operated www.inspirock.com, an online planning tool for completely customizable itineraries. The investment had been classified as investment in equity-accounted investee in the financial statements.

 

In October 2021, Inspirock, with the requisite consent of its shareholders (including the Company), was acquired by Klarna Holding Plc. As a result of this transaction, the Company has received a net consideration of USD 3,865 (net of expenses: USD 24), partly in form of cash of USD 453 (including amount of USD 117 held in escrow account, refer note 24) and USD 3,412 in form of equity shares of Klarna Holding Plc, in lieu of its shareholding in Inspirock. As a result, Inspirock has ceased to be an associate of the Company and accordingly, the equity method accounting has been discontinued and the investment in Klarna Holding Plc, is now being carried and accounted for as an equity investment at FVTPL under IFRS 9 ‘Financial Instruments’. The Company has recognised a gain of USD 2,251 in the statement of profit or loss and other comprehensive income, on account of discontinuation of equity method of accounting on disposal of this investment. The carrying amount of this equity accounted investee as on the date of transaction was USD 1,638.

 

(D) Transactions with equity-accounted investees and its subsidiaries - (Continued):

 

d) HolidayIQ Pte. Ltd and its subsidiaries

 

 

 

For the year ended March 31

 

Transactions

 

2020

 

 

2021

 

 

2022

 

Revenue from air ticketing

 

 

6

 

 

 

 

 

 

 

Services received

 

 

11

 

 

 

 

 

 

 

 

During the year ended March 31, 2020, the Group has sold its entire stake in HolidayIQ Pte. Ltd. for total consideration of USD 700.

 

90


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

38)

RELATED PARTIES – (Continued)

 

(E) Terms & conditions

 

All outstanding balances with these related parties are to be settled in cash. None of the balances is secured. No expense has been recognised in the current year or prior year for bad or doubtful debts in respect of amounts owed by related parties.

 

39)

LIST OF MATERIAL SUBSIDIARIES

 

S. No.

 

Name of entity

 

Place of Incorporation

 

Ownership

interest as at

March 31,

2021

 

 

Ownership

interest as at

March 31,

2022

 

1

 

MakeMyTrip Inc.

 

Delaware, USA

 

 

100

%

 

 

100

%

2

 

MakeMyTrip (India) Private Limited

 

India

 

 

100

%

 

 

100

%

3

 

Ibibo Group Holdings (Singapore)

   Pte. Ltd.

 

Singapore

 

 

100

%

 

 

100

%

4

 

Ibibo Group Private Limited

 

India

 

 

100

%

 

 

100

%

5

 

Bitla Software Private Limited

 

India

 

 

100

%

 

 

100

%

 

40)

ACQUISITION OF NON-CONTROLLING INTEREST

 

In May 2019, the Group acquired an additional 27.6% equity interest in Empresa Digital Peruana SAC increasing its ownership from 72.4% to 100% for a cash consideration of USD 3,178. The transaction has resulted in increase in accumulated deficit of USD 3,178 forming part of equity attributable to owners of the Company.

 

41)

CONTINGENCIES

 

On February 28, 2019, a judgement of the Supreme Court of India interpreting certain statutory defined contribution obligations of employees and employers altered historical understandings of such obligations, extending them to cover additional portions of the employee’s income. However, the judgement isn’t explicit if such interpretation may have retrospective application resulting in increased contribution for past and future years for certain India based employees of the Company. The Company has been legally advised that there are numerous interpretative challenges on the retrospective application of the judgment which results in impracticability in estimation of and timing of payment and amount involved. As a result of lack of implementation guidance and interpretative challenges involved, and also in view of certain stakeholders’ request to re-evaluate the pronouncement itself, the Company is unable to reliably estimate the amount involved. Accordingly, the Company shall re-evaluate the amount of provision, if any, on obtaining further clarity on the matter.

 

42)

CODE ON SOCIAL SECURITY, 2020

 

The Parliament of India has approved the Code on Social Security, 2020 which would impact the contributions by the Group towards defined benefit liability. The effective date from which the changes are applicable is yet to be notified and the rules are yet to be framed. The Group will carry out an evaluation of the impact and record the same in the financial statements in the period in which the Code becomes effective and the related rules are published.

 

43)

SUBSEQUENT EVENT

 

On April 5, 2022, the Group through one of its Indian subsidiaries, acquired majority stake in Book My Forex Private Limited, a leading online foreign currency exchange service provider in India. This investment will help the Group in enhancing the foreign exchange options provided particularly to its outbound travelling customers. This business acquisition was executed by entering into a Share Purchase Agreement (‘SPA’) for a cash consideration of USD 7,711. The Group is in the process of completing the business combination accounting with respect to this acquisition in line with the transaction documents.

