Interim report
Page 1
(Formerly known as “Meesho Private Limited” and “Fashnear Technologies Private Limited”) CIN: L74900KA2015PLC082263 Registered Office: 3rd Floor, Wing-E, Helios Business Park, Kadubeesanahalli Village, Varthur Hobli, Outer Ring Road, Bengaluru, Karnataka 560103 T: +91 9108021923 | E: cs@meesho.com | W: www.meesho.com MEESHO LIMITED October 28, 2026 To, To, Listing Department Department of Corporate Services National Stock Exchange of India Limited BSE Limited Exchange Plaza, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051 Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Symbol: MEESHO Scrip Code: 544632 Dear Sir / Madam, Subject: Outcome of the Board Meeting held on October 28, 2026 Ref.: Disclosure under Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“SEBI Listing Regulations”) Pursuant to our intimation dated October 14, 2026, and in terms of the provision of Regulation 30 of the SEBI Listing Regulations, we wish to inform you that the Board of Directors of Meesho Limited (the “Company”) at its meeting held today, i.e. Wednesday, October 28, 2026, has inter-alia approved: 1. The Unaudited Financial Results (Standalone and Consolidated) of the Company for the quarter and six-month period ended September 30, 2026 (‘Financial Results’). A copy of the Financial Results along with Limited Review Report issued by the Statutory Auditors of the Company, M/s S.R. Batliboi & Associates LLP, Chartered Accountants, is enclosed herewith. The advertisement will also be published in the newspaper, in accordance with the SEBI Listing Regulations, containing a Quick Response (QR) Code and details of the webpage where the complete financial results of the Company, along with the Limited Review Report, will be available. 2. Based on the recommendation of the Nomination and Remuneration Committee at its meeting held on October 16, 2026, the Board of Directors approved the appointment of Mr. Sudhir Ganesh Sitapati (DIN: 09197063) as an Additional Director in the capacity of Non-Executive Independent Director of the Company for a term of five (5) consecutive years, with effect from October 28, 2026, till October 27, 2031, subject to the approval of the shareholders of the Company. Mr. Sitapati has confirmed that he meets the criteria of ‘Independence’ under the provisions of the Companies Act, 2013 and the SEBI Listing Regulations and has not been debarred from holding office of a director by virtue of any order passed by the Securities and Exchange Board of India or any other such authority and is not related to any of the directors of the Company. Details as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, is enclosed as Annexure - A. 3. The reconstitution of the Audit Committee, Nomination and Remuneration Committee and Corporate Social Responsibility Committee of the Board by appointing Mr. Sudhir Ganesh Sitapati as a member of each of the aforesaid Committees, with effect from October 28, 2026. The composition of the aforesaid Committees, post reconstitution, is set out below: Audit Committee S.No Name of the Member Designation of the Member Position in Committee 1 Kimsuka Narsimhan Non-Executive Independent Director Chairperson 2 Rohit Bhagat Non-Executive Independent Director Member
Page 2
(Formerly known as “Meesho Private Limited” and “Fashnear Technologies Private Limited”) CIN: L74900KA2015PLC082263 Registered Office: 3rd Floor, Wing-E, Helios Business Park, Kadubeesanahalli Village, Varthur Hobli, Outer Ring Road, Bengaluru, Karnataka 560103 T: +91 9108021923 | E: cs@meesho.com | W: www.meesho.com MEESHO LIMITED 3 Mukul Arora Non-Executive Non-Independent Director Member 4 Sudhir Ganesh Sitapati Additional Non-Executive Independent Director Member Nomination and Remuneration Committee S.No Name of the Member Designation of the Member Position in Committee 1 Rohit Bhagat Non-Executive Independent Director Chairperson 2 Mohit Bhatnagar Non-Executive Non-Independent Director Member 3 Sudhir Ganesh Sitapati Additional Non-Executive Independent Director Member Corporate Social Responsibility Committee S.No Name of the Member Designation of the Member Position in Committee 1 Hari Shanker Bhartia Non-Executive Independent Director Chairperson 2 Vidit Aatrey Chairman, Managing Director and Chief Executive Officer Member 3 Sanjeev Kumar Whole-time Director and Chief Technology Officer Member 4 Sudhir Ganesh Sitapati Additional Non-Executive Independent Director Member 4. Additional investment in the common units of Meesho Networks LLC (‘MNL’), a wholly owned subsidiary of the Company, for an aggregate amount not exceeding USD 1,00,000 (United States Dollars One Hundred Thousand Only), in one or more tranches. The relevant disclosure as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, pursuant to aforesaid investment and acquisition is enclosed as Annexure - B. The meeting commenced at 03:30 p.m. (IST) and concluded at 04:20 p.m. (IST) The aforesaid information will also be made available on the Company’s website at: investor.meesho.com You are requested to take the above information on record. Thanking you, For Meesho Limited (Formerly known as Meesho Private Limited and Fashnear Technologies Private Limited) Rahul Bhardwaj Company Secretary and Compliance Officer Membership No.: A41649 Encl.: As above
Page 3
(Formerly known as “Meesho Private Limited” and “Fashnear Technologies Private Limited”) CIN: L74900KA2015PLC082263 Registered Office: 3rd Floor, Wing-E, Helios Business Park, Kadubeesanahalli Village, Varthur Hobli, Outer Ring Road, Bengaluru, Karnataka 560103 T: +91 9108021923 | E: cs@meesho.com | W: www.meesho.com MEESHO LIMITED ANNEXURE A Disclosure under Regulation 30 of the SEBI Listing Regulations read with SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 S.No. Particulars Details 1 Reason for change viz. appointment, re- appointment, resignation, removal, death or otherwise Appointment of Mr. Sudhir Ganesh Sitapati (DIN: 09197063) as an Additional Director in the capacity of Non -Executive Independent Director of the Company. 2 Date of appointment/re-appointment/cessation & term of appointment/re-appointment With effect from October 28, 2026, for a term of 5 years commencing from October 28, 2026, till October 27, 2031 (both days inclusive), subject to the approval of shareholders of the Company. 3 Brief profile (in case of appointment) Mr. Sitapati is a business leader with over 25 years of experience in the FMCG and consumer goods industry, spanning sales, marketing, brand building and general management in India and international markets. He served as Managing Director and Chief Executive Officer of Godrej Consumer Products Limited from October 2021 to August 2026. Before that, he spent over two decades at Hindustan Unilever Limited, where he served as Executive Director, Foods and Refreshments. His experience included leading the merger and integration of GSK Consumer Healthcare with HUL and working across India, Europe, Southeast Asia and Africa. He currently serves as an Independent Director on the Board of Asian Paints Limited. He has previously served as Chair of the Confederation of Indian Industry’s FMCG Committee, Co-Chair of its National Committee on Food Processing, and a member of Flipkart’s advisory board. He is the author of The CEO Factory: Management Lessons from Hindustan Unilever. He completed the Post Graduate Programme in Management at the Indian Institute of Management Ahmedabad in 1999 and holds a B.Sc. in Mathematics with Economics Honours from St. Xavier’s College, Mumbai (1997). He received IIM Ahmedabad’s Young Alumni Achiev er’s Award in the Corporate Leadership category in 2017. 4 Disclosure of relationships between Directors (in case of appointment of a director). Mr. Sudhir Ganesh Sitapati is not related to any Director and/or Key Managerial Personnel and/or Promoters of the Company. 5 Information as required pursuant to BSE Circular with ref. No. LIST/COMP/14/2018-19 and the National Stock Exchange of India with ref. No. NSE/CML/2018/24, dated 20th June 2018 Mr. Sudhir Ganesh Sitapati is not debarred from accessing the capital markets and/or restrained from holding the position of Director in any listed Company by virtue of any order of the Securities and Exchange Board of India or any other such authority.
