MakeMyTrip LtdMMYT決算レポート
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MakeMyTrip Limited is an Indian online travel company, headquartered in Gurgaon. Founded in 2000, it operates an online travel-booking platform for travel services such as airline tickets, hotel reservations, holiday packages, and rail and bus tickets. The company also maintains offices outside India, including locations in New York, Singapore, Kuala Lumpur, Phuket, Bangkok, Dubai and Istanbul.
What changed in MakeMyTrip Ltd's 20-F — 2021 vs 2022
Top changes in MakeMyTrip Ltd's 2022 20-F
1017 paragraphs added · 728 removed · 380 edited across 4 sections
- Item 3. Legal Proceedings+578 / −194 · 154 edited
- Item 5. Market for Registrant's Common Equity+419 / −337 · 210 edited
- Item 6. [Reserved]+1 / −173
- Item 7. Management's Discussion & Analysis+19 / −24 · 16 edited
Item 3. Legal Proceedings
Legal Proceedings — active lawsuits and investigations
154 edited+424 added−40 removed289 unchanged
Item 3. Legal Proceedings
Legal Proceedings — active lawsuits and investigations
154 edited+424 added−40 removed289 unchanged
2021 filing
2022 filing
Hence, termination of any of our contracts with our outsourcing service providers could cause a decline in the quality of our services, disrupt, and adversely affect our business results of operations and financial condition.
Hence, termination of any of our contracts with our outsourcing service providers could cause a decline in the quality of our services, disrupt, and adversely affect our business, financial condition and results of operations.
The list of land border countries includes Afghanistan, Bangladesh, Bhutan, the People’s Republic of China, Myanmar, Nepal and Pakistan. This approval requirement applies to investments in all sectors, including those that previously did not require such approval, such as travel and tourism. The term “beneficial owner” has not yet been defined for purposes of the FDI Policy and the FEMA.
The list of land border countries includes Afghanistan, Bangladesh, Bhutan, the People’s Republic of China, Myanmar, Nepal and Pakistan. This approval requirement applies to investments in all sectors, including those that previously did not require such approval, such as travel and tourism. The term “beneficial owner” has not yet been defined for purposes of the FDI Policy and the FEMA.
Accordingly, under the current FDI Policy and the FEMA rules, any proposed holder of our ordinary shares or our Class B shares that is a non-resident entity from a country that shares a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country would need to have obtained prior government approval in India. and any holder or beneficial owner of our 2028 Notes will not be able to convert such notes into ordinary shares without such approval.
Accordingly, under the current FDI Policy and the FEMA rules, any proposed holder of our ordinary shares or Class B shares that is a non-resident entity from a country that shares a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country would need to have obtained prior government approval in India, and any holder or beneficial owner of our 2028 Notes that is a non-resident entity from a country that shares a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country will not be able to convert such notes into ordinary shares without such approval.
Pursuant to amendments in April 2020 to the FDI policy and the FEMA rules, prior government approval will be required for any non-debt investment into India by non-resident entities from countries that share a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country, as well as for any transfer of any such proposed or existing non-debt investment, directly or indirectly, that would result in ownership by any such non-resident entity or beneficial owner.
Pursuant to amendments in April 2020 to the FDI policy and the FEMA rules, prior government approval will be required for any non-debt investment into India by non-resident entities from countries that share a land 24 border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country, as well as for any transfer of any such proposed or existing non-debt investment, directly or indirectly, that would result in ownership by any such non-resident entity or beneficial owner.
Under the Amended and Restated Trip.com Investor Rights Agreement, Trip.com and its affiliates are not restricted from purchasing additional ordinary shares of MakeMyTrip on the open market and can further increase their ownership in MakeMyTrip up to 74.9% under the Amended and Restated Trip.com Investor Rights Agreement, which means that Trip.com and its affiliates may acquire enough ordinary shares of MakeMyTrip to control more than a majority of our issued and outstanding voting securities and consequently the right to appoint a majority of our board of directors.
Under the Amended and Restated Trip.com Investor Rights Agreement, Trip.com and its affiliates are not restricted from purchasing additional ordinary shares of MakeMyTrip on the open market and can further increase their ownership in MakeMyTrip Limited to up to 74.9% under the Amended and Restated Trip.com Investor Rights Agreement, which means that Trip.com and its affiliates may acquire enough ordinary shares of MakeMyTrip Limited to control more than a majority of our issued and outstanding voting securities and consequently the right to appoint a majority of our board of directors.
If we are deemed to be a non-resident entity or an entity with a beneficial owner restricted by these amendments, prior government approval will be required for investments in non-debt instruments in our direct and indirect Indian subsidiaries and group entities, including MMT India and Ibibo India, as well as for any such proposed investments or acquisitions by us or our affiliates, including MMT 25 India, Ibibo India and affiliates which are not resident in India.
If we are deemed to be a non-resident entity or an entity with a beneficial owner restricted by these amendments, prior government approval will be required for investments in non-debt instruments in our direct and indirect Indian subsidiaries and group entities, including MMT India and Ibibo India, as well as for any such proposed investments or acquisitions by us or our affiliates, including MMT India, Ibibo India and affiliates which are not resident in India.
To the extent that the information presented on our websites and platforms does not reflect the actual quality of product or service, we may face customer complaints that may have an adverse effect on our reputation and the likelihood of repeat customers, which in turn may adversely affect our business and may also cause financial loss, in case we are required to pay damages or compensation for loss cause to the customer.
To the extent that the information presented on our websites and platforms does not reflect the actual quality of product or service, we may face customer complaints that may have an adverse effect on our reputation and the likelihood of repeat customers, which in turn may adversely affect our business and may also cause financial loss, in case we are required to pay damages or compensation for loss caused to the customer.
In the fourth quarter of fiscal year 2020, as a result of the significant negative impact related to the COVID-19 pandemic on the travel industry, our stock price and market capitalization, we performed a quantitative assessment of goodwill and, following that assessment, we recorded an impairment charge of our goodwill amounting to $272.2 million primarily related to our Goibibo business, which we had acquired in fiscal year 2017.
In the fourth quarter of fiscal year 2020, as a result of the significant negative impact related to the COVID-19 pandemic on the travel industry, our stock price and market capitalization, we performed a quantitative assessment of goodwill and, following that assessment, we recorded an impairment charge of our goodwill amounting to $272.2 million primarily related to our Goibibo business, which we acquired in fiscal year 2017.
The Taxation Laws (Amendment) Act, 2019 received the assent of the President on December 11, 2019 and were published in the Gazette of India on December 12, 2019, which provides an option for companies to opt for reduced corporate tax rate of 22% (plus surcharge and cess) provided that they do not claim prescribed benefits under the provisions of the Income Tax Act.
The Taxation Laws (Amendment) Act, 2019 received the assent of the President on December 11, 2019 and were published in the Gazette of India on December 12, 2019, which provides an option for companies to opt for reduced corporate tax rate of 22% (plus surcharge and cess) provided that they do not claim prescribed benefits under the provisions of the Income Tax Act, 1961.
From time to time, travel suppliers offer advantages, such as bonus loyalty awards and lower transaction fees or discounted prices, when their services and products are purchased from supplier-related channels. 15 We also compete with competitors who may offer less content, functionality and marketing reach but at a relatively lower cost to suppliers.
From time to time, travel suppliers offer advantages, such as bonus loyalty awards and lower transaction fees or discounted prices, when their services and products are purchased from supplier-related channels. We also compete with competitors who may offer less content, functionality and marketing reach but at a relatively lower cost to suppliers.
If we are unable to maintain or enhance consumer awareness of our brands and generate demand in a cost-effective manner, it would negatively impact our ability to compete in the travel industry and would have a material adverse effect on our business. Negative events or circumstances 19 could also adversely affect consumer perception and the value of our brands.
If we are unable to maintain or enhance consumer awareness of our brands and generate demand in a cost-effective manner, it would negatively impact our ability to compete in the travel industry and would have a material adverse effect on our business. Negative events or circumstances could also adversely affect consumer perception and the value of our brands.
Our insurance policies may not be adequate to reimburse us for losses caused by security breaches. We have agreements with banks and certain companies that process customer credit card transactions for the facilitation of customer bookings of travel services from our travel suppliers. We may be liable for accepting international fraudulent credit cards on our websites.
Our insurance policies may not be adequate to reimburse us for losses caused by security breaches. We have agreements with banks and certain companies that process customer credit and debit card transactions for the facilitation of customer bookings of travel services from our travel suppliers. We may be liable for accepting international fraudulent credit cards on our websites.
In addition, the government has recently in June 2021 invited comments on draft amendments to the Consumer Protection (E-Commerce) Rules, 2020, which include various compliance requirements, including registration of e-commerce entities, restrictions on certain sales and marketing activities and disclosure requirements. The timing or impact of such amendments, which remain in draft form, are not yet certain.
In addition, the government has in June 2021 invited comments on draft amendments to the Consumer Protection (E-Commerce) Rules, 2020, which include various compliance requirements, including registration of e-commerce entities, restrictions on certain sales and marketing activities and disclosure requirements. The timing or impact of such amendments, which remain in draft form, are not yet certain.
After March 31, 2019, the tax is charged at full domestic tax rates. 32 Risks Related to Investments in Mauritian Companies As Our Shareholder, You May Have Greater Difficulties in Protecting Your Interests Than As a Shareholder of a United States Corporation. We are incorporated under the laws of Mauritius.
After March 31, 2019, the tax is charged at full domestic tax rates. 31 Risks Related to Investments in Mauritian Companies As Our Shareholder, You May Have Greater Difficulties in Protecting Your Interests Than As a Shareholder of a United States Corporation. We are incorporated under the laws of Mauritius.
Any of the 16 foregoing could cause investors to lose confidence in our reported financial information, leading to a decline in our share price. We Rely on Third-Party Systems and Service Providers, and Any Disruption or Adverse Change in Their Businesses Could Have a Material Adverse Effect on Our Business.
Any of the foregoing could cause investors to lose confidence in our reported financial information, leading to a decline in our share price. We Rely on Third-Party Systems and Service Providers, and Any Disruption or Adverse Change in Their Businesses Could Have a Material Adverse Effect on Our Business.
In addition, important matters relating to MakeMyTrip which constitute Reserved Matters (as defined herein) must be approved by a majority of the total number of directors (including the Class B directors) and a majority of the Class B directors, which provides Trip.com and its affiliates with significant veto rights over such matters.
In addition, important matters relating to MakeMyTrip Limited which constitute Reserved Matters (as defined herein) must be approved by a majority of the total number of directors (including the Class B directors) and a majority of the Class B directors, which provides Trip.com and its affiliates with significant veto rights over such matters.
The interests of Trip.com and its affiliates may be different from or conflict with the interests of our other shareholders and their influence may result in the delay or prevention of a change of management or control of our company or other significant actions affecting our company, even if such transactions or actions may be beneficial to our other shareholders.
The interests of Trip.com and its affiliates may be different from or conflict with the interests of our other shareholders and their influence may result in the delay or prevention of a change of management or control of 26 our company or other significant actions affecting our company, even if such transactions or actions may be beneficial to our other shareholders.
Such changes may require us to make changes to our business in order to comply with Indian law. 31 Our Business and Activities Are Regulated by the Competition Act, 2002. The Competition Act, 2002, as amended, or the Competition Act, regulates practices that could have an appreciable adverse effect on competition in India.
Such changes may require us to make changes to our business in order to comply with Indian law. Our Business and Activities Are Regulated by the Competition Act, 2002. The Competition Act, 2002, as amended, or the Competition Act, regulates practices that could have an appreciable adverse effect on competition in India.
If this or similar legislation is enacted, we may incur additional compliance costs and it may affect us in ways that we are currently unable to predict. 26 We are also subject to payment card association rules and obligations under our contracts with payment card processors.
If this or similar legislation is enacted, we may incur additional compliance costs and it may affect us in ways that we are currently unable to predict. We are also subject to payment card association rules and obligations under our contracts with payment card processors.
Domestic and international travel restrictions imposed in India materially disrupted our revenue lines after the fiscal year end 2020. Such restrictions have continued for the greater part of the first quarter of fiscal year 2021 with only some domestic travel and government approved international travel operations commencing in June 2020.
Domestic and international travel restrictions imposed in India materially disrupted our revenue lines after the fiscal year end 2020. Such restrictions continued for the greater part of the first quarter of fiscal year 2021 with only some domestic travel and government approved international travel operations commencing in June 2020.
Our ability to compete effectively depends on our ability to attract new employees and to retain and motivate our existing employees. We may be required to increase our levels of employee compensation more rapidly than in the past to remain competitive in attracting the quality of employees that our business 27 requires.
Our ability to compete effectively depends on our ability to attract new employees and to retain and motivate our existing employees. We may be required to increase our levels of employee compensation more rapidly than in the past to remain competitive in attracting the quality of employees that our business requires.
Consumers may favor travel services offered by meta-search platforms or search companies over online travel companies such as ours, which could reduce traffic to our online platforms and require us to further increase our expenditures on marketing and other customer acquisition.
Consumers may favor travel services offered by meta-search platforms or search 13 companies over online travel companies such as ours , which could reduce traffic to our online platforms and require us to further increase our expenditures on marketing and other customer acquisition.
Acquisitions, mergers and amalgamations that exceed certain revenue and asset thresholds (combinations) require the prior approval of the Competition Commission. Any such combinations that have, or are likely to have, an appreciable adverse effect on competition in India are prohibited and void.
Acquisitions, mergers and amalgamations that exceed certain revenue and asset thresholds (combinations) require the prior approval of the Competition Commission of India, or CCI. Any such combinations that have, or are likely to have, an appreciable adverse effect on competition in India are prohibited and void.
In our air ticketing business, we generate revenue through commissions and incentive payments from airline suppliers, service fees charged to our customers and fees earned from our GDS service providers. Our airline suppliers may reduce or eliminate the commissions and incentive payments they pay to us.
In our air ticketing business, we generate revenue through commissions and incentive payments from airline suppliers, service fees charged to our customers and fees or incentives earned from our GDS service providers. Our airline suppliers may reduce or eliminate the commissions and incentive payments they pay to us.
For example, in 2017, we issued 38,971,539 Class B Shares to MIH Internet as partial consideration for the acquisition of the ibibo Group, issued 413,035 ordinary shares to MIH Internet for an aggregate consideration of $8.8 million and 5,500,000 our ordinary shares to various investors (including 916,666 of our ordinary shares to Trip.com) and 3,666,667 of our Class B Shares to MIH Internet in a private placement for total gross proceeds of $330 million. 35 In February 2021, we issued $230.0 million aggregate principal amount of 0.00% convertible senior notes due 2028, or the 2028 Notes.
