OnMobile Global

The Directors take pleasure in presenting the 8th Annual Report on the
 business and operations of the Company together with the Audited
 Financial Statements and Accounts for the year ended March 31,2008.
 
 Results of Operations
 
 FINANCIAL HIGHLIGHTS of On Mobile Global Limited (unconsolidated) 
 
 
                                             For the year 2007-08 
                                       (Rs. Millions)     (Rs. Millions)
 PARTICULARS                                 2007-08           2006-07
 
 
 Net Revenue                                 2,307.64         1,303.15
 Earning before other income, depreciation,
 finance charges and tax                       917.12           592.81
 Other Income                                   68.85            42.77
 Depreciation                                  249.18           142.25
 Finance Charges                                17.09             0.16
 Earnings before tax                           719.70           493.17
 Earnings after tax                            475.68           330.37
 Equity Share Capital                          574.06            36.54
 Reserves and Surplus                        5,364.60         1,985.37
 Networth                                    5,940.07         2,021.91
 Investments                                 4,610.75         1,237.25
 Gross Block                                 1,301.56           567.03
 Net Block                                     776.07           281.98
 Net Current Assets                            757.97           489.46
 Cash and Cash Equivalents                   1,436.41           197.37
 No. of Equity shares                      57,406,139        3,300,207
 Earnings per share (Diluted) (In Rs.)              9                7
 
 During 2007-08, the Company recorded net revenue of Rs. 2308 million,
 an increase of 77% over the previous year of Rs 1,303million.  The
 Earnings after tax of the Company increased from Rs. 330 million in
 2006-07 to Rs. 476 million in 2007-08, an increase of 44%.  The diluted
 earnings per share (EPS) increased from Rs. 7 per share to Rs. 9 per
 share.
 
 Liquidity
 
 The Company ensures that it has adequate cash to meet its strategic
 objectives. As on March 3 1, 2008 the Company had liquid assets
 including investments in, money market mutual funds of Rs 4,584 million
 as compared to Rs. 1,216 million for the previous year-ending March 31,
 2007.The Company has invested these funds with banks, liquid mutual
 funds and fixed maturity plans.
 
 Changes to the Share Capital A.  Initial Public Offer (IPO)
 
 During the year the Company was converted into a Public
 
 Limited Company by a special resolution of the shareholders dated
 August 17, 2008 and subsequently the Company made an Initial Public
 Offer (IPO) of 10,900,545 Equity Shares consisting of fresh issue of
 8,6 I 3,356 Equity Shares and an Offer for sale of 2,287,189 Equity
 shares by OnMobile Systems Inc. through a Book Building process for
 cash at a price band of Rs. 425/- to Rs. 450/-Per Equity Share, as per
 the Disclosure and Investor Protection Guidelines issued by the
 Securities and Exchange; Board of India (SEBI). Despite the tough and
 challenging global equity market conditions, the Companys IPO was
 oversubscribed by 10.85 times (17.16 times from the Qualified
 Institutiona Buyers).
 
 The Company received 99.94% applications in the IPO at the higher end
 of the price band (Rs. 450 and Cut-off) and only 0.06% of the
 applications were received at different prices below Rs.450.  However,
 considering the turbulent capital market condition: the Company fixed
 the issue price as Rs. 440/- per Equity Share resulting in total issue
 proceeds of Rs. 4,796,239,800/- out of which Rs. 3.789,876,640/- was on
 account of the fresh issue of Equity Shares and Rs. 1,006,363,160/- was
 on account of the Offer for sale.
 
 The details pertaining to the utilization of JPO proceed til March 3
 1, 2008 is specified in the notes to accounts section of the Annual
 Report. Post the Public issue the paid up Equity share capital of the
 Company stands at Rs. 574.061,390/- consisting of 57,406,139 Equity
 shares of face value Rs. 10/- each.
 
 The Company had subsequently listed its Equity Shares or the Bombay
 Stock Exchange and National Stock Exchange or February 19, 2008. The
 details of the movement in share price are specified in the Corporate
 Governance section of the Annua Report.
 