Page 4
(Formerly known as “Meesho Private Limited” and “Fashnear Technologies Private Limited”) CIN: L74900KA2015PLC082263 Registered Office: 3rd Floor, Wing-E, Helios Business Park, Kadubeesanahalli Village, Varthur Hobli, Outer Ring Road, Bengaluru, Karnataka 560103 T: +91 9108021923 | E: cs@meesho.com | W: www.meesho.com MEESHO LIMITED ANNEXURE B Disclosure under Regulation 30 of the SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 S. No Particulars Details 1 Name of the Target Company, details in brief such as size, turnover, etc.; Name of the entity: Meesho Networks LLC (‘MNL’), wholly owned subsidiary of the Company. The turnover and net profit/(loss) as on March 31, 2026, are as follows: Turnover: Nil Net loss: USD 100 2 whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length”; MNL being a wholly owned subsidiary is a related party of the Company. The transaction falls within the ambit of related party transactions and is at arms’ length. None of the promoters, promoter group or group companies of the Company have any interest in the proposed investment. Except to the extent of common units held by the Company in MNL, the Company has no interest in MNL. 3 Industry to which the entity being acquired belongs; MNL has been set up with the primary objective of commercialising artificial intelligence technologies and solutions. 4 Objects and impact of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity); To support strategic growth, business expansion, and capital requirements of MNL. 5 Brief details of any governmental or regulatory approvals required for the acquisition; Company is not required to procure any prior government or regulatory approval. The Company will make requisite filings under Foreign Exchange Management Act, 1999. 6 Indicative time period for completion of the acquisition; Not Applicable 7 Consideration - whether cash consideration or share swap or any other form and details of the same; Cash consideration 8 Cost of acquisition or the price at which the shares are acquired; Up to USD 1,00,000 (United States Dollars One Hundred Thousand) in one or more tranches. The number of units and prices thereof, as may be invested in MNL, will be intimated in due course. 9 Percentage of shareholding/ control acquired and/or number of shares acquired; The Company’s holding in MNL will continue to remain at 100% and MNL will continue to remain wholly owned subsidiary of the Company. The number of common units acquired pursuant to the aforesaid transaction will be intimated in due course.
Page 5
(Formerly known as “Meesho Private Limited” and “Fashnear Technologies Private Limited”) CIN: L74900KA2015PLC082263 Registered Office: 3rd Floor, Wing-E, Helios Business Park, Kadubeesanahalli Village, Varthur Hobli, Outer Ring Road, Bengaluru, Karnataka 560103 T: +91 9108021923 | E: cs@meesho.com | W: www.meesho.com MEESHO LIMITED 10 Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief); Brief Background: Particulars MNL Date of Incorporation April 21, 2025 Country of Presence USA (Delaware) Line of Business Artificial Intelligence Technologies and Solutions Turnover of last 3 financial years: Year MNL 2025-26 Nil 2024-25 Not Applicable 2023-24 Not Applicable Any other significant information: Nil
Page 6
S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants 12th Floor "UB City" Canberra Block No. 24, Vittal Mallya Road Bengaluru - 560 001, India Tel : +91 BO 6648 9000 Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Review Report to The Board of Directors Meesho Limited 1. We have reviewed the accompanying statement of unaudited standalone financial results of Meesho Limited (the "Company") for the quarter ended September 30, 2026 and year to date from April 01, 2026 to September 30, 2026 (the "Statement") attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 2. The Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 4. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement. For S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants ICAI Firm registration number: 101049W/E300004 per Rajeev Ku Partner Membership No.: 213803 Place: Bengaluru Date: October 28, 2026 S.R. Batliboi ~ Associates LLP, a Limited Liability Partnership with LLP _Identity No. AAB-4295 Regd. Office: 22. Camac Street, Block ·s·, 3rd Floor. Kolkata·700 016
Page 7
I 11 Ill IV V VI Vll vm IX ril Meesho Limit ed (formerly known as Meesho Private Limit ed/Fashnea r Technologi es Private Lim ited) Registered Office : 3rd Floor , Wing-E, Heli os Busi ness Park, Kadub eesanahalli Villag e, Varthur Hobli , Outer Rinig Road, Beng aluru , Karnatak a 560103 CIN: L74900KA2015PLC082263 j Telephone: +91 9108021923 I E-mail : cs@mees ho.comIW ebs ite:www.me esho.com Statement of Unaudited Standalone Fin ancia l Resu lts for the quarte r and six month period end ed September 30, 2026 (Af/ amounts in Indian Rupees in Million, except as stated otheMise) Quarter ended Six month period ended Year ended Particu lars Septe mber 30, Jun e 30, 2026 September 30, September 30, September 30, March 31 , 2026 2026 (") 2025 2026 ( 0 ) 2025 (0 ) (Unaudited) (Unaudit ed) (Audited) (Unaudited) (Audited) (Aud ited) (refer note 21 (refer not e 21 Inc ome Revenue from operations 25,108.35 20,932.65 13.,911.37 46,041 .00 34,230.13 63,809.23 Other income 4,189.03 4,666.78 1,487.46 8,855.81 2,474.53 14,248.20 Tot al income 29,297.38 25,599.43 15',398.83 54,896.81 36,704.66 78,057.43 Exp enses Employee benefits expense 539.26 336.04 585.33 875.30 2,058.97 3,186.36 Finance costs 12.85 19.97 12.47 32.82 26.06 87.23 Depreciation and amorti sation expense 192.47 187.95 82.99 380.42 162.58 444.61 Other expenses 26,657.55 21 ,517.77 13 ,622.30 48,175.32 34,178.91 63,308.92 Tot al expen ses 27,402.13 22,061.73 14,303.09 49,463.86 36,426.52 67,027.1 2 Profit before exce pti ona l items and tax (1-11) 1,895.25 3,537.70 ·1,095.74 5,432.95 278.14 11,0J0.31 Exception al it ems (Refer note 6) (63.53) 263,802.62 263,765.52 Profit before tax (Ill + IV) 1 895.25 3,537.70 1,032.21 5 432.95 264,080.76 274 7~5.83 Tax expe nse Current tax 164.91 578,94 786, 39 Current tax on account of business combination (Refer note S(i)) 643.66 722.29 698.26 Deferred tax Tot al tax exp ense 808.57 1,301 .23 1,484.65 Pro fit for the perio d/ year (V - VI) 1 895.25 3,537.70 223.64 5 432.95 262 779.53 273 311.18 Other comprehensive income I (loss) Item s that will not be recl assified subsequently to profit or loss: Re-measurem ent gains I (loss) on defined employ ee benefit plans 2.15 1.45 8,65 3.60 1.81 (5.38) Income tax on above Oth er comprehensive inc ome I {loss) for the period / year (n et of tax) 2.15 1.45 8.65 3.60 1.81 15.38 Tota l comprehensive inc ome for the period / year (net of tax) (VII+ VIII) 1 897.40 3 539.15 232.29 5 436.55 262 781.34 273 305.80 Earning s per sha re (Nominal value of share Re. 1 each) (not annuali sed ex cept for the year end ed March 31, 2026) a) Basic 0.41 0.76 0,05 1.15 61.74 62.51 b) Diluted 0.40 0.75 0.05 1.14 60.96 61.69 Paid up share capital (Face value of Re.1 each, fully paid) (Refer note 3, 4(a) & 5(i)) 4,628.53 4,608.66 1,947.50 4,628.53 1,947.50 4,564.06 Instruments entire ly equity in nature (Refernote 5(i)) 2,182.75 2,182.75 Other equity 326,977.92 (*) Refer note 5(11) for demerger and 5(111) for busmess reorgani sation