For example, in 2017, we issued 38,971,539 Class B Shares to MIH internet as partial consideration for the acquisition of the ibibo Group, issued 413,035 ordinary shares to MIH Internet for an aggregate consideration of $8.8 million and 5,500,000 our ordinary shares to various investors (including 916,666 of our ordinary shares to Trip.com) and 3,666,667 of our Class B Shares to MIH Internet in a private placement for total gross proceeds of $330 million. 34 In February 2021, we issued $230.0 million aggregate principal amount of 0.00% convertible senior notes due 2028, or the 2028 Notes.
A substantial portion of our Revenue and Adjusted Margin is derived from fees and commissions negotiated with travel suppliers for bookings made through our websites, mobile platforms or 13 via our other distribution channels.
A substantial portion of our Revenue and Adjusted Margin is derived from fees and commissions negotiated with travel suppliers for bookings made through our websites, mobile platforms or via our other distribution channels.
The measures implemented to contain and mitigate the COVID-19 pandemic have had, and are currently expected to continue to have, a significant negative effect on our business, financial condition, results of operations and cash flows.
The measures implemented to contain and mitigate the COVID-19 pandemic have had, and are currently expected to continue to have, a negative effect on our business, financial condition, results of operations and cash flows.
We are also incurring additional tax compliance costs under the new tax law. 24 On May 10, 2016, a protocol for amendment of the India-Mauritius tax treaty was signed by India and Mauritius (which came into force on July 19, 2016) under which India gets the taxation rights on capital gains arising from alienation of shares acquired on or after April 1, 2017 in an Indian resident company.
We are also incurring additional tax compliance costs under the new tax law. 23 On May 10, 2016, a protocol for amendment of the India-Mauritius tax treaty was signed by India and Mauritius (which came into force on July 19, 2016) under which India gets the taxation rights on capital gains arising from alienation of shares acquired on or after April 1, 2017 in an Indian resident company.
Amendments introduced in 2012 to the Income Tax Act, 1961, as amended, provide that income arising directly or indirectly through the sale of a capital asset, including any shares or interest in a company incorporated outside of India, will be subject to tax in India, if such shares or interest directly or indirectly derive their value substantially from assets located in India, irrespective of whether the seller of such shares has a residence, place of business, business connection, or any other presence in India.
Amendments introduced in fiscal year 2012 to the Income Tax Act, 1961, as amended, provide that income arising directly or indirectly through the sale of a capital asset, including any shares or interest in a company incorporated outside of India, will be subject to tax in India, if such shares or interest directly or indirectly derive their value substantially from assets located in India, irrespective of whether the seller of such shares has a residence, place of business, business connection, or any other presence in India.
For example, in January 2017, we acquired a 100% equity interest in the ibibo Group, which provides online travel services in India. In July 2018, we acquired 100% equity interest in Bitla, which provides technology support for bus operators.
For example, in January 2017, we acquired a 100% equity interest in the ibibo Group, which provides online travel services. In July 2018, we acquired 100% equity interest in Bitla, which provides technology support for bus operators.
Should one or more of such third parties cease distribution of reservations made through us, or suffer deterioration in its search or meta-search ranking, due to changes in search or meta-search algorithms or otherwise, our business, market share and results of operations could be negatively affected. 21 Our processing, storage, use and disclosure of personal data exposes us to risks of internal or external security breaches and could give rise to liabilities .
Should one or more of such third parties cease distribution of reservations made through us, or suffer deterioration in its search or meta-search ranking, due to changes in search or meta-search algorithms or otherwise, our business, market share and results of operations could be negatively affected. 20 Our Processing, Storage, Use and Disclosure of Personal Data Exposes us to Risks of Internal or External Security Breaches and Could Give Rise to Liabilities .
Additionally, to protect the marks of MakeMyTrip, Goibibo and redBus, we file objections before the trademark registry from time to time against deceptively similar trademarks. 23 We cannot be sure that our trademarks or domain names will be protected to the same extent as in the countries in which they are already registered or that the steps we have taken will prevent misappropriation or infringement of what we consider our proprietary information.
Additionally, to protect the marks of MakeMyTrip, Goibibo and redBus, we file objections before the trademark registry from time to time against deceptively similar trademarks. 22 We cannot be sure that our trademarks or domain names will be protected to the same extent as in the countries in which they are already registered or that the steps we have taken will prevent misappropriation or infringement of what we consider our proprietary information.
Additionally, our business is sensitive to safety concerns, and thus our business has in the past declined and may in the future decline after incidents of actual or threatened terrorism, during periods of political instability or conflict or during other periods in which travelers become concerned about safety issues, including as a result of 12 natural disasters such as tsunamis or earthquakes or when travel might involve health-related risks, such as the COVID - 19 pandemic , Ebola virus disease, Middle East respiratory syndrome, the influenza A virus (H1N1), avian flu (H5N1 and H7N9), Severe Acute Respiratory Syndrome, the Zika virus or other epidemics or pandemics.
Additionally, our business is sensitive to safety concerns, and thus our business has in the past declined and may in the future decline after incidents of actual or threatened terrorism, during periods of political instability or conflict or during other periods in which travelers become concerned about safety issues, including as a result of natural disasters such as tsunamis or earthquakes or when travel might involve health-related risks, such as the COVID-19 pandemic, monkeypox virus, Ebola virus, Middle East respiratory syndrome, the influenza A virus (H1N1), avian flu (H5N1 and H7N9), Severe Acute Respiratory Syndrome, the Zika virus or other epidemics or pandemics.
As our key operating subsidiaries are established in India, such subsidiaries also subject to certain limitations with respect to dividend payments. 36 Compliance with Rules and Requirements Applicable to Public Companies May Cause Us to Incur Additional Costs, and Any Failure by Us to Comply with Such Rules and Requirements Could Negatively Affect Investor Confidence in Us and Cause the Market Price of Our Ordinary Shares to Decline.
As our key operating subsidiaries are established in India, such subsidiaries also subject to certain limitations with respect to dividend payments. 35 Compliance with Rules and Requirements Applicable to Public Companies May Cause Us to Incur Additional Costs, and Any Failure by Us to Comply with Such Rules and Requirements Could Negatively Affect Investor Confidence in Us and Cause the Market Price of Our Ordinary Shares to Decline.
Through amendments introduced in 2015 to the Income Tax Act, 1961, the word “substantially” has been defined and investors may be subject to Indian income taxes on the income arising directly or indirectly through the sale of our ordinary shares subject to the provisions of double taxation avoidance agreements that India has entered into with other countries.
Through amendments introduced in fiscal year 2015 to the Income Tax Act, 1961, the word “substantially” has been defined and investors may be subject to Indian income taxes on the income arising directly or indirectly through the sale of our ordinary shares subject to the provisions of double taxation avoidance agreements that India has entered into with other countries.
In addition, such third parties may not comply with applicable disclosure requirements, which could expose us to liability. 22 System Interruption in Our Information Systems and Infrastructure including System Capacity Constraints May Harm Our Business. We rely significantly on computer systems to manage consumer traffic to our websites and mobile platforms and facilitate and process transactions.
In addition, such third parties may not comply with applicable disclosure requirements, which could expose us to liability. 21 System Interruption in Our Information Systems and Infrastructure including System Capacity Constraints May Harm Our Business. We rely significantly on computer systems to manage consumer traffic to our websites and mobile platforms and facilitate and process transactions.
In India, prior approval of the Reserve Bank of India is required in order to repatriate any amount recovered pursuant to such judgments. 34 As a Foreign Private Issuer, We are Permitted to, and We Will, Follow Certain Home Country Corporate Governance Practices in Lieu of Certain NASDAQ Requirements Applicable to US Issuers.
In India, prior approval of the Reserve Bank of India is required in order to repatriate any amount recovered pursuant to such judgments. 33 As a Foreign Private Issuer, We are Permitted to, and We Will, Follow Certain Home Country Corporate Governance Practices in Lieu of Certain NASDAQ Requirements Applicable to US Issuers.
In particular, we rely on third parties to: • enable searches for airfares and process air ticket bookings; • process hotel reservations; • process bus ticket bookings, car rental reservations and services under Experiences , a category of services that allows our users to buy tickets to attractions, dinners and many other travel and local activities in their region; • process credit card, debit card, net banking and e-wallet payments; • provide computer infrastructure critical to our business; and • provide customer relationship management, or CRM, software services.
In particular, we rely on third parties to: • enable searches for airfares and process air ticket bookings; • process hotel reservations; • process bus ticket bookings, car rental reservations and services under activities and experiences, a category of services that allows our users to buy tickets to attractions, dinners and many other travel and local activities in their region; • process credit card, debit card, net banking, e-wallet and other modes of online payments; 15 • provide computer infrastructure critical to our business; and • provide customer relationship management, or CRM, software services.
In particular, it is increasingly important for us to effectively offer our services on mobile devices through mobile apps and mobile-optimized websites. Any failure by us to successfully develop and achieve customer adoption of our mobile apps and mobile-optimized websites would have a material and adverse effect on our growth, market share, business and results of operations.
In particular, it is increasingly important for us to effectively offer our services on mobile devices through mobile applications and mobile-optimized websites. Any failure by us to successfully develop and achieve customer adoption of our mobile applications and mobile-optimized websites would have a material and adverse effect on our growth, market share, business and results of operations.
If airlines continue to move away from distribution through GDSs and use other distribution channels, it may result in a decrease in our fees earned from our GDS providers. For example, airlines in India have been reducing the base commissions paid to travel agencies since fiscal year 2015.
If airlines continue to move away from distribution through GDSs and use other distribution channels, it may result in a decrease in our fees or incentives earned from our GDS providers. For example, airlines in India have been reducing the base commissions paid to travel agencies since fiscal year 2015.
We believe that ease-of-use, comprehensive functionality and the look and feel of our mobile apps and mobile-optimized websites are increasingly critical as consumers obtain more of their travel and related services through mobile devices. As a result, we intend to continue to invest in the maintenance, development and enhancement of our websites and mobile platforms.
We believe that ease-of-use, comprehensive functionality and the look and feel of our mobile applications and mobile-optimized websites are increasingly critical as consumers obtain more of their travel and related services through mobile devices. As a result, we intend to continue to invest in the maintenance, development and enhancement of our websites and mobile platforms.
In addition, there may be work stoppages or labor unrest at airlines or airports. Acts of terrorism and adverse weather conditions or other natural disasters such as those mentioned above may also in the future have a negative impact on our tourism business.
In addition, there may be work stoppages or labor unrest at airlines or airports. Acts of terrorism and adverse weather conditions or other natural disasters such as those mentioned above may also in the future have a negative impact on our travel business.
Accordingly, under the current FDI Policy a nd the FEMA rules, any proposed holder of our ordinary shares or our Class B shares that is a non-resident entity from a country that shares a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country would need to have obtained prior government approval in India, and any holder or beneficial owner of our 2028 Notes will not be able to convert such notes into ordinary shares without such approval.
Accordingly, under the current FDI Policy a nd the FEMA rules, any proposed holder of our ordinary shares or our Class B shares that is a non-resident entity from a country that shares a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country would need to obtain prior government approval in India, and any holder or beneficial owner of our 2028 Notes that is a non-resident entity from a country that shares a land border with India or where the beneficial owner of such an investment is situated in or is a citizen of any such country will not be able to convert such notes into ordinary shares without such approval.
We had previously entered into new geographies in Southeast Asia, in Europe and in Latin America through our acquisitions of Luxury Tours, the Hotel Travel Group, the EasyToBook Group, the ITC Group, Busportal entities in Peru and Colombia. These acquisitions have not always yielded the benefits that we anticipated.
We had previously entered into new geographies in Southeast Asia, in Europe and in Latin America through our acquisitions of Luxury Tours, the Hotel Travel Group, the EasyToBook Group, the ITC Group, redBus entities in Peru and Colombia. These acquisitions have not always yielded the benefits that we anticipated.
We May Become Subject to Unanticipated Tax Liabilities That May Have a Material Adverse Effect on Our Results of Operations. We are a Mauritius Global Business License Company and are tax resident in Mauritius. The Income Tax Act 1995 of Mauritius imposes a tax in Mauritius on the chargeable income of our company at the rate of 15.0%.
We May Become Subject to Unanticipated Tax Liabilities That May Have a Material Adverse Effect on Our Results of Operations. We are a Mauritius Global Business Company and are tax resident in Mauritius. The Income Tax Act 1995 of Mauritius imposes a tax in Mauritius on the chargeable income of our holding company at the rate of 15.0%.
We sustained operating losses in fiscal years from 2013 to 2021 and in all our fiscal years prior to and including fiscal year 2010. While we generated operating profits in fiscal years 2011 and 2012, there can be no assurance that we will be able to return to profitability or that we can avoid operating losses in the future.
We sustained operating losses in fiscal years from 2013 to 2022 and in all our fiscal years prior to and including fiscal year 2010. While we generated operating profits in fiscal years 2011 and 2012, there can be no assurance that we will be able to return to profitability or that we can avoid operating losses in the future.
We cannot assure you that we will be able to successfully compete against existing or new competitors in our existing lines of business as well as new lines of business into which we may venture. If we are not able to compete effectively, our business and results of operations may be adversely affected.
We cannot assure you that we will be able to successfully compete against existing or new competitors in our existing lines of business as well as new lines of business into which we may venture. If we are not able to compete effectively, our business, financial condition and results of operations may be adversely affected.
Although these recent regulations are not final, 37 taxpayers generally may rely on them until final regulations are issued . The United States has entered into intergovernmental agreements with certain non-US jurisdictions that will modify the FATCA withholding regime described above.
Although these recent regulations are not final, 36 taxpayers generally may rely on them until final regulations are issued . The United States has entered into intergovernmental agreements with certain non-US jurisdictions that will modify the FATCA withholding regime described above.
In addition, these market characteristics are heightened by the progress of technology adoption in various markets, including the continuing adoption of the internet and online commerce in certain geographies and the emergence and growth of the use of smartphones and tablets for mobile e-commerce transactions, including through the increasing use of mobile apps.
In addition, these market characteristics are heightened by the progress of technology adoption in various markets, including the continuing adoption of the internet and online commerce in certain geographies and the emergence and growth of the use of smartphones and tablets for mobile e-commerce transactions, including through the increasing use of mobile applications.
Some of our competitors have significantly greater financial, marketing, personnel and other resources than us and certain of our competitors have a longer history of established businesses and reputations in the Indian travel market (particularly in the hotels and packages business) as compared with us.
