Le Travenues Technology Ltd

Dear Members,

Your directors have the pleasure of presenting their eighteenth report on the business and operations of Le Travenues Technology Limited (the "Company" / "ixigo") together with the audited financial statements for the financial year ended March 31, 2024.

1. Financial Results

The standalone and consolidated financial highlights of your Company's operations are summarised below:

(Rs. in million)

Consolidated Accounts

• Total income during FY 2023-24 increased to Rs. 6,650.91 million as against Rs. 5,175.73 million during FY 2022-23, a growth of 28.50%.

• Profit after tax is Rs. 730.61 million during the year 2023-24 as compared to profit after tax of Rs. 233.96 million during the year 2022-23.

Standalone Accounts

• Total income during 2023-24 increased to Rs. 6,619.45 million as against Rs. 5,174.28 million during 2022-23, a growth of 27.93%.

• Profit after tax is 539.78 million during the year 2023-24 as compared to Profit after tax of Rs. 242.19 million during the year 2022-23.

3. Appropriation and Reserves Dividend

With a view to reinvesting the profits of the business, the board of directors of your Company (the "Board") does not recommend any dividend on equity shares of the Company for the year ended March 31, 2024.

Reserves

Your directors have not proposed transferring any amount to reserves for the financial year 2023-24.

4. Subsidiaries, Joint Ventures, and Associates of the Company

During the year under review, the Company has the following subsidiaries and associates company:

During the year under review, your Company does not have any joint venture company.

A statement containing salient features, performance, and financial position of each of the subsidiaries for the financial year ended March 31, 2024, is attached in the prescribed Form AOC-1 as Annexure - 1 and forms part of this report.

The entire set of subsidiaries' financials are available for inspection at the registered office of the Company in accordance with the requirements of the Companies Act, 2013.

5. Consolidated Financial Statements

The consolidated financial statements of the Company prepared as per the applicable accounting standard consolidating the Company's accounts with its subsidiaries and associates will form part of the annual report.

6. Revision of Financial Statement

There was no revision of the financial statements for the year under review.

7. Changes in the capital structure

During the year under review, there was no change in the authorised, subscribed, and paid-up share capital of the Company except the following:

a) Increase and reclassification of the authorised share capital of the Company

Pursuant to the Scheme of Amalgamation approved by Hon'ble National Company Law Tribunal, Chandigarh Bench on January 04, 2024, erstwhile subsidiary, Confirm Ticket Online Solutions Private Limited amalgamated with your Company, whereby the authorised share capital of Confirm Ticket Online Solutions Private Limited was consolidated with your Company, Clause V of the Memorandum of Association was amended to reflect a reclassification and increase of authorised share capital from Rs. 500,000,000 divided into 500,000,000 Equity Shares of Rs. 1 each to Rs. 501,700,000 divided into 501,600,000 Equity Shares of Rs. 1 each and 10,000 Preference Shares of Rs. 10 each.

b) Allotment of shares upon exercise of options granted under the employee's stock option schemes

During the year under review, your Company has seven employees stock option schemes namely Le Travenues Technology - Employees Stock Option Scheme 2009 ("ESOS 2009"); Le Travenues Technology - Employees Stock Option Scheme 2012 ("ESOS 2012"); Le Travenues Technology

- Employees Stock Option Scheme 2013 ("ESOS 2013"); Le Travenues Technology - Employees Stock Option Scheme 2016 ("ESOS 2016"), Le Travenues Technology - Employees Stock Option Scheme 2020 ("ESOS 2020"), Le Travenues Technology

- Employees Stock Option Scheme 2021 ("ESOS 2021") and Le Travenues Technology - Employees Stock Option Scheme 2024 ("ESOS 2024") (hereinafter collectively referred to in this report as "Prevailing ESOS") and your directors have allotted the following equity shares on the following dates as set out below, consequent upon exercise of vested options granted under the Prevailing ESOS:

* Exercise Price Rs. 0.50/- per share, Issue Price Rs. 1/- per share by utilising the Securities Premium Account of Rs. 0.50/- per share