Page 8
li1 Meesho Limited (former ly know n as Meesho Private Limited/Fas hnear Techno logies Private Limited) Registered Office: 3rd Floor , Wing-E, Helios Business Park , Kadubeesanahalli Village, Vart hur Hobli, Outer Ring Road, Bengaluru , Karn ataka 560103 CIN : L74900KA2015PLC082263 J Telephon e: +91 9108021923 I E-mail : cs@meesho .comIW ebsite: www.meesho.com Unaudited Standa lone Balance Sheet as at September 30, 2026 (Afl amounts in Indian Rupees in Million, except as stated othe,wise) Particulars As at As at Se Jtember 30 2026 r•\ March 31 2026 ,., Unaudited Audited ASSETS Non-current assets Property, plant and equipment 601.48 726.1 4 Intangible assets 563. 19 669.05 Right-of-use assets 443.50 4,0.16 Financial assets Investments 1,585.10 Investments in subsidiaries 315,3 14.82 306,112.43 Other financial assets 631.30 2,617.37 Income tax assets (net) 1,734.55 1,930.95 Tota l non.current assets 320 873.94 312 556.10 Curren t assets Financial assets Investments 12,284.25 432.36 Trade receivables 9,871.72 Cash and cash equivalents 521.59 3,783.30 Bank balances other than cash and cash equivalents 1,500.00 2,766.49 Loans 13.01 21.51 Other financial assets 12,520.52 14,371.00 Other current assets 667.13 37i.93 Total curren t assets 27 506.50 31 625.31 T otal assets 348 380,44 344 181.41 EQUITY AND LIAB ILITIES Equity Equity share capital 4,628.53 4,564.06 Other equity 333,278.73 326 ,971.92 T otal equity 337 907 ,26 331 541,98 Liabilities Non•current liabilities Financial liabilities Lease liabilities 196.10 347.56 Provisions 53.34 54.03 Tota l non.cu rrent li abilities 249.44 401.59 Current liabilities Financial liabilities Lease liabilities 292.19 278.73 Trade payables Total outstanding dues of micro enterprises and small enterprises 291.26 902.54 Total outstanding dues of creditors other than micro enterprises and small enterprises 9,379.36 5,308.36 Other financial liabilities 118.50 2,826.20 Other current liabilities 111.54 2,892.08 Provisions 30.89 29.93 Total current liabilities 10 223.74 12 237.84 Total liabi lities 10 473.18 12 639.43 Tota l eQuitv and liabilities 348 380.44 344 181.41 (") Refer note S(1i) for demerger and 5(11i) for bus,ness reorgan,sat,on
Page 9
[ijJ Mccsho Limited (formerly known as Meesho Pri vate Lim ited /Fashnear Technologi es Private Limited) Regist ered Office: 3rd Floor, Wing-E , Helios Business Park, Kadub eesanahalli Village, Varthur Hobli , Outer Ring Road, Bengaluru, Karnataka 560103 CIN: L74900KA2015PLC082263 I Telephon e: +91 9108021923 I E-mail: cs@meesho.comIW ebsite:www.meesho.com Unaudited Standalon e Statement of Cash Flows for the six month period ended September 30, 2026 (All amounts in Indian Rupees in Million except as stated other.vise) For the six month period For the six month period Particul ars ended ended September 30 2026 c•J September 30, 2025 l'l (Unaudited) (Audited) trefer note 2\ Cash flo ws from operat ing activities Profit before tax 5,432.95 264.060.76 Adjustment s to reconci le profit before tax to net cash flow s Depreciation and amortisation expense 380.42 162.58 Impairment allowance for doubtful receivables 82.97 614.84 Bad debts written off 115.63 Net (gain) on disposal of property, plant and equipment (2. 14) (0.20) Fair value gain on derivative instruments at fair value through profit or loss (493.90) Gain on de-merger (refer note 5(ii)) (264,790.20) Liabilities/ provision s no longer required, written back (23.05) (210.05) Gain on sale of current investments (net) (199.80) (934.86) Fair value gain on investments at fair value lhrough profit and loss (8.30) (9.04) Finance costs 32.82 26.06 Interest income -on bank deposits, bonds, certificate of deposits and commercial papers (635.85) (701.34) -on security deposits (4.30) (2.65) -on Compulsory Convertible Preference Shares held in subsidiaries (7.452.39) Interest on income tax refund (29.99) Employee share based payment expense 133.39 500.35 Operating loss before working capital changes 12,293.27 f1 642.02 Movement in working capital: Decrease I (Increase) in trade receivables 9,87 1.72 (720.91) Decrease I (Increase) in loans 8.50 (14.37) (Increase) in other financial assets (776. 1 t) (17.787.89) (Increase) in other assets (288.20) (t5 1.81) Increase in trade payables 3,512.48 1,333.47 (Decrease) in other financial liabilities (2.475.25) (2,683.76) (Decrease) in other liabilities and provisions (2,777.20 (7,633.87 Cash flow s from I (used in) operating acti vities 4,782.67 f29 301.16 Income taxes paid (net of refund) 226.39 (1,433.48 Net cash flows from I (used In) operating activities {A) 5 009.06 (30 734.64 Cash flows from investing activities Purchase of property, plant and equipment, intangible assets and intangible assets under development (239.55) (143.49) (including capital advances and payable towards capital goods) Proceeds from sale of property, plant and equipment 2. t4 5. 12 Purchase of investments (57,398.94) (92,056.03) Proceeds from sale of investments 44,170.05 11 8.193.05 Investment in subsidiaries (1.750.00) (200.00) Proceeds from liquidation of a subsidiary f.49 Investment in fixed deposits (7,395.64) (4,027.57) Redemption of fixed deposits 13.544 .01 7,933.09 Interest received 1.042.67 771.68 Net cash flow s (used in)/ from Investing activities (B) 18 025 .26 30,477.34 Cash flows from financing activities Proceeds from issue of share capital (including securities premium) 1.32 4.65 Payment of principal portion of lease liabilities (224.13) (75.20) Payment of interest portion of lease liabilities (22.70 (23.82 Net cash flows {used in) financing acti vities (C) 1245.51 f94.37 Net decre ase in cash and cash equivalents (A+ B +C} {3,261.711 (351.67) Cash and cash equivalents at the beginning of the period 3,783.30 1.390.06 Cash and cash equ ivalents at end of the period 521 .59 1 038.39 Cash and cash equivalents comprise of: Balances with banks: - on current accounts ( 0 ) 521.59 1,038.39 Total cash and cash equivalent s 521.59 1 038,39 t) Refer note 5(11) for demerger and 5(111) for business reorganisation t") Balance as at September 30. 2026 includes Rs. 71.96 million which is restricted balance in /PO public issue account reserved for settlement of offer expenses .
