The Directors of Moneyview Limited (formerly known as ‘Moneyview Private Limited’ and ‘Whizdm
Innovations Private Limited’)take pleasure in presenting the Twelfth (12^th) Directors’ Report on the affairs
of the Company, together with the Audited Annual Standalone and Consolidated Financial Statements and
the Auditors’ Report thereon for the financial year ended March 31, 2026.

1. Financial highlights:

2. State of Affairs

The Company is engaged in the design, development, production, and distribution of various financial
products offered by regulated financial institutions. In addition to the mentioned business activities, the
Company has also commenced operations as a Corporate Agent for insurance distribution, pursuant to the
license received from Insurance Regulatory and Development Authority of India.

Initial Public Offering (IPO):

The Company has proposed to undertake an Initial Public Offering (“IPO”) comprising a fresh issue of
equity shares by the Company and an offer for sale of equity shares by certain existing shareholders
(collectively, the “Offer”).

In connection with the proposed IPO, the Board of Directors of the Company approved the Offer vide its
resolution dated February 22, 2026, which was subsequently approved by the shareholders of the Company
through a special resolution passed on February 23, 2026. Pursuant to the aforesaid approvals and in
accordance with the applicable provisions of the Companies Act, 2013, the Securities and Exchange Board
of India Act, 1992, and the rules and regulations framed thereunder, the Company filed the Draft Red Herring
Prospectus (“DRHP”) dated March 3, 2026, with the Securities and Exchange Board of India (“SEBI”),

BSE Limited and National Stock Exchange of India Limited in relation to the proposed IPO.

3. Review of operations

On a standalone basis, the total revenue of the Company for the FY 2025-26 increased to INR 1,881.57
Crores, from INR 1,487.42 Crores in the previous FY 2024-25. The Profit After Tax (‘PAT’) before
exceptional items increased from INR 164.02 Crores in FY 2024-25 to INR 235.42 Crores in FY 2025-26.
The PAT after exceptional items for FY 2025-26 stood at INR 115.69 Crores.

On a consolidated basis, the total revenue of the Company for the financial year 2025-26 was INR 3,351.16
Crores as compared to INR 2,339.15 Crores in the previous year and the PAT before exceptional items
increased from INR 240.28 Crores in FY 2024-25 to INR 397.34 Crores in FY 2025-26, while the PAT
after exceptional items stood at INR 242.71 Crores for FY 2025-26 as against INR 240.28 Crores in FY
2024-25.

4. Dividends

To support the Company’s business growth, which requires significant capital resources, the Board of
Directors has not recommended any dividend on the Company’s shares for the financial year 2025-26.

5. Reserves

The Company has transferred an amount of INR 5.80 Crore to Debenture Redemption Reserve in accordance
with Section 71(4) of the Companies Act, 2013 and Rule 18 of the Companies (Share Capital and
Debentures) Rules, 2014. The surplus in the Statement of Profit and Loss forms part of the “Reserves and
Surplus” as disclosed in the financial statements for the financial year 2025-26.

6. Transfer of unclaimed dividend to investor education and protection fund

The provisions of Section 125(2) of the Companies Act, 2013 (“the Act”) does not apply as the Company
has not declared any Dividend till date.

7. Change in the nature of business

During the year under review, there was no change in the nature of the Company’s primary business
activities.

8. Change in the name of the Company

During the financial year 2025-26, the following changes were effected:

1. The name of the Company was changed from Whizdm Innovations Private Limited to Moneyview
Private Limited to align with its strategic business objectives and to better reflect the brand identity
through its corporate name. This change was approved by the Registrar of Companies, on May 22, 2025.

2. Thereafter, the Company was converted from a Private Limited Company to a Public Limited Company
with effect from June 10, 2025, and, consequently, its name was changed from Moneyview Private
Limited to Moneyview Limited, in accordance with the applicable provisions of the Act.

A. Details of Directors or Key Managerial Personnel appointed or resigned during the year:
(i) Directors:

As on March 31, 2026, the Board consists of the following members:

During the year under review, the following changes took place in the composition of the Board of Directors
of the Company:

Appointments: Pursuant to conversion of the Company into a public limited company w.e.f. June 10,
2025, the following Directors were appointed to ensure compliance with the applicable provisions of the
Act:

(a) Ms. Alpana Parida [DIN:06796621] was appointed as a Non-executive Independent Director of the
Company w.e.f., August 05, 2025.

(b) Mr. Sameer Kumar Baisiwala [DIN:10370613] was appointed as a Non-executive Independent
Director of the Company w.e.f. August 05, 2025.

(c) Mr. Anil Berera [DIN: 00306485] was appointed as a Non-executive Independent Director of the
Company w.e.f. September 02, 2025.