Some of our competitors have significantly greater financial, marketing, personnel and other resources than us and certain of our competitors have a longer history of established businesses and reputations in the Indian travel market (particularly in the hotels and packages business) as compared to us.
Further, the Competition Commission of India or CCI has extraterritorial powers and can investigate any agreements, abusive conduct or combination occurring outside India if such agreement, conduct or combination has, or is likely to have, an appreciable adverse effect on competition in India.
Further, the CCI has extraterritorial powers and can investigate any agreements, abusive conduct or combination occurring outside India if such agreement, conduct or combination has, or is likely to have, an appreciable adverse effect on competition in India.
In addition, many large hotel chains and Over the Counter chains have launched initiatives, such as increased discounting and incentives, to encourage consumers to book accommodations through their websites. Discounting and couponing coupled with a high degree of consumer shopping behavior is particularly common in Asian markets we operate in, while brand loyalty in such markets is less important.
In addition, many large hotel chains have launched initiatives, such as increased discounting and incentives, to encourage consumers to book accommodations through their websites. Discounting and couponing coupled with a high degree of consumer shopping behavior is particularly common in Asian markets we operate in, while brand loyalty in such markets is less important.
Our websites and mobile applications rely on content and in-house customizations and enhancements of third-party technology, much of which is not subject to intellectual property protection. We protect our logo, brand name, websites’ domain names and, to a more limited extent, our content by relying on copyrights, trademarks, trade secret laws and confidentiality agreements.
Our websites and mobile applications rely on content and in-house customizations and enhancements of third-party technology, much of which is not subject to intellectual property protection. We protect our logos, brand names, websites’ domain names and, to a more limited extent, our content by relying on copyrights, trademarks, trade secret laws and confidentiality agreements.
We are subject to proceedings and notices under the Motor Vehicles Act, 1988, or the MV Act, challenging the status of our redBus business, and may be subject to similar challenges in future. “Item 8.
We are subject to proceedings and notices under the Motor Vehicles Act, 1988, or the MV Act, challenging the status of our redBus business, and may be subject to similar challenges in future. See also – “Item 8.
Adverse changes in existing arrangements, including an inability by any travel supplier to fulfill their payment obligation to us in a timely manner, increasing industry consolidation or our inability to enter into or renew arrangements with such parties on favorable terms, could reduce the amount, quality, pricing and breadth of the travel services and products that we are able to offer, which could adversely affect our business and financial performance.
Adverse changes in existing arrangements, including an inability by any travel supplier to fulfill their payment obligation to us in a timely manner, increasing industry consolidation or our inability to enter into or renew arrangements with such parties on favorable terms, could reduce the amount, quality, pricing and breadth of the travel services and products that we are able to offer, which could adversely affect our business, financial condition and results of operations.
Our efforts to protect information from unauthorized access may be unsuccessful or may result in the rejection of legitimate attempts to book reservations through our services, any of which could result in lost business and materially adversely affect our business, financial condition, results of operations and reputation. Our existing security measures may not be successful in preventing security breaches.
Our efforts to protect information from unauthorized access may be unsuccessful or may result in the rejection of legitimate attempts to book reservations through our services, any of which could result in loss of business and adversely affect our business, financial condition, results of operations and reputation. Our existing security measures may not be successful in preventing security breaches.
Our business is dependent on our ability to maintain our relationships and arrangements with existing suppliers, such as airlines which supply air tickets to us directly, Amadeus IT Group SA, Travelport Worldwide Ltd and Trip.com (our majority shareholder), our global distribution system, or GDS, service providers, Indian Railways, hotels, hotel suppliers and destination management companies, bus operators and car hire companies, as well as our ability to establish and maintain relationships with new travel suppliers.
Our business is dependent on our ability to maintain our relationships and arrangements with existing suppliers, such as airlines which supply air tickets to us directly, Amadeus IT Group SA, Travelport Worldwide Ltd and Trip.com (our largest shareholder) and its subsidiaries, our global distribution system or GDS service providers, Indian Railways, hotels, hotel suppliers and destination management companies, bus operators and car hire companies, as well as our ability to establish and maintain relationships with new travel suppliers.
The occurrence of such events could result in disruptions to our customers’ travel plans and we may incur additional costs and constrained liquidity if we provide relief to affected customers by not charging cancellation fees or by refunding the cost of airline tickets, hotel reservations and other travel services and products.
The occurrence of such events could result in disruptions to our customers’ travel plans and we may incur additional costs and face liquidity constraints if we provide relief to affected customers by not charging cancellation fees or by refunding the cost of airline tickets, hotel reservations and other travel services and products.
Forecast financial information produced to support Goibibo’s annual business planning process is a key data input into the impairment assessment. While the COVID-19 pandemic has made it challenging to forecast financial information in the travel industry, the controls associated with the business planning process were not effective to mitigate the risk of material misstatement.
Forecast financial information produced to support Goibibo business’ annual planning process is a key data input into the impairment assessment. While the COVID-19 pandemic has made it challenging to forecast financial information in the travel industry, the controls associated with the business planning process were not effective to mitigate the risk of material misstatement.
We had also cancelled all discretionary expenses such as events, trainings and brand building. In light of our shift away from offline sales channels as well as continuing effort to optimize fixed costs, we closed our company-owned travel stores and airport counters in India in fiscal year 2021.
We also cancelled all discretionary expenses such as events, trainings and brand building. In light of our shift away from offline sales channels as well as our continuing efforts to optimize fixed costs, we closed our company-owned travel stores and airport counters in India in fiscal year 2021.
Similarly, a 10.0% depreciation of the US dollar against the Indian Rupee as of March 31, 2021, assuming all other variables remained constant, would have decreased our loss for fiscal year 2021 by $19.1 million. We currently do not have any hedging agreements or similar arrangements with any counter-party to cover our exposure to any fluctuations in foreign exchange rates.
Similarly, a 10.0% depreciation of the US dollar against the Indian Rupee as of March 31, 2022, assuming all other variables remained constant, would have decreased our loss for fiscal year 2022 by $25.1 million. We currently do not have any hedging agreements or similar arrangements with any counter-party to cover our exposure to any fluctuations in foreign exchange rates.
We 14 expect to continue making investments in mobile technology, marketing and sales promotion (including brand building) and customer acquisition programs and expanding our hotels and packages offerings as part of our long-term strategy to increase the net revenue contribution of our hotels and packages business and to increase the share of outbound travel from India.
We expect to continue making investments in mobile technology, marketing and sales promotion (including brand building) and customer acquisition programs and expanding our hotels and packages offerings as part of our long-term strategy to increase the contribution of our hotels and packages business and to increase the share of outbound travel from India.
Over the last few years, we have also made significant investments in customer acquisition through our customer inducement programs such as cash incentives and select loyalty program incentive promotions, to accelerate growth in our standalone hotel booking business in response to increased competition in the domestic travel market in India.
Over the last few years, we have also made significant investments in customer acquisition through our customer inducement programs such as cash incentives and select loyalty program incentive promotions, to accelerate growth in our business in response to increased competition in the domestic travel market in India.
India’s Department of Promotion of Industry and Internal Trade, Ministry of Commerce and Industry invited comments on a draft National e-Commerce Policy in 2019, which addresses topics such as data and e-commerce regulation. The timing or impact of this policy, which remains in draft form, is not yet certain.
India’s Department of Promotion of Industry and Internal Trade, Ministry of Commerce and Industry invited comments 30 on a d raft National e-Commerce Policy in 2019 , which addresses topics such as data and e-commerce regulation. The timing or impact of this policy, which remains in draft form, is not yet certain.
As of the date of this Annual Report, MMT India, Ibibo India or any other subsidiary has not paid any cash dividends on its equity shares to MakeMyTrip.
As of the date of this Annual Report, MMT India, ibibo Group or any other subsidiary has not paid any cash dividends on its equity shares to MakeMyTrip Limited.
See also “– The COVID-19 pandemic has had, and is expected to have, a material adverse effect on the travel industry and our business, financial condition, results of operations and cash flows.” In addition, the uncertainty of macro-economic factors and their impact on consumer behavior, which may differ across regions, makes it more difficult to forecast industry and consumer trends and the timing and degree of their impact on our markets and business, which in turn could adversely affect our ability to effectively manage our business and adversely affect our results of operations.
See also “Risk Factors — Risk s Related to Us and Our Industry — The COVID-19 Pandemic Has Had, and is Expected to Have, a Material Adverse Effect On the Travel Industry and Our Business, Financial Condition, Results of Operations and Cash Flows. ” In addition, the uncertainty of macro-economic factors and their impact on consumer behavior, which may differ across regions, makes it more difficult to forecast industry and consumer trends and the timing and degree of their impact on our markets and business, which in turn could adversely affect our ability to effectively manage our business and adversely affect our results of operations.
The ability to travel has been curtailed by city, state and national border closures, mandated travel restrictions and limited operations of airlines and hotels. Many of our customers and suppliers, including hotels and airlines, drastically curtailed their service offerings or ceased operations entirely.
The ability to travel has been diminished by city, state and national border closures, mandated travel restrictions and limited operations of airlines and hotels. Many of our customers and suppliers, including hotels and airlines, drastically reduced their service offerings or ceased operations entirely.
If trade deficits increase or are no longer manageable because of the rise in global crude oil prices or otherwise, the Indian economy, and therefore our business, our financial performance and the price of our ordinary shares could be adversely affected.
If trade deficits increase or are no longer manageable because of the rise in global crude oil prices or otherwise, our business, our financial performance and the price of our ordinary shares could be adversely affected.
Further, technical innovation often results in bugs and other system failures. Any such bug or failure, especially in connection with a significant technical implementation could result in lost business, harm to our brands or reputation, customer complaints and other adverse consequences, any of which could adversely affect our business, financial condition and results of operations.
Further, technical innovation often results in bugs and other system failures. Any such bug or failure, especially in connection with a significant 17 technical implementation could result in los s of business, harm to our brands or reputation, customer complaints and other adverse consequences, any of which could adversely affect our business, financial condition and results of operations.
In addition, the drop in the average value of the Indian Rupee as compared to the US dollar in the last few fiscal years has adversely impacted the Indian travel industry as it made travel for Indian consumers outside of India more expensive.
In addition, the drop in the average value of the Indian Rupee as compared to the US dollar in the last few fiscal year s has adversely impacted the Indian travel industry as it made travel for Indian consumers outside of India more expensive.
However, we may not have enough available cash or be able to obtain financing at the time we are required to make repurchases of the 2028 Notes surrendered therefor or 2028 Notes being converted. In addition, our ability to repurchase and/or redeem our 2028 Notes may be limited by law, by regulatory authority or by agreements governing our future indebtedness.
However, we may not have enough available cash or be able to obtain financing at the time we are required to make repurchases of the 2028 Notes . In addition, our ability to repurchase and/or redeem our 2028 Notes may be limited by law, by regulatory authority or by agreements governing our future indebtedness.
In the fourth quarter of fiscal year 2020, we experienced, and expect to continue to experience, a significant decline in travel demand resulting in significant customer cancellations and refund requests and reduced new orders relating to international and domestic travel and lodging.
In the fourth quarter of fiscal year 2020, we experienced a significant decline in travel demand resulting in significant customer cancellations and refund requests and reduced new orders relating to international and domestic travel and lodging.
The maximum number of Class B Shares that may be issued pursuant to the exercise of Trip.com’s pre-emptive rights as of March 31, 2021 is 6,869,681 assuming (i) no adjustment to the conversion rate for any 2028 Notes converted in connection with a make-whole fundamental change or any conversion rate adjustments (in each case, as described in the indenture relating to the 2028 Notes) (ii) all 2028 Notes are converted simultaneously immediately prior to maturity and (iii) there are no changes to our share capital after March 31, 2021 until such pre-emptive rights are exercised, other than issuance of our ordinary shares upon conversion of the entire aggregate principal amount of the 2028 Notes.
The maximum number of Class B Shares that may be issued pursuant to the exercise of Trip.com’s pre-emptive rights as of March 31, 2022 is 7,384,465 assuming (i) no adjustment to the conversion rate for any 2028 Notes converted in connection with a make-whole fundamental change or any conversion rate adjustments (in each case, as described in the indenture relating to the 2028 Notes) (ii) all 2028 Notes are converted simultaneously immediately prior to maturity and (iii) there are no changes to our share capital after March 31, 2022 until such pre-emptive rights are exercised, other than issuance of our ordinary shares upon conversion of the entire aggregate principal amount of the 2028 Notes.
For example, in April 2019, Jet Airways (India) Limited, one of the leading airlines in India, suspended all of its flight operations, which reduced the supply of air travel tickets available on our platform.
For example, in April 2019, Jet Airways (India) Limited, one of the largest private airlines in India, suspended all of its flight operations, which reduced the supply of air travel tickets available on our platform.
For more information, see “– The COVID-19 pandemic has had, and is expected to have, a material adverse effect on the travel industry and our business, financial condition, results of operations and cash flows.” Substantially all of our operations and employees are located in India and there can be no assurance that we will not be affected by natural disasters, epidemics or disruptions or epidemics in the future.
For more information, see “ Risk Factors — Risk s Related to Us and Our Industry — The COVID-19 pandemic has had, and is expected to have, a material adverse effect on the travel industry and our business, financial condition, results of operations and cash flows.” Substantially all of our operations and employees are located in India and there can be no assurance that we will not be affected by natural disasters, pandemics or disruptions and epidemics in the future.
See also “— Some of Our Airline Suppliers (Including Our GDS Service Providers) May Reduce or Eliminate the Commission and Other Fees They Pay to Us for the Sale of Air Tickets and This Could Adversely Affect Our Business and Results of Operations.” We Do Not Have Formal Agreements with Many of Our Travel Suppliers.
See also “ Risk Factors — Risk s Related to Us and Our Industry — Some of Our Airline Suppliers (Including Our GDS Service Providers) May Reduce or Eliminate the Commission and Other Fees They Pay to Us for the Sale of Air Tickets and This Could Adversely Affect Our Business and Results of Operations.” We Do Not Have Formal Agreements with Many of Our Travel Suppliers.
Despite our efforts to ensure the integrity of our financial reporting process and the steps that we are taking to remediate this material weakness, we cannot assure you that additional material weaknesses or significant deficiencies in our internal control over financial reporting will not be identified in the future.
Despite our efforts to ensure the integrity of our financial reporting process and the steps that we have taken to remediate this material weakness, we cannot assure you that additional material weaknesses or significant deficiencies in our internal control over financial reporting will not be identified in the future.
