Interim report
Page 1
October 17, 2025 To, BSE Limited (BSE: 542726) National Stock Exchange of India Limited (NSE: INDIAMART) Subject: Outcome of the Board Meeting Dear Sir/Madam, Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), we wish to inform you that the meeting of the Board of Directors of the Company held today i.e., Friday, October 17, 2025 has, inter alia, approved the Audited (Standalone and Consolidated) Financial Results (Collectively referred as ‘Financial Results’) of the Company for the quarter and half year ended September 30, 2025. A copy of Financial Results along with Auditors’ Report thereupon is enclosed herewith. The Financial Results are also being disseminated on the Company’s website at https://investor.indiamart.com/FinancialResultsStatements.aspx. The meeting commenced at 11:30 a.m. and concluded at 3:40 p.m. Please take above information on record. Thanking You, For IndiaMART InterMESH Limited (Vasudha Bagri) Compliance Officer Membership No: A28500 Encl.: As above indiamart® Regd. Office: 1st floor, 29-Daryaganj, Netaji Subhash Marg, Delhi - 110002, India lndiaMART lnterMESH Ltd. 6th floor, Tower 2, Assotech Business Cresterra, Plot No.22, Sec 135, Noida-201305, U.P Call Us: +91 - 9696969696 E: customercare@indiamart.com Website: www.indiamart.com CIN: L74899DL 1999PLC101534
Page 2
B S R & Co. LLP Chartered Accountants Building No. 10, 12th Floor, Tower-C DLF Cyber City, Phase - II Gurugram - 122 002, India Tel: +91 124 719 1000 Fax: +91 124 235 8613 Registered Office: B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 2013 14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063 Page 1 of 5 ’Independent Auditor s Report To the Board of Directors of IndiaMART InterMESH Limited Report on the audit of the Consolidated Financial Results Opinion We have audited the accompanying Statement of Consolidated Financial Results of IndiaMART InterMESH Limited (“Holding Company”) and its subsidiaries (Holding Company and its subsidiaries together referred to as “the Group”), and its associates for the quarter ended 30 September 2025 and for the period from 1 April 2025 to 30 September 2025, (“the Statement”), being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations"). In our opinion and to the best of our information and according to the explanations given to us, the Statement: a. includes the results of the entities mentioned in Annexure I to the Report on the audit of the Consolidated Financial Results; b. is presented in accordance with the requirements of Regulation 33 of the Listing Regulations as amended; and c. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of consolidated total comprehensive income (comprising of net profit and other comprehensive income) and other financial information of the Group for the quarter ended 30 September 2025 and total comprehensive income (comprising of net profit and other comprehensive loss) and other financial information for the year to date results for the period from 1 April 2025 to 30 September 2025. Basis for Opinion We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section 143(10) of the Companies Act, 2013 (“the Act”). Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Results section of our report. We are independent of the Group and its associates in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act, and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us, along with the consideration of audit reports of the other auditors referred to in sub paragraph no. (a) of the “Other Matters” paragraph below, is sufficient and appropriate to provide a basis for our opinion on the consolidated financial results. Management’s and Board of Directors’ Responsibilities for the Consolidated Financial Results These quarterly consolidated financial results as well as the year to date consolidated financial results have been prepared on the basis of the consolidated interim financial statements. The Holding Company’s Management and the Board of Directors are responsible for the preparation and presentation of these consolidated financial results that give a true and fair view of the consolidated net profit/ loss and other comprehensive income and other financial information of the Group including its associates in accordance with the recognition and measurement principles laid down in Indian Accounting
Page 3
B S R & Co. LLPIndependent Auditor’s Report(Continued)IndiaMART InterMESH Limited Page 2 of 5 Standard 34, ‘Interim Financial Reporting’ prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Management and Board of Directors of the companies included in the Group and of its associates are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of each company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial results by the Management and the Board of Directors of the Holding Company, as aforesaid.In preparing the consolidated financial results, the respective Management and the Board of Directors of the companies included in the Group and of its associates are responsible for assessing the ability of each company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. The respective Board of Directors of the companies included in the Group and of its associates is responsible for overseeing the financial reporting process of each company.Auditor’s Responsibilities for the Audit of the Consolidated Financial ResultsOur objectives are to obtain reasonable assurance about whether the consolidated financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial results.As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:– Identify and assess the risks of material misstatement of the consolidated financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.– Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the consolidated financial results made by the Management and Board of Directors.– Conclude on the appropriateness of the Management’s and Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the appropriateness of this assumption. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and its associates to cease to continue as a going concern.– Evaluate the overall presentation, structure and content of the consolidated financial results, including the disclosures, and whether the consolidated financial results represent the underlying transactions and events in a manner that achieves fair presentation.