 8.  Conversion and Redemption of Preference Shares
 
 During the year the Company approved in the Annual Genera Meeting held
 on August 17, 2007 the conversion of 353,629 Preference Shares held by
 Deustche Bank AG, Kings Roac Investments (Mauritius) Limited, Jade
 Dragon Investments (Mauritius) Ltd. (referred to as the (Investors))
 into 353.629 Equity Shares of the Company in the ratio of one Equity
 Share for every Preference Share held by the Investors.
 
 During the year under review, the Company successfully completed the
 amalgamation with ITfinity Solutions Private Limited, as per the scheme
 of amalgamation and arrangement approved by the High Courts of
 Karnataka by order dated March 27,2007 and the High Court of Mumbai by
 order dated April 21, 2007. The scheme was effective from May 14, 2007
 which was the last date when the copies of the orders of the High
 Courts of Mumbai and Karnataka sanctioning the scheme were filed with
 the Registrar of Companies at Mumbai and Karnataka.
 
 Accordingly as part of the amalgamation process, the Company had
 approved the conversion of 12,676 optionally convertible preference
 shares held by the promoters of ITfinity Solutions Private Limited into
 12,676 Equity Shares and further approved the redemption of 9,098
 optionally convertible preference shares held by the Promoters of
 ITfinity Solutions Private Limited at a price of Rs. 3632/- per Share.
 
 C.  Bonus Issue
 
 During the year under review the Company approved in the Annual General
 Meeting held on August 17, 2007 the issue of Bonus shares to its Equity
 Shareholders in the ratio of twelve (12) Equity Shares for every one
 (I) Equity Share held by capitalising the share premium account,
 
 D.  Acquisition ofVox mobili S A
 
 On September 10,2007; the Company completed the acquisition of the
 entire issued share capital ofVox mobili S.A. (Vox mobili), a
 provider of telecommunications related value added services focused on
 global management of personal and group data such as personal data
 management, wireless synchronization and embedded client solutions to
 telecommunications operators, Internet Service Providers (ISPs) and
 cable operators.
 
 As a part of the purchase consideration payable to Vox mobili SA, the
 Company had issued 423.722 new equity shares (after adjusting for the
 bonus issue made by the Company) to the founding shareholders of Vox
 mobili (the Founders).
 
 The paid up Equity Share Capital of the Company post the Bonus issue
 and the issue of shares to Vox mobili SA increased to Rs.
 487,927,830/- consisting of 48,792,783 Equity Shares.
 
 Appropriations
 
 A.  Dividend
 
 The telecommunication industry, in general, and mobile value added
 services (MVAS), in particular, has witnessed a tremendous growth over
 the past few years and the industry associations / independent research
 organization indicators suggest a significant growth in the coming
 years. Accordingly, keeping in view the Companys growth plans and the
 need to finance the growth plans through internal accruals, the
 directors do not recommend any dividend for the year ended March 3 I,
 2008.
 
 The register of members and the share transfer books will remain closed
 from July 29, 2008 to August 01, 2008, both days inclusive.The Annual
 General Meeting of the Company has been scheduled for August 01, 2008.
 
 B.  Transfer to Reserves
 
 We propose to retain Rs. 1201.06 million in the Profit and Loss
 Account.
 
 Subsidiaries
 
 As on March 3 I, 2008, the Company has the following Subsidiaries
 
 1.  OnMobile Australia Pty. Ltd.
 
 2.  OnMobile Singapore Pte. Ltd.
 
 3.  PT. OnMobile Indonesia
 
 4.  Vox mobili S.A.
 
 5.  Vox mobili Inc.
 
 6.  Ver se Innovation Private Limited
 
 7.  Phonetize Solutions Private Limited
 
 As per Section 212 of the Companies Act, 1956. the Company is required
 to attach the directors report, balance sheet, and profit and loss
 account of its subsidiaries.The Company had applied to the Government
 of India seeking exemption from such an attachment as the Company
 presents the audited consolidated financial statement in the Annual
 Report. The Government of India has grant. <} exemption from complying
 with Section 212. Accordingly, the annual report does not contain the
 financial statements of these subsidiaries.  The Company will make
 available the audited annual accounts and related information of the
 subsidiary companies, where applicable.  upon request by any investor
 of the Company.These documents will also be made available for
 inspection during business hours at our registered office.
 