Page 10
lijJ Notes to the Unaudited Standalone Financial Results for the quarter and six month period ended September 30, 2026 1. The above Unaudited Standalone Financial Results of Meesho Limited ('the Company') (formerly known as Meesho Private Limited/ Fashnear Technologies Private Limited) have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards as prescribed under Section 133 of the Companies Act, 2013 ("Act"), as amended, read with the Companies (Indian Accounting Standards) Rul!es, 2015, as amended and other accounting principles generally accepted in India and in terms of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 ('SEBI LODR'), as amended ("Listing Regulations"). These unaudited standalone financial results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on October 28, 2026. 2. The figures for the quarter ended September 30, 2025 are the derived balancing figure between audited figures in respect of the six month period ended September 30, 2025 and the audited figures for the quarter ended June 30, 2025. 3. During the year ended March 31 , 2026, the Company had completed its Initial Public Offering (IPO) of 488,396,721 equity shares of face value of Re. 1 each at an issue price of Rs. 111 per share (including a share premium of Rs. 11 O per share). The issue consisted of a fresh issue of 382,882,882 equity shares aggregating to Rs. 42,500.00 million and an offer for sale of 105,513,839 equity shares by selling shareholders aggregating to Rs. 11 ,712.04 million. The Company's equity shares were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on December 10, 2025. 4. During the quarter and six month period ended September 30, 2026: a. The Company has allotted 19,860,078 equity shares during the quarter ended September 30, 2026 and 64,465,733 equity shares during the six month period ended September 30, 2026 having a face value of Rs. 1/- each upon exercise of vested options under the Company's Employee Stock Option Plan, 2024. b. Pursuant to the Board resolution dated May 06, 2026, the Company has made an additional investment of Rs. 999.99 million in Meesho Payments Private Limited, a wholly owned subsidiary, by way of subscription to rights issue of 3,058,103 equity shares of face value of Rs. 1 each at an issue price of Rs. 327 per equity share (including securities premium of Rs. 326 per equity share). The aforesaid investment has been made to facilitate the operational growth and financial requirements of its wholly owned subsidiary. c. Pursuant to the Board resolution dated July 23, 2026, the Company has made an additional investment of Rs. 7 49.99 million in Meesho Grocery Private Limited, a wholly owned subsidiary, by way of subscription to rights issue of 71,022,727 equity shares of face value of Rs. 1 O each at an issue price of Rs. 10.56 per equity share (including securities premium of Rs. 0.56 per equity share). The aforesaid investment has been made to facilitate the operational growth and financial requirements of its wholly owned subsidiary. d. On June 12, 2026, the Company has entered into a Share Purchase Agreement with certain identified selling shareholders to acquire the below stake for an aggregate consideration amounting to Rs. 2,020.85 million: i. 100% stake of Kirana Club Pte. Ltd., ("Kirana Club") a company incorporated under the laws of Singapore; and ii. 0.41 % stake of Retail Pulse Labs Private Limited ("RPLPL"), a company incorporated in India, and an existing subsidiary of Kirana Club. The aforesaid consideration is payable in two tranches , subject to the satisfaction of the specified conditions precedent applicable for each tranche. The acquisition is expected to be completed during the quarter ended December 31, 2026.