The appointments of Ms. Alpana Parida [DIN: 06796621], Mr. Sameer Kumar Baisiwala [DIN:
10370613] and Mr. Anil Berera [DIN: 00306485] as Non-Executive Independent Directors of the
Company, as made by the Board of Directors, were subsequently approved by the shareholders at the
Extra Ordinary General Meeting of the Company held on September 02, 2025.

(d) Mr. Puneet Agarwal was appointed/re-designated as the Managing Director & Chief Executive
Officer of the Company w.e.f. September 02, 2025 for a period of 5 years, pursuant to the approval
received from the Central Government of India.

Resignations: The following Directors resigned from the Board due to preoccupation with other
assignments:

(a) Mr. Hossameldin Abdelhamid Mohamed Aboumoussa (DIN:08999601) resigned as a Non¬
Executive Director of the Company w.e.f. January 14, 2026.

(b) Mr. Abhishek Chandra (DIN: 07503954) resigned as a Non-Executive Director of the Company
w.e.f. January 16, 2026.

The Board places on record its appreciation for their valuable contributions and guidance during their
tenure with the Company.

(ii) Key Managerial Personnel:

As on March 31, 2026, the Key Managerial Personnel (“KMP”) of the Company are as follows:

The following changes took place in the composition of the KMP of the Company during the year:

1. Mr. Puneet Agarwal was appointed/re-designated as the Managing Director & Chief Executive
Officer of the Company w.e.f. September 02, 2025, pursuant to the approval received from the
Central Government of India.

2. Mr. Saurav Goyal was appointed as the Chief Financial Officer of the Company w.e.f. September
02, 2025.

As the Company is planning for an IPO and filed DRHP with SEBI, Mr. Ankit Kumar Jain has been
appointed as the Compliance Officer of the Company in accordance with the provisions of the Securities and
Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, and the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 (”SEBI LODR”) w.e.f. February 22, 2026.

B. Director liable to retire by rotation at Annual General Meeting

Pursuant to the provisions of Section 152 of the Companies Act, 2013 read with the Companies
(Appointment and Qualifications of the Directors) Rules, 2014, Mr. Subrata Mitra (DIN: 00570124), being
the Director longest in office and liable to retire by rotation at the ensuing Annual General Meeting
(“AGM” ’), retires by rotation and being eligible, has offered himself for re-appointment.

The particulars of the Director seeking re-appointment, as required under the applicable provisions of the
Companies Act, 2013, the Secretarial Standards issued by the Institute of Company Secretaries of India
(“ICSI”), and the Articles of Association of the Company, are provided in the Notice convening the AGM
and form part of this Annual Report.

The Board of Directors recommends his re-appointment at the ensuing AGM.

C. Board meetings

During the financial year, the Board of Directors met Eight (8) times on the following dates: May 14, 2025;
May 30, 2025; August 5, 2025; September 2, 2025; December 9, 2025; February 22, 2026; March 3, 2026;

and March 3, 2026. The meetings were convened with proper notices, agenda and detailed notes were
circulated in advance in accordance with the applicable provisions of the Act and the Secretarial Standards
issued by the ICSI.

The maximum interval between any two consecutive Board Meetings did not exceed 120 days, thereby
ensuring compliance with the Section 173(1) of the Act.

D. Board evaluation

Pursuant to the provisions of Section 178(2) read with Schedule IV and other applicable provisions of the
Act, the Company is required to undertake an annual evaluation of the performance of the Board of Directors,
its Committees and individual Directors, including Independent Directors. The Company has in place a
Board Evaluation Policy (“Policy”) which sets out the framework and criteria for such evaluation.

In accordance with the applicable provisions of the Act and the Policy, the annual performance evaluation
of the Board, its Committees, Non-Independent Directors and Independent Directors for FY 2025-26 was
carried out through questionnaires circulated to the Directors. The filled-in questionnaires were received
from the Directors prior to March 31, 2026. The consolidated outcome of the evaluation was reviewed and
noted by the Nomination and Remuneration Committee and the Board of Directors at their respective
meetings held on May 29, 2026.

Further, pursuant to Schedule IV of the Companies Act, 2013 and other applicable provisions, a separate
meeting of the Independent Directors of the Company was held on dated March 21, 2026, during the financial
year without the presence of Non-Independent Directors and members of the management. At the said
meeting, the Independent Directors reviewed and evaluated, inter alia, the performance of the Non¬
Independent Directors, the Chairperson/Managing Director, as applicable, and the Board as a whole, and
assessed the quality, quantity and timeliness of flow of information between the management of the Company
and the Board, which is necessary for the Board to effectively and reasonably perform its duties.

E. Independent Director Declarations

Upon the conversion of the Company into a public limited company and in accordance with the applicable
provisions of the Act, the following individuals were appointed as Independent Directors on the Board of the
Company:

(a) Ms. Alpana Parida [DIN: 06796621], effective August 05, 2025.

(b) Mr. Sameer Kumar Baisiwala [DIN: 10370613], effective August 05, 2025.