 Considering the decision to optimize tax benefits, the Companies
 Australian business is being changed from a subsidiary model to a
 branch model. Accordingly, the Australian subsidiary is in the process
 of winding up. A Liquidator has been appointed by the subsidiary and
 the same would be wound up as per the regulations prescribed in
 Australia.
 
 Statement regarding subsidiary companies under Section 212 of the
 Companies Act, 1956 is included in the Annual Report for this Financial
 Year 2007-2008.
 
 New Products and Services
 
 The dynamic nature of the market demands constant innovation.
 Successful mobile services demand innovative solutions coupled with
 superior user experience.The Company launched various new products and
 several enhancements to current products, some of which are outlined
 below.
 
 One-Touch RBT:
 
 This pioneering innovation in Caller Ringback Tones was the first of
 its kind in the world. It enabled consumers to select and change their
 song preferences with the click of a single key making the service
 viral. With this, the Ringback Tones penetration hit an all-time high
 of 30%, one of the highest in the industry.
 
 Mobile Radio:
 
 M-RadioV3 provides radio on the go to a mobile customer,anywhere,
 anytime. The product is now powered by M-Search, repeat user
 intelligence, channel intelligence and Hermes music alerts. In the
 current deployments M-Radio has delivered impressive results with
 service usage four times higher.
 
 M-Search
 
 The Companys consumer research indicated that existing options for
 content discovery were cumbersome and complex for the users.  Users
 typically knew the music that they wanted, but simply could not locate
 it within the Telecom Operators content catalogue.  M-Search, a mobile
 search solution, enabled users to directly request the desired content,
 which was then instantly located and delivered to the users phone.
 
 Subscription Services Gateway
 
 As mobile services evolved, the pay-per-use model did not prove to be
 appropriate for all and Subscription based services were introduced.
 To suit the customers wallet, the Companys Subscription Services
 Gateway supported monthly, daily and event based charging options.
 This is now offered as standard across all of the deployments.
 
 Phone Backup:
 
 Mobile phones have evolved to become a multi-functional device and now
 hold lots of precious customer data. In the event of a loss of the
 phone, all important data including contacts, messages, pictures and
 other data would be lost.The Companys Phone Backup solution.  enabled
 users to save a backup of their precious data on the network, which
 could be quickly retrieved either in case of a loss of phone or if the
 user changed their handset.
 
 On-device Portal:
 
 The Companys significantly improved its flagship device product 2GO,
 an On-device Portal. The product now supports Windows Smart Phone 6.0
 and Blackberry devices, including a large majority of Symbian and J2ME
 devices
 
 Other Business Highlights of this year - Ringback tones(RBT) for
 Airtel:
 
 RBT contributes significantly toAirtels MVAS turnover.The Company
 received an order from Airtel to replace their existing RBT systc ns in
 one of their regions.This will surely drive the revenues and visibility
 of the Company in the Indian MVAS market in FY 2008-09.
 
 New customers:
 
 With the addition of the Aircel and Virgin accounts, the Companys
 coverage of large Indian telecom operators (more than 5 million
 customers) is now complete as on date.
 
 Continued growth in Media business:
 
 On the Media Services front, some of the new clients signed for she
 year were Dainik Bhaskar, UTVTurner Networks,Jaya TV, Network 18, NDTV
 Imagine and Radio One.
 
 Televoting, Contests and Talent Hunt Applications powered popular TV
 programmes like Indian Idol,Voice of India. Chotte Ustaad. Nach Baliye
 and Mission Ustaad.
 
 New Locations
 
 Last year saw the Company expanding internationally more than ever
 before.The Company had significant new deployments in Indonesia,
 Malaysia and Bangladesh. As part of the Companys global expansion, the
 Company now also has branch offices in Malaysia, Bangladesh.  UK and a
 subsidiary in Indonesia.
 
