అకౌంట్స్ గమనికలుBillionbrains Garage Ventures Ltd.

(vii) Provision and contingencies

The recognition and measurement of other provisions are
based on the assessment of the probability of an outflow
of resources, and on past experience and circumstances
known at the reporting date. The actual outflow of
resources at a future date may therefore, vary from the
amount included in other provisions.

(viii) Share based payments

Estimating fair value for share based payment requires
determination of the most appropriate valuation model.
The estimate also requires determination of the most
appropriate inputs to the valuation model including the
expected life of the option, volatility and dividend yield
and making assumptions about them. The assumptions
and models used for estimating fair value for share based
payments transactions are discussed in Note 30 "Share
based payments".

(ix) Leases

In determining whether an arrangement is, or contains a
lease is based on the substance of the arrangement at the
inception of the lease. The arrangement is, or contains, a
lease date if fulfilment of the arrangement is dependent on
the use of a specific asset or assets and the arrangement
conveys a right to use the asset, even if that right is not
explicitly specified in the arrangement.

(x) Operating cycle

Based on the time involved between acquisition of assets
for processing and their realisation in cash and cash
equivalents, the Company has identified twelve months
as its operating cycle for determining current and non¬
current classification of assets and liabilities in the balance
sheet, accordingly assets and liabilities which are expected
to realise within a period of twelve months are treated
as current and beyond twelve months are treated as
non current.

x. Recent pronouncements

Ministry of Corporate Affairs ("MCA") notifies new
standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued
from time to time. For the year ended March 31, 2026,
MCA has notified amendments to Ind AS 21 The Effects of
Changes in Foreign Exchange Rates, Ind AS 1 Presentation
of Financial Statements. Futher, MCA has notified Ind AS
118 Presentation and Disclosure in Financial Statements
which is applicable w.e.f April 1, 2027. The Company
has reviewed the new pronouncements and based on its
evaluation has determined that it does not have any impact
in its financial statements.

4 Leases

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time
in exchange for consideration.

Company as a lessee

The Company''s lease asset classes primarily consist of leases for premises and leasehold improvements. The Company
assesses whether a contract contains a lease, at inception of a contract. To assess whether a contract conveys the right to
control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset

(ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and

(iii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognizes a right-of-use asset ("ROU") and a corresponding lease
liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term
leases) and low value leases.

For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight¬
line basis over the term of the lease. The Company has not recognised any short term leases.

Certain lease arrangements include the option to extend or terminate the lease before the end of the lease term. ROU assets
and lease liabilities includes these options when it is reasonably certain that they will be exercised.

The ROU are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any prepaid lease
plus any initial direct costs. They are subsequently measured at cost less accumulated depreciation.

ROU assets are depreciated from the commencement date on a straight-line basis over the lease term.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments
are discounted using the incremental borrowing rate of the company. Lease liabilities are re-measured with a corresponding
adjustment to the related right of use asset if the Company changes its assessment on whether it will exercise an extension or
a termination option.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments of INR 213.36 Millions
(March 31,2025: INR 151.86 Millions) have been classified as cash flow generated from financing activity.

(b) Terms/rights attached to equity shares and preference shares
Rights, preferences and restrictions attached to equity shares

The Company has issued equity share, having a par value of INR 2/- per share. Every member holding equity shares therein
shall have voting rights in proportion to their share of the paid up equity share capital. The holder of the equity shares shall be
entitled to dividend as and when declared by the Company in proportion to the number of shares held. In the event of liquidation
of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of
all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

** As per Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, the
trustees of Groww Employee Welfare Trust, shall not vote in respect of the shares held by the trust.

Rights, preferences and restrictions attached to Class A equity shares

The holders of the Class A Equity Shares shall have the same rights, privileges, limitations, and restrictions pari-passu with
the holder of Equity Shares and shall enjoy all other rights such as bonus shares, rights shares etc. which the holders of Equity
Shares are entitled to subject to the voting rights.

Class A Equity Shareholders shall carry such voting rights such that all Class A Equity Shares, shall in aggregate, entitle the
holders of all Class A Equity Shares, to voting rights (rounded down to the nearest whole number) equal to 81% (eighty one
percent) of all issued and outstanding Equity Shares, Class A Equity Shares and cumulative compulsory preference shares, on
an as-if converted basis.

The aggregate voting rights of all Class A Equity Shares held by a holder of Class A Equity Shares shall automatically, without
any further action, stand reduced to 0 (zero) votes, such that the relevant Class A Equity Shares shall not have any voting rights,
immediately upon the earlier of, (a) the date of Transfer of any Class A Equity Shares to any Person by a holder of Class A Equity
Shares; (b) the date on which such holder of Class A Equity Shares ceases providing services to the Company or any of its
subsidiaries as an officer, Director or employee; or (c) the date of death or permanent incapacity of any individual registered as
a holder of Class A Equity Shares.

Pursuant to the provisions of Companies Act, 2013, and other applicable rules framed thereunder, the Articles of Association
of the company and approval of Board and Shareholders at its meeting held on February 20, 2025 and March 04, 2025
respectively and receipt of the approval from Competition Commission of India (CCI) on April 01,2025, differential voting rights
attached to Class A Equity Shares, held by Lalit Keshre, Harsh Jain, Neeraj Singh and Ishan Bansal has been dissolved and
extinguished. Subsequently, new Equity Shares have been issued in lieu of the cancelled Class A Equity Shares and shall rank
pari-passu in all respects with the existing Equity Shares of the Company.

12 Equity Share capital (Contd.)

Rights, preferences end restrictions attached to preference shares

Series A-1, A-2, A-3, A-4, B, C-1, C-2, D, E, F Compulsorily convertible preference shares

Any Series A-1, Series A-2, Series A-3, Series A-4, Series B, Series C-1, Series C-2, Series D, Series E and Series F compulsorily
convertible preference shares (collectively referred to as "Preference Shares"), issued by the Company, if not converted at any
time prior to 20 (Twenty) years from the date of issuance of the same, shall automatically convert into Equity Shares on the
(a) latest permissible date prior to the issue of Shares to the public in connection with the occurrence of an Initial Public Offer
(IPO) under Applicable Law; or (b) day immediately preceding the completion of 20 (Twenty) years from the date of issuance
of the same.

The Preference Shareholders of the Company for their action or consideration at any meeting of Shareholders of the Company,
each holder of outstanding Preference Shares shall be entitled to cast the number of votes equal to the number of Equity Shares
into which the Preference Shares held by such holder are convertible as of the record date for determining Shareholders entitled
to vote on such matter.

Any of the rights, powers, preferences and other terms of a series of Preference Shares may be waived on behalf of all holders
of such series of Preference Shares by the affirmative written consent or vote of the holders of atleast a majority of shares of
such series of Preference Shares then outstanding.

Each Preference Share is issued at a preferential dividend rate of 0.00001% (Zero point Zero Zero Zero Zero One percent) per
annum. The Dividend is non-cumulative and shall not accrue whether or not paid. The Dividend shall be due only when declared
by the Board in compliance with Applicable Law.

The holders of the Preference Shares shall have conversion rights as follows (the "Conversion Rights") -

Each share of Preference Shares shall be convertible, at the option of the holder thereof, at any time and from time to time,
and without the payment of additional consideration by the holder thereof, into such number of fully paid Equity Shares as is
determined by dividing the applicable Original Issue Price by the applicable Preferred Conversion Price (as defined below) in
effect at the time of conversion. Each such initial Preferred Conversion Price, and the rate at which Preference Shares may be
converted into Equity Shares, shall be subject to adjustment for Diluting Issues, Share Splits and Consolidations, other dividends
and distributions, merger or reorganisations.

Mandatory conversion:

Upon either (a) prior to the filing of red herring prospectus in connection with an IPO, or (b) the vote or written consent of the
Requisite Holders and, for conversion of any series of the Preference Shares, the vote or written consent, of the holders of at
least majority of the outstanding shares of such series of the Preference Shares as required under Applicable Law, voting as a
separate class (such date of filing of the red herring prospectus or the date and time specified in such vote or written consent
is referred to herein as the "Mandatory Conversion Time"), then (i) all outstanding Preference Shares shall automatically be
converted into Equity Shares, at the then effective conversion rate as calculated pursuant to Part B(a)(i)A of Schedule 5 and
(ii) such shares may not be reissued by the Company.

12 Equity Share capital (Contd.)

Bonus Compulsorily Convertible Preference Shares

Pursuant to the board meeting dated January 29, 2025 and special resolution passed by the shareholders in the extraordinary
general meeting held on February 21,2025 and as per the terms accepted by the shareholders, the consent of the Board was
accorded on April 03, 2025 to allot 36,563,061 (Thirty-six million five hundred and sixty-three thousand and sixty-one) fully
paid-up Compulsorily Convertible Preference Shares ("Bonus CCPS") of INR 10/- each by capitilasation of securities premium
account be distributed as fully paid-up Bonus CCPS in the ratio of 1:10 i.e. 1 Bonus CCPS for every 10 existing Equity shares/
Class A Equity shares of nominal value INR 10/- each, whose name appear in the register of members of the Company as of
January 29, 2025. The allottee shareholders are classified as Class A Bonus CCPS and Class B Bonus CCPS for the purpse of
said allotment.

The Bonus CCPS are issued at non-cumulative preferential dividend rate of 0.00001% (zero point zero zero zero zero one
percent) per annum. In addition to the same, if the holders of equity shares are paid a dividend in excess of 0.00001% (zero
point zero zero zero zero one percent) the holders of the Bonus CCPS shall be entitied to dividend at such higher rate. In the
event that the Board delcares any dividend for the relevant year and shall be paid to the holders of each of Series A1, A2, A3,
A4, B, C1, C2, D, E and F 0.00001 % Compulsorily Convertible Preference Shares ("CCPS") in priority to other classes of shares
of the Company, including the Bonus CCPS. Bonus CCPS shall have pari-passu rights with equity shares issued to the Company
investors (in case of Bonus CCPS issued to Investors) or equity shares issued to other shareholders (in case of Bonus CCPS
issued to equity shareholders that are not Investors) in accordance with the prevailing shareholders agreement of the Company.

The holders of Bonus CCPS shall be entitled to receive notice and attend all meetings of the Shareholders of the Company and
will be entitled to such voting rights on an as if converted basis, as may be premissible under applicable Law, assuming at all
times that each Bonus CCPS shall covert at such ratio as prescribed below:

(a) Each Bonus CCPS shall be convertible into equity shares corresponding 1 (one) Equity share ("Default Bonus Conversion Ratio").

(b) However, the shareholders will have the ability to opt for a different conversion ratio based on the achivement of the
Milestone, whereby each Bonus CCPS shall be convertible into equity shares corresponding to either of:

(i) 1.85 (one point eight five) equity shares ("Milestone Achievement Ratio"); or (ii) 0.6 (zero point six) equity shares ("Milestone

Non-Achievement Ratio") (such option, the "Milestone Based Option").

