Interim report
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October 26, 2026 BSE Limited Department of Corporate Services, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400 001 Scrip Code: 543396 National Stock Exchange of India Limited The Listing Department, Exchange Plaza, Bandra Kurla Complex, Mumbai-400051 Symbol: PAYTM Sub: Disclosure under Regulations 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Outcome of the Board Meeting held on October 26, 2026 Dear Sir/ Ma’am, In continuation of our earlier letter dated October 14, 2026, and in terms of Regulations 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements ) Regulations, 2015 (“SEBI Listing Regulations”), we wish to inform you that the Board of Directors (“the Board”) of One 97 Communications Limited (“the Company”) at its meeting held today i.e., October 26, 2026, have inter alia , considered, discussed and approved the following: 1. Unaudited Standalone and Consolidated Financial Results ("Financial Results") of the Company for the quarter and half year ended September 30, 2026, based on recommendation of the Audit Committee. Copy of the aforesaid financial results along with the Limited Review Report(s) issued by the Statutory Auditors of the Company, are enclosed as Annexure - I . 2. Additional investments by the Company in its wholly owned subsidiary , namely Paytm Cloud Technologies Limited (“PCTL”), for an amount upto INR 500 Crores (Indian Rupees Five Hundred Crores only) in one or more tranches, over the next twelve months. Further, the Board of PCTL, at its meeting held today, has also approved an additional investment in its wholly owned subsidiary, Paytm Singapore Pte. Ltd (“Paytm Singapore”), for an amount upto INR 500 Crores (Indian Rupees Five Hundred Crores only) in one or more tranches, over the next twelve months. These investments are proposed to support PCTL and Paytm Singapore’s future requirements of working capital, investments and business expansion. The details of the same are enclosed as Annexure - II . 3. National Payments Corporation of India (“NPCI”) Circular update : As per latest NPCI press release dated October 13, 2026, MDR will be implemented immediately after Diwali, on a date to be notified separately. Potential upside of MDR will be reflected in Payments Processing Margin (i.e. MDR revenue earned on payments GMV net of payments processing charges), which has been expanding structurally and is comfortably above 4 bps currently. Based on the proposed cap of 0.4% MDR on select payments (non-industry merchants) for payments above ₹ 2,000, and basis our current GMV mix, we expect an indicative uplift of approximately 2.5 bps in overall PPM. We expect the actual outcome may stabilise in 2–3 quarters post implementation. As we have better visibility, further updates may be provided in our future earnings release. One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019
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4. Default Loss Guarantee ( “DLG”) Update: In line with the Company’s existing business model of facilitating loan distribution, the Company has approved DLG on loans disbursed by the lending partners from time to time as per details enclosed as Annexure - III. The details in respect of items 2 and 4 above, as required under 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 (‘SEBI Master Circular’) are enclosed herewith as Annexure – II and Annexure III, respectively. 5. The Board has authorised the following Key Managerial Personnel for the purpose of determining materiality of an event or information and for the purpose of making disclosures to stock exchange(s) under regulation 30 (5) of the SEBI Listing Regulations. S.No. Name Purpose Phone No and Email ID 1. Mr. Madhur Deora , President and Group Chief Financial Officer Determining the materiality of an event or information for the purposes of making a disclosure to the Stock Exchanges. 0120-4770770 compliance.officer@paytm.com 2. Mr. Sunil Kumar Bansal, Company Secretary & Compliance Officer Dissemination and disclosure of the material event/information to the Stock Exchanges. The Board meeting commenced at 07:51 p.m. (IST) and is going on. The aforesaid details will also be hosted on the Company's website viz. https://ir.paytm.com/ . Kindly take the same on record. Thanking you Yours Sincerely, For One 97 Communications Limited Sunil Kumar Bansal Company Secretary & Compliance Officer FCS: 4810 Encl:. as Above One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019
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S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants 6 7, Institutional Area Sector 44, Gurugram - 122 003 Haryana, India fol: +91 124 681 6000 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 One 97 Communications Limited One Skymark, Tower-D, Plot No. H-10B Sector-98, Noida 201304, Uttar Pradesh I. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of One 97 Communications Limited (the "Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group"), its associates and joint ventures for the quarter ended September 30, 2026 and year to date from April O I, 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) 241 O. "Review oflnterim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants oflndia. 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 a11 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 entities listed in Annexure A. 5. Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of other auditors referred to in paragraph 7 and 8 below, 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, 20 I 3, 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. 6. Emphasis of Matter We draw attention to note 5 to the financial results, regarding a Show Cause Notice ("SCN") received by the Holding Company and its two subsidiaries, from the Directorate of Enforcement, Government of India alleging contraventions of certain provisions of the Foreign Exchange Management Act, I 999 (FEMA) and Annexure 1