(c) Mr. Anil Berera [DIN: 00306485], effective September 02, 2025.

The Board has received declarations from the Independent Directors as per the requirement of section 149(7)
of the Act confirming that there has been no change in the circumstances which may affect their status as
independent director during the year. The Board is satisfied that the Independent Directors meet the criteria
of independence as prescribed under section 149(6) of the Act.

In the opinion of the Board of Directors of the Company, Independent Directors on the Board of the Company
hold the highest standards of integrity and are highly qualified, recognized and respected individuals in their
respective fields. The Composition of Independent Directors are an optimum mix of expertise (including
financial expertise), leadership and professionalism.

During the year, pursuant to the conversion of the Company into a public limited company and in connection
with the proposed initial public offering of the Company, the Board constituted the requisite Committees and
approved their respective terms of reference in compliance with the requirements of the SEBI LODR.

As on March 31, 2026, the Company has the following Committees of the Board of Directors:

(a) Corporate Social Responsibility Committee (CSR)

Composition: The CSR Committee comprises Mr. Sanjay Aggarwal as Chairperson, and Mr. Puneet Agarwal
and Mr. Sameer Kumar Baisiwala as Members.

Role:The Committee shall, inter alia, be responsible for overseeing the implementation and monitoring of
the Company's Corporate Social Responsibility (CSR) initiatives and obligations in accordance with the
applicable provisions of the Act and shall discharge its functions in accordance with the Terms of Reference
approved by the Board of Directors.

Meetings:During the year, the Committee met two (02) times, i.e., on May 30, 2025, and August 5, 2025.

(b) Borrowing and Finance Committee

Composition: The Borrowing and Finance Committee comprises Mr. Sanjay Aggarwal as Chairperson and
Mr. Puneet Agarwal and Mr. Subrata Mitra as Members.

Role:The Committee shall, inter alia, oversee matters relating to the Company’s funding requirements,
credit facilities, treasury operations, and other related financial matters in accordance with the provisions of
Section 179(3) of the Act and shall discharge its functions in accordance with the Terms of Reference as
approved by the Board of Directors.

Meetings:During the year, the Committee met six (06) times, i.e., on July 8, 2025, August 8, 2025, August
14, 2025, November 20, 2025, November 25, 2025, and November 26, 2025.

(c) Audit Committee

Pursuant to the conversion of the Company into a public limited company and in compliance with the
provisions of Section 178(1), the Board of Directors, in its meeting held on September 02, 2025, constituted
the Audit Committee.

Composition:The Audit Committee comprises Mr. Anil Berera as Chairperson, and Mr. Sameer Kumar
Baisiwala and Mr. Sanjay Aggarwal as Members of the Committee.

Role:The Committee is responsible for, including but not limited to, overseeing the Company’s financial
reporting and disclosure processes, including the review of financial statements, audit reports, internal audit,
internal controls, risk management systems, and related party transactions and shall discharge its functions
in accordance with the Terms of Reference as approved by the Board of Directors.

Meetings:During the year, the Committee met four (04) times, i.e., on December 9, 2025, February 19, 2026,
March 3, 2026, and March 3, 2026.

(d) Nomination and Remuneration Committee

Pursuant to the conversion of the Company into a public limited company and in compliance with the
provisions of Section 178(1) of the Act, the Board of Directors, at its meeting held on August 05, 2025,
constituted the Nomination and Remuneration Committee. The salient features of the Nomination and
Remuneration Policy are set out in Annexure IV.

Composition:The Committee comprises Ms. Alpana Parida as Chairperson, and Mr. Sameer Kumar
Baisiwala and Mr. Subrata Mitra as Members of the Committee.

Role:The Committee is responsible for, including but not limited to, formulating policies related to the
appointment, removal, and remuneration of directors, key managerial personnel, and senior management. It
also evaluates Board performance, determines criteria for independence of directors, and administers
employee benefit plans in accordance with applicable laws and regulations and shall discharge its functions
in accordance with the Terms of Reference as approved by the Board of Directors.

Meetings:During the year, the Committee met three (03) times, i.e., August 30, 2025, September 2, 2025
and February 18, 2026.

(e) Risk Management Committee

In connection with the proposed initial public offering of the Company, the Board of Directors, at its meeting
held on February 22, 2026, constituted the Risk Management Committee.

Composition:The Committee comprises Mr. Anil Berera as Chairperson, and Mr. Puneet Agarwal, Mr.
Sanjay Aggarwal and Mr. Saurav Goyal as Members.

Role:The Committee is responsible for identifying and assessing internal and external risks, including
financial, operational, ESG, information and cyber security risks, and overseeing risk mitigation, internal
controls and the business continuity plan and shall discharge its functions in accordance with the Terms of
Reference as approved by the Board of Directors.

Meetings:There were no meetings held during the year.