In fiscal year 2021, we incurred losses of $0.08 million due to unauthorized credit card transactions and refunds related to disputed settlements. These losses pertained to credit card or digital commerce fraud committed by third parties on our websites primarily through the purchase of air tickets and hotels and packages products using fraudulent credit cards.
In fiscal year 2022, we incurred losses of $0.19 million due to unauthorized credit and debit card transactions and refunds related to disputed settlements. These losses pertained to credit card or digital commerce fraud committed by third parties on our websites primarily through the purchase of air tickets and hotels and packages products using fraudulent credit cards.
Based on our operations in fiscal year 2021, a 10.0% appreciation of the US dollar against the Indian Rupee as of March 31, 2021, assuming all other variables remained constant, would have increased our loss for fiscal year 2021 by $19.1 million.
Based on our operations in fiscal year 2022, a 10.0% appreciation of the US dollar against the Indian Rupee as of March 31, 2022, assuming all other variables remained constant, would have increased our loss for fiscal year 2022 by $25.1 million.
Such maximum number of Class B Shares includes Class B Shares issuable to Trip.com in connection with the exercise of its pre-emptive rights to subscribe for and purchase new Class B Shares (which Trip.com has deferred to a later date on which the purchase by Trip.com of the new Class B Shares would in the good faith judgment of Trip.com not be inconsistent with any applicable law) as a result of the issuance of ordinary shares pursuant to the exercise or settlement of equity awards under our Share Incentive Plan 2010 between August 19, 2020 to March 31, 2021.
Such maximum number of Class B Shares includes Class B Shares issuable to Trip.com in connection with the exercise of its pre-emptive rights to subscribe for and purchase new Class B Shares (which Trip.com has deferred to a later date on which the purchase by Trip.com of the new Class B Shares would in the good faith judgment of Trip.com not be inconsistent with any applicable law) as a result of the issuance of ordinary shares pursuant to the assumed full conversion of the 2028 Notes as well as the exercise or settlement of equity awards under our Share Incentive Plan 2010 between August 19, 2020 to March 31, 2022.
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Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
210 edited+209 added−127 removed142 unchanged
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
210 edited+209 added−127 removed142 unchanged
2021 filing
2022 filing
The cost of procuring the relevant services and products for sale to our customers in this business is classified as service cost.
The cost of procuring the relevant services and products for sale to our customers in this business is classified as service cost.
Our hotels and packages revenue also include commissions and convenience fees earned from travelers for the sale of hotel rooms (without packages), and commissions we earn as an agent from other online travel agents and aggregators from whom we procure hotel rooms for our customers for most hotels outside India, which are accounted for on a “net” basis.
Our hotels and packages revenue also include convenience fees earned from travelers for the sale of hotel rooms (without packages), and commissions we earn as an agent from other online travel agents and aggregators from whom we procure hotel rooms for our customers for most hotels outside India, which are accounted for on a “net” basis.
Revenue from our air ticketing business decreased by 67.3% to $57.0 million in the fiscal year 2021 from $174.4 million in the fiscal year 2020. Adjusted Margin from our air ticketing business decreased by 67.9% to $80.2 million in the fiscal year 2021, from $249.7 million in the fiscal year 2020.
Revenue from our air ticketing business decreased by 67.3% to $57.0 million in the fiscal year 2021 from $174.4 million in the fiscal year 2020. Our Adjusted Margin – Air ticketing decreased by 67.9% to $80.2 million in the fiscal year 2021, from $249.7 million in the fiscal year 2020.
Revenue from our hotels and packages business decreased by 71.2% to $68.0 million in the fiscal year 2021, from $235.8 million in the fiscal year 2020. Adjusted Margin from our hotels and packages business decreased by 81.3 % to $67.5 million in the fiscal year 2021 from $360.1 million in the fiscal year 2020.
Revenue from our hotels and packages business decreased by 71.2% to $68.0 million in the fiscal year 2021, from $235.8 million in the fiscal year 2020. Our Adjusted Margin – Hotels and packages decreased by 81.3 % to $67.5 million in the fiscal year 2021 from $360.1 million in the fiscal year 2020.
Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
Revenue from our bus ticketing business decreased by 61.7% to $24.9 million in the fiscal year 2021, from $65.0 million in the fiscal year 2020. Adjusted Margin from our bus ticketing business decreased by 69.8% to $22.9 million in the fiscal year 2021 from $75.6 million in the fiscal year 2020.
Bus Ticketing. Revenue from our bus ticketing business decreased by 61.7% to $24.9 million in the fiscal year 2021, from $65.0 million in the fiscal year 2020. Our Adjusted Margin – Bus ticketing decreased by 69.8% to $22.9 million in the fiscal year 2021 from $75.6 million in the fiscal year 2020.
Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
Our finance costs decreased to $4.8 million in fiscal year 2021 as compared to $21.4 million in fiscal year 2020, primarily due to foreign exchange loss in fiscal year 2020 as compared to foreign exchange gain in fiscal year 2021 mainly as a result of the appreciation of the Indian Rupee against the U.S. dollar as compared to March 31, 2020.
Our finance costs decreased to $4.8 million in the fiscal year 2021 as compared to $21.4 million in the fiscal year 2020, primarily due to foreign exchange loss in the fiscal year 2020 as compared to foreign exchange gain in the fiscal year 2021 mainly as a result of the appreciation of the Indian Rupee against the U.S. dollar as compared to March 31, 2020.
Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
We also refer to Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per Share which are non-IFRS measures and most directly comparable to results from operating activities, profit (loss) and diluted earnings (loss) per share for the year, respectively, each of which is an IFRS measure.
We also refer to Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per Share which are non-IFRS measures and most directly comparable to results from operating activities, profit (loss) for the year and diluted earnings (loss) per share for the year, respectively, each of which is an IFRS measure.
These trends and changes include: • growth in the Indian economy and the middle-class population in India, as well as increased tourism expenditure in India; • increased travel connectivity in India; • increased internet penetration (particularly mobile based penetration) in India; • increased adoption of the Internet for commerce in India; • competition from new and existing market entrants, particularly in the Indian online travel industry; • capacity and liquidity constraints in the airline industry in India; • the willingness of travelers to use online travel services instead of traditional offline hotel booking services; and • increased use of smartphones and mobile devices in India.
These trends and changes include: • growth in the Indian economy and the middle-class population in India, as well as increased tourism expenditure in India; • increased travel connectivity in India; 69 • increased use of smartphones and mobile devices in India; • increased internet penetration (particularly mobile based penetration) in India; • increased adoption of the internet for commerce in India; • competition from new and existing market entrants, particularly in the Indian online travel industry; • capacity and liquidity constraints in the airline industry in India; and • the willingness of travelers to use online travel services instead of traditional offline hotel booking services.
In fiscal year 2020 prior to the COVID-19 pandemic, a ir ticketing - flight segments and gross bookings were on a growth trajectory largely driven by the expansion of the travel market in India , including increased domestic travel and the opening of new airports under the Government of India’s initiative program “UDAN” which is focused on broadening the air travel sector, bringing new entrants into the air travel market and expanding the Indian economy .
In fiscal year 2020 prior to the COVID-19 pandemic, air ticketing- flight segments and gross bookings were on a growth trajectory largely driven by the expansion of the travel market in India, including increased domestic travel and the opening of new airports under the Government of India’s initiative program “UDAN” which is focused on broadening the air travel sector, bringing new entrants into the air travel market and expanding the Indian economy.
The quantum of this incentive is based on the gross value of the transaction in order to induce the end-customer and is not linked to the commission earned by us as an agent from the hotels or airlines or service fee earned from the customers. • E-wallet loyalty program : As part of our loyalty program and to drive repeat behavior, we have created a captive E-wallet program on our Indian websites and mobile applications.
The quantum of this incentive is based on the gross value of the transaction in order to induce the end-customer and is not linked to the commission earned by us as an agent from the hotels or airlines or service fee earned from the customers. • E-wallet loyalty program : As part of our loyalty program and to drive repeat behavior, we have created a captive E-wallet program on our websites and mobile applications.
Incentives earned from airlines are recognized on the basis of performance targets agreed with the relevant airline and when performance obligations have been completed. We charge our customers a service fee for booking airline tickets. We receive fees from our GDS service providers based on the volume of sales completed by us through the GDS.
Incentives earned from airlines are recognized on the basis of performance targets agreed with the relevant airline and when performance obligations have been completed. We charge our customers a service fee for booking airline tickets. We receive fees or incentives from our GDS service providers based on the volume of sales completed by us through the GDS.
Our other revenue primarily comprises fees for the sale of rail tickets, car hire, experiences, fees from third party for our facilitation of service offerings, and third-party advertising on our websites and brand alliance fees. Our business model requires us to act as either an “agent” or the “principal” for the products we sell.
Our other revenue primarily comprises third-party advertising on our websites and brand alliance fees, fees for the sale of rail tickets, car hire, activities and experiences and fees from third party for our facilitation of service offerings. Our business model requires us to act as either an “agent” or the “principal” for the products we sell.
(2) Lease liabilities relate to our leasing arrangements for our various office premises. 93 (3) We enter into purchase orders from time to time for various equipment and other operational requirements for our business. (4) Employee benefits in the statement of financial position include $7.5 million in respect of employee benefit obligations.
(2) Lease liabilities relate to our leasing arrangements for our various office premises. (3) We enter into purchase orders from time to time for various equipment and other operational requirements for our business. (4) Employee benefits in the statement of financial position include $7.5 million in respect of employee benefit obligations.
Many international airlines, which fly to India, have also either significantly reduced or eliminated commissions to travel agents. Unlike full-service airlines, low-cost airlines do not generally utilize GDSs for their ticket inventory. As a result, travel agents selling air tickets for low-cost airlines generally do not earn fees from GDSs.
Many international airlines, which fly to India, have also either significantly reduced or eliminated commissions to travel agents. Unlike full-service airlines, low-cost airlines do not generally utilize GDSs for their ticket inventory. As a result, travel agents selling air tickets for low-cost airlines generally do not earn fees or incentives from GDSs.
In fiscal year 2021, our Adjusted Margin % in the hotels and packages business decreased to 17.9% from 22.1% in fiscal year 2020, primarily due to margin reductions for certain categories of hotels to support our hotel service providers during the COVID-19 pandemic and also due to a lower share of high-margin budget hotels.
In fiscal year 2021, our Adjusted Margin % - Hotels and packages decreased to 17.9% from 22.1% in fiscal year 2020, primarily due to margin reductions for certain categories of hotels to support our hotel service providers during the COVID-19 pandemic and also due to a lower share of high-margin budget hotels.
Foreign currency gains and losses are reported on a net basis. 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. 73 Interest income and cost is recognized as it accrues in profit or loss, using the effective interest method.
Foreign currency gains and losses are reported on a net basis. 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 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.
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 our company expects to receive in exchange for those services.
Over time, we have expanded our hotels and packages business, expanded internationally and introduced other non-air services and products such as the sale of bus and rail tickets, car hire, experiences and ancillary travel requirements such as facilitating access to third-party travel and other insurance products and visa processing.
Over time, we have expanded our hotels and packages business, expanded internationally and introduced other non-air services and products such as the sale of bus and rail tickets, car hire , activities and experiences and ancillary travel requirements such as facilitating access to third-party travel and other insurance products and visa processing.
However, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, tax examinations are closed or when statutes of limitation on potential assessments expire. As a result, our effective tax rate may fluctuate significantly. 82 Deferred Income Tax.
However, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, tax examinations are closed or when statutes of limitation on potential assessments expire. As a result, our effective tax rate may fluctuate significantly. Deferred Income Tax.
Adjusted Margin – hotels and packages includes customer inducement costs of $18.7 million in the fiscal year 2021 and $265.7 million in the fiscal year 2020, recorded as a reduction of revenue. These customer inducement 84 costs added back to Adjusted Margin are intended to reflect the way we view our ongoing business.
Adjusted Margin – Hotels and packages includes customer inducement costs of $18.7 million in the fiscal year 2021 and $265.7 million in the fiscal year 2020, recorded as a reduction of revenue. These customer inducement costs added back to Adjusted Margin are intended to reflect the way we view our ongoing business.
The hotels and packages business tends to yield higher margins than the air ticketing business, reflecting the greater value added in respect of the travel services that we provide in the hotels and packages segment as well as the diversity and more complex nature of hotels and packages services as compared with air tickets.
The hotels and packages business tends to yield higher margins than the air ticketing business, reflecting the greater value added in respect of the travel services that we provide in the hotels and packages segment as well 68 as the diversity and more complex nature of hotels and packages services as compared with air tickets.
Interest related to the financial liability is recognised in profit or loss. 83 Results of Operations The following table sets forth a summary of our consolidated statement of profit or loss, both actual amounts and as a percentage of total revenue, for the periods indicated.
Interest related to the financial liability is recognised in profit or loss. Results of Operations The following table sets forth a summary of our consolidated statement of profit or loss, both actual amounts and as a percentage of total revenue, for the periods indicated.
Our finance income increased to $12.1 million in fiscal year 2021 from $3.4 million in fiscal year 2020, primarily as a result of net foreign exchange gain, interest from income tax refund and term deposits placed with banks in fiscal year 2021. Finance Costs.
Our finance income increased to $12.1 million in the fiscal year 2021 from $3.4 million in the fiscal year 2020, primarily as a result of net foreign exchange gain, interest from income tax refund and term deposits placed with banks in the fiscal year 2021. Finance Costs.
The measurement of deferred tax assets involves judgment regarding the deductibility of costs not yet subject to taxation and estimates regarding sufficient future taxable income to enable utilization of unused tax losses in different tax jurisdictions. All deferred tax assets are subject to review of probable utilization.
The measurement of deferred tax assets involves judgment regarding the deductibility of costs not yet subject to taxation and estimates regarding sufficient future taxable income to enable utilization of unused tax 80 losses in different tax jurisdictions. All deferred tax assets are subject to review of probable utilization.
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.
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 76 Group.
Intangible assets acquired in a business combination are measured at fair value as of the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and impairment losses, if any.
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.
Our services and products include air ticketing, hotels and packages, bus tickets, rail tickets, car hire, experiences and ancillary travel requirements such as facilitating access to third-party travel and other insurance products and visa processing.
Our services and products include air ticketing, hotels and packages, bus tickets, rail tickets, car hire, activities and experiences and ancillary travel requirements such as facilitating access to third-party travel and other insurance products and visa processing.
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.
In the event of cancellation of airline tickets, revenue recognized in respect of commissions earned by our 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.
These customer inducement costs added back to Adjusted Margin, is intended to reflect the way we view our ongoing business. Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
These customer inducement costs added back to Adjusted Margin are intended to reflect the way we view our ongoing business. Under IFRS, these customer inducement costs are required to be recorded as a reduction of revenue.