Subsequent to the close of the financial year, your directors have allotted the following equity shares on the following dates as set out below, consequent upon exercise of vested options granted under the Prevailing ESOS:

c) Initial Public Offer

At the extraordinary general meeting of the Company held on January 24, 2024, the shareholders approved the special resolution for raising capital through an initial public offering. Subsequently, the Company filed the draft red herring prospectus ("DRHP") dated February 14, 2024, with the Securities and Exchange Board of India ("SEBI"). The Company was in the process of Initial Public Offering during the financial year 2023-24 and subsequently filed the Prospectus to the Registrar of Companies, NCT of Delhi and Haryana on June 12, 2024. The initial public offer was for 79,580,899 equity shares of face value of Rs. 1 each of the Company for cash at a price of Rs. 93.00 per equity share (the "Offer Price") aggregating to Rs. 7,401.02 million (the "Offer") comprising a fresh issue of 12,903,225 equity shares aggregating to Rs. 1,200.00 million (the "Fresh Issue") and an offer for sale of up to 66,677,674 equity shares aggregating to Rs. 6,201.02 million (the "Offer For Sale"). The equity shares of the Company were listed on BSE Limited and National Stock Exchange of India Limited on June 18, 2024 and consequently the Company become a listed public company effective June 18, 2024.

8. Public Deposits

During the financial year under review, your Company has not accepted or renewed any deposit falling within the purview of the provisions of Sections 73 and 74 of the Companies Act, 2013 (the "Act") read with the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, the requirement for furnishing details of deposits that are not in compliance with Chapter V of the Act is not applicable.

9. Amendment / Alteration of the Memorandum of Association and Articles of Association of the Company

During the year under review, the Memorandum of Association of the Company was amended twice. The first amendment was approved at the Seventeenth Annual General Meeting held on September 29, 2023, wherein sub-clause 49 was added after subclause 48 in Clause III, Part (b) regarding matters necessary for the furtherance of the objects specified in Clause III (a). This addition specifically empowered the Company to borrow funds as part of its objects.

Subsequently, following the approval of the Scheme of Amalgamation of our erstwhile subsidiary, Confirm Ticket Online Solutions Private Limited ("ConfirmTkt"), with the Company by the Hon'ble National Company Law Tribunal, Chandigarh Bench on January 04, 2024, the authorised share capital of ConfirmTkt was consolidated with that of the Company. Consequently, Clause V of the Memorandum of Association was amended to reflect a reclassification and increase in the authorised share capital of the Company from H500,000,000, divided into 500,000,000 Equity Shares of H1 each, to H501,700,000, divided into 501,600,000 Equity Shares of H1 each and 10,000 Preference Shares of H10 each.

10. Disclosures under Section 134(3)(l) of the Companies Act, 2013

Except as disclosed elsewhere in this report, no material changes and commitments that could affect the Company's financial position have occurred between the end of the financial year of the Company and the date of this report.

11. Disclosure of internal financial controls

The internal financial controls with reference to financial statements as designed and implemented by the Company are adequate. As per the report issued by the statutory auditors with respect to the standalone financial statements on Internal Financial Controls of the Company under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act, 2013, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial statements and such internal financial controls with reference to Standalone financial statements were operating effectively as at March 31, 2024, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

With respect to the consolidated financial statements, the report issued by the statutory auditors provides that, the Group, and its associates, which are companies incorporated in India, have, maintained in all material respects, adequate internal financial controls with reference to consolidated financial statements and such internal financial controls with reference to consolidated financial statements were operating effectively as at March 31, 2024, based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

12. Particulars of contracts or arrangements made with related parties

Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC - 2, have been furnished in Annexure - 2 which forms part of this report.

13. Particulars of loans, guarantees, and investments

During the financial year under review, the Company made investments in securities. Particulars of loans, guarantees, and investments covered under Section 186 of the Companies Act, 2013 read with the Companies (Meeting of Board and its Powers) Rules, 2014 as of March 31, 2024, are set out in the financial statements and are included herein by reference and forms part of this report.

14. Disclosure under Section 43(a)(ii) of the Companies Act, 2013

During the financial year under review, the Company has not issued any shares with differential voting rights, and hence no information as per provisions of Section 43(a)(ii) of the Companies Act, 2013 read with applicable rules is required to be furnished.