Page 4
B S R & Co. LLPIndependent Auditor’s Report(Continued)IndiaMART InterMESH Limited Page 3 of 5 – Obtain sufficient appropriate audit evidence regarding the interim financial statements of the entities within the Group and its associates to express an opinion on the consolidated financial results. We are responsible for the direction, supervision and performance of the audit of interim financial statements of such entities included in the consolidated financial results of which we are the independent auditors. For the other entities included in the consolidated financial results, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. Our responsibilities in this regard are further described in sub paragraph no. (a) of the “Other Matters” paragraph in this audit report.We communicate with those charged with governance of the Holding Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.We also performed procedures in accordance with the circular issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable.Other Mattersa. The consolidated financial results include the audited financial results of four subsidiaries, whose interim financial statements reflects total assets (before consolidation adjustments) of Rs. 1,809.48 million as at 30 September 2025, total revenue (before consolidation adjustments) of Rs. 16.90 million and Rs. 29.72 million, total net loss after tax (before consolidation adjustments) of Rs. 73.34 million and Rs. 136.57 million for the quarter ended 30 September 2025 and for the period from 1 April 2025 to 30 September 2025 respectively, and net cash outflows (before consolidation adjustments) of Rs. 30.38 million for the period from 1 April 2025 to 30 September 2025, as considered in the consolidated financial results, which have been audited by their respective independent auditors. The independent auditor’s reports on interim financial statements of these entities have been furnished to us.Our opinion on the consolidated financial results, in so far as it relates to the amounts and disclosures included in respect of these entities, is based solely on the reports of such auditors and the procedures performed by us are as stated in paragraph above.Our opinion on the consolidated financial results is not modified in respect of the above matter with respect to our reliance on the work done and the reports of the other auditors.b. The consolidated financial results include theGroup’s share of total net loss after tax of Rs. 133.97 million and Rs. 275.12 million for the quarter ended 30 September 2025 and for the period from 1 April 2025 to 30 September 2025 respectively, as considered in the consolidated financial results, in respect of eight associates. These interim unaudited financial information have been furnished to us
Page 5
B S R & Co. LLP Independent Auditor’s Report(Continued) IndiaMART InterMESH Limited Page 4 of 5 by the Board of Directors. Our opinion on the consolidated financial results, in so far as it relates to the amounts and disclosures included in respect of these associates, is based solely on such interim unaudited financial information. In our opinion and according to the information and explanations given to us by the Board of Directors, these interim unaudited financial information are not material to the Group. Our opinion on the consolidated financial results is not modified in respect of the above matter with respect to the interim unaudited financial information certified by the Board of Directors. For B S R & Co. LLP Chartered Accountants Firm’s Registration No.:101248W/W-100022 David Jones Partner Gurugram Membership No.: 098113 17 October 2025 UDIN:25098113BMULOV8395 DAVID JULIAN JONES Digitally signed by DAVID JULIAN JONES Date : 2025.10.17 13:24:25 +05'30'
Page 6
B S R & Co. LLPIndependent Auditor’s Report(Continued)IndiaMART InterMESH Limited Page 5 of 5 Annexure IList of entities included in consolidated financial results.Sr. No Name of component Relationship1 Tradezeal Online Private Limited Subsidiary2 Pay With Indiamart Private Limited Subsidiary3Busy Infotech Private Limited (Formerly known as Tolexo Online Private Limited)Subsidiary4Livekeeping Technologies Private Limited (Formerly known as Finlite Technologies Private Limited) and Livekeeping Private Limited (Subsidiary of Livekeeping Technologies Private Limited)Subsidiary5IIL Digital Private Limited (incorporated on 27 August 2024)Subsidiary6 Simply Vyapar Apps Private Limited Associate7 IB MonotaRO Private Limited Associate8 Truckhall Private Limited Associate9 Agillos E-Commerce Private Limited Associate10 Edgewise Technologies Private Limited Associate11 Adansa Solutions Private Limited Associate12 Mobisy Technologies Private Limited Associate13Fleetex Technologies Private Limited (w.e.f 11 April 2025)Associate