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S.R. BATLIBOt&ASSOCIATES LLP Chartered Accountants the rules and regulations framed thereunder. Management's plans in this regard are also set out in the said note. Our conclusion is not modified in respect of the above matter. 7. The accompanying Statement includes the unaudited interim financial results and other financial information , in respect of: • 2 subsidiaries, whose unaudited interim financial results include total assets of Rs. 3,010 crores as at September 30, 2026, total revenues of Rs. 26 crores and Rs. 50 crores, total net profit/(loss) after tax of Rs. ( 1) crore and Rs. 33 crores, total comprehensive profit of Rs. 45 crores and Rs. 78 crores, for the quarter ended September 30, 2026 and the period ended on that date respectively, and net cash outflows of Rs. 2 crores for the period from April O 1, 2026 to September 30, 2026, as considered in the Statement which have been reviewed by their respective independent auditors. The independent auditor's reports on interim financial results of these entities have been furnished to us by the Management and our conclusion on the Statement , in so far as it relates to the amounts and disclosures in respect of these subsidiaries, is based solely on the report of such auditors and procedures perfo1med by us as stated in paragraph 3 above. 8. The accompanying Statement includes unaudited interim financial results and other unaudited financial information in respect of: • 27 subsidiaries, whose interim financial results and other financial information reflect total assets of Rs. 402 crores as at September 30, 2026, and total revenues of Rs. 27 crores and Rs. 49 crores, total net profit after tax of Rs. 2 crores and Rs. 2 crores, total comprehensive profit of Rs. 4 crores and Rs. I crore, for the quarter ended September 30, 2026 and the period ended on that date respectively and net cash inflows of Rs. 74 crores for the period from April 01 , 2026 to September 30, 2026. • 8 associates and 3 joint ventures, whose interim financial results includes the Group's share of net loss of Rs. 3 crores and Rs. 3 crores and Group's share of total comprehensive loss of Rs. 3 crores and Rs. 3 crores for the quarter ended September 30, 2026 and for the period ended on that date respectively . The unaudited interim financial results and other unaudited financial information of these subsidiaries, joint ventures and associates have not been reviewed by any auditors and have been approved and furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the affairs of these subsidiaries, joint ventures and associates, is based solely on such unaudited interim financial results and other unaudited financial information. According to the information and explanations given to us by the Management , these interim financial results are not material to the Group. Our conclusion on the Statement in respect of matters stated in para 7 and 8 above is not modified with respect to our reliance on the work done and the reports of the other auditors and the financial results/financial information ce11ified by the Management. For S.R. Batliboi & Associates LLP Chartered Accountants ICAI Firm registration number: 101049W/E300004 per Partner Membership No.: 094524 UDIN: 26094524KBQHSH 1705 Place: Noida Date: October 26, 2026
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S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants Annexure-A List of Entities I. Subsidiaries (Direct) I. OCL Tech Platforms Limited [fonnerly known as One 97 Communications India Limited] 2. Mobiquest Mobile Technologies Private Limited ('MQ') 3. U1ja Money Private Limited ('Urja') 4. Little Internet Private Limited ('Little') 5. Paytm Cloud Technologies Limited('PCTL') [Formerly Paytm Entertainment Limited] 6. Paytm Money Limited 7. Paytm Services Private Limited 8. Paytm Payments Services Limited 9. Paytm Insurance Broking Private Limited 10. Paytm Intelligence Limited [formerly known as Paytm Emerging Tech Limited and earlier Paytm General Insurance Limited] (from October 30, 2025) 11. Faytrn Assure Tech Limited [formerly known as Paytm Life Insurance Limited] (from October 30, 2025) 12. Paytm Insuretech Private Limited (from November 28, 2025) 13. Paytm Financial Services Limited (from November 28, 2025) 14. Foster Payment Networks Private Limited (from October 10, 2025) 15. Admirable Software Limited (from December 31, 2025) 16. Fincollect Services Private Limited (from January 13, 2026) 17. One97 Communications Nigeria Limited 18. One97 Communications FZ-LLC 19. One97 Communications Singapore Private Limited ('OCSPL') 20. One97 USA Inc. 21. Paytm Foundation TI. Subsidiaries (Indirect) I. One97 Communications Rwanda Private Limited (subsidiary ofOCSPL) 2. One97 