(f) Stakeholders’ Relationship Committee

In connection with the proposed initial public offering of the Company, the Board of Directors, at its meeting
held on February 22, 2026, constituted the Stakeholders’ Relationship Committee.

Composition:The Committee comprises Ms. Alpana Parida as Chairperson, and Mr. Puneet Agarwal and
Mr. Sanjay Aggarwal as Members.

Role:The Committee is responsible for reviewing and resolving grievances of the Company’s security
holders, including complaints relating to transfer and transmission of securities, non-receipt of annual reports
and dividends, and shall discharge its functions in accordance with the Terms of Reference as approved by
the Board of Directors.

Meetings:There were no meetings held during the year.

(g) Initial Public Offering (IPO) Committee

In connection with the proposed IPO, the Company will be required to undertake various legal, statutory,
and procedural formalities with the concerned regulatory authorities, as may be required, and to undertake
other matters incidental thereto. Accordingly, the Board of Directors, at its meeting held on August 05, 2025,
constituted an IPO Committee.

Composition: The Committee comprises Mr. Puneet Agarwal , Mr. Sanjay Aggarwal and Mr. Subrata Mitra
as Members of the Committee.

Role: The Committee shall be responsible for approving, implementing, negotiating, and overseeing various
matters, actions, and activities in connection with the Initial Public Offering (IPO), and shall discharge its
functions in accordance with the Terms of Reference approved by the Board of Directors.

Meetings: During the year, the Committee met once, on February 23, 2026.

10. Buy-back of equity shares

During the Financial Year, the Company did not undertake any buy-back of its equity Shares.

11. Audit and Audit Reports(a) Statutory Audit

M/s. S.R. Batliboi & Associates LLP, Chartered Accountants (Firm Registration No. 101049W/E300004),
were appointed as the Statutory Auditors of the Company at the Eighth (8^th) Annual General Meeting
(“AGM”) and will hold office until the conclusion of the Thirteenth (13^th) AGM, which is scheduled to be
held in the year 2027.

The Auditor’s Report on the standalone and consolidated financial statements of the Company for the
financial year ended March 31, 2026, does not contain any qualifications, reservations, adverse remarks, or
disclaimers. The Notes to the Financial Statements, as referred to in the Auditor’s Report, are self¬
explanatory and, therefore, do not call for any further comments by the Board.

(b) Internal audit

The Company has appointed M/s. Protiviti India Member Private Limited as Internal Auditors under Section
138 of the Act for financial year 2025-26. The Internal Audit function operates within a defined scope, and
the audit findings are submitted to and presented before the Audit Committee and the Board.

(c) Secretarial Audit

Pursuant to the conversion of the Company into a public limited company and the turnover of the Company
exceeding INR 250 crore for the financial year ended March 31, 2025, the Company is required to appoint a
Secretarial Auditor in accordance with the applicable provisions of the Companies Act, 2013 and the rules
made thereunder.

Accordingly, the Board of Directors, at its meeting held on August 05, 2025, appointed M/s. MAKS & Co.,

Company Secretaries (Firm Registration No. P2018UP067700 and Peer Review Certificate No. 2064/2022)
as the Secretarial Auditor of the Company for a term of five consecutive years commencing from FY 2025¬
26 till FY 2029-30, which was approved by the Shareholders on September 29, 2025.

The Secretarial Audit Report issued by M/s. MAKS & Co., Company Secretaries for FY 2025-26 is annexed
as Annexure V to this report and does not contain any qualifications, reservations, adverse remarks or
disclaimer.

(d) Cost record

The provisions of Section 148(1) of the Act regarding maintenance of cost records and cost audit are not
applicable to the Company.

(e) Reporting of frauds, if any

During the year under review, no fraud was reported by the Statutory Auditor under Section 143(12) of the
Act, in relation to the Company or its officers and employees.

Further, the Company has not detected any fraud during the year.

(f) Details of adequacy of internal financial controls:

The company has adequate internal control and processes in place with respect to financial statements which
provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements. These controls and processes are driven through various policies and internal procedures. The
processes and controls are reviewed periodically. The company has a mechanism of testing the controls at
regular intervals for their design and operating effectiveness to ascertain the reliability and authenticity of
financial information.

12. Any material event having an impact on the affairs of the company

a. Conversion of the Company into Public Company: During the period under review, the Company
was converted from a Private Limited Company into a Public Limited Company with effect from June
10, 2025. The Company has since taken necessary steps to comply with the statutory and regulatory
requirements applicable to a public limited company, as prescribed under the Act and the rules made
thereunder.

b. Initial Public Offering (IPO):

The Company has proposed to undertake an Initial Public Offering (“IPO”) comprising a fresh issue of
equity shares by the Company and an offer for sale of equity shares by certain existing shareholders
(collectively, the “Offer”).