Page 7
lndiaMART InterMESH Limited CIN: L74899DL1999PLC101534 Regd.oflice :-1st Floor, 29-Daryaganj,Netaji Subbash Marg, Delhi-110002,India Statement of Audited Consolidated Financials Results for the quarter and six months period ended September 30, 2025 I. Audited Consolidated Financials Results (Am ounts m m 100, exce • INR ill" Quarter ended Six months ended S.No. Particulars September 30, 2025 June 30, 2025 September 30, September 30, September 30, 2024 2025 2024 Audited Audited Audited Audited Audited 1 Income: a) Revenue from operations 3,910 3,721 3,477 7,631 6,790 b) Other income 102 924 655 1,026 1,187 Total income 4,012 4,645 4,132 8,657 7,977 2 Expenses: a) Employee benefits expense 1,715 1,610 1,474 3,325 2,906 b) Finance costs 7 10 19 17 39 c) Depreciation and amortisation expense 72 69 82 141 163 d) Other expenses 898 776 657 1,674 1,343 Total expenses 2,692 2,465 2,232 5,157 4,451 3 Profit before share of loss in associates and tax (1-2) 1,320 2,180 1,900 3,500 3,526 4 Share in net loss of associates (134) (141) (127) (275) (239) 5 Profit before tax (3+4) 1,186 2,039 1,773 3,225 3,287 6 Tax expense a) Current tax 399 389 457 788 750 b) Deferred tax (40) 115 (35) 75 46 Total tax expense 359 504 422 863 796 7 Net Profit for the period/year [5-6] 827 1,535 1,351 2,362 2,491 8 Other comprehensive income/ (loss) (net of tax) -Items that will not be reclassified to profit or loss 8 (22) (6) (14) 9 9 Total comprehensive income for the period/year [7+8] 835 1,513 1,345 2,348 2,500 10 Paid up equity share capital (face value : INR 10/- each) 600 600 600 600 600 11 Other equity for the year 12 Earnings per equity share: Basic earnings per equity share (INR 10 per share) 13.77 25.59 22.54 39.36 41.54 (Not annualised) (Not annualised) (Not annualised) (Not annualised) (Not annualised) Diluted earnings per equity share (INR 10 per share) 13.71 25.52 22.48 39.21 41.43 (Not annualised) (Not annualised) (Not annualised) (Not annualised) (Not annualised) ,t b d 1) per s are ata Year ended March 31, 2025 Audited 13,884 2,724 16,608 6,010 74 329 2,646 9,059 7,549 (491) 7,058 1,545 6 1,551 5,507 (4) 5,503 600 21,253 91.84 (Annualised) 91.59 (Annualised)
Page 8
IL Segment Information of Consolidated Financial Re■ ults lndiaMART InterMESH Limited CIN: L 74899DL1999PLC101534 Regd.office :-1st Floor, 29-Daryaganj,Netaji Subhash Marg, Delhi-110002,India Statement of Audited Conaolidated Financials Results Quarter ended (Amounts in INR million) Six months ended Year ended Particulan September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 March 31, 2025 Audited Audited Audited Audited Audited Audited Segment Revenue a) Web and related services 3,603 3,463 3,319 7,066 6,475 13,204 b) Accounting Software services 307 258 158 565 315 682 Total 3,910 3,721 3,477 7,631 6,790 13,886 Less : Inter-Segment Revenue a) Web and related services - - - (2) b) Accounting Software services - - - - Total - - - - - (2) Revenue from operations from external customers a) Web and related services 3,603 3,463 3,319 7,066 6,475 13,202 b) Accounting Software services 307 258 158 565 315 682 Total 3,910 3,721 3,477 7,631 6,790 13,884 Segment Result a) Web and related services 1,302 1,340 1,385 2,643 2,602 5,347 b) Accounting Software services (5) (6) (39) (11) (61) (119) Total 1,297 1,334 1,346 2,632 2,541 5,228 Finance Cost (7) (10) (19) (17) (39) (74) Depreciation and amortisation expense (72) (69) (82) (141) (163) (329) Other income 102 925 655 1,026 1,187 2,724 Profit before share of loss in associates, exceptional items and tu 1,320 2,180 1,900 3,500 3,526 7,549 Share in net loss of associates (134) (141) (127) (275) (239) (491) Profit before In 1,186 2,039 1,773 3,225 3,287 7,058 Segment Assets a) Web and related services 27,451 26,396 23,750 27,451 23,750 28,048 b) Accounting Software services 6,981 6,914 6,412 6,981 6,412 6,639 Unallocable 6,845 6,919 5,972 6,845 5,972 6,650 Total 41,277 40,229 36,134 41,277 36,134 41,337 Se£111.ent Liabilitie ■ a) Web and related services 18,565 18,548 16,334 18,565 16,334 18,219 b) Accounting