We have audited the accompanying standalone financial
statements of Mobavenue AI Tech Limited (“the Company"),
which comprises the Standalone Balance Sheet as at March 31,
2026, the Standalone Statement of Profit and Loss (including
Other Comprehensive Income), Standalone Statement of
Changes in Equity, Standalone Statement of Cash Flows for the
year then ended on that date, and notes to Standalone Financial
Statement including a summary of material accounting policies
and other explanatory information (hereinafter referred to as
the "Standalone Financial statements")

In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid standalone financial
statements give the information required by the Companies
Act, 2013 ("the Act") in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India including the Indian Accounting
Standards ("Ind AS") prescribed under section 133 of the Act,
of the state of affairs of the Company as at 31^st March 2026,
its profit including other comprehensive income, statement
of changes in equity and its cash flows for the year ended on
that date.

BASIS FOR OPINION

We conducted our audit in accordance with the Standards on
Auditing (SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described in
the Auditor's Responsibilities for the Audit of the standalone
financial statements section of our report. We are independent
of the Company in accordance with the Code of Ethics issued
by the Institute of Chartered Accountants of India together with
the ethical requirements that are relevant to our audit of the
standalone financial statements under the provisions of the
Act and the Rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements
and the Code of Ethics. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for
our opinion on standalone financial statements.

EMPHASIS OF MATTERS

We draw attention to Note 3.1 of the standalone financial
statement, regarding incorporation of a wholly owned
subsidiary, i.e., Mobavenue Global Holdings Limited in United
Kingdom (UK) on 18^th March, 2025 and the compliances

under Foreign Exchange Management Regulation (FEMA) and
process relating to remittance of capital are in process as on
March 31, 2026. Attention has also been drawn by us in audit
report for the year ended March 31, 2025, and limited review
reports since quarter and half year ended September 30, 2025.

Our report on the Statement is not modified in respect of the
above matters.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
standalone financial statements of the current year. These
matters were addressed in the context of our audit of the
standalone financial statements as a whole, and in forming
our opinion thereon, we do not provide a separate opinion on
these matters. We have determined that there are no key audit
matters to be communicated in our report.

INFORMATION OTHER THAN THE STANDALONE
FINANCIAL STATEMENTS AND AUDITOR'S REPORT
THEREON

The Company's Board of Directors is responsible for the other
information. The other information comprises the information
included in the annual report, namely Directors' Report,
Annexures to Board Report, Management Discussion and
Analysis, Corporate Governance Report, and shareholder's
information, but does not include the standalone financial
statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not
cover the other information and we do not express any form of
assurance conclusion thereon.

In connection with our audit of the standalone financial
statements, our responsibility is to read the other and,
in doing so, consider whether the other information is
materially inconsistent with the financial statements or our
knowledge obtained in the audit, or otherwise appears to be
materially misstated.

If, based on the work we have performed on the other
information obtained prior to the date of this auditor's report,
we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing
to report in this regard.

RESPONSIBILITY OF MANAGEMENT AND BOARD
OF DIRECTORS FOR THE STANDALONE FINANCIAL
STATEMENTS

The Company's Board of Directors is responsible the matters
stated in section 134(5) of the Act with respect to the
preparation of these standalone financial statements that
give a true and fair view of the financial position, financial
performance including Other Comprehensive Income, cash

flows and statement of changes of equity of the Company in
accordance with the accounting principles generally accepted
in India, including the Indian Accounting Standards (lnd AS)
referred to in Section 133 of the Act read with Companies (
Indian Accounting Standards ) Rules 2015 as amended from
time to time.