All holders of equity shares and Class A equity shares who have not elected for the milestone based option or notified the
Company, in accordance with the notification requirement and whose Bonus CCPS will be subject to the default bonus coversion
ratio, will be referred to as the "Class A Bonus CCPS Holders". All holders of Bonus CCPS who have elected for the Milestone
based option and whose Bonus CCPS will be subject to either the milestone achievement ratio or non-milestone achievement
ratio, will be referred to as the "Class B Bonus CCPS Holder".

The Board of Directors vide board meeting dated May 21,2025 have approved the conversion of 28,724,280 Bonus CCPS of
Rs. 10/- (Rupees ten only) each held by Class B Bonus CCPS holders into 265,699,591 Equity shares of Rs. 2/- (Rupees Two
only) each in the milestone achievement ratio opted by the Class B Bonus CCPS holders. Subsequently, 265,699,591 Equity
shares of Rs. 2/- (Rupees Two only) each have been allotted.

The Board of Directors vide board meeting dated September 29, 2025 have approved the conversion of 44,189,983 CCPS
(Series A-E) of Rs. 10/- (Rupees ten only) to equity shares in the ratio of 1:82.5 and 43,775,067 CCPS (Series F & Class A
Bonus CCPS) into equity shares in the ratio of 1:5. Subsequently, 3,864,548,946 Equity shares of Rs. 2/- (Rupees Two only)
each have been allotted.

1. The Company has issued bonus shares during the year ended March 31,2023 without payment being received in cash in the
ratio 1:609. Pursuant to the merger approved by NCLT, 67,988,395 bonus equity shares of the Company held by Groww Inc,
USA stand cancelled.

2. The Company has issued bonus shares during the year ended March 31,2025 without payment being received in cash in the
ratio 1:14. On July 31, 2024 the board has approved the issuance of bonus shares to the holders of the Equity Shares and
Class A Equity Shares of the Company by allotment of 14 equity shares for every 1 equity share and Class A equity share held
in the Company. Further, the adjustments on issue of bonus shares as aforesaid shall also be made to the outstanding options
granted to the option holders of the Company.

3. The Company has issued bonus CCPS shares to the existing Equity shareholders/ Class A during the year ended March 31,
2026 without payment being received in cash in the ratio 1:10. On April 03, 2025, 36,563,061 fully paid-up Compulsorily
Convertible Preference Shares alloted for every 10 existing Equity shares/Class A Equity shares. The allottee shareholders are
classified as Class A Bonus CCPS and Class B Bonus CCPS for the purpse of said allotment.

(f) Other Notes:

1. During the year ended March 31,2026, the Company has allotted 1,000 equity shares of face value of Rs 2/- (Rupees Two Only)
each and 35,936,286 Series F compulsorily convertible preference shares of face value of Rs 10/- (Rupees Ten Only) each.

2. During the year ended March 31, 2026, the Company has completed an initial public offering (IPO) of 663,230,051 equity
shares with a face value of INR 2 each at an issue price of INR 100/- per share, comprising fresh issue of 106,000,000 shares
and an offer for sale of 557,230,051 shares. The Company''s equity shares were listed on the National Stock exchange of India
Limited (NSE) and BSE Limited (BSE) on November 12, 2025.

Nature and purpose of reserves

(i) Retained earnings:

The cumulative gain or loss arising from the operations which is retained by the Company is recognised and accumulated under
the heading "Retained Earnings". At the end of the year, the profit (loss) after tax is transferred from the statement of profit and
loss to retained earnings.

(ii) Securities premium:

Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purpose in
accordance with the provisions of the Companies Act.

(iii) Share options outstanding account:

It represents fair value of the employee stock option plan. These option are issued by the Company to the employees of the
Company and its subsidiary companies. (Refer note 30)

(iv) Other comprehensive income

It represents gain or loss recognised on investment in equity instruments measured at fair value through OCI.

25 Employee benefit obligations
Defined Contribution Plan

Contribution are made to Provident fund in India for employees. The contributions are made to registered Provident fund
administered by the Government. The expenses recognised during the period towards defined contribution plan is INR 22.45
for the year ended March 31,2026 (INR 22.62 for the year ended March 31,2025).

Defined benefit plans

The Company provides for gratuity for employees in India as per the Code on Social Security 2020. Employees who are
in continuous service for a period of 5 years and fixed term employees who has rendered service under the contract for

25 Employee benefit obligations (Contd.)

the period of 1 year are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees
last drawn wage per month computed proportionately for 15 days salary multiplied for the number of years of service.
The defined benefit obligation is unfunded.

On November 21,2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial
Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code,
2020 - consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs
to enable assessment of the financial impact due to changes in regulations. The Company has assessed and recorded the
incremental impact of these changes amounting to INR 13.52 million.

26 Financial instruments - Fair values and risk management

A. Accounting classifications and fair values

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques
as follows:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
(i.e. as prices) or indirectly (i.e. derived from prices)

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels
in the fair value hierarchy

B. Valuation technique used to determine fair values

Specific valuation technique to value financial instruments like:

i. Use of quoted market prices for financial instruments traded in active markets.

ii. Comparable company multiple/discounted cash flow analysis for other financial instruments.

iii. The fair values for financial assets and liabilities other than investments are disclosed at their carrying value as their carrying
amounts are a reasonable approximation of the fair values.

C. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk;

(ii) Liquidity risk

(iii) Market risk; and

(iv) Price Risk

Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk
management framework. The Company''s risk management policies are established to identify and analyse the risks faced by
the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through
its training and management standards and procedures, aims to maintain a disciplined and constructive control environment
in which all employees understand their roles and obligations.

i. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Company''s receivables from customers. Credit risk arises from cash held
with banks and financial institutions, as well as credit exposure to clients, including trade receivable. The maximum exposure to
credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent
losses in financial assets. The Company assesses the credit quality of the counterparties, taking into account their financial
position, past experience and other factors.

26 Financial instruments - Fair values and risk management (Contd.)

Cash and cash equivalents

Credit risk on cash and cash equivalents and other bank balances is limited as the Company generally invests in deposits with
banks and financial institutions with high credit ratings assigned by domestic credit rating agencies.

Trade Receivables and Other receivables

The Company applies the Ind AS 109 simplified approach to measure expected credit losses which uses a lifetime expected
loss allowance (ECL) for all trade receivables.

The application of a simplified approach does not require the Company to track changes in credit risk. Rather, it recognises
impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

Trade and other receivables from related parties are evaluated separately, considering the nature of the relationship, historical
settlement patterns, financial strength of the counterparty, and management''s ability and intent to settle the balances.

The Company does not recognise any expected credit loss provision on related party receivables where:

The amounts are recoverable on demand or settled regularly;

There is no history of defaults or delays in settlement;

The related party has sufficient financial capacity to meet its obligations;

There is no significant increase in credit risk since initial recognition; and

There are no adverse business, legal, or economic indicators impacting recoverability.

Based on the above assessment and management judgment, the credit risk on such related party receivables is considered
insignificant, and hence Lifetime ECL is assessed as nil at the reporting date.

The Company continues to monitor these receivables on an ongoing basis and will recognise impairment losses if credit risk
indicators emerge in future periods.

ii. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far
as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company''s reputation.

The Company''s principal sources of liquidity are cash and cash equivalents, and the cash flow that is generated from operations
The Company has managed its liquidity and working capital requirements through cash generated from operations and through
intermittent short term borrowings. The Company has sufficient short term fund based lines, which provides healthy liquidity
and these carry highest credit quality rating from reputed credit rating agency, hence no liquidity risk is perceived.

iii. Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
market prices. Market risk comprises of three types of risks: interest rate risk, price risk and currency risk. Financial instruments
affected by market risk includes trade receivable/payable, other financial assets and liabilities. The Company is not exposed to
any significant market risks.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. The interest rate risk can also impact the provision for retiral benefits. The Company generally invests
in fixed rate deposits, commercial papers, non covertible debentures, etc and therefore not subject to interest rate risk, since
neither the carrying amount nor the future cash flows will fluctuate because of change in the market interest rates. The Company
is not exposed to significant interest rate risk as at the respective reporting dates.

Currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign
exchange rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other
than Indian Rupee.

26 Financial instruments - Fair values and risk management (Contd.)

iv. Price Risk

The Company invests in debt and hybrid mutual fund schemes of leading fund houses. Such investments are susceptible to
market price risks that arise mainly from changes in interest rate which may impact the return and value of such investments.
However, given the relatively short tenure of underlying portfolio of the mutual fund schemes in which the Company has
invested, such price risk is not significant.

D. Capital Management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The Company monitors the return on capital and its objective when managing
capital is to maintain an optimal structure so as to maximize shareholder value.

30 Share Based Payments

The Company has Employee Stock Option Scheme namely "Billionbrains Garage Ventures Limited Employee Stock Option
Scheme 2024 (formerly known as Billionbrains Garage Ventures Private Limited Employee Stock Option Scheme 2024"
(''BGV ESOS 2024''))

On June 28, 2024, the board of directors approved the BGV ESOS 2024 for issue of stock options to the permanent employees
including Directors of the Company (other than Promoter(s) or person belonging to the Promoter Group of the Company,
Independent Directors, if any, and Directors holding directly or indirectly more than 10% of the outstanding equity shares of the
Company) and its subsidiaries (hereinafter referred to as an "Employee(s)"). The board of directors has constituted an ESOP
committee for implementation and administration of BGV ESOS 2024. The employee selected by the ESOP committee from time
to time will be entitled to options, subject to satisfaction of the prescribed vesting conditions, viz., continuing employment and
subject to performance parameters defined in the BGV ESOS 2024. The pool under BGV ESOS 2024 plan is to allot maximum
of 222,324,069 equity shares.

Stock options granted under BGV ESOS 2024 would vest based on the terms and conditions mentioned in the respective letter
of grant. The company has issued stock options with a vesting period of 12 - 48 months with a cliff of 12 months.

30 Share Based Payments (Contd.)

For stock options granted under BGV ESOS 2024, the weighted average fair value of options during the year ended March
31,2026 was INR 89.66/- and March 31,2025 was INR 20.54/-. As at March 31,2026, the weighted average contractual
remaining life of options is 16.74 years. The options which has recognised during the year were at exercise price of INR 2/-.

Eligible employees were provided with an alternative of cash or share based payment for performance bonuses. Pursuant to
the same, the Group paid performance bonus in the form of stock options amounting to INR 3.17 (March 31, 2025 - 11.70)
which is included as part of Salaries, allowances and bonus.

During the year ended March 31,2025 -

(i) the Company has issued bonus in the ratio of 14:1 to all the existing shareholders whose names appear in the register of
members of the Company as on August 9, 2024. Hence, each option granted under BGV ESOS 2024 would be eligible
for 15 equity shares upon excerise.

(ii) the Company has further issued bonus in the ratio of 10:1 to all the existing shareholders whose names appear in the
register of members of the Company as on January 29, 2025. Hence, each option granted under BGV ESOS 2024 would
be eligible for 1.5 equity shares upon excerise over and above point (i).