In connection with the proposed IPO, the Board of Directors of the Company approved the Offer vide
its resolution dated February 22, 2026, which was subsequently approved by the shareholders of the
Company through a special resolution passed on February 23, 2026. Pursuant to the aforesaid approvals
and in accordance with the applicable provisions of the Companies Act, 2013, the Securities and
Exchange Board of India Act, 1992, and the rules and regulations framed thereunder, the Company filed

the Draft Red Herring Prospectus (“DRHP”) dated March 3, 2026, with the Securities and Exchange
Board of India (“SEBI”), BSE Limited and National Stock Exchange of India Limited in relation to the
proposed IPO.

13. Material changes and commitments, if any, affecting the financial position of the Company, having
occurred since the end of the Year and till the date of the Report

There were no material changes or commitments affecting the financial position of the Company during FY
2025-26. Further, no material changes occurred between the close of the financial year to which the balance
sheet relates and the date of this Report that have affected or are likely to affect the financial position of the
Company.

14. Change in the financial year

There was no change in the financial year of the Company in the entire year under review.

15. Registered office of the company

The registered office of the Company has been updated to “17/1, 1st and 2nd Floor, The Address Building,
Outer Ring Road, Marathahalli, Kadubeesanahalli, Bangalore - 560103” with effect from May 14,
2025.

This update has been made primarily to rectify the postal PIN code of the location.

16. Details of revision of financial statement or the report

During the year, the Company has not revised its financial statements or the Report in respect of any of the
three preceding financial years either voluntarily or pursuant to the order of judicial authority.

17. Directors’ responsibility statement

To the best of the knowledge and belief and according to the information and explanations obtained by the
directors, the directors make the following statements in terms of Section 134(5) of the Act that:

(a) That, in the preparation of the annual accounts for the financial year ended 31st March 2026, the
applicable accounting standards had been followed along with proper explanation relating to material
departures;

(b) That, the directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the profit of the company for that
period;

(c) That, the directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities.

(d) That, the directors have prepared the annual accounts for the financial year ended 31st March 2026
on a going concern basis;

(e) the directors, in the case of a listed company, had laid down internal financial controls to be followed
by the company and that such internal financial controls are adequate and were operating effectively;
and

(f) That, the directors have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.

18. Share capitalA. Details of changes in capital structure of the Company during the period:

i. Changes in Authorised Share Capital: The Authorised Share Capital of the Company has been
increased from INR 53,15,20,000/- to INR 2,53,15,20,000/- by the addition of 2,00,00,00,000
(Two Hundred Crore) equity shares of face value of INR 1 (Indian Rupee One) each.

ii. Changes in issued, subscribed and paid-up share capital: The Company has issued 7,50,00,000
Equity Shares during the year and paid-up capital of the Company has been increased from INR
40,56,30,490.34/- to INR 47,86,20,639/-.

The following issuances / calls were made during the year:

iii. Forfeitures

Due to failure to pay the outstanding call amount by the Compulsorily Convertible Preference
Shares (“CCPS”) holders, following classes of CCPS were forfeited during the year.

iv. Reclassification or sub-division of the authorised share capital: Nil.

v. Reduction of share capital or buy back: Nil.

vi. Change in the capital structure resulting from restructuring; N.A

vii. Change in voting rights: Nil

viii. Issue of equity shares with differential rights: Nil

ix. Issue of sweat equity shares: Nil

x. Issue of bonus shares: Nil

xi. Issue of warrants: Nil

B. Capital structure of the Company as on March 31, 2026

C. Capital structure of the Company as on date of this report

There were no changes in the capital structure of the Company from the end of financial year till the date
of this report.

19. Details of subsidiaries / associate companies / joint ventures:(a) Merger of Zeo Fin Capital Private Limited with Zeo Fin Technology Private Limited

The Board of Directors of Zeo Fin Technology Private Limited, a wholly owned subsidiary of the
Company in its meeting held on November 30, 2024, approved the proposal for merger with its wholly
owned subsidiary, Zeo Fin Capital Private Limited, pursuant to the provisions of Section 233(1) of the
Act, relating to the Fast-Track Merger process between a holding company and its wholly owned
subsidiary.

During the financial year 2025-26, the Hon’ble Regional Director, Western Region, approved the scheme
of merger by order dated May 02, 2025. Pursuant to the said order, Zeo Fin Capital Private Limited has
been merged with Zeo Fin Technology Private Limited, with effect from April 1, 2024 (the appointed
date), resulting in the dissolution of Zeo Fin Capital Private Limited without the process of winding up.

(b) Subsidiaries, joint ventures or associate companies

The Company has following wholly owned subsidiaries as on March 31, 2026:

(c) Subsidiaries, joint ventures or associate companies ceased during the period

M/s Zeo Fin Capital Private Limited ceased to be a subsidiary of the Company due to its merger with
M/s Zeo Fin Technology Private Limited as explained in point (a); and

M/s. Whizdm Fintech Private Limited ceased to be the Company’s subsidiary during the year under
review, pursuant to strike off under Section 248 of the Companies Act, 2013.