Software services 1,335 1,246 1,027 1,335 1,027 1,265 Total 19.900 19794 17.361 19.900 17.361 19A84 a) Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief opearting decision maker, in deciding how to allocate resources and assessing performance. b) The Group had identified two business segments namely ''Web and Related Services11 and "Accounting Software Services11 as reportable segments based on the nature of the products, the risks and returns, the organization structure and the internal :financial reporting systems. c) Web and related services pertains to online B2B marketplace for business products and services. It provides a platform to discover products and services and connect with the suppliers of such products and services. Accounting Software Services includes business of development, system analysis, designing and marketing ofintegrated business accounting software to help and manage businesses with increased efficiency.
Page 9
IndiaMART lnterMESH Limited CIN: U74899DL1999PLC101534 Regd.office :- 1st Floor, 29-Daryaganj,Netaji Subhash Marg, Delhi-110002,India Statement of Audited Consolidated Financials Results III. Audited Consolidated Balance sheet (Amounts in INR million) Asat Asat September 30, 2025 March 31, 2025 Audited Audited Assets Non-current assets Property, plaot and equipment 67 80 Right-of-use assets 209 252 Goodwill 4,543 4,543 Other intaogible assets 232 276 Intaogible uoder development 15 4 Investment in associates 3,772 2,447 Finaocial assets - (i) Investments 3,074 4,202 (ii) Loaos 870 I (iii) Others finaocial assets 357 50 Deferred tax assets (net) 12 37 Non-current tax assets (net) 79 71 Other non-current assets 95 17 Total non-current assets 13,325 11,980 Current assets Finaocial assets (i) Investments 27,200 27,882 (ii) Trade receivables 44 40 (iii) Cash aod cash equivalents 279 735 (iv) Bank balaoces other thao (iii) above 78 109 (v) Loaos 5 130 (vi) Others finaocial assets 98 295 Other current assets 248 166 Total current assets 27,952 29,357 Total assets 41,277 41,337 Equity and liabilities Equity Share capital 600 600 Other equity 20,777 21,253 Total equity 21,377 21,853 Liabilities Non-current liabilities Finaocial liabilities (i) Lease liabilities 180 227 Contract liabilities 6,571 6,177 Provisions 462 392 Deferred tax liabilities (net) 516 472 Total non-current liabilities 7,729 7,268 Current liabilities Finaocial liabilities (i) Lease liabilities 103 103 (ii) Trade payables (a) total outstaoding dues of micro enterprises aod small enterprises I 9 (b) total outstaoding dues of creditors other thao micro enterprises aod small enterprises 363 261 (iii) Other finaocial liabilities 208 590 Contract liabilities 10,934 10,599 Other current liabilities 235 491 Provisions 136 105 Current tax liabilities (net) 191 58 Total current liabilities 12,171 12,216 Total liabilities 19,900 19,484 Total equity and liabilities 41,277 41,337
Page 10
Notes to the Statement of Audited Consolidated Financial Results for the quarter and six months period ended September 30, 2025: I The above consolidated financial results for the quarter and six months ended September 30, 2025 were reviewed and recommended by the Audit Committee on October 16, 2025 and subsequently approved by the Board of Directors at its meeting held on October 17, 2025. The statutory auditors have expressed an unmodified audit opinion on 2 The above consolidated financial results have been prepared in accordance with the Indian Accounting Standards (referred to as "Ind AS") as prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time. 3 The consolidated cash flow statement is attached in Annexure I. 4 During the six months period ended 30 September 2025, the Company has granted 406,730 Stock appreciation rights (SAR) to its eligible employees at a weighted average share price ofINR 2,245 per share with exercise price ofINR 10 each and vesting over a period of 5 years. 5 The results for the quarter and six months ended September 30, 2025 are available on the BSE Limited website (URL:www.bseindia.com/corporates) , the National Stock Exchange oflndia Limited website (URL:www.nseindia .com/corporates) and on the Company's website. 