15. Disclosure under Section 54(1)(d) of the Companies Act, 2013

During the financial year under review, the Company has not issued any sweat equity shares, and hence no information as per the provisions of Section 54(1)(d) of the Companies Act, 2013 read with applicable rules is required to be furnished.

16. Disclosure relating to Employee Stock Option Scheme

The Board at its meeting held on December 22, 2023, and the shareholders at the extraordinary general meeting of the Company held on January 24, 2024 approved Le Travenues Technology - Employee Stock Option Scheme 2024 ("ESOS 2024").

The Prevailing ESOS are in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. There are no material changes in the Prevailing ESOS during the year under review.

The details relating to Prevailing ESOS in compliance with the provisions of Section 62(1 )(b) of the Companies Act, 2013 read with Clause (9) of Rule 12 of the Companies (Share Capital and Debentures) Rules, 2014 and Regulation 14 read with Part F of Schedule I of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is available on the website of the Company at https://www.ixigo.com/about/investor-relations/.

17. Management Discussion And Analysis

Pursuant to Regulation 34(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the Management Discussion and Analysis Report for the financial year under review is included herein by reference and is part of the Annual Report.

18. Corporate Governance Report

The Corporate Governance Report as stipulated under Regulation 34(3) read with Schedule V of SEBI Listing Regulations is included herein by reference and is part of the Annual Report. The requisite certificate from DPV & Associates LLP, Company Secretaries and Secretarial Auditors of the Company, on compliance with the requirements of Corporate Governance is included herein by reference and is part of the Annual Report.

19. Disclosure under Section 197(12) of the Companies Act, 2013

During the year under review your Company was an unlisted public company, hence the disclosure requirements under Section 197(12) of the Companies Act, 2013 are not applicable.

II. Operational performance

We are a technology company focused on empowering Indian travelers to plan, book, and manage their trips across rail, air, buses, and hotels. We assist travelers in making smarter travel decisions by leveraging artificial intelligence, machine learning, and data science-led innovations on our OTA platforms, comprising our websites and mobile applications. Our vision is to become the most customer-centric travel company, by offering the best customer experience to our users. Our focus on travel utility and customer experience for travelers in the 'next billion users' segment is driven by technology, cost-efficiency, and our culture of innovation. Our OTA platforms allow travelers to book train tickets, flight tickets, bus tickets, hotels, and cabs, while providing travel utility tools and services developed using in-house proprietary algorithms and crowd-sourced information, including train PNR status and confirmation predictions, train seat availability alerts, train running status updates and delay predictions, flight status updates, bus running status, pricing and availability alerts, deal discovery, destination content, personalised recommendations, instant fare alerts for flights and automated customer support services.

We endeavour that our OTA platforms are able to build significant user adoption and engagement by offering convenience, utility, and value-added customer-centric solutions for travel-related issues.

During the financial year ended March 31, 2024, ixigo has significantly reinforced its market position, serving over 480 million annual active users across its diverse portfolio, including ixigo, ConfirmTkt, and AbhiBus. With a strategic focus on capturing the next billion users, particularly in Tier 2 and Tier 3 cities, ixigo has emerged as a comprehensive travel solution provider, demonstrating high customer engagement and robust loyalty. The Company's dedication to innovation, a customer-centric approach, and strategic acquisitions have positioned it well for sustained growth in India's burgeoning online travel market.

Key operational highlights include a substantial Gross Transaction Value (GTV) of Rs.102,825.49 billion for the year, underpinned by diversified revenue streams across train, flight, bus, and hotel bookings, alongside ancillary services. The train segment, bolstered by the ConfirmTkt acquisition, generated a GTV of ^55,685.30 million and a revenue of Rs.3,703.70 million. The flight segment, showing remarkable growth with a 77% year-over-year increase, achieved a GTV of ^35,269.99 million and revenue of Rs.1,463.96 million. The bus segment, enhanced by the integration of AbhiBus, recorded a GTV of Rs.11,748.11 million and revenue of Rs.1,317.79 million. Hotel bookings and ancillary services, though nascent, are expanding rapidly, contributing to overall revenue growth through innovative technology and AI-driven services.

ixigo's commitment to leveraging artificial intelligence and machine learning underscores its operational efficiency, offering a seamless, integrated travel booking experience across its platforms. The Company's strategic focus on technology and user-centric services positions it as a leading player in the online travel market, poised for continued success and growth.