Page 11
liil 5. (i) During the year ended March 31 , 2025, the Board of Directors of the Company, its wholly owned subsidiaries Meesho Grocery Private Limited ('MGPL'), Meesho Technologies Private Limited ('MTPL') and Meesho Inc. (erstwhile Holding Company) (hereinafter referred to as "Transferor Company") approved the Composite Scheme of Arrangement between the Company, MGPL, MTPL, Transferor Company and their respective shareholders and creditors (hereinafter referred to as "the Scheme") in accordance with the provisions of Sections 230 to 232 of the Act which was filed with the National Company Law Tribunal, Bengaluru Bench ('NCL T') on April 25, 2024 for: a) transfer of Grocery business of the Company to MGPL; b) transfer of Marketplace business of the Company to MTPL; and c) amalgamation by way of transfer of assets and liabilities of the Transferor Company with the Company. The aforesaid Scheme was approved by an order passed by NCL Ton May 27, 2025. During the year ended March 31 , 2025, the Company had provided for taxes towards Global Intangible Low-Taxed Income, business combination and passive income collectively referred to as "Tax payable on account of business combination" arising on account of the aforesaid business combination. The incremental charge recorded during the quarter ended September 30, 2025 and six month period ended September 30, 2025 and year ended March 31, 2026 was on account of foreign exchange fluctuations and finalisation of the tax obligations . (ii) During the year ended March 31 , 2026, the grocery and e-commerce undertakings of the Company were transferred to MTPL and MGPL w.e.f. June 1, 2025. The carrying value of the net assets of the grocery and e-commerce undertakings [refer details below] were transferred to MGPL and MTPL. As a consideration of the demerger, MTPL and MGPL issued equity shares and Compulsorily convertible preference shares ('CCPS') to the Company. The Company had recognized the investment in equity shares and CCPS of MTPL and MGPL , received as consideration at fair value in its books of accounts. The surplus/deficit which had arisen after taking effect of consideration over the carrying value of net assets of MTPL and MGPL was recognised as an "exceptional item" in the standalone financial results for the six month period ended September 30, 2025 and the year ended March 31 , 2026 respectively. (Amounts in Rs. million) Particulars MTPL MGPL Total Net assets transferred by the Company (A) 586.83 560.41 1,147.24 Consideration received Fair value of Equity shares 72,671 .57 3,993.96 76,665.53 Fair value of Compulsorily convertible preference shares 185,952.32 3,319.59 189,271.91 Total consideration received (B) 258,623.89 7,313.55 265,937.44 Gain on demerger (B -A) 258,037.06 6,753.14 264,790.20 (iii) Until June 01 , 2025, the Company generated revenue from online delivery of goods, display of advertisements on the platform , assurance services and other platform-related services. Pursuant to the demerger of the e-commerce and grocery undertakings w.e. f. June 01 , 2025 as detailed in note 5(ii), the Company transferred these businesses to MTPL and MGPL respectively . Consequently , from June 01, 2025, the Company generated revenue from providing logistics services through its delivery channel - Valmo - exclusively to MTPL. The Board of Directors of the Company , at its meeting held on March 31, 2026, approved an internal reorganization involving certain operational functions, employee transfers , and contractual arrangements among the Company and its wholly owned subsidiaries, namely Valmo Transportation Private Limited ("VTPL") and MTPL. Pursuant to this reorganization, the Company and its subsidiaries (collectively , the "Group") are reorganising the logistics business across different Group entities to enhance administrative efficiency, enable functional specialization , and allow more focused management of the logistics business. As a result of this reorganization , the Company is now providing delivery services directly to sellers, and a portion of the Valmo ---=- ...i.t:.ilivery channel is operated by VTPL which provides delivery services to seller/platform users. s~o Li0 . Q;r;:; C '✓• ing t aforesaid business reorganization and demerger detailed in note 5(ii), the unaudited standalon ~ er ended and six month period ended September 30, 2026 are not comparable with the audited s • s f r the quarter ended and six month period ended September 30, 2025 and the unaudited standalo "ra· arter ended June 30, 2026. '"'c a.iill!Wl~
Page 12
Ji] 6. Exceptional Items : (Amounts in Rs. million) Quarter ended Six month period ended Year ended Particulars September June 30, September September September March 31, 2026 30,2026 2026 30,2025 30, 2026 30, 2025 Unaudited Unaudited Audited Unaud ited Audited Audited Gain on demerger (refer note 5(ii) above) - - - - 264,790.20 264,790.20 Expenses towards business combination - - (63.53) - (987.58) (1,024.68) Total - - (63.53) - 263,802.62 263,765.52 7. During the year ended March 31 , 2026, the Income Tax Authorities made certain additions to the taxable income declared for AY 2023-24. Consequently , a demand of Rs. 14,997.38 million was raised, along with a show-cause notice for initiation of penalty proceedings under Sections 274 and 270A of the Income-tax Act, 1961 . During the six month period ended September 30, 2026, the Company filed a rectification request against the assessment order with the Deputy Commissioner of Income Tax and has also filed an appeal before the National Faceless Appeal Centre, Delhi ("NFAC"). A similar demand order of Rs. 5,720.69 million was issued for AY 2022-23 on which an interim stay has been granted by the Hon'ble High Court of Karnataka and the matter is currently pending. Based on independent tax and legal advice, the management is confident of the favorable outcome upon conclusion of the proceedings. 8. The Company publishes these Unaudited Standalone Financial Results along with the Consolidated Financial Results. In accordance with Ind AS 108,'0perating Segments', the Company has disclosed the segment information only in Consolidated Financial Results. 9. The above Unaudited standalone financial results of the Company for the quarter and six month period ended September 30, 2026 are available on the Company 's website (www.meesho.com) and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed. For and on behalf of Board of Directors of Meesho Limited (formerly known as Meesho Private Limited /Fashnear Technologies Private Limited) ~ p, <z.i 0 ,~o Li!JJ✓~ Vidit Aatrey * Chairman, Managing Director and Chief Executive Officer DIN: 07248661 Bengaluru , India October 28, 2026
Page 13