(iii) The Company has sub-divided 1 equity share having a face value of INR 10/- each fully paid up into 5 equity shares having
a face value of INR 2/- each fully paid up. Hence, each option granted under BGV ESOS 2024 has been sub-divided into
5 options with an excercise price of INR 2/-. The effect of the same have been restated as if they were available of earliest
reporting period in the financial statements, irrespective of their actual date.

Accordingly all options granted by the Company shall have conversion ratio as below:

(i) Granted upto August 9, 2024 shall have a conversion ratio of 16.5:1.

(ii) options granted from August 9, 2024 to January 28, 2025 shall have a conversion ratio of 1.1:1.

(iii) Granted from January 29, 2025 shall have a conversion ratio of 1:1.

Establishment of Groww Employee Welfare Trust

On December 18, 2025, the Company executed a Trust Deed to establish the Groww Employee Welfare Trust (the "Trust"),
a private and irrevocable trust, created exclusively for the benefit and welfare of the employees of the Company and its
subsidiaries. The primary objective of the Trust to hold shares in Trust for the benefit of the beneficiaries of the settlor and to
transfer the required number of shares in favour of beneficiary upon the exercise of vested stock options, in accordance with
the respective ESOP schemes and the provisions of the Trust Deed. The Trust shall function in accordance with the provisions
of the Companies Act, 2013, SEBI (SBEB & SE) Regulations, 2021, and other applicable laws and is governed by the Nomination
and Remuneration Committee of the Company.

31 Demerger of the online credit distribution business division of Neobillion Fintech Private Limited

Pursuant to the provisions under Section 233, read with Section 230 and other applicable provisions of the Companies Act, 2013,
the RoC and jurisdictional Regional Director has approved the demerger scheme vide order dated March 21,2025. Pursuant to
the said order, the online credit distribution business division of Neobillion Fintech Private Limited ("Demerged Undertaking"),
is transferred and vested into the Company on a ''going concern basis''.

The rationale for the Demerger Scheme is to re-organise and restructure the operations so as to combine same or similar business
activities, in order to optimize management of business operations. The appointed date is April 01,2024 ("Appointed Date"),
with effect from which the Demerger Scheme shall be deemed to have become operative and the Demerged Undertaking,
together with its assets, liabilities, employees, rights and powers, is proposed to stand transferred to and vested in the Company.
Since, Neobillion Fintech Private Limited is a wholly owned subsidiary of Company, no new shares will be issued pursuant to
the Demerger Scheme.

The Board of Directors at its meeting held on October 29, 2024 have approved the Scheme of Arrangement ("the Scheme") for
the demerger of undertaking comprising of online credit distribution business division ("Demerged Undertaking") of Neobillion
Fintech Private Limited into the Company w.e.f. April 01,2024. The Company along with Neobillion Fintech Private Limited had
filed the petition in connection with the Scheme with the jurisdictional Regional Director. The Scheme was sanctioned by the
jurisdictional Regional Director vide order dated March 21,2025. Consequently, the Company has included the financial results
of Demerged Undertaking from the date of acquisition of control i.e. April 01, 2024 pursuant to the accounting treatment as
prescribed in the Scheme. Consequently, the reported figures for the year ended March 31, 2024 have been restated to give
impact of the Scheme. Therefore, the financial statements for the year ended March 31, 2024 are not strictly comparable with
the previous year''s financial statements. The proportionate investment of Demerged Undertaking held by the Company shall
stand cancelled.

In accordance with the Scheme and as per Ind AS 103 - Business Combinations, the assets and liabilities are recognised at
carrying values as appearing in the financial statements of the Company.

The following table summarises the recognised amounts of assets acquired and liabilities assumed for Demerged Undertaking
at the date of acquisition:

32 Dues to Micro and Small Enterprises

The Ministry of Micro, Small and Medium Enterprises has issued on Office Memorandum dated August 26, 2008 which
recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs
Memorandum Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts
payable to such enterprises as at March 31,2026 has been made in the financial statements based on information received and
available with the company, Further, in management''s view, the impact of interest, if any, that may be payable in accordance
with the provisions of the Micro, Small and Medium Enterprises Development Act, 2006 (''the Act'') is not expected to be material.

36 Corporate Social Responsibility (CSR) expenses

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of
its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The
areas for CSR activities are promoting education, promoting gender equality by empowering women, healthcare, environment
sustainability, art and culture, destitute care and rehabilitation, disaster relief, COVID-19 relief and rural development projects.
A CSR committee has been formed by the Company as per the Act. The details of funds primarily utilized through the year on
these activities which are specified in Schedule VII of the Companies Act, 2013 are as follows

Gross amount required to be spent by the Company during the year is INR 95.89 millions (March 31, 2025: Nil). There is no
unspent amount at the beginning of the year.

37 The Company has executed a Share Subscription and Share Purchase Agreement (SSPA) among the Company, Groww Asset
Management Limited (Groww AMC), and State Street Global Advisors, Inc. (SSGA) in relation to an investment in Groww AMC.
Pursuant to the SSPA, SSGA has agreed to invest up to INR 5,800.27 million for a secondary purchase and primary subscription
of shares. The Company received approval from the Competition Commission of India (CCI) on March 25, 2026. Following this
approval, the Company subscribed to compulsory convertible preference shares in Groww AMC totaling INR 2,820.13 million.
Further, an application has been filed with the Securities and Exchange Board of India (SEBI) for regulatory approval.

38 Other statutory information:

(i) The Company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.

(ii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(iii) The Company has not made any such transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey
or any other relevant provisions of the Income Tax Act, 1961.

(iv) The Company has complied with the number of layers prescribed under the Companies Act, 2013.

(v) The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous
financial year.

(vi) No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or
entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf ofthe
Ultimate Beneficiaries.

(vii) . No funds (which are material either individually or in the aggregate) have been received by the Company from any

person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing
or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.

39 Subsequent events

No material events have occurred between the balance sheet date to the date of issue of these financial statements that could

affect the values stated in the financial statements as at March 31,2026.

j. Provisions, contingent liabilities and contingent assets

A provision is recognised when the Company has a present obligation as a result of a past event and it is probable that an outflow of embodying economic benefits will
be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure
required to settle the present obligation at the Balance sheet date. Provisions are determined by discounting the expected future cash flows (representing the best estimate
of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time value of money

and the risks specific to the liability. Provisions are reviewed at each balance sheet date and adjusted to effect current management estimates.

Contingent liabilities are not recognised but are disclosed in the notes forming part of restated consolidated financial statements. A Contingent liability is a possible
obligation arising from past events, the existence of which will be confirmed only by the occurence or non-occurence of one or more uncertain future events not wholly
within the control of the Group or a present obligation that arises from past events but is not recognised because it is not probable that an outflow of resources embodying
economic benefits will be required to settle the obligation; or the amount of the obligation cannot be measured with sufficient reliability. Contingent assets are neither
recognised nor disclosed in the restated consolidated financial statements.

k. Income Tax

Income tax expense comprises current and deferred tax. It is recognised in statement of profit and loss except to the extent that it relates to items recognised directly in
equity or in OCI.

(i) Current Tax

Current tax is measured at the amount expected to be paid in respect of taxable income using tax rates enacted or substantively enacted at the reporting date. Current tax

comprises the expected tax payable on the taxable income or loss for the year and any adjustment to the tax payable in respect of previous years.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax
items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns
with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Current tax assets and current tax liabilities are offset only if the Company has a legally enforceable right to set off the recognised amounts, and it intends to realise the
asset and settle the liability on a net basis or simultaneously.

(ii) Deferred Tax

Deferred tax is recognised in respect on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial
statements.

Deferred tax assets arising mainly on account of carry'' forward losses and unabsorbed depreciation under tax laws are recognised only if there is reasonable certainty of
its realisation, supported by convincing evidence.

Deferred tax assets on account of other temporary differences are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will
be available against which such deferred tax assets can be realised.

Deferred tax assets and liabilities arc measured using tax rates and tax laws that have been enacted or substantively enacted at the Balance Sheet date. Changes in
deferred tax assets / liabilities on account of changes in enacted tax rates are given effect to in the standalone statement of profit and loss in the period of the change. The
carrying amount of deferred tax assets are reviewed at each Balance Sheet date.

Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set-off assets against liabilities representing current tax and where
the deferred tax assets and deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.

l. Cash and cash equivalents

Cash and cash equivalents includes cash on hand and balance with bank in current accounts, demand deposits with banks, other short-term highly liquid investments with
original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. For
the purpose of the statement of cash flows, cash and cash equivalents cash and short-term deposits are considered integral part of the Company’s cash management.

m. Bank balances other than cash and cash equivalents

Bank balances other than cash and cash equivalents includes fixed deposits with banks with original maturities of twelve months or less.

n. Impairment of non-financial assets

The Company assesses at each balance sheet date whether there is any indication that an asset may be impaired. An asset is impaired when the carrying amount of the
asset exceeds its recoverable amount. An impairment loss is charged to the Statement of Profit and Loss in the year in which an asset is identified as impaired. An
impairment loss is reversed to the extent that the asset''s carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had
previously been recognised.

An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. The recoverable amount is determined for
an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount
of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identified, an
appropriate valuation model is used.

o. Segment reporting

The company prepares the consolidated financial statements. In accordance with Ind AS 108 on operating segments, the Company has not disclosed the segments
information in the standalone financial statements.

p. Earnings per share

The Company reports basic and diluted earnings per equity share. Basic earnings per equity share have been computed by dividing net profit attributable to the equity
share holders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share have been computed by
dividing the net profit attributable to the equity share holders after giving impact of dilutive potential equity shares for the year by the weighted average number of equity
shares and dilutive potential equity shares outstanding during the year, except where the results are anti-dilutive.

q. Cash flow statement

Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of a non-cash nature and any deferrals or accruals
of past or future cash receipts or payments. The cash flows from regular revenue generating, investing and financing activities of the Company are segregated.

q. Business combinations

Business combinations are accounted for by applying the acquisition method as at the date of acquisition, which is the date on which control is transferred to the
Company. Identifiable assets acquired and liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. When the
Company acquires a business, it assess the financial assets and liabilities assumed for appropriate classification and designation. In accordance with contractual terms,
economic circumstances, and pertinent conditions as at acquisition date. The excess of the cost of acquisition over the interest in the fair value of the identifiable net
assets acquired and attributable to the owners of the Company is recorded as goodwill. The cost of an acquisition is measured as the aggregate of the consideration
transferred, which is measured at the acquisition date fair value and the amount of a non-controlling interest in the acquire. Transaction costs incurred in connection with
a business acquisition arc expensed as and when incurred. Any contingent consideration payable is measured at fair value at the acquisition date. Subsequent changes in
the fair value of contingent consideration are recognised in Standalone Statement of Profit and Loss. Contingent consideration that is classified as equity is not
remeasured and subsequent settlement is accounted for within equity.

Business combinations involving entities or businesses under common control shall be accounted for using the pooling of interest method

If a business combination is achieved in stages, any previously held equity interest in the acquiree is re-measured at its acquisition dale fair value and any resulting gain
or loss is recognised in profit or loss or OC1, as appropriate.