For a further detailed analysis of the operational performance of your Company, please refer to the standalone and consolidated financial statements of the Company forming part of the Annual Report.

1. Directors

As on March 31, 2024, the Board comprised of 9 (Nine) Directors including 1 (One) Woman Director.

During the year under review, the following changes took place on the Board:

On July 13, 2023, subject to the approval of the shareholders at the upcoming annual general meeting of the Company, the Board approved the re-designation of Mr. Frederic Lalonde (DIN: 00739136) as Non-Executive Director of the Company.

At the seventeenth annual general meeting of the Company held on September 29, 2023, the members approved the re-designation of Mr. Frederic Lalonde (DIN: 00739136) as Non-Executive Director of the Company effective July 13, 2023 and re-appointed Mr. Ravi Chandra Adusumalli (DIN: 00253613) as Director on the Board, who was liable to retire by rotation and offered himself for re-appointment.

On December 11, 2023, Mr. Ravi Chandra Adusumalli (DIN: 00253613) submitted his resignation from the office of Nominee Director nominated by SAIF Partners India IV Limited. The Board at its meeting held on December 22, 2023 appreciated the contributions made by him during his tenure as the Director of the Company and had taken on record his resignation.

On January 29, 2024, the Board approved the change in the title of Mr. Rajnish Kumar (DIN: 02834454) as Director & Group Co-CEO of the Company.

Subsequent to the close of the financial year, the Nomination and Remuneration Committee, based on the performance evaluation of each non-executive independent director and recognising the substantial contributions made by them during their tenure, determined that their continued association would be beneficial to the Company. Consequently, the Committee recommended their reappointment to the Board.

At its meeting held on July 04, 2024, the Board approved the reappointment of Mr. Arun Seth (DIN: 00204434) as a non-executive independent director of the Company for a second term of three years or until he attains the age of 75 years, whichever is earlier, subject to shareholder approval at the upcoming annual general meeting. Mr. Seth was initially appointed as a non-executive independent director on July 29, 2021, for a term of three years.

The Board also approved the reappointment of Mr. Mahendra Pratap Mall (DIN: 02316235) as a non-executive independent director of the Company for a second term of three years or until he attains the age of 75 years, whichever is earlier, subject to shareholder approval at the upcoming annual general meeting. Mr. Mall was initially appointed as a non-executive independent director on July 29, 2021, for a term of three years.

Similarly, the Board approved the reappointment of Mr. Rahul Pandit (DIN: 00003036) as a non-executive independent director of the Company for a second term of three years or until he attains the age of 75 years, whichever is earlier, subject to shareholder approval at the upcoming annual general meeting. Mr. Pandit was initially appointed as a non-executive independent director on July 29, 2021, for a term of three years.

The Board further approved the reappointment of Mr. Rajesh Sawhney (DIN: 01519511) as a non-executive independent director of the Company for a second term of three years or until he attains the age of 75 years, whichever is earlier, subject to shareholder approval at the upcoming annual general meeting. Mr. Sawhney was initially appointed as a non-executive independent director on July 29, 2021, for a term of three years.

Additionally, the Board approved the reappointment of Ms. Shuba Rao Mayya (DIN: 08193276) as a non-executive independent director of the Company for a second term of three years or until she attains the age of 75 years, whichever is earlier, subject to shareholder approval at the upcoming annual general meeting. Ms. Mayya was initially appointed as a non-executive independent director on July 29, 2021, for a term of three years.

Mr. Shailesh Lakhani, non-executive director of the Company, is liable to retire by rotation at the upcoming annual general meeting, has offered himself for reappointment. The Board, having reviewed his performance and contributions to the Company, recommends that the shareholders approve his reappointment.

None of the directors of the Company are disqualified as per the provisions of Section 164(2) of the Companies Act, 2013.