6 During the previous year, a composite scheme of amalgamation ("the Scheme") amongst wholly owned subsidiaries Busy lnfotech Private Limited ( "Busy " or "Transferor Company l") , Hello Trade Online Private Limited ("Hello Trade" or "Transferor Company 2"), Tolexo Online Private Limited ("Tolexo" or "Transferee Company") and their respective shareholders and creditors under Section 230 to 232 and other applicable provisions, if any, of the Companies Act, 2013 (read with the Rules made thereunder) was approved by the Board of Directors of the respective companies, had received requisite approvals and sanctioned by the Hon'ble National Company Law Tribunal (NCLT) Chandigarh Bench vide its order dated January 17, 2025 with the appointed date of April 1, 2023. The Certified true copy of the said order dated February 12, 2025 was filed with the Registrar of Companies on February 14, 2025. In accordance with the order ofNCLT , the Group had given effect to the scheme, however it does not have any material effect to the consolidated fmancial results for the year ended March 31, 2025. Further, pursuant to the said scheme, Tolexo Online Private Limited has filed an application with ROC on March 12, 2025 for name change to "Busy Infotech Private Limited" and has been approved on March 21, 2025. Place: Noida Date : 17 October 2025 For and on behalf of the Board of Directors IndiaMART InterMESH Limited . Digitally signed by Dmesh Chandra Dinesh Chandra Agarwal Agarwal ~;,7~,!~2; 0~~3~ Dinesh Chandra Agarwal (Managing Director and Chief Executive Officer)
Page 11
IndiaMART InterMESH Limited CIN: U74899DL1999PLC101534 Regd.office :- 1st Floor, 29-Daryaganj,Netaji Subhash Marg, Delbi-110002,India Statement of Audited Consolidated Financials Results Audited Consolidated Statement of Cash Flows Particulars For the six months ended 30 September 2025 Audited Cash flow from operating activities Profit before tax for the period 3,225 Adjustments for: Depreciation and amortisation expense 141 Interest, dividend and other income (35) Liabilities and provisions no longer required written back (40) Fair value gain/(loss) (net) on measurement, interest and income from sale of mutual ftmds, exchange (950) traded ftmds, bonds, debentures, units of investment trust and alternative investment ftmds Fair value loss on measurement of Investment in other entities - Gain on de-recognition oflease liability - Net gain on disposal of property, plant and equipment - Finance costs 17 Share-based payment expense 177 Share of net loss of associates 275 Operating profit before working capital changes 2,810 Changes in: Trade receivables (4) Other financial assets 194 Other assets (161) Other financial liabilities (72) Trade payables 94 Contract liabilities 728 Provisions and other liabilities (173) Cash generated from operations 3,416 Income tax paid (net) (664) Net cash generated from operating activities (1) 2,752 Cash flow from investing activities Proceeds from sale of property, plant and equipment - Purchase of property, plant and equipment, other intangible assets, intangible assets under develelopment, (51) capital work in progress and capital advances Purchase of current investments (6,974) Inter-corporate deposits placed with fmancials institutions and body corporates (854) Redemption of inter-corporate deposits placed with financials institutions and body corporates 124 Proceeds from sale of current investments 8,352 Interest, dividend and income from investment units 272 Investment in bank deposits (389) Redemption of bank deposits 119 Investment in associates and other entities (471) Loan to associate - Net cash (used in)/from investing activities (2) 128 Cash flow from financing activities Repayment oflease liabilities (including interest) (68) Payment of deferred consideration (268) Dividend paid (3,000) Proceeds from issue of equity shares on exercise of share based awards - Net cash used in financing activities (3) (3,336) Net Increase in cash and cash equivalents (1 +2+3) (456) Cash and cash equivalents at the beginning of the period 735 Cash and cash equivalents at the end of the period 279 Annexure-1 (Amounts in INR million) For the six months ended 30 September 2024 Audited 3,286 163 (28) - (1,207) 49 - - 39 lll 239 2,652 14 147 (6) (80) (9) 426 (109) 3,()35 (645) 2,390 (33) - (11,708) - - 10,926 313 (142) 159 (1,024) (30) (1,539) (77) (134) (1,199) - (1,410) (559) 848 289
Page 12