The details of strike-off of Whizdm Fintech Private Limited is as under:

M/s. Whizdm Fintech Private Limited, wholly owned subsidiary, having paid-up share capital of INR
1,00,000/- incorporated with an object of, inter-alia, designing, development, production and distribution
of various technological products, amongst others. Since its incorporation, the Company made efforts to
develop its business; however, it was unable to commence operations due to the nature of the business,
prevailing market challenges, and lack of traction. In view of the Company remaining non-operational
since its incorporation, the Board of Directors, at their meetings held on March 07, 2025, and April 22,
2025, recommended filing an application for strike off under Section 248 of the Act. This proposal was
subsequently approved by the shareholders at the Extraordinary General Meeting held on April 23, 2025.

The name of the Company was struck off from the Register of Companies with effect from June 27,
2025, pursuant to the notice of striking off and dissolution published by the Ministry of Corporate
Affairs.

In accordance with the provisions of the first proviso to sub-section (3) of Section 129 of the Act, read with
Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial
statements of the Company’s subsidiaries, in the prescribed Form AOC-1, is attached to this Report as
Annexure - I.

20. Disclosure under Foreign Exchange Management Act, 1999 and Foreign Direct Investment (“FDI”)
Master Directions

The Company, being a Foreign Owned and/or Controlled Company (“FOCC”), makes investments into its
subsidiaries by way of Downstream Investment. The Company is in compliance with the Foreign Exchange
Management Act, 1999 and the extant Foreign Direct Investment (“FDI”) Guidelines and has obtained the
certificate from the statutory auditor affirming compliance with the applicable provisions. There were no
qualifications in the report, which is required to be brought to the notice of the RBI.

21. Annual Return of the company

Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the Annual Return as on 31st March 2026 in Form No.
MGT-7, is available on the Company’s website and can be accessed at https://moneyview.in/images/Annual-
Return-2025-26.pdf.

22. Conservation of energy, technology absorption, adaptation and innovation:a) Conservation of Energy, Technology Absorption

With respect to the Section 134(3)(m) of the Act on conservation of energy and technology absorption the
Company being a technology driven company, adopts to latest technology both on hardware and software in
terms of technology absorption front and sufficient care is given on the conservation of energy in the form
of usage of electricity in the office premises.

b) Foreign Exchange earnings and Outgo

23. Issue of non-convertible debentures on private placement

During the financial year 2025-26, the Company issued Unlisted Secured Redeemable Non-Convertible
Debentures and raised a total amount of INR 145 Crore on a private placement basis, as per the table below:

The Company has been regular in making payments of both principal and interest on all the NCDs issued.
There are no NCDs that remain unclaimed by investors or unpaid by the Company after the due date for
redemption.

Details of Debenture Trustee are as follows:

24. Debenture Redemption Reserve

In accordance with Section 71(4) of the Companies Act, 2013 and Rule 18 of the Companies (Share Capital
and Debentures) Rules, 2014, the Company is required to create a Debenture Redemption Reserve for the
current year.

The movement in the Debenture Redemption Reserve during the year is as under:

25. Deposits

Your Company has not accepted any deposits from the public in terms of Section 73 of the Companies Act,
2013 during the year under review.

26. Significant & material orders passed by the regulators, courts and tribunals

No significant and material orders were passed by any regulators or courts or tribunals which impact the
going concern status and company’s operations in future.

27. Particulars of loans, guarantees or investments

The Company has duly complied with the provisions of Section 186 of the Act and Rules thereunder. Details
on loans, guarantees or investments made during the financial year under Section 186 are disclosed under
the respective notes to the financial statements.

28. Loan from Directors/Relatives

During the financial year under review, the Company has not taken any loan from Directors/relatives of
Directors.

29. Particulars of employees & remuneration

The disclosures pursuant to Section 197 of the Act read with Rule 5(2)(i) to (iii) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, are not applicable to the Company,
being an unlisted company during the reporting period.

30. Employee stock option Plan (“ESOP”)

The Company implemented an employee stock option plan titled Whizdm Employees Stock Option Plan -
2015', which was approved by the shareholders of the Company at their meeting held on June 06, 2015, in
accordance with the provisions of Section 62(1)(b) of the Companies Act, 2013 (“Act”) read with Rule 12
of the Companies (Share Capital and Debentures) Rules, 2014.

Given that the Company is proposing to undertake an initial public offering of its equity shares, on listing of
such Equity Shares, the Company will be required to ensure that the Plan is in compliance with the Securities
and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as
amended (“SEBI SBEB Regulations”). Accordingly, based on the recommendation of the Nomination &
Remuneration Committee and the approval of the Board of Directors, the shareholders of the Company, at
their meeting held on February 23, 2026, have approved the amendment of the existing Plan and its renaming
as the Moneyview Employees Stock Option Plan, 2015 (the “Plan”) in compliance with the Companies Act
2013, SEBI SBEB Regulations and any other applicable provisions.