We either deduct commissions at the time of payment of the fare to our airline suppliers or collect our commissions on a regular basis from our airline suppliers, whereas incentive payments are collected from our airline suppliers on a 69 periodic basis.
We either deduct commissions at the time of payment of the fare to our airline suppliers or collect our commissions on a regular basis from our airline suppliers, whereas incentive payments are collected from our airline suppliers on a periodic basis.
Personnel Expenses Personnel expenses primarily consist of wages and salaries and other short-term benefits, employee welfare expenses, contributions to mandatory retirement provident funds as well as other expenses related to the payment of retirement benefits, and equity settled share based payments. 71 Marketing and Sales Promotion Expenses Marketing and sales promotion costs consist of internet, television, radio and print media advertisement costs as well as event-driven promotion costs for our products and services.
Personnel Expenses Personnel expenses primarily consist of wages and salaries and other short-term benefits, employee welfare expenses, contributions to mandatory retirement provident funds as well as other expenses related to the payment of retirement benefits, and equity settled share based payments. 72 Marketing and Sales Promotion Expenses Marketing and sales promotion costs consist of internet, television, radio and print media advertisement costs as well as event-driven promotion costs for our products and services.
The cash back is given in our customers’ E-wallet account, which can only be used for future bookings to be made with us, subject to certain monetary restrictions and other terms and conditions. 72 At the time of sale, we offer cash back to customer in E-wallet.
The cash back is given in our customers’ E-wallet account, which can only be used for future bookings to be made with us, subject to certain monetary restrictions and other terms and conditions. 73 At the time of sale, we offer cash back to customer in E-wallet.
Income from other sources of the Group, primarily comprising advertising revenue, fees for facilitating access to its internet-based platforms to travel and other insurance products from insurance companies and brand alliance fees is being recognized as the services are being performed as per the terms of the contracts with respective supplier.
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.
We also generate revenue through the online sale of rail and metro tickets, cab services, experiences, visa services, brand alliance fees and by facilitating access to travel and other insurance products, as well as advertising revenue from third-party advertisements on our websites.
We also generate revenue through the online sale of rail tickets, cab services, activities and experiences, visa services, brand alliance fees and by facilitating access to travel and other insurance products, as well as advertising revenue from third-party advertisements on our websites.
See “– Critical Accounting Policies – Revenue Recognition . ” Service Cost Service cost primarily consists of costs paid to hotel and package suppliers for the acquisition of relevant services and products for sale to customers, and includes the procurement cost of hotel rooms and other local services such as sightseeing costs for packages and local transport costs.
See “– Critical Accounting Policies – Revenue Recognition.” Service Cost Service cost primarily consists of costs paid to hotel and package suppliers for the acquisition of relevant services and products for sale to customers, and includes the procurement cost of air tickets, hotel rooms and other local services such as sightseeing costs for packages and local transport costs.
Certain Key Performance Indicators and Non-IFRS Measures We evaluate our financial performance in each of our reportable segments based on our key performance indicator, Adjusted Margin, a segment profitability measure, which represents IFRS revenue after adding back customer inducement costs in the nature of customer incentives, customer acquisition costs and loyalty program costs which are reported as a reduction of revenue, and deducting the cost of acquisition of services primarily relating to sales to customers where the company acts as the principal.
Certain Key Performance Indicators and Non-IFRS Measures We evaluate our financial performance in each of our reportable segments based on our key performance indicator, Adjusted Margin, a segment profitability measure, which represents IFRS revenue after adding back customer inducement costs in the nature of customer incentives, customer acquisition costs and loyalty program costs which are reported as a reduction of revenue, and deducting the cost of acquisition of services primarily relating to sales to customers where we act as the principal.
In our air ticketing business, our three main sources of revenue are (1) commissions and incentive payments from airline suppliers for tickets booked by customers through our distribution channels, (2) service fees we charge our customers and (3) fees from our GDS service providers.
In our air ticketing business, our three main sources of revenue are (1) commissions and incentive payments from airline suppliers for tickets booked by customers through our distribution channels, (2) service fees we charge our customers and (3) fees or incentives from our GDS service providers.
For example, our standalone hotel bookings made over our mobile platforms was more than 80% in fiscal year 2021 of total online bookings. We have offered these customer inducement and acquisition programs from time to time on our various booking platforms.
For example, our standalone hotel bookings made over our mobile platforms was more than 80% in fiscal year 2022 of total online bookings. We have offered these customer inducement and acquisition programs from time to time on our various booking platforms.
The decrease in marketing and sales promotion expenses was due to the significant curtailment of these variable costs on account of our strategy of optimizing marketing and sales promotion spends and cancellation of all discretionary marketing and sales promotion spends such as events and brand building due to the impact of the COVID-19 pandemic.
The decrease in marketing and sales promotion expenses was due to the significant reduction of these variable costs on account of our strategy of optimizing marketing and sales promotion spends and cancellation of all discretionary marketing and sales promotion spends such as events and brand building due to the impact of the COVID-19 pandemic.
This decrease in Revenue and Adjusted Margin – air ticketing was due to a decrease in gross bookings of 72.6% primarily driven by 64.3% decrease in the number of air ticketing flight segments year over year, primarily due to the continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
This decrease in revenue from our air ticketing business and Adjusted Margin – Air ticketing was due to a decrease in gross bookings of 72.6% primarily driven by 64.3% decrease in the number of air ticketing flight segments year over year, primarily due to the continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
This decrease in Revenue and Adjusted Margin – bus ticketing was due to a decrease in gross bookings of 68.6% driven by 66.0% decrease in the number of bus tickets travelled year over year, primarily due to the continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
This decrease in revenue from our bus ticketing business and Adjusted Margin – Bus ticketing was due to a decrease in gross bookings of 68.6% driven by 66.0% decrease in the number of bus tickets travelled year over year, primarily due to the continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
The details are as follows: Fiscal year ended March 31, 2020 2021 (in thousands) Marketing and sales promotion expenses as per IFRS $ 166,603 $ 22,741 Customer inducement costs recorded as a reduction of revenue 361,158 42,908 Certain loyalty program costs related to Others revenue 5,053 91 Other Operating Expenses.
The details are as follows: Fiscal year ended March 31, 2020 2021 (in thousands) Marketing and sales promotion expenses $ 166,603 $ 22,741 Customer inducement costs recorded as a reduction of revenue 361,158 42,908 Certain loyalty program costs related to Others revenue 5,053 91 85 Other Operating Expenses.
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 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.
We have also significantly reduced our outsourced teams at our call centers and various other general and administrative expenses in response to market conditions, which led to a further decrease in our operating expenses.
We had also significantly reduced our outsourced teams at our call centers and various other general and administrative expenses in response to market conditions, which led to a further decrease in our operating expenses.
For a description of the components and calculation of “Adjusted Diluted Earnings (Loss) per Share” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “diluted earnings (loss) per share”, see — “Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report. 86 Fiscal Year 2020 Compared to Fiscal Year 2019 Revenue .
For a description of the components and calculation of “Adjusted Diluted Earnings (Loss) per Share” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “Diluted earnings (loss) per share”, see — “Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report. Fiscal Year 2021 Compared to Fiscal Year 2020 Revenue .
During fiscal years 2019 and 2020, we made significant investments in our ongoing customer acquisition programs, such as cash incentives and select loyalty program incentive promotions, to accelerate growth in our standalone hotel booking business and in response to increased competition in the domestic travel market in India.
During fiscal year 2020, we made significant investments in our ongoing customer acquisition programs, such as cash incentives and select loyalty program incentive promotions, to accelerate growth in our standalone hotel booking business and in response to increased competition in the domestic travel market in India.
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 and reported in non-controlling interest.
However, if the operation is a non-wholly owned subsidiary, then the relevant proportionate share of the foreign currency translation difference is allocated to non-controlling interest and reported in non-controlling interest.
Service Cost . Service cost decreased to $22.3 million in fiscal year 2021 from $154.3 million in fiscal year 2020. The decrease in service cost reflects continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
Service cost decreased by 85.5% to $22.3 million in the fiscal year 2021 from $154.3 million in the fiscal year 2020. The decrease in service cost reflects continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
For a description of the components and calculation of “Adjusted Operating Profit (Loss)” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “Results from operating activities”, see “— Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report. Finance Income.
For a description of the components and calculation of “Adjusted Operating Profit (Loss)” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “Results from operating activities”, see — “Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report. 83 Finance Income.
Other operating expenses decreased by 72.5% to $51.1 million in the fiscal year 2021 from $185.4 million in the fiscal year 2020, primarily due to a decrease in payment gateway charges and outsourcing fees as a result of fewer bookings due to lower travel demand and nation-wide lockdown implemented in India due to the COVID-19 pandemic.
Other operating expenses decreased by 72.5% to $51.1 million in the fiscal year 2021 from $185.4 million in the fiscal year 2020, primarily due to a decrease of $78.9 million in payment gateway charges, website hosting charges and outsourcing fees as a result of fewer bookings due to lower travel demand and nation-wide lockdown implemented in India due to the COVID-19 pandemic.
However, the presentation of these non-IFRS measures and key performance indicator s are not meant to be considered in isolation or as a substitute for our consolidated financial results prepared in accordance with IFRS as issued by the IASB.
However, the presentation of these non-IFRS measures and key performance indicators are not meant to be considered in isolation or as a substitute for our consolidated financial results prepared in accordance with IFRS as issued by the IASB.
For a description of the components and calculation of “Adjusted Diluted Earnings (Loss) per Share” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “diluted earnings (loss) per share”, see “— Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report.
For a description of the components and calculation of “Adjusted Diluted Earnings (Loss) per Share” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “Diluted earnings (loss) per share”, see — “Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report.
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..
Marketing and Sales Promotion Costs Marketing and sales promotion costs consist of internet, television, radio and print media advertisement costs as well as event driven promotion cost for Group’s products and services.
On February 9, 2021, we issued the 2028 Notes. The 2028 Notes are convertible based upon an initial conversion rate of 25.8035 of our ordinary shares per $1,000 principal amount of 2028 Notes (equivalent to a conversion price of approximately $38.75 per ordinary share). The 2028 Notes will mature on February 15, 2028, unless earlier repurchased, redeemed or converted.
The 2028 Notes are convertible based upon an initial conversion rate of 25.8035 of our ordinary shares per $1,000 principal amount of 2028 Notes (equivalent to a conversion price of approximately $38.75 per ordinary share). The 2028 Notes will mature on February 15, 2028, unless earlier repurchased, redeemed or converted.
Our Adjusted Margin % in the fiscal year 2021 was 17.9% as compared to 22.1% in the fiscal year 2020 . The decrease was primarily due to margin reductions for certain categories of hotels to support our hotel service providers during the COVID-19 pandemic and also due to lower share of high-margin budget hotels . Bus Ticketing.
Our 84 Adjusted Margin % – Hotels and packages in the fiscal year 2021 was 17.9% as compared to 22.1% in the fiscal year 2020 . The decrease was primarily due to margin reductions for certain categories of hotels to support our hotel service providers during the COVID-19 pandemic and also due to lower share of high-margin budget hotels .
A limitation of using Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per share instead of operating profit (loss), profit (loss) and diluted earnings (loss) per share calculated in accordance with IFRS as issued by the IASB is that these non-GAAP financial measures exclude a recurring cost, for example, share-based compensation.
A limitation of using Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per share instead of results from operating activities, profit (loss) for the year and diluted earnings (loss) per share calculated in accordance with IFRS as issued by the IASB is that these non-GAAP financial measures exclude a recurring cost, for example, share-based compensation.
We also receive commissions from aggregators from whom we procure inventory for certain bus tickets, when their inventory is booked through us.
We also receive commissions from aggregators from whom we source inventory for certain bus tickets, when their inventory is booked through us.
When the US dollar weakens, our revenue and costs in Indian Rupees converted to US dollars increase. In the past few years, there have been periods of weakness in the Indian Rupee compared to the US dollar.
When the US dollar strengthens against the Indian Rupee, our revenue and costs in Indian Rupees converted to US dollars decrease. When the US dollar weakens, our revenue and costs in Indian Rupees converted to US dollars increase. In the past few years, there have been periods of weakness in the Indian Rupee compared to the US dollar.
The following table sets forth the summary of our cash flows for the periods indicated: Fiscal Year Ended March 31, 2019 2020 2021 (in millions) Net cash generated from/(used in) operating activities $ (78.9 ) $ (112.7 ) $ 64.5 Net cash generated from/(used in) investing activities 70.0 73.8 (118.8 ) Net cash generated from/(used in) financing activities (0.3 ) (11.0 ) 219.4 Net increase/(decrease) in cash and cash equivalents (9.2 ) (49.9 ) 165.1 Cash and cash equivalents at beginning of year 187.6 178.0 129.9 Effect of exchange rate fluctuations on cash held (0.4 ) 1.8 0.1 Cash and cash equivalents at end of year 178.0 (1) 129.9 (2) 295.1 (3) Notes: (1) Excludes $134.1 million of term deposits not classified as “cash and cash equivalents.” As of March 31, 2019, we did not have any amounts outstanding under our overdraft facilities.
The following table sets forth the summary of our cash flows for the periods indicated: Fiscal Year Ended March 31, 2020 2021 2022 (in millions) Net cash generated from/(used in) operating activities $ (112.7 ) $ 64.5 $ 6.0 Net cash generated from/(used in) investing activities 73.8 (118.8 ) (77.6 ) Net cash generated from/(used in) financing activities (11.0 ) 219.4 (9.6 ) Net increase/(decrease) in cash and cash equivalents (49.9 ) 165.1 (81.2 ) Cash and cash equivalents at beginning of year 178.0 129.9 295.1 Effect of exchange rate fluctuations on cash held 1.8 0.1 (0.6 ) Cash and cash equivalents at end of year 129.9 (1) 295.1 (2) 213.3 (3) Notes: (1) Excludes $38.0 million of term deposits not classified as “cash and cash equivalents.” As of March 31, 2020, we did not have any amounts outstanding under our overdraft facilities.
This decrease in Revenue and Adjusted Margin – hotels and packages was due to a decrease in g ross bookings of 76.9% primarily driven by 71.2% decrease in the number of hotel-room nights year over year, primarily due to the continued impact of the COVID-19 pandemic in the fiscal year 2021 , including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
This decrease in revenue from our hotels packages business and Adjusted Margin – Hotels and packages was due to a decrease in gross bookings of 76.9% primarily driven by 71.2% decrease in the number of hotel-room nights year over year, primarily due to the continued impact of the COVID-19 pandemic in the fiscal year 2021, including lower travel demand beginning in March 2020 and travel restrictions and nationwide lockdown orders implemented in India in March 2020.