This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act
for safeguarding the assets of the Company and for preventing
and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring
the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the standalone
financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management
is responsible for assessing the Company's ability to continue
as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting
unless management either intends to liquidate the Company or
to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the
Company's financial reporting process.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF
STANDALONE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about
whether the standalone financial statements as a whole are free
from material misstatement, whether due to fraud or error, and
to issue an auditor's report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with SAs will always detect a
material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of
these standalone financial statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:

• Identify and assess the risks of material misstatement of
the standalone financial statements, whether due to fraud
or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial controls
relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section

143(3)(i) of the Act, we are also responsible for expressing
our opinion on whether the Company has adequate
internal financial controls system in place and the operating
effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and
related disclosures made by management

• Conclude on the appropriateness of management's use of
the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast
significant doubt on the Company's ability to continue as
a going concern. If we conclude that material uncertainty
exists, we are required to draw attention in our auditor's
report to the related disclosures in the standalone financial
statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor's
report. However, future events or conditions may cause the
Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content
of the standalone financial statements, including the
disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone
financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the standalone financial statements
may be influenced. We consider quantitative materiality and
qualitative factors in (i) Planning the scope of our audit work
and in evaluating the results of our work; and (ii) To evaluate
the effect of any identified misstatements in the standalone
financial statements.

We communicate with those charged with governance
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during
our audit.

We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements
regarding independence, and to communicate with them
all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable,
related safeguard.

From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the standalone financial statements
of the current period and are therefore the key audit matters.
We describe these matters in our auditors' report unless law or
regulation precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.

OTHER MATTER

The audit for financial statement for the year ended March
31, 2025, has been carried out jointly by M/s. Goenka Mehta
& Associates and N.A. Shah Associates LLP. Our report on the
standalone financial statement is not modified in respect of the
above matter.

REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS

1. As required by the Companies (Auditor's Report) Order,
2020 ("the Order") issued by the Central Government
of India in terms of sub-section (11) of section 143 of
the Act, we give in the Annexure A, statement on the
matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.

2. As required by section 143(3) of the Act, we report that:

a) We have sought and obtained all the information and
explanations which to the best of our knowledge and
belief were necessary for the purpose of our audit.

b) In our opinion proper books of account as required by
law have been kept by the Company so far as appears
from our examination of those books.

c) The Standalone Balance Sheet, the Standalone
Statement of Profit and loss including Other
Comprehensive Income, the Standalone Statement
of Changes in Equity and the Standalone Statement of
Cash Flow dealt with by this Report are in agreement
with the books of account.

d) In our opinion, the aforesaid standalone financial
statements comply with the Indian Accounting
Standards specified under Section 133 of the Act.

e) On the basis of written representations received from
the directors as on 31^st March 2026 taken on record
by the Board of Directors, none of the directors
is disqualified as on 31^st March 2026 from being
appointed as a director in terms of Section 164 (2) of
the Act.

f) With respect to the adequacy of the internal
financial controls with respect to standalone
financial statement of the Company and the
operating effectiveness of such controls, refer to
our separate Report in "Annexure B." Our report
expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company's
internal financial controls with respect to Standalone
Financial Statements.

g) With respect to the other matters to be included in the
Auditor's Report in accordance with the requirements
of section 197(16) of the Act, as amended, in
our opinion and to the best of our information
and according to the explanation given to us, the
remuneration paid / provided by the Company to
its directors for the year is in accordance with the
provisions of section 197 of the Act.

h) With respect to the other matters to be included in
the Auditor's Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, in
our opinion and to the best of our information and
according to the explanations given to us:

i) The Company does not have any pending
litigations for which provisions have not been
made which would impact on its financial position.

ii) The Company did not have any long-term
contracts, including derivative contracts for
which there were any material foreseeable losses.

iii) There has been no delay in transferring the
amounts required to be transferred to the
Investor Education and Protection Fund by
the Company.

iv) As per the management representation
provided, we report,

• no funds 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

• no funds 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

vi) Based on our examination, which included test
checks, the Company has used accounting
software for maintaining its books of accounts
for the financial year ended 31^st March 2026
which has a feature of recording audit trail
(edit log) facility and the same has operated
throughout the year for all relevant transactions
recorded in the software. Further, during the
course of our audit we did not come across
any instance of the audit trail feature being
tampered with. Additionally, the audit trail has
been preserved by the company as per the
statutory requirements for record retention.

For N. A. Shah Associates LLP

Chartered Accountants
FRN: 116560W/W100149

Prashant Daftary

Partner

Place: Mumbai Membership No.: 117080

Date: May 15, 2026 UDIN: 26117080ZFLJAZ6361