 Material Changes for the period between End of the Financial Year and
 the Date of the Report The Company has signed a Share Purchase
 Agreement in May 2008 to acquire the entire issued share capital of
 Telisma S.A. (Telisma), a French Company set up in the year 2000 with
 headquarters in Lannion, France.Telisma S.A. is specialized in the
 supply of advice and services in the communication, telematic, and
 interactive services fields and provides a wide range of Software
 services, in particular voice recognition software services, for
 telecom companies. Further, Telisma has its software solutions focused
 for major mobile and landline operators.Telisma has its commercial
 activities in France.
 
 The Companys Board has approved the acquisition of Telisma for a
 maximum consideration of € 12,664,271 (Euros Twelve Millions Six
 Hundred Sixty Four Thousand Two Hundred and Seventy Only), equivalent
 to INR 843,721,842 (Rupees eighty four crores thirty seven lakhs twenty
 one thousand eight hundred and forty two only) consisting of € I
 1,664,271 (Euros Eleven Millions Six Hundred Sixty Four Thousand Two
 Hundred and Seventy One) equivalent to INR 777,099,622 (Rupees seventy
 seven crore seventy lakhs ninety nine thousand six hundred and twenty
 two only) to be paid in cash and € 1,000,000 (Euros One Million)
 equivalent to INR 66,622,220 (Rupees six crores sixty six lakhs and
 twenty two thousand two hundred and twenty only) to be paid as an earn
 out adjustment of Equity shares of the Company based on the financial
 performance of Telisma as for the financial year ended December 3 I,
 2008 as per the terms of the draft share purchase agreement between
 OnMobile Global Limited (OnMobile or the Company) and the
 respective shareholders of Telisma SA (Telisma), the founders share
 purchase agreement and in the presence of Telisma, and all other such
 related agreements (hereinafter referred to as the Agreement(s)), as
 per terms and conditions mentioned in the said Agreement(s) placed
 before the Board.
 
 Additionally, the Companys Board has approved to pay € 700,000 (Euros
 Seven HundredThousand only) equivalent to INR 46,635,540 (Rupees four
 crores sixty six lakhs thirty five thousand five hundred and forty
 only) in the form of stock options of the Company payable to the
 founders and some employees of Telisma.
 
 QUALITY
 
 The Company is committed to the eight guiding Quality Management
 principles of Customer Focus, Leadership, People Involvement, Process
 Approach, System Approach to Management, Continual
 
 Improvement, Fact-Based Decision-Making and Mutually Beneficial
 Supplier Relationships.
 
 The Company uses an ISO framework for Information Security and aspires
 to be ISO 27001 compliant in the near future.The Companys various
 products/services are subjected to periodic and rigorous assessments by
 reputed external assessors.
 
 The Company has embarked on various strategic improvement initiatives
 last year:
 
 Information Security Governance
 
 Risk Assessment Asset Management
 
 Business Continuity Management
 
 Human Resource Security
 
 Usage ofScrum, an Agile Software Development Methodology for the
 Companys software development lifecycle
 
 A suite of workflow tools to ensure timely delivery of increasingly
 
 large number of deliverables and to provide enhanced operational
 metrics
 
 About ISO/IEC 27001:
 
 The ISO/IEC 27001 is an information security management system (ISMS)
 standard published by the International Organization for
 Standardization and the International Electro Technical Commission.
 
 ISO/IEC 27001 provides an ISMS model for adequate and proportionate
 security controls to protect information assets and give confidence to
 interested parties. This sets the standard for handling the
 Confidentiality, Integrity and Availability of an Information Asset.
 
 About Agile Software Development:
 
 Agile software development is a conceptual framework for software
 engineering that promotes development iterations throughout the
 life-cycle of the project. This approach helps to minimize risk
 associated with developing software in short amounts of time.
 
 AWARDS AND RECOGNITION/BRANDING
 
 Customer Recognition
 
 Bharti Airtel recognized the Company as the best MVAS partner for the
 year 2007. It is an apt recognition of the Companys dedication and
 focus for delivering quality service to its customers. It nlso sets a
 high benchmark for the Company to continue its existing performance.
 