As of March 31, 2021, no amount was outstanding under our working capital and overdraft facilities.
As of March 31, 2022, no amount was outstanding under our working capital and overdraft facilities.
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 amortized 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.
Credit-impaired financial assets At each reporting date, the Group assesses whether financial assets carried at amortized 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.
Our operating expenses were further reduced due to a one-time provision for litigations of $30.8 million made in the fiscal year 2020 for a dispute related to a prior acquisition. Depreciation and Amortization. Our depreciation and amortization expenses were $33.0 million in the fiscal year 2021 in comparison to $33.7 million fiscal year 2020. Impairment of goodwill.
Our operating expenses were further reduced due to a one-time provision for litigations of $30.8 million made in the fiscal year 2020 for a dispute related to a prior acquisition. Depreciation and Amortization. Our depreciation and amortization expenses decreased by 2.0% to $33.0 million in the fiscal year 2021 from $33.7 million fiscal year 2020. Impairment of Goodwill.
As certain parts of our revenues are recognized on a “net” basis and other parts of our revenue are recognized on a “gross” basis, we evaluate our financial performance in each of our reportable segments based on Adjusted Margin, which is a segment profitability measure, as we believe that Adjusted Margin reflects the value addition of the travel services that we provide to our customers.
As certain parts of our revenues are recognized on a “net” basis when we are acting as an agent, and other parts of our revenue are recognized on a “gross” basis when we are acting as the principal, we evaluate our financial performance in each of our reportable segments based on Adjusted Margin, which is a segment profitability measure, as we believe that Adjusted Margin reflects the value 86 addition of the travel services that we provide to our customers.
For a description of the components and calculation of “Adjusted Net Profit (Loss)” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “Loss for the year”, see “— Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report. Diluted loss per share.
For a description of the components and calculation of “Adjusted Net Profit (Loss)” and a reconciliation of this non-IFRS measure to the most directly comparable IFRS measure “Profit (loss) for the year”, see — “Certain Key Performance Indicators and Non-IFRS Measures” elsewhere in this Annual Report. Diluted Earnings (Loss) per Share.
The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange. The cost of acquisition also includes the fair value of contingent or deferred consideration, if any.
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.
We believe that investors and analysts use these non-IFRS measures and key performance indicator s to compare our company and our performance to that of our global peers.
We believe that investors and analysts use these non-IFRS measures and key performance indicators to compare our company and our performance to that of our global peers.
We generated revenue of $163.4 million in the fiscal year 2021, a decrease of 68.0% over revenue of $511.5 million in the fiscal year 2020, primarily as a result of a decrease of 67.3% in our revenue from our air ticketing business, a decrease of 71.2% in our revenue from hotels and packages business, a decrease of 61.7% in our revenue from bus ticketing business and a decrease of 62.7% in our other revenue.
We generated revenue of $163.4 million in the fiscal year 2021, a decrease of 68.0% over revenue of $511.5 million in the fiscal year 2020, primarily as a result of a decrease of 67.3% in revenue from our air ticketing business, a decrease of 71.2% in revenue from our hotels and packages business, a decrease of 61.7% in revenue from our bus ticketing business and a decrease of 62.7% in revenue of our others business, each as further described below.
We also invested $28.0 million (computed using average exchange rates for the period) in term deposits with banks, $14.6 million in acquisition of subsidiary, $3.5 million in property plant and equipment and $9.2 million in software and technology-related development costs. In fiscal year 2019, cash generated from investing activities was $70.0 million.
We also invested $28.0 million (computed using average exchange rates for the period) in term deposits with banks, $14.6 million in acquisition of subsidiary, $3.5 million in property plant and equipment and $9.2 million in software and technology-related development costs. Net Cash Generated From/(Used In) Financing Activities. In fiscal year 2022, cash used in financing activities was $9.6 million.
In this Annual Report, references to “customers” are to our end customers or travelers and references to “suppliers” are to our travel suppliers. We consider both travelers and travel suppliers to be our customers. Overview We are a leading online travel company in India.
In this Annual Report, references to “customers” are to our end customers or travelers and references to “suppliers” are to our travel suppliers. We consider both travelers and travel suppliers to be our customers. Overview We are a leading travel service provider in India.
As of March 31, 2021, MMT India and Ibibo India had the following facilities available from various banks: • an overdraft facility for MMT India and Ibibo India of Rs. 1,660 million (approximately $22.7 million) and Rs. 590 million (approximately $8.1 million), respectively, to meet our working capital requirements, secured primarily by term deposits, with a sub-limit in MMT India and Ibibo India of Rs. 350 million (approximately $4.8 million) and Rs. 120 million (approximately $1.6 million), respectively, for working capital demand loans, and Rs. 150 million (approximately $2.1 million) for issuing bank guarantees for operational requirements from Ibibo India; • working capital demand loans for MMT India and Ibibo India of Rs. 750 million (approximately $10.2 million) and Rs. 250 million (approximately $3.4 million), respectively, to meet our working capital requirements, with one way inter-changeability for issuing IATA bank guarantees of up to Rs. 670 million (approximately $9.1 million) and Rs. 220 million (approximately $3.0 million) in MMT India and Ibibo India, respectively, secured against exclusive charge over all the assets of MMT India excluding vehicles and a corporate guarantee from MakeMyTrip Limited; and • a commercial card and combined credit facility for MMT India and Ibibo India of Rs. 207 million (approximately $2.8 million) and Rs. 138 million (approximately $1.9 million), respectively, to meet our working capital requirements, secured against a demand promissory note and a letter of continuity.
As of March 31, 2022, MMT India and Ibibo India had the following facilities available from various banks: • an overdraft facility for MMT India and Ibibo India of Rs. 1,960 million (approximately $25.9 million) and Rs. 590 million (approximately $7.8 million), respectively, to meet our working capital requirements, secured primarily by term deposits, with a sub-limit in MMT India and Ibibo India of Rs. 650 million 89 (approximately $ 8 . 6 million) and Rs. 120 million (approximately $1.6 million), respectively, for working capital demand loans and Rs. 150 million (approximately $2. 0 million) for issuing bank guarantees for operational requirements from Ibibo India ; • working capital demand loans for MMT India and Ibibo India of Rs. 1,560 million (approximately $20.6 million) and Rs. 250 million (approximately $3.3 million), respectively, to meet our working capital requirements, with one-way inter-changeability for issuing IATA bank guarantees of up to Rs. 670 million (approximately $8.8 million) and Rs. 220 million (approximately $2.9 million) in MMT India and Ibibo India, respectively, and Rs. 200 million (approximately $2.6 million) for an overdraft facility, secured against an exclusive charge over all the assets of MMT India (excluding vehicles) and Ibibo India (excluding vehicles) and a corporate guarantee from MakeMyTrip Limited; and • a commercial card and combined credit facility for MMT India and Ibibo India of Rs. 207 million (approximately $2.7 million) and Rs. 138 million (approximately $1.8 million), respectively, to meet our working capital requirements, secured against a demand promissory note and a letter of continuity.
Our Adjusted Margin % of 8.2% in the fiscal year 2021 remained at similar level of 8.5% in the fiscal year 2020. Other Revenue. Our other revenue decreased by 62.7% to $13.6 million in the fiscal year 2021, from $36.3 million in the fiscal year 2020.
Our Adjusted Margin % – Bus ticketing of 8.2% in the fiscal year 2021 remained at similar level of 8.5% in the fiscal year 2020. Others. Revenue from our others business decreased by 62.7% to $13.6 million in the fiscal year 2021, from $36.3 million in the fiscal year 2020.
Income from packages, including income on airline tickets sold to customers as a part of tours and packages is accounted for on a gross basis as the Company controls the services before such services are transferred to travelers.
Income from packages, including income on airline tickets sold to customers as a part of tours and packages is accounted for on a “ gross ” basis as our c ompany controls the services before such services are transferred to travelers.
This was the primary factor that resulted in our net loss of $(167.9) million and $(447.5) million (of which $(302.9) million was the result of an impairment of goodwill and provision for litigations) in fiscal years 2019 and 2020, respectively.
This was the primary factor that resulted in our net loss of $(447.5) million (of which $(302.9) million was the result of an impairment of goodwill and provision for litigations) in fiscal year 2020.
The following table reconciles our results from operating activities (an IFRS measure) to Adjusted Operating Profit (Loss) (a non-IFRS measure) for the periods indicated: Reconciliation of Adjusted Operating Profit (Loss) Fiscal Year Ended March 31, 2019 2020 2021 (in millions) Results from operating activities as per IFRS $ (152.9 ) $ (429.4 ) $ (67.7 ) Add: Employee share-based compensation costs 40.0 41.6 35.6 Add: Impairment of goodwill — 272.2 — Less: Gain on disposal of an equity-accounted investee — (0.7 ) — Add: Acquisition related intangibles amortization 14.1 14.7 14.1 Add: Merger and acquisitions related expenses — 0.9 — Add: Provision for litigations — 30.8 — Adjusted Operating Profit (Loss) $ (98.8 ) $ (69.9 ) $ (18.0 ) The following table reconciles our profit (loss) for the year (an IFRS measure) to Adjusted Net Profit (Loss) (a non-IFRS measure) for the periods indicated: Reconciliation of Adjusted Net Profit (Loss) Fiscal Year Ended March 31, 2019 2020 2021 (in millions) Profit (Loss) for the year as per IFRS $ (167.9 ) $ (447.5 ) $ (56.0 ) Add: Employee share-based compensation costs 40.0 41.6 35.6 Add: Impairment of goodwill — 272.2 — Less: Gain on disposal of an equity-accounted investee — (0.7 ) — Add: Acquisition related intangibles amortization 14.1 14.7 14.1 Add: Merger and acquisitions related expenses — 0.9 — Add: Provision for litigations — 30.8 — Add (Less): Share of (profit) loss of equity-accounted investees 0.9 0.1 0.2 Add: Impairment in respect of an equity-accounted investee 9.9 — — Add: Net change in value of financial liability in business combination — 1.4 (0.4 ) Add: Interest expense on financial liabilities measured at amortised cost — — 1.8 Add (Less): Income tax (benefit) expense (0.7 ) (0.1 ) (4.5 ) Adjusted Net Profit (Loss) $ (103.7 ) $ (86.5 ) $ (9.2 ) 98 The following table reconciles our diluted earnings (loss) per share for the year (an IFRS measure) to Adjusted Diluted Earnings (Loss) per Share (a non-IFRS measure) for the periods indicated: Reconciliation of Adjusted Diluted Earnings (Loss) per Share Fiscal Year Ended March 31, 2019 2020 2021 (in US$) Diluted Earnings (Loss) per share for the year as per IFRS $ (1.61 ) $ (4.26 ) $ (0.52 ) Add: Employee share-based compensation costs 0.37 0.40 0.32 Add: Impairment of goodwill — 2.60 — Less: Gain on disposal of an equity-accounted investee — (0.01 ) — Add: Acquisition related intangibles amortization 0.14 0.14 0.13 Add: Merger and acquisitions related expenses — 0.01 — Add: Provision for litigations — 0.29 — Add (Less): Share of (profit) loss of equity-accounted investees 0.01 * * Add: Impairment in respect of an equity-accounted investee 0.10 — — Add: Net change in value of financial liability in business combination — 0.01 * Add: Interest expense on financial liabilities measured at amortised cost — — 0.02 Add (Less): Income tax (benefit) expense (0.01 ) * (0.04 ) Adjusted Diluted Earnings (Loss) per Share $ (1.00 ) $ (0.82 ) $ (0.09 ) Note: * Less than $0.01.
The following table reconciles our results from operating activities (an IFRS measure) to Adjusted Operating Profit (Loss) (a non-IFRS measure) for the periods indicated: Reconciliation of Adjusted Operating Profit (Loss) Fiscal Year Ended March 31, 2020 2021 2022 (in millions) Results from operating activities as per IFRS $ (429.4 ) $ (67.7 ) (30.4 ) Add: Acquisition related intangibles amortization 14.7 14.1 13.8 Add: Employee share-based compensation costs 41.6 35.6 36.7 Less: Gain on discontinuation of equity accounted investment on disposal (0.7 ) — (2.2 ) Add: Impairment of goodwill 272.2 — — Add: Merger and acquisitions related expenses 0.9 — 0.6 Add: Provision for litigations 30.8 — 4.7 Adjusted Operating Profit (Loss) $ (69.9 ) $ (18.0 ) $ 23.2 The following table reconciles our profit (loss) for the year (an IFRS measure) to Adjusted Net Profit (Loss) (a non-IFRS measure) for the periods indicated: Reconciliation of Adjusted Net Profit (Loss) Fiscal Year Ended March 31, 2020 2021 2022 (in millions) Profit (Loss) for the year as per IFRS $ (447.5 ) $ (56.0 ) $ (45.6 ) Add: Acquisition related intangibles amortization 14.7 14.1 13.8 Add: Employee share-based compensation costs 41.6 35.6 36.7 Less: Gain on discontinuation of equity accounted investment on disposal (0.7 ) — (2.2 ) Add: Impairment of goodwill 272.2 — — Add: Merger and acquisitions related expenses 0.9 — 0.6 Add: Provision for litigations 30.8 — 4.7 Add: Interest expense on financial liabilities measured at amortized cost — 1.8 13.6 Add (Less): Income tax (benefit) expense (0.1 ) (4.5 ) (1.1 ) Add (Less): Net change in value of financial liability in business combination 1.4 (0.4 ) 1.2 Add (Less): Share of loss (profit) of equity-accounted investees 0.1 0.2 (0.03 ) Adjusted Net Profit (Loss) $ (86.5 ) $ (9.2 ) $ 21.7 88 The following table reconciles our diluted earnings (loss) per share for the year (an IFRS measure) to Adjusted Diluted Earnings (Loss) per Share (a non-IFRS measure) for the periods indicated: Reconciliation of Adjusted Diluted Earnings (Loss) per Share Fiscal Year Ended March 31, 2020 2021 2022 (in US$) Diluted Earnings (Loss) per share for the year as per IFRS $ (4.26 ) $ (0.52 ) $ (0.42 ) Add: Acquisition related intangibles amortization 0.14 0.13 0.13 Add: Employee share-based compensation costs 0.40 0.32 0.33 Less: Gain on discontinuation of equity accounted investment on disposal (0.01 ) — (0.02 ) Add: Impairment of goodwill 2.60 — — Add: Merger and acquisitions related expenses 0.01 — 0.01 Add: Provision for litigations 0.29 — 0.04 Add: Interest expense on financial liabilities measured at amortized cost — 0.02 0.13 Add (Less): Income tax (benefit) expense * (0.04 ) (0.01 ) Add (Less): Net change in value of financial liability in business combination 0.01 * 0.01 Add (Less): Share of loss (profit) of equity-accounted investees * * * Adjusted Diluted Earnings (Loss) per Share $ (0.82 ) $ (0.09 ) $ 0.20 Note: * Less than $0.01.