Goodwill is tested for impairment annually or when events or circumstances indicate that the implied fair value is less than its carrying amount. ____

r. Use of estimates and judgements

The preparation of financial statements in conformity with Ind AS requires that the management make estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results could differ from those estimates. Estimates and underlying
assumptions are reviewed on an ongoing basis. Any revision to accounting estimates is recognized prospectively in current and future years. In particular, information
about areas of significant estimation uncertainty and critical judgements in applying accounting policies that have a significant effect on the amounts recognized in the
financial statements are included below:

(i) Depreciation and amortization

Depreciation and amortisation is based on management estimates of the future useful lives of the properly, plant and equipment and intangible assets. Estimates may
change due to technological developments, competition, changes in market conditions and other factors and may result in changes in the estimated useful life and in the
depreciation and amortisation charges.

(ii) Recognition and measurement of defined benefit obligations

The obligation arising from defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, trends in salary-
escalation, actuarial rates and life expectancy. The discount rate is determined by reference to market yields at the end of the reporting period on government bonds. The
period to maturity of the underlying bonds correspond to the probable maturity of the post-employment benefit obligations. Due to complexities involved in the valuation
and its long term nature, defined benefit obligation is sensitive to changes in these assumptions.

(iii) Fair value of financial instruments

Financial instruments are required to be fair valued as at the balance sheet date as provided in Ind AS 109 and Ind AS 113. Being a critical estimate, judgement is
exercised to determine the carrying values. The fair value of financial instruments that arc unlisted and not traded in an active market is determined at fair values
assessed based on recent transactions entered into with third parties, based on valuation done by external appraisers etc., as applicable.

(iv) Expected credit losses on financial assets

The Company recognizes loss allowances for expected credit losses on its financial assets measured at amortized cost. At each reporting date, the Company 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.

(v) Deferred Tax

Deferred tax assets and liabilities are recognized for the future tax consequences of temporary'' differences between the carrying values of assets and liabilities and their
respective tax bases. Deferred tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible
temporary differences could be utilized. Further details are disclosed in Note 23.

(vi) Provision and contingencies

The recognition and measurement of other provisions are based on the assessment of the probability of an outflow ot resources, and on past experience and
circumstances known at the reporting date. The actual outflow of resources at a future date may therefore, vary from the amount included in other provisions.

(vii) Share based payments

Estimating fair value for share based payment requires determination of the most appropriate valuation model. The estimate also requires determination of the most
appropriate inputs to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about them. The assumptions
and models used for estimating fair value for share based payments transactions arc discussed in Note 29 "Share based payments".

In determining whether an arrangement is, or contains a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains,
a lease date if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset, even if that right is
not explicitly specified in the arrangement.

(Lx) Operating cycle

Based on the time involved between acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has identified twelve months as its
operating cycle for determining current and non-current classification of assets and liabilities in the balance sheet.

s. Recent pronouncements

Ministry'' of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued
from time to time. For the year ended 31 March 2025, MCA has notified Ind AS - 117 Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and
leaseback transactions, applicable to the Company w.e.f. 01 April 2024. The Company has reviewed the new pronouncements and based on its evaluation has determined
that it does not have any impact in its financial statements.

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a lessee

Tire Company’s lease asset classes primarily consist of leases for premises and leasehold improvements. The Company assesses whether a contract contains a lease, at inception of a contract.
To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company
has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognizes a right — of — use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for
leases with a term of twelve months or less (short-term leases) and low value leases.

For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. The Company has not
recognised any short term leases.

Certain lease arrangements include the option to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities includes these options when it is reasonably
certain that they will be exercised.

The ROU are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any prepaid lease plus any initial direct costs. I hey are subsequently measured at
cost less accumulated depreciation.

ROU assets are depreciated from the commencement date on a straight-line basis over the lease term.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the incremental borrowing rate of the
company. Lease liabilities are re-measured with a corresponding adjustment to the related right of use asset if the Company changes its assessment on whether it will exercise an extension or a
termination option.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments of INR 151.86 Millions (March 31, 2024 : 1NR 126.96 Millions) have been classified as
cash flow generated from financing activity.

(I)) Terms/rights attached to equity slimes and preference slimes
Rights, preferences and restrictions attached to equity shares

The Company has issued equity share, having a par value of INR 2/- per share. Every member holding equity shares therein shall have voting rights in proportion to their share of the paid up equity share capital. The holder of the
equity shares shall be entitled to dividend as and when declared by the Company in proportion to the number of shares held In the event of liquidation of the Company, the holders of equity shares will be entitled to receive
remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Rights, preferences and restrictions attached to Class A equity shares

The holders of the Class A Equity Shares shall have the same rights, privileges, limitations, and restrictions pari-passu with the holder of Equity Shares and shall enjoy all other rights such as bonus shares, rights shares etc. which the
holders of Equity Shares are entitled to subject to the voting rights.

Class A Equity Shareholders shall carry such voting rights such that all Class A Equity Shares, shall in aggregate, entitle the holders of all Class A Equity Shares, to voting rights (rounded down to the nearest whole number) equal to
81% (eighty one percent) of all issued and outstanding Equity Shares, Class A Equity Shares and cumulative compulsory preference shares, on an as-if converted basis.

The aggregate voting rights of all Class A Equity Shares held by a holder of Class A Equity Shares shall automatically, without any further action, stand reduced to 0 (zero) votes, such that the relevant Class A Equity Shares shall not
have any voting rights, immediately upon the earlier of, (a) the date of Transfer of any Class A Equity Shares to any Person by a holder of Class A Equity Shares; (b) the dale on which such holder of Class A Equity Shares ceases
providing services to the Company or any of its subsidiaries as an officer. Director or employee; or (c) the date of death or permanent incapacity of any individual registered as a holder of Class A Equity Shares.

Rights, preferences end restrictions attached to preference shares

Series A-l, A-2, A-3, A-4, B, C-l, C-2, D, E Compulsorily convertible preference shares

Any Series A-l, Series A-2, Scries A-3, Series A-4, Series B, Series C-l, Series C-2, Series D and Series E compulsorily convertible preference Shares (collectively referred to as "Preference Shares"), issued by the Company, if not
converted at any time prior to 20 (Twenty) years from the date of issuance of the same, shall automatically convert into Equity Shares on the (a) latest permissible date prior to the issue of Shares to the public in connection with the
occurrence of an Initial Public Offer (IPO) under Applicable Law; or (b) day immediately preceding the completion of 20 (Twenty) years from the date of issuance of the same.

The Preference Shareholders of the Company for their action or consideration at any meeting of Shareholders of the Company, each holder of outstanding Preference Shares shall be entitled to cast the number of voles equal to the
number of Equity Shares into which the Preference Shares held by such holder are convertible as of the record date for determining Shareholders entitled to vote on such matter.

Any of the rights, powers, preferences and other terms of a series of Preference Shares may be waived on behalf of all holders of such scries of Preference Shares by the. affirmative written consent or vote of the holders of atleast a
majority of shares of such series of Preference Shares then outstanding.

Each Preference Share is issued at a preferential dividend rate of 0.00001% (Zero point Zero Zero Zero Zero One percent) per annum. The Dividend is non-cumulative and shall not accrue whether or not paid. The Dividend shall be
due only when declared by the Board in compliance with Applicable Law.

The holders of the Preference Shares shall have conversion rights as follows (the "Conversion Rights") -

Each share of Preference Shares shall be convertible, at the option of the holder thereof, at any time and from time to time, and without the payment of additional consideration by the holder thereof, into such number of fully paid
Equity Shares as is determined by dividing the applicable Original Issue Price by the applicable Preferred Conversion Price (as defined below) in effect at the time of conversion. Each such initial Preferred Conversion Price, and the
rale at which Preference Shares may be converted into Equity Shares, shall be subject to adjustment for Diluting Issues, Share Splits and Consolidations, other dividends and distributions, merger or reorganisations.

Mandatory conversion:

Upon either (a) prior to the filing of red herring prospectus in connection with an IPO, or(b) the vote or written consent of the Requisite Holders and, for conversion of any series of the Preference Shares, the vote or written consent,
of the holders of at least majority of the outstanding shares of such series of the Preference Shares as required under Applicable Law, voting as a separate class (such date of filing of the red herring prospectus or the date and time
specified in such vote or written consent is referred to herein as the “Mandatory Conversion Time”), then (i) all outstanding Preference Shares shall automatically be converted into Equity Shares, at the then effective conversion rate
as calculated pursuant to Part B(a)(i)A of Schedule 5 and (ii) such shares may not be reissued by the Company.

(i) Retained earnings:

The cumulative gain or loss arising From the operations which is retained by the Company is recognised and accumulated under the heading "Retained Earnings". At the end of the
year, the profit (loss) after tax is transferred from the statement of profit and loss to retained earnings.

(ii) Securities premium:

Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purpose in accordance with the provisions of the Companies Act.

(iii) Share options outstanding account:

It represents fair value of the employee stock option plan. These option are issued by the Company to the employees of the Company and its subsidiary companies. (Refer note 29)

(iv) Other comprehensive income

It represents gain or loss recognised on investment in equity instruments measured at fair value through OCI.

25 Financial instruments - Fair values and risk management (continued)

B Valuation technique used to determine fair values

Specific valuation technique to value financial instruments like:

i. Use of quoted market prices for financial instruments traded in active markets.

ii. Comparable company multiple/discounted cash flow analysis for other financial instruments.

iii. The fair values for financial assets and liabilities other than investments are disclosed at there carrying value as their carrying amounts are a reasonable approximation of the fair values.
C Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk;

(ii) Liquidity risk; and

(iii) Market risk

i. Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company’s risk management policies
are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures,
aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

ii. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the
Company''s receivables from customers. Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to clients, including trade receivable. The
maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The
Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors.

Cash and cash equivalents

Credit risk on cash and cash equivalents and other bank balances is limited as the Group generally invests in deposits with banks and financial institutions with high credit ratings assigned
by domestic credit rating agencies.

Trade Receivables

The Company applies the Ind AS 109 simplified approach to measure expected credit losses which uses a lifetime expected loss allowance (ECL) for all trade
receivables.

The application of a simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each
reporting date, right from its initial recognition.

To measure the expected credit losses, the Company has customer base with shared credit risk characteristics. As per policy of the Company, trade receivable to the extent not covered by
collateral (i.e. unsecured trade receivable) is considered for computation of loss allowance and the amount of loss is recognised in the Statement of Profit and Loss. Trade receivable of the
group are of short duration. Though trade receivables are due for short duration there are certain instances of delay in collection. The Company has computed expected credit loss due to
delay in collection.

29 Share Based Payments

The Company has Employee Stock Option Scheme namely "Billionbrains Garage Ventures Limited Employee Stock Option Scheme 2024 (formerly known as Billionbrains Garage Ventures Private
Limited Employee Stock Option Scheme 2024" (''BGV ESOS 2024'')), which was replaced from Groww Inc 2017 Stock Incentive Plan ("GSIP 2017") subsequent to the approval of the scheme of
merger between Groww Inc., State of Delaware, USA and the Company by the Hon’ble NCLT via merger order dated 28lh March 2024.