A) Details of the shares issued under Moneyview Employees Stock Option Plan (ESOP Plan), and also
the disclosures in compliance with Section 62 of Companies Act, 2013 and Rule 12(9) of Companies
(Share Capital and Debentures) Rules 2014, are provided below:

Further, the disclosures required under Rule 12 of the Companies (Share Capital and Debentures) Rules,
2014, as amended, is as under:

B) Details of shares held in Trust for the benefit of Employees where the voting rights are not exercised
directly by the employees.

The disclosure required under Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014 is
not applicable to the Company. As per the Guidance Note on Report of the Board of Directors issued by the
ICSI, such disclosure is required in the case of an unlisted company where trustees exercise voting rights
upon the exercise of options and the consequent allotment/transfer of shares to employees. Accordingly,
details of employees who have not exercised their voting rights are required to be disclosed under the said
Rule. Since no options were exercised during the year, the disclosure prescribed under Rule 16(4) is not
applicable to the Company.

31. Policies(a) Whistle-Blower Policy

Pursuant to the conversion of the Company into a Public Limited Company and provisions of Section 177
of the Act read with Rule 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013, the Board
of Directors, at its meeting held on September 02, 2025, has adopted the Whistle-Blower Policy in
accordance with the provisions of Section 177(9) and (10) of the Act, to provide a framework for directors
and employees to report genuine concerns about unethical behaviour, actual or suspected fraud, or violation
of the Company’s code of conduct.

Further, in connection with the proposed Initial Public Offering (“IPO”) of the equity shares of the Company
and the proposed listing of its equity shares on the stock exchanges, the Board of Directors at its meeting
held on February 22, 2026, approved the revised whistle blower policy to ensure compliance with the
applicable provisions of the SEBI LODR, the Act and the rules made thereunder.

The Whistle-Blower Policy ensures adequate safeguards against victimisation of persons who avail the
mechanism and provides for direct access to the Chairperson of the Audit Committee. No complaint has been
received during the year under review. Copy of the policy is also available on the website of the Company
athttps://monevview.in/images/Nomination-and-Remuneration%20Policv.pdf.

(b) Nomination and Remuneration Policy

Pursuant to the conversion of the Company into a Public Limited Company and provisions of Section 178
of the Act, Board of Directors, at its meeting held on September 02, 2025, has adopted the Nomination and
Remuneration Policy.

Further, in connection with the proposed Initial Public Offering (“IPO”) of the equity shares of the Company
and the proposed listing of its equity shares on the stock exchanges, the Board of Directors at its meeting
held on February 22, 2026, approved the revised Nomination and Remuneration Policy to ensure compliance
with the applicable provisions of the SEBI LODR, the Act and the rules made thereunder.

The salient features of the Nomination and Remuneration Policy is enclosed as Annexure - IV and the copy
of the policy is also available on the website of the Company athttps://moneyview.in/images/Nomination-
and-Remuneration%20Policy.pdf.

(c) CSR Policy

The Company formulated a Policy on Corporate Social Responsibility at the Board Meeting held on January
30, 2023, which was subsequently amended on August 5, 2025. The Policy is available on the Company’s
website athttps://moneyview.in/images/CSR-Policy.pdf.

(d) Risk Management Policy

The Company adopted a Risk Management Policy at the Board Meeting held on February 22, 2026, and has
implemented a risk management framework that outlines the strategies and methodologies for determining
the organization’s risk-taking capacity. The Company constantly reviews its exposure to various types of
risk, whether it be regulatory, operational, environmental, financial, or political. The Company has in place
adequate systems to ensure compliance with all regulatory and statutory matters reviews the same on a
periodic basis and takes appropriate corrective action when necessary.

The Policy is available on the Company’s website athttps://moneyview.in/images/Risk-Management-
Policy.pdf

(e) The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

Under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, every
company is required to set up an Internal Committee to look into complaints relating to sexual harassment
at workplace of any women employee.

The Company has adopted a policy for prevention of Sexual Harassment of Women at workplace and has
set up Internal Committee for implementation of said policy.

The disclosures related to complaints are as follows:

(a) number of complaints of sexual harassment received in the year - Nil

(b) number of complaints disposed-off during the year- Nil

(c) number of cases pending for more than ninety days- Nil

(f) The Maternity Benefits Act, 1961

The Company ensures full compliance with the Maternity Benefit Act, 1961, inter alia, by providing the
following benefits:

• 26 weeks of paid maternity leave to female employees.

• Payment of maternity benefits at the employee’s average daily wage.

• Re-employment in the same or equivalent position after maternity leave.

• Proper notification and record-keeping of maternity rights.

• Strict non-discrimination against employees availing maternity leave.

32. Particulars of contracts or arrangements with Related parties

There are certain contracts or arrangements entered into by the Company with related parties during the
financial year under review which were in the ordinary course of business and on an arm's length basis.