2. Declaration by Independent Directors

Your Board has received declarations from all Independent Directors confirming that they meet the criteria of independence as laid down under Section 149 of the Companies Act, 2013. During the year under review, there has been no change in the circumstances affecting their status as Independent Directors of your Company.

3. Annual evaluation of the performance of the Board, its Committees, and individual directors

As required under Section 178(2) of the Companies Act, 2013 and under Schedule IV to the Companies Act, 2013 on Code of Conduct for Independent Directors, a comprehensive exercise for evaluation of the performances of (a) the Board as a whole, (b) Chairman of the Board, (c) Individual Directors, both Independent and NonIndependent, and (d) for each of the Board Committees separately has been carried by your Company as per the evaluation criteria formulated by the Nomination and Remuneration Committee and approved by the Board and based on guidelines given in Schedule IV to the Companies Act, 2013. The exercise was carried out through questionnaires which were sent directly to the Board members on a confidential basis.

In view of the size and nature of business of the Company, the evaluation methodology adopted is, in the opinion of the Board, sufficient, appropriate and is found to be in compliance with the applicable laws.

4. Key Managerial Personnel

During the year under review, the following changes took place in the office of key managerial persons of the Company as defined under the Companies Act, 2013.

a) Mr. Rahul Gautam resigned from the office of Group Chief Financial Officer effective December 22, 2023; and

b) Mr. Saurabh Devendra Singh was appointed as Group Chief Financial Officer effective December 23, 2023.

Based on the recommendation of the Nomination and Remuneration Committee, the Board at its meeting held on January 29, 2024, identified Mr. Kotha Dinesh Kumar, Chief Executive Officer, ixigo trains and ConfirmTkt and Mr. Sripad Vaidya, Chief Operating Officer, ixigo trains and ConfirmTkt, as Key Management Personnel in addition to the Key Management Personnel as per the Companies Act, 2013 for compliance with the requirements of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended.

Subsequent to the close of the financial year, the Board at its meeting held on June 13, 2024, further identified Mr. Kotha Dinesh Kumar, Chief Executive Officer, ixigo trains and ConfirmTkt and Mr. Sripad Vaidya, Chief Operating Officer, ixigo trains and ConfirmTkt, as Key Managerial Personnel under sub clause (v) of Sub Section (51) of Section 2 of the Companies Act, 2013 in addition to the other Key Managerial Personnels for the purpose of compliance and disclosures under various regulations prescribed by the Securities and Exchange Board of India, as amended.

1. Board Meetings

During the financial year under review, the Board met six times in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder on the following dates with the necessary quorum being present at all the meetings.

1. April 24, 2023

2. July 13, 2023

3. October 27, 2023

4. December 22, 2023

5. January 29, 2024

6. February 12, 2024

Following are the number of Board meetings attended by each director:

*Resigned effective December 11,2023

2. Directors' Responsibility Statement

Pursuant to Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013, the Board, based on representations received from the management and the processes involving the Company's statutory and internal audit functions, and to the best of its knowledge, ability and due inquiry, confirms that:

i. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

ii. applicable accounting policies have been selected and applied consistently in order to form views/make judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of the affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

iii. proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 is taken for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. annual accounts have been prepared on a going concern basis;

v. internal financial controls to be followed by the Company have been laid down and such internal financial controls are adequate and were operating effectively; and

vi. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

3. Committees of the Board

During the year under review, the Board has the following committees of its directors:

a) Audit Committee;

b) Nomination and Remuneration Committee;

c) Stakeholders' Relationship Committee;

d) Risk Management Committee;

e) Corporate Social Responsibility Committee;

f) IPO Committee; and

g) Banking & Finance Committee.

The above committees were re-constituted / constituted during the year with the approval of the Board. The details of the reconstitution, constitution, composition, terms of reference, number of committee meetings held during the year under review and attendance of the committee members at each meeting are set out in the Corporate Governance Report which in included herein by reference and forms part of the Annual Report.

4. Succession Planning

The Nomination and Remuneration Committee works with the Board on the leadership succession plan to ensure orderly succession in appointments to the Board and in the senior management. The

Company strives to maintain an appropriate balance of skills and experience, within the organisation and the Board, in an endeavor to introduce new perspectives, whilst maintaining experience and continuity.