B S R & Co. LLPChartered AccountantsBuilding No. 10, 12th Floor, Tower-CDLF Cyber City, Phase - IIGurugram - 122 002, IndiaTel: +91 124 719 1000Fax: +91 124 235 8613 Registered Office:B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 201314th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063Page 1 of 3 ’Independent Auditor s ReportTo the Board of Directors of IndiaMART InterMESH LimitedReport on the audit of the Standalone Financial ResultsOpinionWe have audited the accompanying standalone quarterly financial results of IndiaMART InterMESH Limited (“the Company”) for the quarter ended 30 September 2025 and the year -to-date results for the period from 1 April 2025 to 30 September 2025, attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").In our opinion and to the best of our information and according to the explanations given to us, these standalone financial results:a. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; andb. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards, and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information for the quarter ended 30 September 2025 and net profit and other comprehensive loss and other financial information for the year to date results for the period from 1 April 2025 to 30 September 2025.Basis for OpinionWe conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section 143(10) of the Companies Act, 2013 (“the Act”). Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Results section of our report. We are independent of the Company, in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act, and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained, is sufficient and appropriate to provide a basis for our opinion.Management’s and Board of Directors’ Responsibilities for the Standalone Financial ResultsThese quarterly financial results as well as the year to date standalone financial results have been prepared on the basis of the interim financial statements.The Company’s Management and the Board of Directors are responsible for the preparation of these standalone financial results that give a true and fair view of the net profit/ loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, ‘Interim Financial Reporting’ prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial results that give a true and fair view and are
Page 13
B S R & Co. LLPIndependent Auditor’s Report(Continued)IndiaMART InterMESH Limited Page 2 of 3 free from material misstatement, whether due to fraud or error.In preparing the standalone financial results, the Management and the Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors is also responsible for overseeing the Company’s financial reporting process.Auditor’s Responsibilities for the Audit of the Standalone Financial ResultsOur objectives are to obtain reasonable assurance about whether the standalone financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial results.As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:– Identify and assess the risks of material misstatement of the standalone financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.– Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control.– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the standalone financial results made by the Management and Board of Directors.– Conclude on the appropriateness of the Management’s and Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.– Evaluate the overall presentation, structure and content of the standalone financial results, including the disclosures, and whether the standalone financial results represent the underlying transactions and events in a manner that achieves fair presentation.We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Page 14
B S R & Co. LLP Independent Auditor’s Report (Continued) IndiaMART InterMESH Limited Page 3 of 3 We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. For B S R & Co. LLP Chartered Accountants Firm’s Registration No.:101248W/W-100022 David Jones Partner Gurugram Membership No.: 098113 17 October 2025 UDIN:25098113BMULOU9939 Digitally signed by DAVID JULIAN DAVID JULIAN JONES JON ES ~:~~=~~~Q~?j~~
Page 15