 Industry Recognition
 
 Voice & Data recognized the Company as Indias Best MVAS Company and
 accorded theV&DlOO award for 2007. The V&DI00 Awards is popularly
 recognized by the Indian communications industry as its most reliable
 chronicle.
 
 The Company has also been recognized as one of the 50th fastest growing
 technology companies in India by DeloitteToucheTohmatsu and received
 Technology Fast 50 India 2007 award. The awards recognize the most
 successful Indian technology companies, and it is a significant
 achievement to be a part of this elite group. This nomination is one
 more indicator of the Companys growth during the past year and the
 Company continues to grow strongly to become Indias largest Mobile
 Value Added Services (MVAS) Provider Company.
 
 The Deloitte Technology Fast 50 India 2007 Program, conducted by
 Deloitte Touche Tohmatsu Asia Pacific, identifies the top 50 fastest
 growing technology companies in India based on their percentage revenue
 growth over the last three financial years. It is part of a global
 program run in parallel with the other regional programs in EMEA
 (Europe, the Middle East and Africa), North America and Asia Pacific.
 It includes all areas of technology from Internet to life sciences,
 from computers to semiconductors. It covers both public and private
 companies.
 
 INFRASTRUCTURE
 
 As of March 3 1, 2008, the Company has obtained on lease, office spaces
 at Bangalore and Mumbai constituting an area of 138,245 square feet and
 15,705 square feet respectively. Further, the Company has purchased an
 office space in Mumbai constituting an area of 7,985 square feet. Apart
 from this the Company has various offices at Delhi, Australia,
 Malaysia, Bangladesh and UK and a few guest houses on lease for the
 employees of the Company at Mumbai and Bangalore.
 
 HUMAN RESOURCE MANAGEMENT The Human Resource Portrait of the Company is
 an interesting mix of knowledge, skills, competence and orientation.
 The key to the Companys hiring and retention strategy is the
 appreciation of diverse mix of talent needed to execute the Companys
 business.
 
 For the year 2007-08 the Company has added 324 (Full Time Employee
 (FTE) + Contract) employees (as on March 31, 2007 the employee strength
 (FTE + Contract) was 5l9).The Companys hiring spans the whole spectrum
 of hiring from campuses to bringing on Board employees with proven
 capability and experience.This ensures that the Company has a judicious
 mix of experience in its employee base.
 
 As the Company continues to scale on the people front, it has focused
 on enhancing the learning and development opportunities offered tc
 OnMobilians. In the year 2007-08 the Company has offered 1383 trainee
 days of domain, soft skill and leadership training programs.
 
 The retention metrics for the year 2007-08 have been extremely
 encouraging and positive.The annualized attrition % for confirmed FTE
 for the year 2007-08 is 10.8%. The Company has seen a dip in annualized
 attrition % age from 15.9% in 2006-07.
 
 RESEARCH AND DEVELOPMENT/EDUCATION AND KNOW-HOW INITIATIVES
 
 While India has been the main market, the Company is fast expanding in
 to many other developing and developed markets.
 
 The Research and development (R&D) efforts are focused on
 
 * Reaching out to as many users as possible across multiple channels,
 given the different capabilities of handsets and networks;
 
 Making the services affordable, particularly given the low- ARPU and
 challenging recharge patterns, in the developing markets;
 
 * Serving a totally-new set of subscribers, who have joined the mobile
 network;
 
 Making the services easy to use, with Localization, Easier Content
 Discovery and Personalization.
 
 Corporate Governance
 
 The Company is committed to maintain the highest standards of corporate
 governance. The Company meets the standards and guidelines set by the
 Securities and Exchange Board of India on Corporate Governance and has
 implemented all the stipulations prescribed. A detailed report on
 Corporate Governance pursuant to the requirements of Clause 49 of the
 Listing Agreement forms part of the Annual Report. A certificate from
 the auditors of the Company, Deloitte Haskins & Sells, Chartered
 Accountants, confirming compliance of conditions of corporate
 governance as stipulated under the aforesaid Clause 49 is annexed to
 the Report on Corporate Governance section of the Annual Report.
 