BGV ESOS 2024 is prepared basis the same terms and conditions as of GSIP 2017 except on the exercise period of the options which is modified to twenty years from existing ten years and exercise
price has been modified to INR 10 from exercise price S0.27 - S91.3453 for all the options. Further, the options of GSIP 2017 have been adjusted for swap ratio i.e., for every one (I) option held
under GSIP 2017, such option holders shall be granted two point two (2.2) options under BGV ESOS 2024 as applied to shareholders and have been restated as if they were available of earliest
reporting period in the financial statements, irrespective of their actual date.

On 28 June 2024, the board of directors approved the BGV ESOS 2024 for issue of stock options to the permanent employees including Directors of the Company (other than Promoter(s) or person
belonging to the Promoter Group of the Company, Independent Directors, if any, and Directors holding directly or indirectly more than 10% of the outstanding equity shares of the Company) and its
subsidiaries (hereinafter referred to as an “Employee(s)”). The board of directors has constituted an ESOP committee for implementation and administration of BGV ESOS 2024. The employee
selected by the ESOP committee from time to time will be entitled to options, subject to satisfaction of the prescribed vesting conditions, viz., continuing employment and subject to performance
parameters defined in the BGV ESOS 2024.

Stock options granted under BGV ESOS 2024/GSIP 2017 would vest based on the terms and conditions mentioned in the respective letter of Grant/stock option grant notice. The company/erstwhile
holding company has issued stock options with a vesting period of 12 - 48 months with a cliff of 12 months and fully vested stock options.

For stock options granted under BGV ESOS 2024, the weighted average fair value of options during the year ended 31 March 2025 was INR 20.54 and for stock options granted under GSIP 2017, the
weighted average fair value of options during the year 31 March 2024 - S 14.50 - $ 18.96. As at 3 I March 2025, the weighted average contractual remaining life of options is 16.51 years.

Eligible employees were provided with an alternative of cash or share based payment for performance bonuses. Pursuant to the same, the Group paid performance bonus in the form of stock options
amounting to INR 11.70 (31 March 2024 - 19.50) which is included as part of Salaries, allowances and bonus.

During the year ended 31 March 2025 -

(i) the Company has issued bonus in the ratio of 14:1 to all the existing shareholders whose names appear in the register of members of the Company as on 9 August 2024. Hence, each option granted
under BGV ESOS 2024 would be eligible for 15 equity shares upon excerise.

(ii) the Company has further issued bonus in the ratio of 10:1 to all the existing shareholders whose names appear in the register of members of the Company as on 29 January 2025. Hence, each
option granted under BGV ESOS 2024 would be eligible for 1.5 equity shares upon excerise over and above point (i).

(iii) The Company has sub-divided 1 equity share having a face value of INR 10/- each fully paid up into 5 equity shares having a face value of INR 21- each fully paid up. Hence, each option granted
under BGV ESOS 2024 has been sub-divided into 5 options with an exercise price of INR 2/-. The effect of the same have been restated as if they were available of earliest reporting period in the
financial statements, irrespective of their actual date.

30 Business Combinations

Cross-border merger of Groww Inc

A. Background

Pursuant to the provisions of Section 230 to 232 read with Section 234 of the Companies Act, 2013 and all other applicable provisions, read with National Company Law
Tribunal Rules, 2016 and Companies (Compromise, Arrangement, and Amalgamations) Rules, 2016 and enabling provisions in the Company''s Memorandum and Articles of
Association vide order dated 28 March 2024, the NCLT has approved the Scheme of Amalgamation ("the Scheme") for amalgamation of Groww Inc, USA, pursuant to the
General Corporation Law of the Stale of Delaware, USA ("Transferor Company") with and into Billionbrains Garage Ventures Private Limited ("the Company") or ("Transferee
Company") or (BGV).

Subsequent to the reconstitution, Company has subscribed to the equity, Class A equity and preference share capital. This acquisition has lead to simplification of the
shareholding structure and reduction of shareholding tiers so that the Group can tap the efficiencies of being an Indian company given the regulatory framework applying to the
Group''s various businesses.

Further, the said merger is expected to result in the following business objectives-

- simplifying and unifying the holding structure of the group through an amalgamation;

- efficient decision making by eliminating duplicate corporate procedures in the State of Delaware due to a streamlined holding structure and simplify and eliminate the inter¬
company transactions;

- economising and reducing in administrative, managerial and other common expenditure; and

- creating value for various stakeholders and shareholders of the group, as a result of the above.

B. Appointed date

The Scheme was made effective from 29 March 2024 based on Form Inc-28 filed with the Registrar of Companies ("ROC") with an appointed date I April 2023.

Consequently, the Company has included the financial information of the Transferor Company in its standalone financial statements with effect from appointed date (which is
deemed to be the acquisition date for purpose of Ind AS 103 - Business Combinations), to include the information of the Transferor Company. Consequently, the figures for the
year ended March 31, 2023 have been restated from the earliest reporting period to give impact of the Scheme (refer section C below), ''therefore, financial statements for the
year ended March 31, 2023 are not strictly comparable with the previous year’s financial statement.

C. Accounting

Upon this Scheme becoming effective and with effect from the Appointed Date, the Company has accounted for the amalgamation in its books of account in accordance with
‘Pooling of Interests Method’ prescribed in ‘Appendix C’ ‘Business combinations of entities under common control’ of the Indian Accounting Standard (Ind-AS) 103 for
Business Combinations notified under Section 133 of the Indian Companies Act read with Companies (Indian Accounting Standards) Rules, 2015.

''The accounting under pooling of interest method is as follows::

1. The assets and liabilities of the combining entities are reflected at their carrying amounts.

2. No adjustments arc made to reflect fair values, or recognise any new assets or liabilities. The only adjustments that arc made are to harmonise accounting policies, if
applicable.

3. The financial information of the respective prior periods has been restated as if the business combination had occurred from the beginning of the earliest period reported in the
financial statements, irrespective of the actual date of the combination.

31 Demerger of the online credit distribution business division of Neobillion Fin tech Private Limited

"Pursuant to the provisions under Section 233, read with Section 230 and other applicable provisions of the Companies Act, 2013, the RoC and jurisdictional Regional Director
has approved the demerger scheme vide order dated 21 March 2025. Pursuant to the said order, the online credit distribution business division of Neobillion Fintech Private
Limited (“Demerged Undertaking”), is transferred and vested into the Company on a ‘going concern basis’.

The rationale for the Demerger Scheme is to re-organise and restructure the operations so as to combine same or similar business activities, in order to optimize management of
business operations. The appointed date is 01 April, 2024 (“Appointed Date”), with effect from which the Demerger Scheme shall be deemed to have become operative and the
Demerged Undertaking, together with its assets, liabilities, employees, rights and powers, is proposed to stand transferred to and vested in the Company. Since, Neobillion
Fintech Private Limited is a wholly owned subsidiary of Company, no new shares will be issued pursuant to the Demerger Scheme.

The Board of Directors at its meeting held on 29 October, 2024 have approved the Scheme of Arrangement (“the Scheme”) for the demerger of undertaking comprising of
online credit distribution business division (“Demerged Undertaking”) of Neobillion Fintech Private Limited into the Company w.e.f. April I, 2024. The Company along with
Neobillion Fintech Private Limited had filed the petition in connection with the Scheme with the jurisdictional Regional Director. The Scheme was sanctioned by the
jurisdictional Regional Director vide order dated March 21, 2025. Consequently, the Company has included the financial results of Demerged Undertaking from the date of
acquisition of control i.e. April I, 2024 pursuant to the accounting treatment as prescribed in the Scheme. Consequently, the reported figures for the year ended March 31, 2024
have been restated to give impact of the Scheme. Therefore, the financial statements for the year ended March 31, 2024 are not strictly comparable with the previous year’s
financial statements. The proportionate investment of Demerged Undertaking held by the Company shall stand cancelled.

37 Subsequent events

(i) As per the provisions of the Companies Act, 2013 read with Rule 9 and 14 of the Companies (Share Capital and Debentures) Rules, 2014, vide Board meeting dated 29th January 2025
and shareholders meeting dated February 21, 2025 , the Board of Directors and the shareholders of the Company has approved the issuance of fully paid-up compulsorily convertible
preference shares (“Bonus CCPS”) of Rs 10 each to the holders of equity shares and Class A equity shares (“Members”) of the Company, as per names appearing in the Company s
Register of Members as of January 29, 2025 (“Record Date”) in the ratio of 1:10, i.e., 1 Bonus CCPS for every 10 existing equity shares/Class A equity shares of nominal value of INR 10
(Indian Rupees Ten) each. Accordingly, the Board of Directors vide board meeting dated April 03, 2025 accorded to allot 36,563,061 (Thirty-six Million, Five Hundred Sixty Three
Thousand, Sixty Only) fully paid-up Compulsorily Convertible Preference Shares ("Bonus CCPS ) of face value of Rs 10/- (Rupees Ten Only) each.

Further, the Board of Directors vide board meeting dated May 21, 2025 have approved the conversion of 28,724,280 Bonus CCPS of Rs. 10/- (Rupees ten only) each held by Class B
Bonus CCPS holders into 265,699,591 Equity shares of Rs. 2/- (Rupees Two only) each in the milestone achievement ratio opted by the Class B Bonus CCPS holders. Subsequently,
265,699,591 Equity shares of Rs. 21- (Rupees Two only) each have been allotted. The impact of the same has been considered in the Earnings per share.

(ii) Pursuant to the provisions of Companies Act, 2013, and other applicable rules framed thereunder, the Articles of Association of the company and approval of Board and Shareholders
at its meeting held on February 20, 2025 and March 04, 2025 respectively and receipt of the approval from Competition Commission of India (CCI) on April 01, 2025, it is proposed to
dissolve and extinguish Differential Voting Rights attached to Class A Equity Shares, held by Lalit Keshre, Harsh Jain, Neeraj Singh and Ishan Bansal. The said dissolution will be
consummated by allotting Equity Shares against the said Class A Equity Shares.

The new Equity'' Shares to be issued in lieu of the cancelled Class A Equity Shares shall rank pari-passu in all respects with the existing Equity'' Shares of the Company.

(iii) As per the provisions of the Companies Act 2013, vide board meeting dated 8 April, 2025, and vide shareholders meeting dated 6 May 2025, the board of directors and the
shareholders of the Company have respectively approved further increase in the Authorized Share Capital of the Company from Rs. 20,000,000,000 (Rupees Twenty Thousand Million
Only) divided into 9,575,000,000 (Nine Thousand Five Hundred Seventy-Five Million) Equity Shares of Rs. 2/- (Rupees Two Only) each; and 85,000,000 (Eighty'' Five Million)
Preference Shares ofRs.10/-’ (Rupees Ten Only) each to Rs. 50,000,000,000 (Rupees Fifty Thousand Million Only) divided into 23,325,000,000 (Twenty Three Thousand Three
Hundred Twenty-Five Million) Equity Shares ofRs. 2/- (Rupees Two Only) each; and 335,000,000 (Three Hundred Thirty Five Million) Preference Shares of Rs. 10/- (Rupees Ten Only)
each.