(A) Vigil Mechanism Policy for the Directors and Employees

For the year under review, your Company was not covered within the threshold limits set out under Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 read with Section 177(9) of the Companies Act, 2013.

However, voluntarily the Company has a vigil mechanism in place for reporting genuine concerns or grievances by employees/directors. The vigil mechanism provides adequate safeguards against victimization to any employees and/or directors who use the mechanism to report their concerns or grievances and also provides for direct access to the Chairperson of the Audit Committee, in exceptional cases.

During the year under review, the Company has not received any complaints under the Vigil Mechanism.

(B) Policy on Directors' Appointment and Remuneration

Your Company had adopted 'Le Travenues Technology Limited - Nomination and Remuneration Policy' in compliance with Section 178 of the Companies Act, 2013 and other applicable laws, for the identification, selection, and appointment of Directors, Key Managerial Personnel (KMPs), and Senior Management of your Company. The Policy lays down the process and parameters for the appointment and remuneration of the KMPs and other senior management personnel and the criteria for determining qualifications, the highest level of personal and professional ethics, positive attributes, financial literacy, and independence of a Director. The Policy is available on the Investor Relations section of ixigo's website at https:// www.ixigo.com/about/investor-relations/

(C) Corporate Social Responsibility Policy

The Corporate Social Responsibility Policy approved by the Board is available on the Investor Relations section of ixigo's website at https://www.ixigo.com/about/investor-relations/ As per the audited financial statements, the Company doesn't have average net profits during the three immediately preceding financial years, requiring the Company to spend at least two percent thereof in compliance with the provisions of sub section (5) of Section 135 of the Companies Act, 2013. Based on the availability of profits, the Corporate Social Responsibility Committee will consider taking certain corporate social responsibility initiatives in compliance with the Company's CSR Policy and applicable laws.

(D) Risk Management Policy

Your Company has put in place a Risk Management Policy based on the guiding principles of identifying, assessing, and mitigating risks. It is an integral part of decision-making for your Company and is dynamic, undergoing continuous improvement. The Risk Management process involves setting objectives, identifying key risks (including identification of elements of risk, if any, which in the opinion of the Board may threaten the existence of the Company) on an ongoing basis, developing a mitigation action plan, and monitoring.

1. Statutory Auditors

S. R. Batliboi & Associates LLP, Chartered Accountants, (ICAI Firm Registration No. 101049W/E300004) was appointed as statutory auditors of your Company at the Fourteenth Annual General Meeting held on Thursday, December 31, 2020, for a term of five consecutive years from the conclusion of the Fourteenth Annual General Meeting till the conclusion of the Nineteenth Annual General Meeting of your Company, in accordance with the provisions of Section 139 of the Act.

2. Statutory Auditors' Report

The audit report issued by the statutory auditors on the standalone and consolidated financial statements of the Company for the financial year ended March 31,2024, is self-explanatory and doesn't require any explanation or comment from the Board under Section 134(3)(f) of the Companies Act, 2013 except on the following:

(i) Extract from the auditor's report on the standalone financial statements:

Relevant Extract - Auditors' Report

Qualifications or adverse remarks by the respective auditors in the Companies (Auditors Report) Order (CARO) reports of the companies included in the consolidated financial statements are:

Management Response

The slight delay in a few cases for Provident fund and TDS were attributable to technical difficulties, such as KYC was not linked with UAN. The identified issues were addressed and rectified as a priority with due payment of all statutory dues along with applicable interest thereon. The Company and its associate have further strengthened the processes to overcome similar difficulties and ensure timely payments of all statutory dues.

3. Secretarial Auditors

DPV & Associates LLP, Company Secretaries (ICSI Firm Registration No. L2021DE009500) ("Secretarial Auditors"), carried out the secretarial audit of the Company for the financial year under review in compliance with the provisions of the Companies Act, 2013 read with the rules made thereunder, Foreign Exchange Management Act, 1999, as amended and other laws specifically applicable to your Company. The Secretarial Audit Report in Form MR - 3 for the financial year ended March 31,2024, is attached to this report as Annexure - 3.