S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants 12th Floor "UB City" Canberra Block No. 24, Vittal Mallya Road Bengaluru - 560 001, India Tel : +9 1 80 6648 9000 Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Review Report to The Board of Directors Meesho Limited 1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of Meesho Limited (the "Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group"), for the quarter ended September 30, 2026 and year to date from April 01, 2026 to September 30, 2026 (the "Statement") attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 2. The Holding Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Holding Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. I'l. review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scop,e than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. We also performed procedures in accordance with the Master Circular issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable. 4. The Statement includes the results of the following entities: (i) Meesho Limited (ii) Meesho Technologies Private Limited (iii) Meesho Grocery Private Limited (iv) Meesho Payments Private Limited (v) PT Fashnear Technology Indonesia (liquidated w.e.f. October 06, 2025) (vi) Meesho Networks LLC (incorporated on April 21 , 2025) (vii) Valmo Transportation Private Limited (incorporated on January 28, 2026) 5. Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013, as amended , read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement. For S.R. Batliboi & Associates LLP Chartered Accountants ICAI Firm registration number: 101049W/E300004 per Rajeev Partner Membership No.: 213803 Place: Bengaluru Date: October 28, 2026 S.R. Batliboi & Associates LLP. a Limited Liability Partnership with LLP Identity No. AAB·4295 Regd. Office: 22, Camac Street, Block 'B', 3rd floor, Kolkata·700 0 16
Page 14
I II Ill IV V VI VII VIII IX X XI XII [ii] Meesho Limited (formerly known as Meesho Private Limited /Fashnear Technologies Private Limited) Registered Office : 3rd Floor , Wing-E, Helios Busine ss Park , Kadubeesanahalli Village , Varthur Hobli , Outer Ring Road, Bengaluru, Karnataka 560103 CIN: L74900KA2015PLC082263 I Telephone : +91 9108021923 I E-mail : cs@meesho.com I Website:www.mee sho.com Statement of Unaudited Consolidated Financia l Results for the quart er and six month period ended September 30, 2026 (Afl amounts in Indian Rupee s in Million, except as stated othemise) Quarter ended Six month ~ eriod ended Year ended Particular s September 30, June 30, September 30, September 30, Septemb er 30, March 31, 2026 2026 2025 2026 2025 2026 (Unaudited) (Unaudited) (Audit ed) (Unaudit ed) (Audited) (Audit ed) frefer note 2} frefer note 2l Income Revenue from operations 41,315.82 37,128.11 30,736.72 78,443.93 55 ,775.38 126 ,263.48 Other income 1,274.20 1,135.92 1,8 12.4 0 2,410 .12 2,801.55 4,727.13 Total incom e 42 590.02 38 264,03 32 549.12 80 854.05 58 576.93 130 990.61 Expen ses Employee benefits expense 2,808 .83 2,430.77 2,377 .79 5,239.60 4,450.40 9,121.96 Finance costs 13. 78 21.26 12.47 35.04 26.93 89.63 Depreciation and amortisat ion expense 201.45 196. 56 92.92 398.0 1 172.72 468.21 Other expenses 40 798.61 36,943 .79 32 ,92 1.21 77.742.40 58,259.02 131 ,992.63 Tota l expenses 43 822.67 39 592.38 35 404 .39 83 415.05 62 909.07 141 672.43 (Lo ss) before exceptiona l items and tax (1 - 11) (1,232.65) (1 ,3 28.35) (2,855.27) (2,561 .00) (4,332.14) (10,68 1.82) Exceptiona l items (Refer Note 7) (449.76) (1,373.81) (1 ,410.91) (Lo ss) before tax (Ill + IV) 11 ,232.65 (1,328.35 (3, 305 .03 (2,561 .00) (5,705.95) (12,09 2.73 Tax expense Current tax 91.81 - 164.91 91.81 578.94 766.39 Current tax on account of business combination (refer note 4) 643 .66 722.29 698.26 Deferred tax Tota l tax expense 91,81 808 .57 91.81 1 301.23 1 484.65 (Los s) for the period/ year (V - VI) 11 324 .46 11 328.35 14,113.60 12,652.81\ 17 007.18) (13 577.38 Other comprehensive income I (loss) Items that will not be reclassified subsequently to profit or loss : Re-measurement gains/ (loss) on defined employee benefit plans 11.85 12.13 21.79 23.98 16. 76 (28.13) Income tax effect on above Items that will be reclassified subsequently to profit or loss: Exchange differen ces on translating the financial statements of foreign operations - 0.06 (l.50) Net change in fair value of foiward contracts designated as cash flow hedges 129.64 (230.09) - (100.45) Income tax on above - Other comprehensive income I (loss) for the period/ year (net of tax} 141.49 (217 .96 21 .79 (76.47) 16.82 129.63 Total comprehensive (los s) for the period/ year (net of tax) (VII + VIII) 11182 .97 11 546 .31 14 091 .81 12 729.28 16 990.36 113 607.0 1 (Lo ss} for the period/ year attributab le to Owners of the Parent (1,324.46) (1,328.35) (4,113 .60 (2,652.81) (7,007.18) (13,577.38 11 324 .46\ (1 328.35) (4113.60 (2 652 .81) (7 007 .18) (13 577.38 Other comp rehensive income I (loss) attributab le to Owners of the Parent 141.49 1217.96 1 21.79 176.471 16.82 129.631 141.49 (217.96) 21.79 (76,471 16,82 (29.63) Total comprehen sive (loss) for the period/ year attribut able to Owners of the Parent 11,182.971 11,546. 311 14,091.811 12,729.281 16,990.361 113 ,607.01\ (1182 .97) (1 546.31) (4 091 .81) (2 729.28) (6 990 ,36) (13 607.01) Loss per share (Nom inal value of share Re. 1 each) (not annualise d except fo r the year ended March 31, 2026) a) Basic (0.28) (0.28) (0.97) (0.54) (1.65) (3.11) b) Diluled (0.28) 10.28) (0.97) (0.5 4) (1.65) (3.11) Paid up share capital (Face value of Re.1 each fully paid) (Refer note 4, 5 & 6(a)) 4,628.53 4 ,608.66 1,947.50 4,628.53 1,947.50 4,564.06 Instruments entirely equity in nature (Refer note 4) 2 ,182. 75 2,182.75 Other equity 39,299.66
Page 15
rw Meesho Limited {formerly known as Meesho Private Limited /Fashnear Technologies Private Limit ed) Registered Office: 3rd Floor , Wing-E, Helios Business Park, Kadubeesanahalli Village , Varthur Hobli, Outer Rin~J Road, Bengaluru, Karnataka 560103 CIN : L74900KA2015PLC0822 63 I Telephone: +91 9108021923 I E-mail: cs@meesho.comIWebsite:www.meesho .com Unaudit ed Consolidated Balance Sheet as at September 30, 2026 (All amounts in Indian Rupees in Million, except as stated otherwise) Particular s As at As at Seotembe r 30 2026 March 31 2026 fUnauditedl (Audited) ASSETS Non-current assets Property, plant and equipment 637.82 777.29 Intangible assets 584.88 689.05 Right-of-use assets 443.50 480. 16 Financial assets Investments 4.349.96 2,586.05 Other financial assets 13,578.69 18,584.25 Income lax assets (net) 2,736 .25 2,234.36 Total non-current assets 22,331.10 25,351.16 Current assets Financial assets Investments 24,075 .58 9.517.81 Trade receivables 107.92 61.33 Cash and cash equivalents 1,287.78 6,203.72 Bank balances other than cash and cash equivalents 4 .591.56 12,727.59 Loans 36.34 51.52 Other financial assets 26.384.25 24.504.00 Other current assets 1.202.23 646.33 Total current assets 57,685 .66 53,71,.30 Total assets 80 016 .76 79 067.46 EQUITY AND LIABILITIES Equity Equity share capital 4.628 .53 4,564.06 other equity 37,43 1.13 39.299.66 Total equity 42,059.66 43,863.72 Liabilitie s Non-current liabilities Financial liabilities Lease liabilities 196.10 347.56 Provisions 278.88 278.87 Total non-curr ent liabilities 474.98 626.43 Current liabiliti es Financial liabilities Lease liabilities 292.19 278.73 Trade payables Total outstanding dues of micro enterprises and small enterprises 746.70 1,180.77 Total outstanding dues of creditors other than micro enterprises and small enterprises 18,435.95 14,516.57 Other financial liabilities 16,79 1.45 13,869.28 Other current liabilities 975.96 4,598.13 Provision for tax 91.81 Provisions 148.06 133.83 Total current liabilitie s 37,482 .12 34 577.31 Total liabilit ies 37,957.10 35 203.74 Total eauitv and liabilities 80 016.76 79 06).46
Page 16