(iv) Pursuant to a share subscription agreement dated April 28, 2025 Viggo Investment Pte. Ltd. has agreed to subscribe Series F compulsorily convertible preference shares and equity
shares and pursuant to share purchase agreement dated May 23, 2025, purchase preference shares from certain existing shareholders. The closing of this transaction is subject to various
closing conditions, including regulatory'' approvals.

(v) Pursuant to share subscription agreement dated May 13, 2025, ISP VII-B Blocker GW, Ltd. and ISP VII Blocker GW, Ltd. have agreed to subscribe Series F compulsorily convertible
preference shares. Accordingly, the Board of Directors vide board meeting dated June 17, 2025 accorded to allot 17,968,243 (Seventeen Million, Nine Hundred Sixty Eight Thousand,
Two Hundred and Forty Three) Scries F Compulsorily Convertible Preference Shares (Series F CCPS) of the company of face value of Rs 10/- (Rupees Ten Only) each.

Pursuant to share purchase agreement dated June 13, 2025, ISP Vll-B Blocker GW, Ltd. and ISP VII Blocker GW, Ltd. have agreed to purchase certain equity shares and preference
shares from the certain existing shareholders. The closing of this transaction is subject to various closing conditions.

(vi) Pursuant to share purchase agreement dated May 16, 2025, the company has agreed to purchase 225,000 equity shares, 30 Series A equity shares, 560,037 compulsory convertible
preference shares of Finwizard Technology Private Limited from the selling shareholders at a total consideration of Rs. 9,611.05 million. The closing of this transaction is subject to
various closing conditions, including regulatory approvals. Subsequent to completion of closing conditions including regulatory approvals, Finwizard Technology Private Limited shall be
wholly owned subsidiary'' of the Company.

(vii) The Company has proposed to undertake an Initial Public Offering (“IPO”) of its equity shares (the “Equity Shares”), comprising a fresh issue of Equity Shares by the Company (the
“Fresh Issue”) and an offer for sale of Equity Shares by certain existing shareholders (the “Selling Shareholders”) (together, the “Offer”).

In connection with (he proposed IPO, the Board of Directors of the Company approved the Offer vide resolution dated April 22, 2025, which was subsequently approved by the
shareholders through a resolution passed on May 06, 2025.

Pursuant to the above approvals, the Company filed a Confidential Prc-filed Draft Red Herring Prospectus (“PDRHP”) with the Securities and Exchange Board of India (“SEBI"), BSE
Limited (“BSE”), and the National Slock Exchange of India Limited (“NSE”) on May 25, 2025. A public announcement regarding the filing of the PDRHP was published in newspapers
on May 26, 2025.

j. Provisions, contingent liabilities and contingent assets

A provision is recognised when the Company has a present obligation as a result of a past event and it is probable that an outflow of embodying economic benefits will
be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure
required to settle the present obligation at the Balance sheet date. Provisions are determined by discounting the expected future cash flows (representing the best estimate
of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time value of money

and the risks specific to the liability. Provisions are reviewed at each balance sheet date and adjusted to effect current management estimates.

Contingent liabilities are not recognised but are disclosed in the notes forming part of restated consolidated financial statements. A Contingent liability is a possible
obligation arising from past events, the existence of which will be confirmed only by the occurence or non-occurence of one or more uncertain future events not wholly
within the control of the Group or a present obligation that arises from past events but is not recognised because it is not probable that an outflow of resources embodying
economic benefits will be required to settle the obligation; or the amount of the obligation cannot be measured with sufficient reliability. Contingent assets are neither
recognised nor disclosed in the restated consolidated financial statements.

k. Income Tax

Income tax expense comprises current and deferred tax. It is recognised in statement of profit and loss except to the extent that it relates to items recognised directly in
equity or in OCI.

(i) Current Tax

Current tax is measured at the amount expected to be paid in respect of taxable income using tax rates enacted or substantively enacted at the reporting date. Current tax

comprises the expected tax payable on the taxable income or loss for the year and any adjustment to the tax payable in respect of previous years.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax
items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns
with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Current tax assets and current tax liabilities are offset only if the Company has a legally enforceable right to set off the recognised amounts, and it intends to realise the
asset and settle the liability on a net basis or simultaneously.

(ii) Deferred Tax

Deferred tax is recognised in respect on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial
statements.

Deferred tax assets arising mainly on account of carry'' forward losses and unabsorbed depreciation under tax laws are recognised only if there is reasonable certainty of
its realisation, supported by convincing evidence.

Deferred tax assets on account of other temporary differences are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will
be available against which such deferred tax assets can be realised.

Deferred tax assets and liabilities arc measured using tax rates and tax laws that have been enacted or substantively enacted at the Balance Sheet date. Changes in
deferred tax assets / liabilities on account of changes in enacted tax rates are given effect to in the standalone statement of profit and loss in the period of the change. The
carrying amount of deferred tax assets are reviewed at each Balance Sheet date.

Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set-off assets against liabilities representing current tax and where
the deferred tax assets and deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.

l. Cash and cash equivalents

Cash and cash equivalents includes cash on hand and balance with bank in current accounts, demand deposits with banks, other short-term highly liquid investments with
original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. For
the purpose of the statement of cash flows, cash and cash equivalents cash and short-term deposits are considered integral part of the Company’s cash management.

m. Bank balances other than cash and cash equivalents

Bank balances other than cash and cash equivalents includes fixed deposits with banks with original maturities of twelve months or less.

n. Impairment of non-financial assets

The Company assesses at each balance sheet date whether there is any indication that an asset may be impaired. An asset is impaired when the carrying amount of the
asset exceeds its recoverable amount. An impairment loss is charged to the Statement of Profit and Loss in the year in which an asset is identified as impaired. An
impairment loss is reversed to the extent that the asset''s carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had
previously been recognised.

An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. The recoverable amount is determined for
an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount
of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identified, an
appropriate valuation model is used.

o. Segment reporting

The company prepares the consolidated financial statements. In accordance with Ind AS 108 on operating segments, the Company has not disclosed the segments
information in the standalone financial statements.

p. Earnings per share

The Company reports basic and diluted earnings per equity share. Basic earnings per equity share have been computed by dividing net profit attributable to the equity
share holders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share have been computed by
dividing the net profit attributable to the equity share holders after giving impact of dilutive potential equity shares for the year by the weighted average number of equity
shares and dilutive potential equity shares outstanding during the year, except where the results are anti-dilutive.

q. Cash flow statement

Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of a non-cash nature and any deferrals or accruals
of past or future cash receipts or payments. The cash flows from regular revenue generating, investing and financing activities of the Company are segregated.

q. Business combinations

Business combinations are accounted for by applying the acquisition method as at the date of acquisition, which is the date on which control is transferred to the
Company. Identifiable assets acquired and liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. When the
Company acquires a business, it assess the financial assets and liabilities assumed for appropriate classification and designation. In accordance with contractual terms,
economic circumstances, and pertinent conditions as at acquisition date. The excess of the cost of acquisition over the interest in the fair value of the identifiable net
assets acquired and attributable to the owners of the Company is recorded as goodwill. The cost of an acquisition is measured as the aggregate of the consideration
transferred, which is measured at the acquisition date fair value and the amount of a non-controlling interest in the acquire. Transaction costs incurred in connection with
a business acquisition arc expensed as and when incurred. Any contingent consideration payable is measured at fair value at the acquisition date. Subsequent changes in
the fair value of contingent consideration are recognised in Standalone Statement of Profit and Loss. Contingent consideration that is classified as equity is not
remeasured and subsequent settlement is accounted for within equity.

Business combinations involving entities or businesses under common control shall be accounted for using the pooling of interest method

If a business combination is achieved in stages, any previously held equity interest in the acquiree is re-measured at its acquisition dale fair value and any resulting gain
or loss is recognised in profit or loss or OC1, as appropriate.

Goodwill is tested for impairment annually or when events or circumstances indicate that the implied fair value is less than its carrying amount. ____

r. Use of estimates and judgements

The preparation of financial statements in conformity with Ind AS requires that the management make estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results could differ from those estimates. Estimates and underlying
assumptions are reviewed on an ongoing basis. Any revision to accounting estimates is recognized prospectively in current and future years. In particular, information
about areas of significant estimation uncertainty and critical judgements in applying accounting policies that have a significant effect on the amounts recognized in the
financial statements are included below:

(i) Depreciation and amortization

Depreciation and amortisation is based on management estimates of the future useful lives of the properly, plant and equipment and intangible assets. Estimates may
change due to technological developments, competition, changes in market conditions and other factors and may result in changes in the estimated useful life and in the
depreciation and amortisation charges.

(ii) Recognition and measurement of defined benefit obligations

The obligation arising from defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, trends in salary-
escalation, actuarial rates and life expectancy. The discount rate is determined by reference to market yields at the end of the reporting period on government bonds. The
period to maturity of the underlying bonds correspond to the probable maturity of the post-employment benefit obligations. Due to complexities involved in the valuation
and its long term nature, defined benefit obligation is sensitive to changes in these assumptions.

(iii) Fair value of financial instruments

Financial instruments are required to be fair valued as at the balance sheet date as provided in Ind AS 109 and Ind AS 113. Being a critical estimate, judgement is
exercised to determine the carrying values. The fair value of financial instruments that arc unlisted and not traded in an active market is determined at fair values
assessed based on recent transactions entered into with third parties, based on valuation done by external appraisers etc., as applicable.

(iv) Expected credit losses on financial assets

The Company recognizes loss allowances for expected credit losses on its financial assets measured at amortized cost. At each reporting date, the Company 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.

(v) Deferred Tax

Deferred tax assets and liabilities are recognized for the future tax consequences of temporary'' differences between the carrying values of assets and liabilities and their
respective tax bases. Deferred tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible
temporary differences could be utilized. Further details are disclosed in Note 23.

(vi) Provision and contingencies

The recognition and measurement of other provisions are based on the assessment of the probability of an outflow ot resources, and on past experience and
circumstances known at the reporting date. The actual outflow of resources at a future date may therefore, vary from the amount included in other provisions.

(vii) Share based payments

Estimating fair value for share based payment requires determination of the most appropriate valuation model. The estimate also requires determination of the most
appropriate inputs to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about them. The assumptions
and models used for estimating fair value for share based payments transactions arc discussed in Note 29 "Share based payments".

In determining whether an arrangement is, or contains a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains,
a lease date if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset, even if that right is
not explicitly specified in the arrangement.