This could result in a reduction of depreciation expense in future periods. Technology-related Development Cost. Technology-related development costs representing all directly attributable development costs and including vendor invoices towards costs of design, configuration, coding, installation and testing of our websites and mobile platforms are capitalized until implementation. Upon implementation, the asset is amortized to expense over its estimated useful life.
Technology-related Development Cost Technology-related development costs representing all directly attributable development costs and including vendor invoices towards costs of design, configuration, coding, installation and testing of our websites and mobile platforms are capitalized until implementation. Upon implementation, the asset is amortized to expense over its estimated useful life.
Further, our Adjusted Margin % (defined as Adjusted Margin as a percentage of gross bookings) was 8.2% in the fiscal year 2021 compared to 7.0% in the fiscal year 2020. The increase in Adjusted Margin % was due to incremental incentives from our air ticketing suppliers to drive travel growth in the fiscal year 2021. Hotels and Packages .
Further, our Adjusted Margin % – Air ticketing was 8.2% in the fiscal year 2021 compared to 7.0% in the fiscal year 2020. The increase in Adjusted Margin % – Air ticketing was due to incremental incentives from our air ticketing suppliers to drive travel growth in the fiscal year 2021. Hotels and Packages .
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Item 6. [Reserved]
Selected Financial Data — reserved (removed by SEC in 2021)
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Item 6. [Reserved]
Selected Financial Data — reserved (removed by SEC in 2021)
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2021 filing
2022 filing
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ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES A. Directors and Senior Management Our board of directors consists of 10 directors. The table below sets forth the name, age and position of each of our directors, executive officers and key employees as of the date hereof.
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ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 95 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 109 ITEM 8. FINANCIAL INFORMATION 112 ITEM 9. THE OFFER AND LISTING 123 ITEM 10. ADDITIONAL INFORMATION 123 ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 147 ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 148 PART II
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Unless otherwise indicated, the business address of our directors and executive officers is 19 th Floor, Building No. 5, DLF Cyber City, Gurugram, 122002, India.
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Name Age Position/Title Directors: Deep Kalra 52 Director, Group Executive Chairman Rajesh Magow 52 Director and Group Chief Executive Officer Aditya Tim Guleri 56 Independent Director Cindy Xiaofan Wang 46 Director Hyder Aboobakar 40 Director James Jianzhang Liang 51 Director Jane Jie Sun 52 Director Paul Laurence Halpin 62 Independent Director Xiangrong Li 48 Independent Director Xing Xiong 47 Director Executive Officers: Mohit Kabra 50 Group Chief Financial Officer Directors Deep Kalra is our founder, group executive chairman and was appointed to our board of directors on October 9, 2001.
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Mr. Kalra’s responsibilities as group chief executive chairman include executing our business strategy and managing the overall performance and growth of our company. Mr. Kalra has over 29 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.
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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.
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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.
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Kalra is a founding member of ‘I am Gurgaon’— an NGO focused on improving the quality of life in Gurgaon and also serves on the board of the Gurgaon Metropolitan Development Authority. Mr. Kalra holds a Bachelor’s degree in Economics from St.
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Stephen’s College, Delhi University, India, and a Master’s degree in Business Administration from the Indian Institute of Management, Ahmedabad, India. Rajesh Magow is our co-founder and group chief executive officer and was appointed to our board of directors on November 6, 2012. Mr.
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Magow has also previously held the positions of chief financial officer and chief operating officer at our company. Mr. Magow has over 28 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.
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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.
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Before leaving Tecnovate eSolutions, he was the acting chief executive officer of the 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.
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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.
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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.
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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 101 Ventures. Mr. Guleri’s investment focus is primarily information technology software companies. Additionally, Mr. Guleri has helped execute Sierra’s India strategy and investments.
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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, Applitools, Astronomer, Balto, Commerce Fabric, Enable, LeadGenius, Phenom People, Radius , Sedai, Speedscale and SupportLogic . Prior to Sierra, Mr.
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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.
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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 .
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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.
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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.
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She is also an observer on the board of directors of Huazhu Group Limited (NASDAQ:HTHT, SEHK: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.
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Wang is Building 16, SKY SOHO, No. 968 Jinzhong Road, Shanghai, PRC 200335. Hyder Aboobakar was appointed to our board of directors on August 20, 2020 and is one of our resident directors in Mauritius. Mr. Hyder is a Director – Business Development at IQ EQ Corporate Services (Mauritius) Limited, or IQ-EQ. Prior to joining IQ-EQ, Mr.
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Hyder served as an investment manager at DSP Blackrock Investment Managers (Mauritius) Ltd where he was responsible for managing two India focused funds. Mr.
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Hyder 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.
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Hyder 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.
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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.
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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 (HKSE:7080). Mr.
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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, PRC 200335.
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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.
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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.
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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.
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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, PRC 200335. Paul Laurence Halpin was appointed to our board of directors on April 30, 2018 as a nominee of MIH Internet.
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He has remained on our board following the completion of the Naspers-Trip.com Transaction as a nominee of Trip.com. 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.
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Halpin established and sold a number of international healthcare and insurance 102 outsourcing businesses in Mauritius. He also served as a non-executive director on the Government of Mauritius’ Board of Investment between 2005 to 2010. Mr.
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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 companies within the Multichoice International Holdings group.
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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 C hartered A ccountant and a Fellow of the Institute of Chartered Accountants in Ireland. He is a Fellow of the Mauritius Institute of Directors and a Member of the Mauritius Institute of Professional Accountants.
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The business address of Mr. Halpin is Unit 8, East Rock, Coastal Road, Roches Noires, Mauritius. 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.
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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.
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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.
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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.
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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, China.
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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. He joined Trip.com as Senior R&D Director in April 2013 and became the vice president of Technology. and the chief executive officer of the Flight Ticket Group of Trip.com.
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Prior to working at Trip.com, Mr. Xiong held several management positions in the research and development teams of Microsoft and Expedia. Mr. Xiong has over 21 years of technology and management experience in the travel industries.
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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, PRC 200335. Executive Officer Mohit Kabra is our group chief financial officer.
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Prior to joining us in July 2011, Mr. Kabra served as a Director, Finance at Kohler India where he worked from 2006 to June 2011. He has approximately 27 years of work experience and has held various positions in the India businesses of, among others, PepsiCo, Colgate and Seagram. Mr.
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Kabra has a Bachelor of Commerce degree from Osmania University, Hyderabad, India. He is a qualified Chartered Accountant from the Institute of Chartered Accountants of India and a qualified Cost Accountant from the Institute of Cost Accountants of India. B.
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Compensation For fiscal year 2021, the aggregate compensation (including directors’ fees, but excluding grants of stock options and RSUs that are described below) to our directors and executive officers included in the list under the heading “— Directors and Executive Officer of our Group” was $2.0 million, which included $0.7 million in base salary and $1.3 million in other payments.
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Our employment agreements (as amended from time to time) with each of our group executive chairman, group chief executive officer, and group chief financial officer provide for variable performance component which is payable upon each of the individual officer and our company attaining certain performance targets.
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Except as otherwise disclosed, these aggregate cash compensation amounts for fiscal year 2021 do not include stock compensation and employee benefits to our directors and executive officers.
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Stock compensation to our directors and executive officers are disclosed separately in the tables under “— Outstanding Options” and “Outstanding RSUs,” and employee benefits to our directors and executive officers are disclosed separately under “— Employee Benefit Plans.” 103 Share Incentive Plans Equity Option Plan Our board of directors adopted the MakeMyTrip.com 2001 Equity Option Plan, or our Equity Option Plan, on January 12, 2001, retrospectively effective from June 1, 2000, pursuant to the enabling authority granted under a shareholders’ resolution dated January 12, 2001, in order to attract and retain appropriate talent in the employment of our company, to motivate our employees with incentives, to create shareholder value by aligning the interests of employees with the long term interests of our company and to create a sense of ownership and provide wealth creation opportunities for our employees.
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MMT India had also adopted an equity option plan in 2006. Employees who were previously granted options under the MMT India Equity Option Plan have instead been granted options under our Equity Option Plan. The MMT India Equity Option Plan and all options granted to employees under such plan were terminated with effect from July 14, 2010.
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Although we do not intend to make additional grants under our Equity Option Plan, the options already granted under Equity Option Plan continue to remain valid and exercisable. The following paragraphs describe the principal terms of our Equity Option Plan. Administration Our Equity Option Plan is administered by the compensation committee of our board of directors.
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Among other things, our compensation committee determines the terms and conditions of each option grant, including, but not limited to, the number of options, exercise price, vesting period, exercise period and any lock-in period, forfeiture provisions, adjustments to be made to the number of options and exercise price in the event of a change in capital structure or other corporate action, and satisfaction of any performance conditions.
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Vesting Schedule Other than as set forth under “— Outstanding Options,” all options we have granted to date have vested in full on their respective grant dates.
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Options Exercise and Expiration Unless otherwise specified in the grant, vested options must be exercised prior to the earliest of the following manner: • 48 months from the vesting date. • 72 months from the date of grant. • six months following the recipient’s date of voluntary resignation or termination of employment, other than due to death, disablement or retirement. • one year following the death of a recipient or termination due to disablement or retirement.
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Cashless Exercise of Options Our Equity Option Plan permits holders of options to exercise their options using a cashless exercise method. In a cashless exercise, the holder of options exercises the options by simultaneously selling the shares underlying the options upon exercise.
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Our board or compensation committee may also require the holder of options (especially in the case where such method of cashless exercise may contravene certain regulatory requirements) to surrender the options to our company at the selling price of the shares underlying the options in lieu of such exercise and simultaneous sale of shares.
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In each of the foregoing, the holder of options is only entitled to receive the difference between the selling price and the exercise price for the options, after deductions for all applicable taxes and expenses.
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Pursuant to the terms of our Equity Option Plan, any holder of options who may be restricted or prevented by applicable laws and regulations from paying in full or in part the exercise price of his or her options or from exercising such restricted options and acquiring our ordinary shares, will be required to exercise such restricted options using the cashless exercise method, as described above. 104 Effect of Change of Control or Restructuring of Capital Upon any restructuring of capital or the occurrence of a change of control of our company, the recipient of any option that is outstanding at the time of such restructuring or change of control will be entitled to such number and type of securities that is being offered in lieu of the shares underlying such option by virtue of such restructuring of capital or change of control, if any.
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Amendment or Termination The term of our Equity Option Plan was for an initial seven years but was extended to June 1, 2012 pursuant to a board resolution passed on June 12, 2009, which had retrospective effect from June 1, 2007.
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Our Equity Option Plan was subsequently amended and restated, and extended to June 1, 2014, pursuant to board and shareholder resolutions passed on May 25, 2010. We have not extended the validity of this plan, but the existing grants under this plan remain valid as per the terms of the original grant, as amended.
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Number of Shares granted under 2001 Equity Option Plan As of March 31, 2021, pursuant to our Equity Option Plan, we had outstanding options exercisable into a total of 17,839 ordinary shares with exercise price of $1.9765.
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Share Incentive Plan We adopted the MakeMyTrip 2010 Share Incentive Plan on May 25, 2010, or our Share Incentive Plan, upon which our Share Incentive Plan became immediately effective.
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On October 18, 2016, our board of directors approved two amendments to our Share Incentive Plan in order to give effect to an earlier recommendation of our compensation committee to increase the shares available under our Share Incentive Plan to fund employee grants for the four fiscal years starting April 2014 and to provide for a sufficient number of RSUs to be granted in connection with the conversion of Indigo SARs and Naspers Rollover RSUs and the other awards contemplated under the Naspers Transaction Agreement for the ibibo Group acquisition.
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On May 18, 2017, our board of directors approved an amendment to our Share Incentive Plan to extend the expiration date of our Share Incentive Plan from May 2020 to March 31, 2022.
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On May 18, 2017, June 19, 2018, January 24, 2019, July 10, 2020 and May 18, 2021, our board of directors approved amendments to our Share Incentive Plan to increase the shares available under the plan.
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Although our Equity Option Plan will continue to be valid under its terms and will govern the terms of all options granted thereunder, we intend to grant all new equity share awards under our Share Incentive Plan.
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The purpose of our Share Incentive Plan is to promote the success and enhance the value of our company by linking the personal interests of the members of our board, employees and consultants of our company, subject to restrictions under applicable law, to those of our shareholders and by providing such individuals with an incentive for outstanding performance to generate superior returns to our shareholders.
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Our Share Incentive Plan is further intended to provide us with flexibility in our ability to motivate, attract and retain the services of such individuals upon whose judgment, interest and special effort the successful conduct of our operations are largely dependent. The following paragraphs describe the principal terms of our Share Incentive Plan.
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Administration Our Share Incentive Plan is administered by our board of directors which, to the extent permitted by applicable laws, may delegate its authority to one or more members of our board or one or more of our officers, subject to certain restrictions set forth in our Share Incentive Plan. 105 Shares Available for Awards Subject to certain adjustments set forth in our Share Incentive Plan, the aggregate number of shares that may be issued or awarded under our Share Incentive Plan is equal to the sum of (x) 15,411,654 Shares, plus (y) in the event that any Indigo SARs or Naspers Rollover RSUs (each, as defined in the Naspers Transaction Agreement) are forfeited between October 18, 2016 and January 31, 2017 as a result of an Indigo Business Employee’s (as defined in the Naspers Transaction Agreement) termination of employment during such period, a number of Shares in respect of restricted share units into which such forfeited Indigo SARs and Naspers Rollover RSUs would have converted pursuant to Sections 7.07(a)(i) and 7.07(a)(ii) of the Naspers Transaction Agreement (each such defined term having the meaning ascribed to such term in the Naspers Transaction Agreement).
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To the extent that an award terminates, expires or lapses for any reason, or is settled in cash and not shares, then any shares subject to the award will again be available for the grant.
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Any shares delivered by the holder or withheld by our company upon the exercise of any award, in payment of the exercise price or tax withholding, may again be optioned, granted or awarded, subject to certain limitations set forth in our Share Incentive Plan.