lndiaMART InterMESH Limited CIN: L74899DL1999PLC101534 Regd.office :-1st Floor, 29-Daryaganj,Netaji Subhash Marg, Delhi-110002,India Statement of Audited Standalone Financials Results for the quarter and six months period ended September 30, 2025 I. Audited Standalone Financials Results (Amounts in INR million, except per share data) S.No. Particulars Quarter ended Six months ended Year ended September 30, June 30, September 30, September 30, September 30, March 31, 2025 2025 2024 2025 2024 2025 Audited Audited Audited Audited Audited Audited 1 Income: a) Revenue from operations 3,603 3,463 3,318 7,066 6,471 13,201 b) Other income 80 844 622 924 1,128 2,838 Total income 3,683 4,307 3,940 7,990 7,599 16,039 2 Expenses: a) Employee benefits expense 1,574 1,485 1,353 3,059 2,666 5,526 b) Finance costs 7 8 9 15 20 38 c) Depreciation and amortisation expense 36 35 52 71 104 205 d) Other expenses 879 631 770 1,510 1,437 2,540 Total expenses 2,496 2,159 2,184 4,655 4,227 8,309 3 Profit before tax (1-2) 1,187 2,148 1,756 3,335 3,372 7,730 4 Tax expense a) Current tax 393 384 454 777 744 1,506 b) Deferred tax (41) 104 32 63 118 152 Total tax expense 352 488 486 840 862 1,658 5 Net Profit for the period/year (3-4) 835 1,660 1,270 2,495 2,510 6,072 6 Other comprehensive income/ (loss) (net of tax) -Items that will not be reclassified to profit or loss 7 (22) (5) (15) 10 (3) 7 Total comprehensive income for the period/year (5+6) 842 1,638 1,265 2,480 2,520 6,069 8 Paid up equity share capital (face value : INR 10/- each) 600 600 600 600 600 600 9 Other equity for the year 22,161 10 Earnings per equity share: Basic earnings per equity share (INR 10 per share) 13.91 27.66 21.17 41.57 41.87 101.26 (Not annualised) (Not annualised) (Not annualised) (Not annualised) (Not annualised) (Annualised) Diluted earnings per equity share (INR 10 per share) 13.85 27.59 21.12 41.42 41.75 100.99 /Not annualised) /Not annualised) IN ot annualised) IN ot annualised) /Not annualised) ( Annualised)
Page 16
IndiaMART lnterMESH Limited CIN: U74899DL1999PLC101534 Regd.office :- 1st Floor, 29-Daryaganj,Netaji Subhash Marg, Delhi-110002,India Statement of Audited Standalone Financials Results II. Audited Standalone Balance sheet Asat September 30, 2025 Audited Assets Non-current assets Property, plant and equipment 57 Right-of-use assets 209 Intangible assets 8 Investment in subsidiaries and associates 11,098 Financial assets (i) Investments 2,421 (ii) Loans 715 (iii) Others fmancial assets 347 Non-current tax assets (net) 50 Other non-current assets 14 Total non-current assets 14,919 Current assets Financial assets (i) Investments 25,525 (ii) Trade receivables 7 (iii) Cash and cash equivalents 262 (iv) Bank balances other than ( iii) above 4 (v) Loans 5 (vi) Others fmancial assets 90 Other current assets 67 Total current assets 25,960 Total assets 40,879 Equity and liabilities Equity Share capital 600 Other equity 21,819 Total equity 22,419 Liabilities Non-current liabilities Financial liabilities (i) Lease liabilities 180 Contract liabilities 6,199 Provisions 452 Deferred tax liabilities (net) 371 Total non-current liabilities 7,202 Current liabilities Financial liabilities (i) Lease liabilities 103 (ii) Trade payables (a) total outstanding dues of micro enterprises and small enterprises - (b) total outstanding dues of creditors other than micro enterprises and small enterprises 315 (iii) Other financial liabilities 188 Contract liabilities 10,127 Other current liabilities 220 Provisions 115 Current tax liabilities (net) 190 Total current liabilities 11,258 Total liabilities 18,460 Total equity and liabilities 40,879 (Amounts in INR million) March 31, 2025 Audited 72 252 9 9,378 3,550 1 35 50 1 13,348 26,513 17 686 3 6 257 66 27,548 40,896 600 22,161 22,761 227 5,871 375 313 6,786 103 - 240 270 10,132 460 86 58 11,349 18,135 40,896
Page 17
Notes to the Statement of Audited Standalone Financial Results for the quarter and six months period ended September 30. 2025: 1 The above standalone financial results for the quarter and six months period ended September 30, 2025 were reviewed and recommended by the Audit Committee on October 16, 2025 and subsequently approved by the Board of Directors at its meeting held on October 17, 2025. The statutory auditors have expressed an unmodified audit opinion on these results. 2 The above standalone financial results have been prepared in accordance with the Indian Accounting Standards (referred to as "Ind AS") as prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time. 3 The standalone cash flow statement is attached in Annexure I. 4 As per IND AS 108 "Operating Segments", the Company has disclosed the segment information only as a part of consolidated financial results. 5 The results for the quarter and six months period ended September 30, 2025 are available on the BSE Limited website (URL: www.bseindia.com/corporates) , the National Stock Exchange of India Limited website (URL: www.nseindia.com/corporates) and on the Company's website. 