 

 

91


MAKEMYTRIP LIMITED

Year ended March 31, 2022

 

Notes to the Consolidated Financial Statements – (Continued)

(Amounts in USD thousands, except per share data and share count)

 

 

44)

QUARTERLY FINANCIAL DATA (UNAUDITED)

 

(source: condensed consolidated interim financial statements)

 

 

 

For the three months ended

 

 

Year

Ended

 

 

 

June 30,

2021

 

 

September 30, 2021

 

 

December 31, 2021

 

 

March 31, 2022

 

 

March 31, 2022

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

 

14,711

 

 

 

21,304

 

 

 

27,369

 

 

 

25,328

 

 

 

88,712

 

Hotels and packages

 

 

11,374

 

 

 

33,513

 

 

 

67,248

 

 

 

45,132

 

 

 

157,267

 

Bus ticketing

 

 

4,197

 

 

 

8,386

 

 

 

14,673

 

 

 

12,640

 

 

 

39,896

 

Other revenue

 

 

2,551

 

 

 

4,276

 

 

 

5,733

 

 

 

5,487

 

 

 

18,047

 

Total revenue

 

 

32,833

 

 

 

67,479

 

 

 

115,023

 

 

 

88,587

 

 

 

303,922

 

Other income

 

 

337

 

 

 

383

 

 

 

2,562

 

 

 

208

 

 

 

3,490

 

Service cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Procurement cost of

   hotels and packages

   services

 

 

1,967

 

 

 

7,939

 

 

 

28,990

 

 

 

15,864

 

 

 

54,760

 

Other cost of providing

   services

 

 

441

 

 

 

843

 

 

 

1,450

 

 

 

1,256

 

 

 

3,990

 

Personnel expenses

 

 

26,457

 

 

 

29,790

 

 

 

30,388

 

 

 

30,289

 

 

 

116,924

 

Marketing and sales

   promotion expenses

 

 

5,147

 

 

 

11,593

 

 

 

22,231

 

 

 

12,062

 

 

 

51,033

 

Other operating expenses

 

 

11,272

 

 

 

18,318

 

 

 

32,972

 

 

 

19,013

 

 

 

81,575

 

Depreciation, amortization and impairment

 

 

7,401

 

 

 

7,371

 

 

 

7,766

 

 

 

6,958

 

 

 

29,496

 

Result from operating

   activities

 

 

(19,515

)

 

 

(7,992

)

 

 

(6,212

)

 

 

3,353

 

 

 

(30,366

)

Loss before tax

 

 

(24,996

)

 

 

(8,590

)

 

 

(9,588

)

 

 

(3,500

)

 

 

(46,674

)

Loss for the period

 

 

(24,453

)

 

 

(8,023

)

 

 

(9,035

)

 

 

(4,056

)

 

 

(45,567

)

 

 

For the three months ended

 

 

Year

Ended

 

 

 

June 30,

2020

 

 

September 30, 2020

 

 

December 31, 2020

 

 

March 31, 2021

 

 

March 31, 2021

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

 

3,756

 

 

 

10,873

 

 

 

18,168

 

 

 

24,216

 

 

 

57,013

 

Hotels and packages

 

 

1,121

 

 

 

4,388

 

 

 

24,405

 

 

 

38,062

 

 

 

67,976

 

Bus ticketing

 

 

338

 

 

 

2,652

 

 

 

10,096

 

 

 

11,809

 

 

 

24,895

 

Other revenue

 

 

1,146

 

 

 

3,139

 

 

 

4,137

 

 

 

5,134

 

 

 

13,556

 

Total revenue

 

 

6,361

 

 

 

21,052

 

 

 

56,806

 

 

 

79,221

 

 

 

163,440

 

Other income

 

 

1,360

 

 

 

416

 

 

 

479

 

 

 

1,417

 

 

 

3,672

 

Service cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Procurement cost of

   hotels and packages

   services

 

 

237

 

 

 

397

 

 

 

6,167

 

 

 

12,345

 

 

 

19,146

 

Other cost of providing

   services

 

 

97

 

 

 

313

 

 

 

1,172

 

 

 

1,580

 

 

 

3,162

 

Personnel expenses

 

 

24,980

 

 

 

25,356

 

 

 

26,579

 

 

 

28,746

 

 

 

105,661

 

Marketing and sales

   promotion expenses

 

 

884

 

 

 

2,294

 

 

 

7,795

 

 

 

11,768

 

 

 

22,741

 

Other operating expenses

 

 

7,627

 

 

 

10,308

 

 

 

15,020

 

 

 

18,120

 

 

 

51,075

 

Depreciation and amortization

 

 

8,483

 

 

 

8,870

 

 

 

7,895

 

 

 

7,762

 

 

 

33,010

 

Result from operating

   activities

 

 

(34,587

)

 

 

(26,070

)

 

 

(7,343

)

 

 

317

 

 

 

(67,683

)

Loss before tax

 

 

(34,704

)

 

 

(21,309

)

 

 

(3,569

)

 

 

(967

)

 

 

(60,549

)

Profit (loss) for the period

 

 

(34,570

)

 

 

(21,177

)

 

 

(3,496

)

 

 

3,201

 

 

 

(56,042

)

 

92