(Lx) Operating cycle

Based on the time involved between acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has identified twelve months as its
operating cycle for determining current and non-current classification of assets and liabilities in the balance sheet.

s. Recent pronouncements

Ministry'' of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued
from time to time. For the year ended 31 March 2025, MCA has notified Ind AS - 117 Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and
leaseback transactions, applicable to the Company w.e.f. 01 April 2024. The Company has reviewed the new pronouncements and based on its evaluation has determined
that it does not have any impact in its financial statements.

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a lessee

Tire Company’s lease asset classes primarily consist of leases for premises and leasehold improvements. The Company assesses whether a contract contains a lease, at inception of a contract.
To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company
has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognizes a right — of — use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for
leases with a term of twelve months or less (short-term leases) and low value leases.

For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. The Company has not
recognised any short term leases.

Certain lease arrangements include the option to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities includes these options when it is reasonably
certain that they will be exercised.

The ROU are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any prepaid lease plus any initial direct costs. I hey are subsequently measured at
cost less accumulated depreciation.

ROU assets are depreciated from the commencement date on a straight-line basis over the lease term.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the incremental borrowing rate of the
company. Lease liabilities are re-measured with a corresponding adjustment to the related right of use asset if the Company changes its assessment on whether it will exercise an extension or a
termination option.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments of INR 151.86 Millions (March 31, 2024 : 1NR 126.96 Millions) have been classified as
cash flow generated from financing activity.

(I)) Terms/rights attached to equity slimes and preference slimes
Rights, preferences and restrictions attached to equity shares

The Company has issued equity share, having a par value of INR 2/- per share. Every member holding equity shares therein shall have voting rights in proportion to their share of the paid up equity share capital. The holder of the
equity shares shall be entitled to dividend as and when declared by the Company in proportion to the number of shares held In the event of liquidation of the Company, the holders of equity shares will be entitled to receive
remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Rights, preferences and restrictions attached to Class A equity shares

The holders of the Class A Equity Shares shall have the same rights, privileges, limitations, and restrictions pari-passu with the holder of Equity Shares and shall enjoy all other rights such as bonus shares, rights shares etc. which the
holders of Equity Shares are entitled to subject to the voting rights.

Class A Equity Shareholders shall carry such voting rights such that all Class A Equity Shares, shall in aggregate, entitle the holders of all Class A Equity Shares, to voting rights (rounded down to the nearest whole number) equal to
81% (eighty one percent) of all issued and outstanding Equity Shares, Class A Equity Shares and cumulative compulsory preference shares, on an as-if converted basis.

The aggregate voting rights of all Class A Equity Shares held by a holder of Class A Equity Shares shall automatically, without any further action, stand reduced to 0 (zero) votes, such that the relevant Class A Equity Shares shall not
have any voting rights, immediately upon the earlier of, (a) the date of Transfer of any Class A Equity Shares to any Person by a holder of Class A Equity Shares; (b) the dale on which such holder of Class A Equity Shares ceases
providing services to the Company or any of its subsidiaries as an officer. Director or employee; or (c) the date of death or permanent incapacity of any individual registered as a holder of Class A Equity Shares.

Rights, preferences end restrictions attached to preference shares

Series A-l, A-2, A-3, A-4, B, C-l, C-2, D, E Compulsorily convertible preference shares

Any Series A-l, Series A-2, Scries A-3, Series A-4, Series B, Series C-l, Series C-2, Series D and Series E compulsorily convertible preference Shares (collectively referred to as "Preference Shares"), issued by the Company, if not
converted at any time prior to 20 (Twenty) years from the date of issuance of the same, shall automatically convert into Equity Shares on the (a) latest permissible date prior to the issue of Shares to the public in connection with the
occurrence of an Initial Public Offer (IPO) under Applicable Law; or (b) day immediately preceding the completion of 20 (Twenty) years from the date of issuance of the same.

The Preference Shareholders of the Company for their action or consideration at any meeting of Shareholders of the Company, each holder of outstanding Preference Shares shall be entitled to cast the number of voles equal to the
number of Equity Shares into which the Preference Shares held by such holder are convertible as of the record date for determining Shareholders entitled to vote on such matter.

Any of the rights, powers, preferences and other terms of a series of Preference Shares may be waived on behalf of all holders of such scries of Preference Shares by the. affirmative written consent or vote of the holders of atleast a
majority of shares of such series of Preference Shares then outstanding.

Each Preference Share is issued at a preferential dividend rate of 0.00001% (Zero point Zero Zero Zero Zero One percent) per annum. The Dividend is non-cumulative and shall not accrue whether or not paid. The Dividend shall be
due only when declared by the Board in compliance with Applicable Law.

The holders of the Preference Shares shall have conversion rights as follows (the "Conversion Rights") -

Each share of Preference Shares shall be convertible, at the option of the holder thereof, at any time and from time to time, and without the payment of additional consideration by the holder thereof, into such number of fully paid
Equity Shares as is determined by dividing the applicable Original Issue Price by the applicable Preferred Conversion Price (as defined below) in effect at the time of conversion. Each such initial Preferred Conversion Price, and the
rale at which Preference Shares may be converted into Equity Shares, shall be subject to adjustment for Diluting Issues, Share Splits and Consolidations, other dividends and distributions, merger or reorganisations.

Mandatory conversion:

Upon either (a) prior to the filing of red herring prospectus in connection with an IPO, or(b) the vote or written consent of the Requisite Holders and, for conversion of any series of the Preference Shares, the vote or written consent,
of the holders of at least majority of the outstanding shares of such series of the Preference Shares as required under Applicable Law, voting as a separate class (such date of filing of the red herring prospectus or the date and time
specified in such vote or written consent is referred to herein as the “Mandatory Conversion Time”), then (i) all outstanding Preference Shares shall automatically be converted into Equity Shares, at the then effective conversion rate
as calculated pursuant to Part B(a)(i)A of Schedule 5 and (ii) such shares may not be reissued by the Company.

(i) Retained earnings:

The cumulative gain or loss arising From the operations which is retained by the Company is recognised and accumulated under the heading "Retained Earnings". At the end of the
year, the profit (loss) after tax is transferred from the statement of profit and loss to retained earnings.

(ii) Securities premium:

Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purpose in accordance with the provisions of the Companies Act.

(iii) Share options outstanding account:

It represents fair value of the employee stock option plan. These option are issued by the Company to the employees of the Company and its subsidiary companies. (Refer note 29)

(iv) Other comprehensive income

It represents gain or loss recognised on investment in equity instruments measured at fair value through OCI.

25 Financial instruments - Fair values and risk management (continued)

B Valuation technique used to determine fair values

Specific valuation technique to value financial instruments like:

i. Use of quoted market prices for financial instruments traded in active markets.

ii. Comparable company multiple/discounted cash flow analysis for other financial instruments.

iii. The fair values for financial assets and liabilities other than investments are disclosed at there carrying value as their carrying amounts are a reasonable approximation of the fair values.
C Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk;

(ii) Liquidity risk; and

(iii) Market risk

i. Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company’s risk management policies
are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures,
aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

ii. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the
Company''s receivables from customers. Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to clients, including trade receivable. The
maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The
Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors.

Cash and cash equivalents

Credit risk on cash and cash equivalents and other bank balances is limited as the Group generally invests in deposits with banks and financial institutions with high credit ratings assigned
by domestic credit rating agencies.

Trade Receivables

The Company applies the Ind AS 109 simplified approach to measure expected credit losses which uses a lifetime expected loss allowance (ECL) for all trade
receivables.

The application of a simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each
reporting date, right from its initial recognition.

To measure the expected credit losses, the Company has customer base with shared credit risk characteristics. As per policy of the Company, trade receivable to the extent not covered by
collateral (i.e. unsecured trade receivable) is considered for computation of loss allowance and the amount of loss is recognised in the Statement of Profit and Loss. Trade receivable of the
group are of short duration. Though trade receivables are due for short duration there are certain instances of delay in collection. The Company has computed expected credit loss due to
delay in collection.

29 Share Based Payments

The Company has Employee Stock Option Scheme namely "Billionbrains Garage Ventures Limited Employee Stock Option Scheme 2024 (formerly known as Billionbrains Garage Ventures Private
Limited Employee Stock Option Scheme 2024" (''BGV ESOS 2024'')), which was replaced from Groww Inc 2017 Stock Incentive Plan ("GSIP 2017") subsequent to the approval of the scheme of
merger between Groww Inc., State of Delaware, USA and the Company by the Hon’ble NCLT via merger order dated 28lh March 2024.

BGV ESOS 2024 is prepared basis the same terms and conditions as of GSIP 2017 except on the exercise period of the options which is modified to twenty years from existing ten years and exercise
price has been modified to INR 10 from exercise price S0.27 - S91.3453 for all the options. Further, the options of GSIP 2017 have been adjusted for swap ratio i.e., for every one (I) option held
under GSIP 2017, such option holders shall be granted two point two (2.2) options under BGV ESOS 2024 as applied to shareholders and have been restated as if they were available of earliest
reporting period in the financial statements, irrespective of their actual date.

On 28 June 2024, the board of directors approved the BGV ESOS 2024 for issue of stock options to the permanent employees including Directors of the Company (other than Promoter(s) or person
belonging to the Promoter Group of the Company, Independent Directors, if any, and Directors holding directly or indirectly more than 10% of the outstanding equity shares of the Company) and its
subsidiaries (hereinafter referred to as an “Employee(s)”). The board of directors has constituted an ESOP committee for implementation and administration of BGV ESOS 2024. The employee
selected by the ESOP committee from time to time will be entitled to options, subject to satisfaction of the prescribed vesting conditions, viz., continuing employment and subject to performance
parameters defined in the BGV ESOS 2024.

Stock options granted under BGV ESOS 2024/GSIP 2017 would vest based on the terms and conditions mentioned in the respective letter of Grant/stock option grant notice. The company/erstwhile
holding company has issued stock options with a vesting period of 12 - 48 months with a cliff of 12 months and fully vested stock options.

For stock options granted under BGV ESOS 2024, the weighted average fair value of options during the year ended 31 March 2025 was INR 20.54 and for stock options granted under GSIP 2017, the
weighted average fair value of options during the year 31 March 2024 - S 14.50 - $ 18.96. As at 3 I March 2025, the weighted average contractual remaining life of options is 16.51 years.

Eligible employees were provided with an alternative of cash or share based payment for performance bonuses. Pursuant to the same, the Group paid performance bonus in the form of stock options
amounting to INR 11.70 (31 March 2024 - 19.50) which is included as part of Salaries, allowances and bonus.

During the year ended 31 March 2025 -

(i) the Company has issued bonus in the ratio of 14:1 to all the existing shareholders whose names appear in the register of members of the Company as on 9 August 2024. Hence, each option granted
under BGV ESOS 2024 would be eligible for 15 equity shares upon excerise.

(ii) the Company has further issued bonus in the ratio of 10:1 to all the existing shareholders whose names appear in the register of members of the Company as on 29 January 2025. Hence, each
option granted under BGV ESOS 2024 would be eligible for 1.5 equity shares upon excerise over and above point (i).