 Management Discussion and Analysis Report In accordance with the
 Listing Agreements, the Management Discussion and Analysis Report is
 presented in the separate section forming part of the Annual Report.
 
 Directors
 
 Mr. H H Haight IV, Director retires by rotation and being eligible
 offers himself for re-appointment at the forthcoming Annual General
 Meeting of the Company.
 
 Since the last Directors Report, Mr. Anthony Correa has resigned from
 the Board on August 17, 2007.
 
 Brief resume of the director offering for re-appointment is included in
 the notice for the Annual General Meeting.
 
 Auditors
 
 The statutory auditors of the Company. M/s. Deloitte Haskins & Sells.
 Chartered Accountants, who retire as statutory auditors of the Company
 at the conclusion of the forthcoming Annual General Meeting, offer
 themselves for re-appointment and have also confirmed that their
 appointment, if made, will be within the limits under Section 224{ I B)
 of the Companies Act, 1956.
 
 RESPONSIBILITY STATEMENT OFTHE BOARD OF DIRECTORS
 
 Pursuant to Section 2I7(2AA) of the Companies Act, 1956, the directors
 to the best of their knowledge and belief confirm that:
 
 i. in the preparation of the annual accounts, the applicable accounting
 standards have been followed along with proper explanation relating to
 material departures;
 
 ii. they have selected and applied consistently and made judgments and
 estimates that are reasonable and prudent so as to give a true and fair
 view of the state of affairs of the Company as at the end of the
 financial year and of the profit of the Company for that period;
 
 iii. they have taken proper and sufficient care for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Companies Act, 1956 and for safeguarding the assets of the Company and
 for preventing and detecting fraud and other irregularities;
 
 iv. they have prepared the annual accounts on a going concern basis.
 
 PARTICULARS OF EMPLOYEES
 
 The information as are required to be provided in terms of section
 2I7(2A) of the Companies Act, 1956 read with the Companies (Particulars
  of Employees) Rules, 1975, have been included as an annexure to this
 report.
 
 CONSERVATION OF ENERGY AND TECHNOLGY ABSORPTION
 
 The Company, being a service provider organization, most of the
 information as required under Section 217(I)(e) of the Companies Act,
 1956, read with the Companies (Disclosure of particulars in the report
 of the Board of Directors) Rules, 1988, as amended is not applicable.
 
 FIXED DEPOSITS
 
 In terms of the provision of Section 58A of the Companies Act, 1956
 read with the Companies (Acceptance of Deposits Rules) 1975, the
 Company has not accepted any fixed deposits during the year under
 review.
 
 EMPLOYEE STOCK OPTION PLAN (ESOP) The Company offers six ESOP Schemes
 i.e. the Employee Stock Option Plan -1,2003, Employee Stock Option Plan
 -II, 2003, Employee Stock Option Plan -III, 2006, Employee Stock Option
 Plan -I, 2007, Employee Stock Option Plan -II, 2007 and Employee Stock
 Option Plan -I, 2008 to its employees. All the schemes endeavor to
 provide incentives and retain employees who contribute to the growth of
 the
 
 ACKNOWLEDGMENTS
 
 The Board of Directors takes this opportunity to express their
 appreciation to the customers, shareholders, investors, vendors, and
 bankers who have supported the Company during the year.The directors
 place on record their appreciation to the On Mobilians at all levels
 for their contribution to the Company.The Directors would like to make
 a special mention of the support extended by the various departments of
 the Government of India, particularly the Software Technology Parks,
 the Service tax and Income tax Departments, the Customs and Excise
 departments, the Ministry of Commerce, the Department of
 Telecommunications, the Reserve Bank of India, Ministry of Company
 Affairs, Securities and Exchange Board of India and look forward to
 their support in all future endeavors.
 
                          For and on behalf of the Board of directors
 
               Arvind Rao               Chandramouli janakiraman
 Chairman and Managing Director               Director
 
 Place: Bangalore
 Date : June 23,2008