w1 Meesho Limited (formerly known as Meesho Private Limit ed/Fashnear Techno logies Private Limit ed) Registe red Office: 3rd Floor , Wing-E , Helios Business Park, Kadube esa nahalli Villag e, Varthur Hobli, Outer Ring Road, Bengaluru , Karnataka 560103 CIN: L74900KA2015PLC082263 I Telephone: +91 9108021923 I E-mail: cs@meesho .com I Website : www .meesho.c om Unaudited Consolidated Statement of Cash Flows for the six month period ended Septembe r 30, 2026 (AJ/ amounts in Indian Rupees in Million except as stated otherwise) For the six month period For the six month period Particu lars ended en ded Seotemb er 30 2026 Seotember 30, 2025 (Unaudite d) (Audited) frefer note 2) Cash flow s from operating activitie s Loss before tax (2,561.00) (5,705.95) Adjustm ents to rec onci le loss before tax to net cash fl ows Depreciatio n and amortisation expense 398.01 172.72 Expected credit losses on financial guarantee 227.55 27.79 Impairmen t allowance for doubtful receivables 329.90 560.32 Bad debts written off 132.36 Net (gain) on disposa l of property , plant and equipment (4.23) (0. 19) Fair value gain on derivative instruments at fair value through profit or loss (493.90) Liabilities/ provisions no longer required, written back (36,79) (338.17) Gain on sale of current investment s (net) (330.36) (1,034.85) Fair value gain on investments at fair value through profit and loss 156.86) (146.39) Finance costs 35,0 4 26.93 Interest income - on bank deposits , bonds , certificate of deposits and commercia l papers (1,866.82) (742.60) - on security deposits (4.30) (2.65) Interest on income tax refund (29.99) Employee share based payment expense 888.09 1.034.35 Opera ting loss before working capital changes (3 011.76 (6,5 10.23) Movement in working capit al: Decrease in trade receivab les 116.81 27.39 Decrease in loans 19.18 1.67 (Increase) I decrease in other financia l assets (1,680.9 4) 309.58 (Increase) in other assets (555,90) (302.65) Increase in trade payables 3,545.57 3,276.84 Increase in other financial liabilities 2,826.72 3,175.93 (Decrease) in other liabilities and provisions (3,583.95) (7,001.01) Cash flows {used in) operating activities 12,324.27 17 022.48 Income taxes paid (net of refund) (471.90) (1,483.88 Net cash flow s (used in) operating activities {Al 12,796.17 18 506.36 Cash flows from investing activities Purchase of property, plant and equipment , intangible assets and inta ngible assets under development (266.46) (143.48) (including capital advances and payable towards capital goods) Proceeds from sale of property , plant and equipment 6,57 5.17 Purchase of investments (124,085.47) (154 ,764.50) Proceeds from sale of investmen ts 108 ,151.00 163 ,109.98 Investment in fixed deposits (1 o, 797.92) (7,227.97) Redemption of fixed deposits 23,247.80 7,933.09 Interest received 1,870.22 771.94 Net cash flow s (used in)/ from investing activities (B) 11 874.26 9 684.23 Cash flows from financing activities Proceeds from issue of share capital (including securities premium) 1.32 4.65 Payment of principal portion of lease liabilities (224.13) (75.20) Payment of interes t portion of lease liabilities 122.70 (23.82 Net cash flows (used in) financing activitie s (C) 1245,51 194.37 Net {dec rease)/ increase in cash and cash equivalents (A+ B +C) (4,915 .94) 1,083.50 Cash and cash eq~ivalents at the beginning of the period 6 ,203.72 1,470.58 Effect of exchange rate changes on cash and cash equivale nts 1.39 Cash and cash equivalents at end of the period 1 287 .78 2 555.47 Cash and cash equivalents comprise of Balances with banks: - on current accounts n 1,287.78 2,555.47 Total cash and cas h eauival ents 1 287.78 2 555.47 () Balance as at September 30, 2026 includes Rs. 71. 96 m1/11on which Is restncted balance m IPO public issue account reserved for settlemen t of offer expenses.
Page 17
rii1 Notes to the Unaudited Consolidated Financial Results for the quarter and six month period ended September 30, 2026 1. The above Unaudited Consolidated Financial Results of Meesho Limited (the 'Holding Company'/ the 'Company') (formerly known as Meesho Private Limited/ Fashnear Technologies Private Limited) together with its subsidiaries (collectively the "Group") have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards as prescribed under Section 133 of the Companies Act, 2013, as amended, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended and other accounting principles generally accepted in India and in terms of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 ('SEBI LODR'), as amended ("Listing Regulations"). These consolidated financial results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on October 28, 2026. 2. The figures for the quarter ended September 30, 2025 are the derived balancing figure between audited figures in respect of the six month period ended September 30, 2025 and the audited figures for the quarter ended June 30, 2025. 3. The Board of Directors of the Holding Company, at its meeting held on March 31 , 2026, approved an internal reorganization involving certain operational functions, employee transfers, and contractual arrangements among the Holding Company and its wholly owned subsidiaries, namely Valma Transportation Private Limited and Meesho Technologies Private Limited. Pursuant to this reorganization, the Holding Company and its subsidiaries (collectively referred to as the "Group") are housing their logistics business across different entities in the Group to enhance administrative efficiency and streamline operations. This reorganization will also enable better functional specialization and more focused management of the logistics business. As the aforesaid reorganization is among the entities within the Group, it has no material impact on the unaudited consolidated financial results of the Group for the quarter ended and six month period ended September 30, 2026. 4. During the year ended March 31, 2025, the Board of Directors of the Holding Company, its wholly owned subsidiaries Meesho Grocery Private Limited ('MGPL'), Meesho Technologies Private Limited ('MTPL') and Meesho Inc. (erstwhile Holding Company) (hereinafter referred to as "Transferor Company") approved the Composite Scheme of Arrangement between the Holding Company, MGPL, MTPL, Transferor Company and their respective shareholders and creditors (hereinafter referred to as "the Scheme") in accordance with the provisions of Sections 230 to 232 of the Act which was filed with the National Company Law Tribunal, Bengaluru Bench ('NCL T') on April 25, 2024 for: a) transfer of Grocery business of the Holding Company to MGPL; b) transfer of Marketplace business of the Holding Company to MTPL; and c) amalgamation by way of transfer of assets and liabilities of the Transferor Company with the Holding Company. The aforesaid Scheme was approved by an order passed by NCL T on May 27, 20:25. During the year ended March 31, 2025, the Holding Company had provided for taxes towards Global Intangible Low-Taxed Income, business combination and passive income collectively referred to as "Tax payable on account of business combination" arising on account of the aforesaid business combination. The incremental charge recorded during the quarter ended September 30, 2025 and six month period ended September 30, 2025 and year ended March 31, 2026 was on account of foreign exchange fluctuations and finalisation of the tax obligations. 5. During the year ended March 31, 2026, the Holding Company had completed its Initial Public Offering (IPO) of 488,396,721 equity shares of face value of Re. 1 each at an issue price of Rs. 111 per share (including a share premium of Rs. 110 per share). The issue consisted of a fresh issue of 382,882,882 equity shares aggregating to Rs. 42,500.00 million and an offer for sale of 105,513,839 equity shares by selling shareholders aggregating to Rs. 11 ,7'12.04 million. The Holding Company's equity shares were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on December 10, 2025.