The audit report issued by the Secretarial Auditors for the financial year ended March 31, 2024, is self-explanatory and doesn't require any explanation or comment from the Board under Section 134(3) (f) of the Companies Act, 2013.

1. Annual Return

In compliance with the provisions of Section 92(3) and Section 134(3)(a) of the Companies Act, 2013 read with the rules made thereunder, a copy of the Company's Annual Return as of March 31, 2024, is available on the Investor Relations Section of ixigo's website at https://www.ixigo.com/about/investor-relations/.

2. Prevention and prohibition of sexual harassment of women at the workplace

At Le Travenues Technology Limited, we are committed to providing a healthy work environment that is free of discrimination and unlawful harassment and that enables employees to work without fear of prejudice, gender bias, and sexual harassment. In keeping with this commitment, your Company expressly and strictly prohibits any form of employee harassment based on race, colour, religion, sex, national origin, age, disability, or status in any group protected by state or local law. The Company has always endeavoured for providing a better and safe environment free of sexual harassment at all its workplaces.

Your Company had complied with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("Act") and Rules made thereunder, relating to the constitution of the Internal Complaints Committee and had continued conducting workshops and awareness programs for sensitizing the employees with the provisions of the Act during the year under review.

For the year ended March 31, 2024, no cases of sexual harassment were reported to the Internal Complaints Committee constituted by the Company.

3. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings, and Outgo

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption, foreign exchange earnings, and outgo, etc. are set out in Annexure - 4 which forms part of this report.

4. Awards and accreditations

Following are some of the key awards, accreditations, and recognition received by your Company and its founders during the year under review.

• Awarded the 'e-commerce platform of the year' for travel and hospitality at the ETRetail eDNA Awards 2023;

• Awarded the 'Resurgent Brand' at Exchange4media's Pitch Top 50 Brands Awards 2023;

• ET Martequity Gold Award 2023 - Best use of Marketing Automation in the Travel & Tourism category;

• ixigo won the TiE-Havas 'Meaningful Brand Award' 2024;

• Rajnish Kumar, our Director and Group Co-CEO was honored with the esteemed IIT Kanpur Distinguished Alumnus Award (DAA) in FY 24;

• Dinesh Kumar Kotha, who was formerly the co-founder of ConfirmTkt and presently our CEO, ixigo trains and ConfirmTkt, was awarded 'BW Disrupt 40 under 40' award; and

• ixigo launched a co-branded travel credit card in collaboration with AU Small Finance Bank in November 2023.

5. Non-applicability of maintenance of cost records

The Central Government has not prescribed the maintenance of cost records under Section 148(1) of the Companies Act, 2013 read with the rules made thereunder with respect to the business carried on by the Company.

6. Reporting of Fraud

The Auditors of your Company have not reported any instances of fraud committed in your Company by its officers or employees as specified under Sub-Section (12) of Section 143 of the Companies Act, 2013.

7. Significant and material orders passed by the regulators, courts, or tribunals

There are no significant or material orders passed by the regulators, courts, or tribunals which would impact the going concern status of the Company and its operations in the future.

8. Compliance with Secretarial Standards on Board and General Meetings

During the year under review, your Company has complied with all the applicable provisions of Secretarial Standard - 1 and Secretarial Standard - 2 issued by the Institute of Company Secretaries of India.

9. Change in the nature of business carried on by the Company

During the year under review, there has been no change in the nature of the business carried on by the Company.

10. Insolvency and Bankruptcy Code, 2016

During the year under review, no application has been made and no proceeding is pending against the Company under the Insolvency and Bankruptcy Code, 2016.

11. One-time settlement with any bank or financial institution

During the year under review, there was no instance of any one-time settlement with any bank or financial institution.

VII. Acknowledgement and Appreciation

Your directors take this opportunity to thank the customers, employees, investors, vendors, banks, business associates, and regulatory authorities including the various offices of the Central and State Governments, Reserve Bank of India, and the Registrar of Companies for the support, valuable assistance and co-operation continuously extended to the Company. Your Directors gratefully acknowledge the trust and confidence and look forward to their continued support in the future.