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Eligibility Our employees, consultants and non-employee directors are eligible to be granted awards, except that awards will not be granted to consultants or non-employee directors who are residents of any country in the European Union and any other country, which, pursuant to applicable laws, does not allow grants to any non-employees or consultants.
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Options Our board of directors is authorized to grant options on shares.
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The per share option exercise price of all options granted pursuant to our Share Incentive Plan will be determined by our board of directors, which may be a fixed or variable price related to the fair market value of the shares; provided that no option may be granted to an individual subject to taxation in the United States at less than the fair market value on the date of the grant, without compliance with Section 409A of the United States Internal Revenue Code of 1986, as amended (or the Code), or the holder’s consent.
Removed
Our board of directors will determine the methods of payment of the exercise price of an option, which may include without limitation cash or check, shares, proceeds or other forms of legal consideration acceptable to our board of directors. The term of options granted under our Share Incentive Plan may not exceed 10 years from the date of grant.
Removed
Except as limited by the requirements of Section 409A of the Code, our board of directors may extend the term of any outstanding option and may extend the time period during which vested options may be exercised, or may amend any other term or condition of such option, in connection with any termination of service of the holder.
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Restricted Shares Our board of directors is authorized to grant shares subject to various restrictions, including without limitation restrictions on transferability.
Removed
Share Appreciation Rights Our board of directors is authorized to grant share appreciation rights to eligible individuals, entitling the holder to receive an amount determined by multiplying the difference obtained by subtracting the exercise price per share of the share appreciation right from the share value on the date of exercise of the share appreciation right by the number of ordinary shares with respect to which the share appreciation right is exercised, subject to any limitations our board of directors may impose.
Removed
The term of share appreciation rights will be set by our board of directors.
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Item 7. Management's Discussion & Analysis
Management's Discussion & Analysis (MD&A) — revenue / margin commentary
16 edited+3 added−8 removed9 unchanged
Item 7. Management's Discussion & Analysis
Management's Discussion & Analysis (MD&A) — revenue / margin commentary
16 edited+3 added−8 removed9 unchanged
2021 filing
2022 filing
According to MFS 13G, the number of ordinary shares beneficially owned includes ordinary shares beneficially owned by MFS and certain other non-reporting entities. ( 5 ) Travogue is a limited liability partnership controlled by Mr. Deep Kalra. Mr. Deep Kalra holds 100.0% of the partnership interests in Travogue. Accordingly, as of March 31, 2021, Mr.
According to the MFS 13G, the number of ordinary shares beneficially owned includes ordinary shares beneficially owned by MFS and certain other non-reporting entities. ( 6 ) Travogue is a limited liability partnership controlled by Mr. Deep Kalra. Mr. Deep Kalra holds 100.0% of the partnership interests in Travogue. Accordingly, as of March 31, 2022, Mr.
Kalra’s beneficial ownership of our ordinary shares includes 2,172,694 ordinary shares held by him (or his immediate family members) directly (in the form of ordinary shares or ordinary shares underlying RSUs and ESOPs that have vested or will vest within 60 days) and, based on information provided by Travogue, 2,455,100 ordinary shares held indirectly through Travogue.
Kalra’s beneficial ownership of our ordinary shares includes 2,487,402 ordinary shares held by him (or his immediate family members) directly (in the form of ordinary shares or ordinary shares underlying RSUs and ESOPs that have vested or 109 will vest within 60 days ) and, based on information provided by Travogue, 2 , 455 , 100 ordinary shares held indirectly through Travogue.
As at March 31, 2021, Trip.com has deferred its pre-emptive rights to subscribe for and purchase 1,222,116 additional Class B Shares, representing 1.2% of the total number of our ordinary shares and Class B Shares, as a result of the issuance of ordinary shares pursuant to the exercise or settlement of equity awards under our Share Incentive Plan 2010 between August 19, 2020 to March 31, 2021.
As at March 31, 2022, Trip.com has deferred its pre-emptive rights to subscribe for and purchase 1,736,900 additional Class B Shares, representing 1.7% of the total number of our ordinary shares and Class B Shares, as a result of the issuance of ordinary shares pursuant to the exercise or settlement of equity awards under our Share Incentive Plan 2010 between August 19, 2020 to March 31, 2022.
See “Item 10. Additional Information — B. Memorandum and Articles of Association — Class B Shares — Pre-Emptive Rights.” (3) Information based on Schedule 13G filed with the SEC by Pandanus Partners, L.P., or Pandanus, Pandanus Associates, Inc., or PAI and FIL Limited, or FIL, on February 8, 2021, or the FIL 13G.
See “Item 10. Additional Information — B. Memorandum and Articles of Association — Class B Shares — Pre-Emptive Rights.” (3) Information based Amendment No.3 to a report on Schedule 13G filed with the SEC by Pandanus Partners, L.P., or Pandanus, Pandanus Associates, Inc., or PAI and FIL Limited, or FIL, on February 9, 2022, or the FIL 13G.
Further, we also sold air tickets and hotel room nights as an agent of nil, $9.0 million and $0.4 million as an agent to this Trip.com subsidiary in fiscal years 2019, 2020 and 2021, respectively, and paid commission expenses of nil, $1.1 million and $0.06 million in fiscal years 2019, 2020 and 2021, respectively.
Further, we also sold air tickets and hotel room nights as an agent with a value of $9.0 million, $0.4 million and $1.4 million to subsidiaries of Trip.com in fiscal years 2020, 2021 and 2022, respectively, and paid commission expenses of $1.1 million, $0.06 million and $0.1 million in fiscal years 2020, 2021 and 2022, respectively.
In fiscal year 2021, we refunded air tickets and purchased hotel room nights of $0.7 million and $0.6 million, respectively. We earned nil, $0.2 million and $0.01 million from this Trip.com subsidiary as commission on procurement of such tickets and room nights in fiscal years 2019, 2020 and 2021, respectively.
In fiscal year 2021, we refunded air tickets and purchased hotel room nights of $0.7 million and $0.6 million, respectively. We earned $0.2 million, $0.01 million and $0.02 million from subsidiaries of Trip.com as commission for procurement of such tickets and room nights in fiscal years 2020, 2021 and 2022, respectively.
As of March 31, 2021, to our knowledge, there were approximately nine record holders of our ordinary shares, of which one has a registered address in the United States.
None of our shareholders has any contractual or other special voting rights. As of March 31, 2022, to our knowledge, there were approximately nine record holders of our ordinary shares, of which one has a registered address in the United States.
Except as otherwise required by law, the Terms of Issue or our Constitution, our ordinary shares and Class B Shares vote together as a single class on all matters on which our shareholders are entitled to vote. None of our shareholders has any contractual or other special voting rights.
Each of our equity shares is entitled to one vote on all matters that require a vote of shareholders. Except as otherwise required by law, the Terms of Issue or our Constitution, our ordinary shares and Class B Shares vote together as a single class on all matters on which our shareholders are entitled to vote.
Johnson, but disclaims that any such member is a beneficial owner of the securities reported in the FIL 13G. (4) Information based on Amendment No. 2 to a report on Schedule 13G filed with the SEC by Massachusetts Financial Services Company, or MFS, on February 11, 2021, or the MFS 13G.
Johnson, but disclaims that any such member is a beneficial owner of the securities reported in the FIL 13G. (4) Information based on Schedule 13G filed with the SEC by Capital International Investors, or CII, on February 11, 2022, or the CII 13G.
We also paid of nil, $1.6 million and $0.3 million in various operating expenses to subsidiaries of Trip.com in fiscal years 2019, 2020 and 2021, respectively. As of March 31, 2019, 2020 and 2021, we had trade and other receivables from subsidiaries of Trip.com outstanding of nil, $0.7 million, and $0.06 million, respectively.
As of March 31, 2020, 2021 and 2022, we had outstanding trade and other receivables from subsidiaries of Trip.com of $0.7 million, $0.06 million, and $0.3 million, respectively. As of March 31, 2020, 2021 and 2022, we had outstanding trade payables to subsidiaries of Trip.com of $1.1 million, $0.5 million, and $0.4 million, respectively.
As of March 31, 2019, 2020 and 2021, we had trade payables to subsidiaries of Trip.com outstanding of nil, $1.1 million, and $0.5 million, respectively. As of March 31, 2019, 2020 and 2021, we had prepaid expenses from subsidiaries of Trip.com of nil, $0.1 million, and nil, respectively. Employment Agreements See “Item 6. Directors, Senior Management and Employees — B.
As of March 31, 2020, 2021 and 2022, we provided advances for future bookings to subsidiaries of Trip.com of nil, nil, and $0.02 million, respectively. Employment Agreements See “Item 6. Directors, Senior Management and Employees — B. Compensation — Employment Agreements with Executive Officers.” Equity Option and Share Incentive Plans See “Item 6. Directors, Senior Management and Employees — B.
The following is a summary of our related party transactions since April 1, 2018. Shareholders Agreements See “Item 10. Additional Information — B. Memorandum and Articles of Association — Trip.com Amended and Restated Investor Rights Agreement”, “— Trip.com’s Pre-Emptive Rights in relation to our 2028 Notes”, “— Pre-Emptive Rights” and “— Registration Rights”.
The following is a summary of our related party transactions since April 1, 2019; Shareholders Agreements See “Item 10. Additional Information — B.
Equity shares beneficially owned Ordinary Shares Class B Shares Percent of Total Name of Beneficial Owner Number Percent (1) Number Percent (1) Voting Power (1) Trip.com (2) 10,773,694 16.56 39,667,911 100.0 48.16 FIL Limited (3) 5,847,371 8.99 — — 5.58 Massachusetts Financial Services Company (4) 4,904,655 7.54 — — 4.68 Deep Kalra (5) 4,627,794 6.97 — — 4.36 FMR LLC and Abigail P.
Equity shares beneficially owned Ordinary Shares Class B Shares Percent of Total Name of Beneficial Owner Number Percent (1) Number Percent (1) Voting Power (1) Trip.com (2) 10,773,694 16.42 39,667,911 100.0 47.91 FIL Limited (3) 6,506,502 9.92 — — 6.18 Capital International Investors (4) 3,975,771 6.10 — — 3.78 Massachusetts Financial Services Company (5) 3,357,400 5.12 — — 3.19 Deep Kalra (6) 4,942,502 7.35 — — 4.62 Notes: (1) Based on 65,606,041 ordinary shares outstanding and 39,667,911 Class B Shares outstanding as of March 31, 2022.
As of March 31, 2021, the outstanding amount of the loan was $0.06 million. 116 Procurement and selling of air tickets and hotel room nights from/to Trip.com and its subsidiaries We procured air tickets and hotel room nights of nil and $28.1 million as an agent from a subsidiary of Trip.com that operates as a travel product aggregator in fiscal years 2019 and 2020 respectively.
Memorandum and Articles of Association — Trip.com Amended and Restated Investor Rights Agreement”, “— Trip.com’s Pre-Emptive Rights in relation to our 2028 Notes”, “— Pre-Emptive Rights” and “— Registration Rights”. 110 Procurement and selling of air tickets and hotel room nights from/to Trip.com and its subsidiaries We procured air tickets and hotel room nights of $28.1 million and $3.5 million as an agent from subsidiaries of Trip.com that operates as travel product aggregators in fiscal years 2020 and 2022 respectively.
Compensation — Employment Agreements with Executive Officers.” Equity Option and Share Incentive Plans See “Item 6. Directors, Senior Management and Employees — B. Compensation — Share Incentive Plans.” C. Interest of Experts and Counsel Not applicable. 117
Compensation — Share Incentive Plans.” C. Interest of Experts and Counsel Not applicable. 111
Ltd and its subsidiaries, or HolidayIQ Group In fiscal years 2019, 2020 and 2021, we earned revenue of $0.04 million, $0.01 million and nil respectively, and received marketing services of nil, $0.01 million and nil, respectively.
We provided advances of nil, nil and $1.1 million to subsidiaries of Trip.com in fiscal years 2020, 2021 and 2022 and received back advances of nil, nil and $1.1 million given to subsidiaries of Trip.com in fiscal years 2020, 2021 and 2022, respectively.
Removed
Johnson (6) 4,527,547 6.96 — — 4.32 Notes: (1) Based on 65,065,075 ordinary shares outstanding and 39,667,911 Class B Shares outstanding as of March 31, 2021.
Added
According to the CII 13G, CII is a division of Capital Research and Management Company, or CRMC, as well as its investment management subsidiaries and affiliates Capital Bank and Trust Company, Capital International, Inc., Capital International Limited, Capital International Sarl, Capital International K.K., and Capital Group Private Client Services, Inc. (together with CRMC, the “investment management entities”).
Removed
(6) Information based on a report on Schedule 13G filed with the SEC by FMR LLC on February 8, 2021, or the FMR LLC 13G. According to the FMR LLC 13G, Abigail P. Johnson is a Director, the Chairman and the Chief Executive Officer of FMR LLC. Members of the Johnson family, including Abigail P.
Added
CII’s divisions of each of the investment management entities collectively provide investment management services under the name “Capital International Investors. (5) Information based on Amendment No. 3 to a report on Schedule 13G filed with the SEC by Massachusetts Financial Services Company, or MFS, on February 2, 2022, or the MFS 13G.
Removed
Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. Neither FMR LLC nor Abigail P.
Added
We also paid various operating expenses to subsidiaries of Trip.com amounting to $1.6 million, $0.3 million and $0.3 million in fiscal years 2020, 2021 and 2022, respectively.
Removed
Johnson has the sole power to vote or direct the voting of the shares owned directly by the various investment companies registered under the 115 Investment Company Act ("Fidelity Funds") advised by Fidelity Management & Research Company LLC ("FMR Co. LLC"), a wholly owned subsidiary of FMR LLC, which power resides with the Fidelity Funds' Boards of Trustees. FMR Co.
Removed
LLC carries out the voting of the shares under written guidelines established by the Fidelity Funds' Boards of Trustees . Each of our equity shares is entitled to one vote on all matters that require a vote of shareholders.
Removed
Transactions with equity-accounted investees Simplotel Technologies Private Limited In September 2018, 1,181 preference shares held in Simplotel were converted into 2,105 equity shares. HolidayIQ Pte.
Removed
PasajeBus SpA In fiscal year 2020, we acquired 20.5% equity stake in PasajeBus SpA and earned revenue of $0.11 million and $0.08 million in fiscal year 2020 and 2021, respectively. As of March 31, 2020 and 2021, we had trade and other receivable of $0.03 million and $0.02 million, respectively .
Removed
Saaranya Hospitality Technologies Private Limited (Saaranaya) In fiscal year 2021, we had advanced a loan to Saaranaya for working capital requirements of $0.06 million, and had received interest income on loan of $0.003 million.