Page 18
Iii) 6. During the quarter and six month period ended September 30, 2026 a. The Holding Company has allotted 19,860,078 equity shares during the quarter ended September 30,2026 and 64,465,733 equity shares during the six month period ended September 30,2026 having a face value of Re. 1 /- each upon exercise of vested options under the Company's Employee Stock Option Plan, 2024. b. Pursuant to the Board resolution dated May 06, 2026, the Holding Company has made an additional investment of Rs. 999.99 million in Meesho Payments Private Limited, a wholly owned subsidiary , by way of subscription to rights issue of 3,058,103 equity shares of face value of Re. 1 each at an issue price of Rs. 327 per equity share (including securities premium of Rs. 326 per equity share). The aforesaid investment has been made to facilitate the operational growth and financial requirements of its wholly owned subsidiary. c. Pursuant to the Board resolution dated July 23, 2026, the Holding Company has made an additional investment of Rs. 749.99 million in Meesho Grocery Private Limited , a wholly owned subsidiary, by way of subscription to rights issue of 71 ,022,727 equity shares of face value of Re. 10 each at an issue price of Rs. 10.56 per equity share (including securities premium of Rs. 0.56 per equity share). The aforesaid investment has been made to facilitate the operational growth and financial requirements of its wholly owned subsidiary . d. On June 12, 2026, the Holding Company has entered into a Share Purchase Agreement with certain identified selling shareholders to acquire the below stake for an aggregate consideration amounting to Rs. 2,020.85 million: i. 100% stake of Kirana Club Pte. Ltd., ("Kirana Club") a company incorporated under the laws of Singapore; and ii. 0.41 % stake of Retail Pulse Labs Private Limited ("RPLPL"}, a company incorporated in India, and an existing subsidiary of Kirana Club. The aforesaid consideration is payable in two tranches , subject to the satisfaction of the specified conditions precedent applicable for each tranche. The acquisition is expected to be completed during the quarter ended December 31 , 2026. 7. Exceptional Items : (Amounts in Rs. million) Quarter ended Six month period ended Year ended Particulars September June 30, September Septemlber 30, September March 31, 30, 2026 2026 30, 2025 20~!6 30, 2025 2026 Unaudited Unaudited Audited Unaudlited Audited Audited Expenses towards business combination - - (63.53) - (987.58) (1 ,024.68) Full and final settlement in respect of vendor dispute - - (386.23) - (386.23) (386.23) Total - - (449.76) - (1,373.81) (1,410.91) 8. During the year ended March 31 , 2026, the Income Tax Authorities made certain additions to the taxable income declared for AY 2023-24 . Consequently , a demand of Rs. 14,997.38 million was raised, along with a show-cause notice for initiation of penalty proceedings under Sections 274 and 270A of the Income-tax Act, 1961. During the six month period ended September 30, 2026, the Holding Company filed a rectification request against the assessment order with the Deputy Commissioner of Income Tax and has also filed an appeal before the National Faceless Appeal Centre, Delhi ("NFAC"). A similar demand order of Rs. 5,720.69 million was issued for AY 2022-23 on which an interim stay has been granted by the Hon'ble High Court of Karnataka and the matter is currently pending. Based on independent tax and legal advice, the mana9ement is confident of the favorable outcome upon conclusion of the proceedings.
Page 19
rii1 9. The above unaudited consolidated financial results for the quarter ended and six month period ended September 30, 2026 are available on the Company's website (www.meesho.com) and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed. For and on behalf of Board of Directors of Meesho Limited (formerly known as Meesho Private Limited /Fashnear Technologies Private Limited) Vidit Aatrey Chairman, Managin!~ Director and Chief Executive Officer DIN: 07248661 Bengaluru, India October 28, 2026
Page 20
lu1 Meesho Limit ed (fonne rly known as Meesho Private Limit ed/Fash near Technologies Private Limited} Registered Offic e: 3rd Floo r, Wing-E , Heli os Business Park. Kadub eesanahalli Vill age, Varthur Hobli. Outer Rin!J Road, Bengaluru , Karnataka 560103 CIN : L74900KA2015PL C082263 I Telephone: +91 9108021923 I E-mail: cs@mees ho.com I Webs ite: \AIWW.meesho.c om Conso lid ated seg ment wise revenue and results for th e quarter and six month period ended September 30, 2026 The Group has identified two operating segments in terms of Ind AS 108. Operating Segments namely Mgarketplace and New initiatives. The principal activities in each of the segment are as below: (i) Marketp lace - Marketp lace for sellers and buyers, Display of Ads. Logistics business and Content Commerce and (iQ New Initiatives - Low-cost local logistics netV1ork for daily essentials. Digital financial services and Al services. Further. the COOM does not review segment assets and liab1Hties as part of i1s resource allocation decisions and hence the same has not b'een disdosed in these results. (Alf amounts in Indian Rupees in Million except as stated orhem1se) Partic ulars Segment Revenue Marketplace New Initiatives Total Segment Revenue Segment Result s Marketplace New Initiatives Add: Unallocated Total Segment Results Add: Other Income (excluding liabilitJes no longer required. written back and other non operating income) Less: Finance costs Less: Depredat ion and amortisation expense Less: Employee share-based payment expense Less: Exceptional i1ems (Loss) befor e tax Quarter ended Six mo nth period end ed September 30, June 30, September 30, September 30, 2026 2026 2025 20 26 (Unaudit ed) (Unaudit ed) (Audit ed) (Unaudit ed) frefer note 21 41,198.94 37,070 .95 30,7 14.22 78 ,269.89 116.88 57.16 22.50 174.0 4 41 ,315.82 37,128.11 30,736.72 78,443.93 (1,304 .91) (1,389.21 ) (3,706 .92) (2,694.12) (416.28) (392.98) (134.53) (809.26) (1,721 .19) (1 ,782.19) (3,841.45) (3,50 3.38) (2.74) (1 ,721.19) (1,782.19) (3,844.19) (3,503.38 ) 1,216.53 1,076.04 1,653.78 2.292.57 (13.78) (21.26) (12.47) (35.04 ) (201.45 ) (196.56 ) (92.92) (398.01) (512.76) (404.38) (559.47) (9 17.14) (449.76) (1 ,232.65) (1,328.35) (3,305 .03 (2,561 .00) For and on behalf of Board of Directors of Meesho Limi1ed {formerly known as Meesho Private Limited /Fashnear Technologies Private Limi1ed) September 30, 2025 (Audited) (refer note 21 55,739.09 36.29 55,775.38 (5 ,191.33) (301.14) (5,492.47) (26.25) (5,51 8.72) 2.420 .58 (26.93) (172.72) (1,034.35) (1,373.811 (5,705.95) Year ended March 31, 2026 (Audited) 126,141.81 121.67 126,263.48 (11,77827) (702,391 (1 2,480.66) 19.56 (12,461 .10) 4,159.83 (89.63) (46821) (1 ,822.71) (1,410.91) (1 2,092.73) ~ ~ p.. Qioc.,~o L1!J]_..~ Vidit Aatrey Chairman. Managing Director and Chief Executive Officer DIN: 07248661 Bengaluru, India October 28, 2026 *