(iii) The Company has sub-divided 1 equity share having a face value of INR 10/- each fully paid up into 5 equity shares having a face value of INR 21- each fully paid up. Hence, each option granted
under BGV ESOS 2024 has been sub-divided into 5 options with an exercise price of INR 2/-. The effect of the same have been restated as if they were available of earliest reporting period in the
financial statements, irrespective of their actual date.

30 Business Combinations

Cross-border merger of Groww Inc

A. Background

Pursuant to the provisions of Section 230 to 232 read with Section 234 of the Companies Act, 2013 and all other applicable provisions, read with National Company Law
Tribunal Rules, 2016 and Companies (Compromise, Arrangement, and Amalgamations) Rules, 2016 and enabling provisions in the Company''s Memorandum and Articles of
Association vide order dated 28 March 2024, the NCLT has approved the Scheme of Amalgamation ("the Scheme") for amalgamation of Groww Inc, USA, pursuant to the
General Corporation Law of the Stale of Delaware, USA ("Transferor Company") with and into Billionbrains Garage Ventures Private Limited ("the Company") or ("Transferee
Company") or (BGV).

Subsequent to the reconstitution, Company has subscribed to the equity, Class A equity and preference share capital. This acquisition has lead to simplification of the
shareholding structure and reduction of shareholding tiers so that the Group can tap the efficiencies of being an Indian company given the regulatory framework applying to the
Group''s various businesses.

Further, the said merger is expected to result in the following business objectives-

- simplifying and unifying the holding structure of the group through an amalgamation;

- efficient decision making by eliminating duplicate corporate procedures in the State of Delaware due to a streamlined holding structure and simplify and eliminate the inter¬
company transactions;

- economising and reducing in administrative, managerial and other common expenditure; and

- creating value for various stakeholders and shareholders of the group, as a result of the above.

B. Appointed date

The Scheme was made effective from 29 March 2024 based on Form Inc-28 filed with the Registrar of Companies ("ROC") with an appointed date I April 2023.

Consequently, the Company has included the financial information of the Transferor Company in its standalone financial statements with effect from appointed date (which is
deemed to be the acquisition date for purpose of Ind AS 103 - Business Combinations), to include the information of the Transferor Company. Consequently, the figures for the
year ended March 31, 2023 have been restated from the earliest reporting period to give impact of the Scheme (refer section C below), ''therefore, financial statements for the
year ended March 31, 2023 are not strictly comparable with the previous year’s financial statement.

C. Accounting

Upon this Scheme becoming effective and with effect from the Appointed Date, the Company has accounted for the amalgamation in its books of account in accordance with
‘Pooling of Interests Method’ prescribed in ‘Appendix C’ ‘Business combinations of entities under common control’ of the Indian Accounting Standard (Ind-AS) 103 for
Business Combinations notified under Section 133 of the Indian Companies Act read with Companies (Indian Accounting Standards) Rules, 2015.

''The accounting under pooling of interest method is as follows::

1. The assets and liabilities of the combining entities are reflected at their carrying amounts.

2. No adjustments arc made to reflect fair values, or recognise any new assets or liabilities. The only adjustments that arc made are to harmonise accounting policies, if
applicable.

3. The financial information of the respective prior periods has been restated as if the business combination had occurred from the beginning of the earliest period reported in the
financial statements, irrespective of the actual date of the combination.

31 Demerger of the online credit distribution business division of Neobillion Fin tech Private Limited

"Pursuant to the provisions under Section 233, read with Section 230 and other applicable provisions of the Companies Act, 2013, the RoC and jurisdictional Regional Director
has approved the demerger scheme vide order dated 21 March 2025. Pursuant to the said order, the online credit distribution business division of Neobillion Fintech Private
Limited (“Demerged Undertaking”), is transferred and vested into the Company on a ‘going concern basis’.

The rationale for the Demerger Scheme is to re-organise and restructure the operations so as to combine same or similar business activities, in order to optimize management of
business operations. The appointed date is 01 April, 2024 (“Appointed Date”), with effect from which the Demerger Scheme shall be deemed to have become operative and the
Demerged Undertaking, together with its assets, liabilities, employees, rights and powers, is proposed to stand transferred to and vested in the Company. Since, Neobillion
Fintech Private Limited is a wholly owned subsidiary of Company, no new shares will be issued pursuant to the Demerger Scheme.

The Board of Directors at its meeting held on 29 October, 2024 have approved the Scheme of Arrangement (“the Scheme”) for the demerger of undertaking comprising of
online credit distribution business division (“Demerged Undertaking”) of Neobillion Fintech Private Limited into the Company w.e.f. April I, 2024. The Company along with
Neobillion Fintech Private Limited had filed the petition in connection with the Scheme with the jurisdictional Regional Director. The Scheme was sanctioned by the
jurisdictional Regional Director vide order dated March 21, 2025. Consequently, the Company has included the financial results of Demerged Undertaking from the date of
acquisition of control i.e. April I, 2024 pursuant to the accounting treatment as prescribed in the Scheme. Consequently, the reported figures for the year ended March 31, 2024
have been restated to give impact of the Scheme. Therefore, the financial statements for the year ended March 31, 2024 are not strictly comparable with the previous year’s
financial statements. The proportionate investment of Demerged Undertaking held by the Company shall stand cancelled.

37 Subsequent events

(i) As per the provisions of the Companies Act, 2013 read with Rule 9 and 14 of the Companies (Share Capital and Debentures) Rules, 2014, vide Board meeting dated 29th January 2025
and shareholders meeting dated February 21, 2025 , the Board of Directors and the shareholders of the Company has approved the issuance of fully paid-up compulsorily convertible
preference shares (“Bonus CCPS”) of Rs 10 each to the holders of equity shares and Class A equity shares (“Members”) of the Company, as per names appearing in the Company s
Register of Members as of January 29, 2025 (“Record Date”) in the ratio of 1:10, i.e., 1 Bonus CCPS for every 10 existing equity shares/Class A equity shares of nominal value of INR 10
(Indian Rupees Ten) each. Accordingly, the Board of Directors vide board meeting dated April 03, 2025 accorded to allot 36,563,061 (Thirty-six Million, Five Hundred Sixty Three
Thousand, Sixty Only) fully paid-up Compulsorily Convertible Preference Shares ("Bonus CCPS ) of face value of Rs 10/- (Rupees Ten Only) each.

Further, the Board of Directors vide board meeting dated May 21, 2025 have approved the conversion of 28,724,280 Bonus CCPS of Rs. 10/- (Rupees ten only) each held by Class B
Bonus CCPS holders into 265,699,591 Equity shares of Rs. 2/- (Rupees Two only) each in the milestone achievement ratio opted by the Class B Bonus CCPS holders. Subsequently,
265,699,591 Equity shares of Rs. 21- (Rupees Two only) each have been allotted. The impact of the same has been considered in the Earnings per share.

(ii) Pursuant to the provisions of Companies Act, 2013, and other applicable rules framed thereunder, the Articles of Association of the company and approval of Board and Shareholders
at its meeting held on February 20, 2025 and March 04, 2025 respectively and receipt of the approval from Competition Commission of India (CCI) on April 01, 2025, it is proposed to
dissolve and extinguish Differential Voting Rights attached to Class A Equity Shares, held by Lalit Keshre, Harsh Jain, Neeraj Singh and Ishan Bansal. The said dissolution will be
consummated by allotting Equity Shares against the said Class A Equity Shares.

The new Equity'' Shares to be issued in lieu of the cancelled Class A Equity Shares shall rank pari-passu in all respects with the existing Equity'' Shares of the Company.

(iii) As per the provisions of the Companies Act 2013, vide board meeting dated 8 April, 2025, and vide shareholders meeting dated 6 May 2025, the board of directors and the
shareholders of the Company have respectively approved further increase in the Authorized Share Capital of the Company from Rs. 20,000,000,000 (Rupees Twenty Thousand Million
Only) divided into 9,575,000,000 (Nine Thousand Five Hundred Seventy-Five Million) Equity Shares of Rs. 2/- (Rupees Two Only) each; and 85,000,000 (Eighty'' Five Million)
Preference Shares ofRs.10/-’ (Rupees Ten Only) each to Rs. 50,000,000,000 (Rupees Fifty Thousand Million Only) divided into 23,325,000,000 (Twenty Three Thousand Three
Hundred Twenty-Five Million) Equity Shares ofRs. 2/- (Rupees Two Only) each; and 335,000,000 (Three Hundred Thirty Five Million) Preference Shares of Rs. 10/- (Rupees Ten Only)
each.

(iv) Pursuant to a share subscription agreement dated April 28, 2025 Viggo Investment Pte. Ltd. has agreed to subscribe Series F compulsorily convertible preference shares and equity
shares and pursuant to share purchase agreement dated May 23, 2025, purchase preference shares from certain existing shareholders. The closing of this transaction is subject to various
closing conditions, including regulatory'' approvals.

(v) Pursuant to share subscription agreement dated May 13, 2025, ISP VII-B Blocker GW, Ltd. and ISP VII Blocker GW, Ltd. have agreed to subscribe Series F compulsorily convertible
preference shares. Accordingly, the Board of Directors vide board meeting dated June 17, 2025 accorded to allot 17,968,243 (Seventeen Million, Nine Hundred Sixty Eight Thousand,
Two Hundred and Forty Three) Scries F Compulsorily Convertible Preference Shares (Series F CCPS) of the company of face value of Rs 10/- (Rupees Ten Only) each.

Pursuant to share purchase agreement dated June 13, 2025, ISP Vll-B Blocker GW, Ltd. and ISP VII Blocker GW, Ltd. have agreed to purchase certain equity shares and preference
shares from the certain existing shareholders. The closing of this transaction is subject to various closing conditions.

(vi) Pursuant to share purchase agreement dated May 16, 2025, the company has agreed to purchase 225,000 equity shares, 30 Series A equity shares, 560,037 compulsory convertible
preference shares of Finwizard Technology Private Limited from the selling shareholders at a total consideration of Rs. 9,611.05 million. The closing of this transaction is subject to
various closing conditions, including regulatory approvals. Subsequent to completion of closing conditions including regulatory approvals, Finwizard Technology Private Limited shall be
wholly owned subsidiary'' of the Company.

(vii) The Company has proposed to undertake an Initial Public Offering (“IPO”) of its equity shares (the “Equity Shares”), comprising a fresh issue of Equity Shares by the Company (the
“Fresh Issue”) and an offer for sale of Equity Shares by certain existing shareholders (the “Selling Shareholders”) (together, the “Offer”).

In connection with (he proposed IPO, the Board of Directors of the Company approved the Offer vide resolution dated April 22, 2025, which was subsequently approved by the
shareholders through a resolution passed on May 06, 2025.

Pursuant to the above approvals, the Company filed a Confidential Prc-filed Draft Red Herring Prospectus (“PDRHP”) with the Securities and Exchange Board of India (“SEBI"), BSE
Limited (“BSE”), and the National Slock Exchange of India Limited (“NSE”) on May 25, 2025. A public announcement regarding the filing of the PDRHP was published in newspapers
on May 26, 2025.