6 During the previous year, a composite scheme of amalgamation ("the Scheme") amongst wholly owned subsidiaries Busy lnfotech Private Limited ( "Busy " or "Transferor Company l "), Hello Trade Online Private Limited ("Hello Trade" or "Transferor Company 2"), Tolexo Online Private Limited ('Tolexo" or "Transferee Company") and their respective shareholders and creditors under Section 230 to 232 and other applicable provisions, if any, of the Companies Act, 2013 (read with the Rules made thereunder) was approved by the Board of Directors of the respective companies in their meeting held on 28 March 2024, received requisite approvals and sanctioned by the Hon'ble National Company Law Tribunal (NCLT) Chandigarh Bench vide its order dated January 17, 2025 with the appointed date of April 1, 2023. The Certified true copy of the said order dated February 12, 2025 was filed with the Registrar of Companies on February 14, 2025. In accordance with the order ofNCLT, the Company had given effect to the scheme in the standalone financial statements for the year ended March 31, 2025 and reversed impairment loss in Tolexo and Hello Trade ofINR 70.32. Further, pursuant to the said scheme, Tolexo Online Private Limited had filed an application with ROC on March 12, 2025 for name change to "Busy lnfotech Private Limited" and had been approved on March 21, 2025. 7 During the six months period ended 30 September 2025, the Company has granted 406,730 Stock appreciation rights (SAR) to its eligible employees at a weighted average share price ofINR 2245 per share with exercise price ofINR 10 each and vesting over a period of 5 years. Place: Noida Date: 17 October 2025 For and on behalf of the Board of Directors IndiaMART lnterMESH Limited Dinesh Chandra Digitally signed by Dinesh Chandra Agarwal Date: 2025.10.17 Agarwal 12:45:29+05•30• Dinesh Chandra Agarwal (Managing Director and Chief Executive Officer)
Page 18
IndiaMART lnterMESH Limited CIN: U74899DL1999PLC101534 Regd.office :-1st Floor, 29-Daryaganj,Netaji Subhash Marg, Delhi-110002,India Statement of Audited Standalone Financials Results Audited Standalone Statement of Cash Flows for the six months period ended 30 September 2025 For the six months ended Cash flow from operating activities Profit before tax for the period Adjustments for: Depreciation and amortisation expense Interest and other income Fair value gain on measurement and income from sale of mutual funds, bonds, debentures, units of alternative Investment funds and Investment trust Fair value loss on measurement of Investment in other entities Fair value (gain)/loss on measurement of derivative contract liability Gain on disposal of property, plant and equipment Share-based payment expense Impairment loss on investment Finance costs Operating profit before working capital changes Changes in: Trade receivables Other fmancial assets Other assets Other fmancial liabilities Trade payables Contract liabilities Provisions and other liabilities Cash generated from operations Income tax paid (net) Net cash generated from operating activities (1) Cash flow from investing activities Proceeds from sale of property, plant and equipment Purchase of property, plant and equipment, other intangible assets and capital advances Purchase of current investments Inter-corporate deposits placed with fmancials institutions Investment in subsidiaries, associates and other entities Proceeds from sale of current investments Interest and income from investment units Investment in bank deposits Loan to associate Net cash generated/ (used in) from investing activities (2) Cash flow from financing activities Repayment of lease liabilities ( including interest) Payment of dividends Proceeds from issue of equity shares on exercise of share based awards Net cash used in financing activities (3) Net decrease in cash and cash equivalents (1+2+3) Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period 30 September 2025 Audited 3,335 71 (25) (895) 168 160 15 2,829 10 164 (14) (56) 75 323 (153) 3,178 (644) 2,534 1 (11) (5,989) (700) (764) 7,647 227 (301) 110 (68) (3,000) (3,068) (424) 686 262 Annexure-1 (Amounts in INR million) For the six months ended 30 September 2024 Audited 3,372 104 (2) (1,160) 49 (11) 100 233 20 2,705 139 3 (70) (15) 310 (110) 2,962 (634) 2,328 l (11) (11,283) (1,158) 10,607 293 (30) (1,581) (77) (1,199) (1,276) (529) 811 282