Further, during the year, remuneration payable to Ms. Sushma Abburi (Chief Product Officer), a related party
of the Company, in connection with her holding an office or place of profit under Section 188(1)(f) of the
Companies Act, 2013 ("Act"), was approved by the members of the Company in accordance with the
provisions of the Act. The particulars of the said arrangement are disclosed in Form AOC-2 annexed to this
Report as Annexure-II.

Except as stated above, there were no other contracts or arrangements with related parties requiring approval
under Section 188 of the Act during the financial year under review. The related party transactions disclosed
in the financial statements were entered into in the ordinary course of business and on an arm's length basis,
wherever applicable.

*Considering proposed IPO of the Company, the Board of Directors of the Company in its meetings held on
September 02, 2025 and February 22, 2026 approved the Policy on materiality of related party and dealing
with related party transactions (“RPT Policy ”). The materiality for disclosure has been considered as per
the RPT Policy.

33. Corporate Social Responsibility (CSR):
a) CSR Applicability:

Based on criteria specified under Section 135(1) of the Act, the provisions of CSR are applicable to the
Company for financial year 2025-26.

b) CSR Implementation:

CSR Committee: The Company has constituted a Corporate Social Responsibility Committee of the Board
of Directors of the Company with Mr. Sanjay Aggarwal as Chairperson and Mr. Puneet Agarwal and Mr.
Sameer Kumar Baisiwala as Members.

CSR Policy: The Company formulated a Policy on Corporate Social Responsibility at the Board Meeting
held on January 30, 2023, which was subsequently amended on August 5, 2025. The Policy is available
on the Company’s website athttps: //monevview.in/images/CSR-Policv.pdf.

The CSR Policy of the Company prescribes the objectives, mode of implementation, selection criteria of
Implementing Agencies, monitoring process of CSR Activities, review mechanism, functions of Board
and CSR Committee with respect to CSR Implementation etc.

CSR Spend: The average net profit for preceding 3 financial years (i.e. financial year 2024-25, 2023-24
and 2022-23) of the Company was INR 1,88,52,84,333/- and accordingly, the Company was required to
spend 2% of such amount i.e. INR 3,77,05,687/- towards CSR obligations for financial year 2025-26.

The Company has contributed an amount of INR 3,77,58,919/- towards Corporate Social Responsibility
through implementing agencies engaged for the execution of the Company’s CSR initiatives in the areas
of education, poverty eradication, sports, healthcare, women empowerment and gender equality,
livelihood enhancement projects, support for persons with disabilities, digital financial literacy, and
environmental protection and conservation, as specified under Schedule VII of the Act. The Company
has spent its CSR obligation in accordance with the CSR Policy and Schedule VII of the Act.

Disclosure: The Corporate Social Responsibility initiatives taken by the Company during the financial
year 2025-26, are provided in the Report on Corporate Social Responsibility activities and the same is
annexed to this Report as Annexure - III.

34. Safety, Health & Environment

The Company has undertaken various initiatives to ensure the safety and health of its employees and is
committed to taking all necessary measures to protect the environment.

35. Secretarial Standards

During the financial year 2025-26, the Company has duly complied with all the applicable Secretarial
Standards, namely SS-1 and SS-2, relating to Board Meetings and General Meetings.

36. Proceedings under the Insolvency and Bankruptcy Code, 2016

There were no proceedings initiated against the Company under the Insolvency and Bankruptcy Code, 2016
during the period under review.

37. Disclosure on valuation done at the time of one-time settlement with the banks

The disclosures required under Rule 8(5)(xii) of the Companies (Accounts) Rules, 2014 i.e. details of
difference between amount of the valuation done at the time of one-time settlement and the valuation done
while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable

to the Company since no such events took place during the period.

38. Human resources

Your Company treats its “Human Resources” as one of its most important assets. Your Company
continuously invests in attracting, retaining and developing talent on an ongoing basis. Your Company’s
thrust is on the promotion of talent internally through job rotation and job enlargement.

The details of employees of the Company as on March 31, 2026, is as under:

39. Disclosure under section 197(14) of the Act

Pursuant to Section 197(14) of the Act, Mr. Sanjay Aggarwal, Whole Time Director and Chief Executive
Officer of Whizdm Finance Private Limited, a wholly owned subsidiary of the Company, received
remuneration of Rs. 299.98 Lakhs from the said subsidiary. Other than Mr. Sanjay Aggarwal, no other
Director of the Company received any remuneration or commission from any of the subsidiaries of the
Company during the financial year.

40. Acknowledgements

The Directors place on record their sincere appreciation for the assistance and co-operation received from
bankers, financial business associates, consultants, various Government Authorities and other stakeholders
for their continued support extended to your activities during the year under review. The Directors also
acknowledges gratefully the shareholders for their support and confidence reposed on the Company.