Communications Tanzania Private Limited (subsidiary ofOCSPL) 3. One97 Communications Bangladesh Private Limited (subsidiary ofOCSPL) 4. One97 Uganda Limited (subsidiary ofOCSPL) 5. One97 Ivory Coast SA (subsidiary ofOCSPL) 6. One97 Benin SA (subsidiary ofOCSPL) 7. Paytm Labs Inc. (subsidiary ofOCSPL) 8. One97 Communications Malaysia Sdn. Bhd. (subsidiary ofOCSPL) 9. One Nine Seven Communication Nepal Private Limited (subsidiary ofOCSPL) 10. One Nine Seven Digital Solutions Limited (subsidiary ofOCSPL) 11. One Nine Seven Communications Saudi Arabia For Communication and Infonnation Technology (subsidiary ofOCSPL) 12. Nearbuy India Private Limited (subsidiary of Little) 13. Fincollect Services Private Limited (subsidiary of Urja) (till January 12, 2026) 14. Paytm Arab Payments LLC (subsidiary of PCTL) (from April 30, 2025) 15. Paytm Singapore Pte. Ltd. (subsidiary of PCTL) (from June 03, 2025) 16. Paytm Europe Payments S.A. (subsidiary of PCTL) (from January 12, 2026) 17. Paytm Company KSA (subsidiary of PCTL) (from July 17, 2025) 18. Admirable Software Limited (from November 28, 2025, till December 31, 2025) 19. PT Paytm Indonesia Teknologi (subsidiary of PCTL) (from April I 0, 2026) III. Associates (Direct) I. Paytm Payments Bank Limited 2. Paytm lnsuretech Private Limited (till November 28,2025) 3. Paytm Intelligence Limited [formerly known as Paytm Emerging Tech Limited and earlier Paytm General Insurance Limited] (till October 30, 2025) 4. Paytm Assure Tech Limited [formerly known as Paytm Life Insurance Limited (till October 30, 2025) 5. Paytm Financial Services Limited ('PFSL') (till November 28, 2025)
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S.R. BATL/B01 & ASSOCIATES LLP Chartered Accountants 6. Infinity Transoft Solution Private Limited 7. Eatgood Technologies Private Limited 8. Massive Mobility Private Limited (from December 24, 2025) IV. Associates (Indirect) I. Foster Payment Networks Private Limited (subsidia1y of PFSL) (till October I 0, 2025) 2. Admirable Software Limited (subsidiaiy of PFSL) (till November 28, 2025) 3. Seven Technology LLC, Delaware (from February 13, 2025, associate of PCTL) 4. Dinie Correspondente Bancario e Meios de Pagamento Ltda, Brazil (from Febrnary 13, 2025, subsidiary of Seven Technology LLC) 5. 3Plate Foods Private Limited (subsidiary ofEatgood Technologies Private Limited) 6. PT Duta Teknologi Kreatif, Indonesia (from May 12, 2026, associate of Paytm Singapore Pte. Ltd) V. Joint Ventures of Paytm Services Private Limited (Indirect) I. First Games Technology Private Limited (Formerly known as Paytm First Games Private Limited) ('FG') 2. First Gam1:s Singapore Pte. Ltd. (formerly known as Paytm First Games Singapore Pte. Ltd.) (who'll'y owned subsidiary of FG) 3. Bluefield Technology Beijing Co. Ltd. (formerly known as Paytm Technology Beijing Co. Ltd.) (wholly owned subsidiary ofFG)
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One 97 Communications Limited Unaudited Consolidated Statement of Assets and Liabilities as at September 30, 2026 (Amounts in INR crores, unless otherwise stated) As at As at Particulars September 30, 2026 March 31, 2026 (Unaudited) (Audited) ASSETS Non-Current assets Property, plant and equipment 776 645 Right-of-use-assets 307 223 Capital work-in-progress 3 7 Other intangible assets 31 38 Intangible assets under development 9 4 Investment in associates 47 40 Financial assets Other investments 1,804 2,895 Loans 9 9 Other financial assets 36 42 Tax assets 635 625 Deferred tax assets 11 12 Other non-current assets 74 34 Total Non-Current Assets 3,742 4,574 Current assets Financial assets Other investments 3,490 1,566 Trade receivables 1,215 1,186 Cash and cash equivalents 2,495 3,285 Bank balances other than cash and cash equivalents 10,219 9,740 Loans 749 400 Other financial assets 2,196 2,529 Other current assets 332 635 Total Current Assets 20,696 19,341 TOT AL ASSETS 24,438 23,915 EQUITY AND LIABILITIES EQUITY Equity share capital 64 64 Other equity 16,540 15,962 Equity attributable to owners of the parent 16,604 16,026 Non-controlling interests 11 2 Total Equity 16,615 16,028 LIABILITIES Non-Current liabilities Financial liabilities Lease liabilities 218 137 Deferred tax liabilities 35 - Contract liabilities 27 20 Other non-current liabilities - 5 Provisions 104 129 Total Non-Current Liabilities 384 291 Current liabilities Financial liabilities Borrowings * - Lease liabilities 46 35 Trade payables (a) Total Outstanding dues of micro and small enterprises 38 57 (b) Total Outstanding dues other than (a) above 905 832 Other financial liabilities 5,982 6,200 Contract liabilities 86 104 Current tax liabilities 10 - Other current liabilities 224 197 Provisions 148 171 Total Current Liabilities ~ 7,439 7,596 ~o~tllC"l~O Total Liabilities 7,823 7,887 I~ ;~ TOTAL EQUITY AND LIABILITIES 24,438 23,915 ~,i, ~v . See accompanying notes to the Unaudited Consolidated Financial Results o.o cla\e'S ll.P, GufUIITanl ~ s.R. Ba\l'lb I &."5 * Amount below rounding off norms adopted bv the Group
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One 97 Communications Limited CIN: L72200DL2000PLC108985 Registered Office: First Floor Dcvika Tuwcr Nehru Place Nc\l' Delhi 110019 India; Tel: +91 11 2628 0280; Website: www.paytm.com Corporate Office: Pa}'tm Corporate Office One Sk)'mark Ton·er-D Plot No. H-lOB Sector-98 Noida 201304 Uttar Pradesh India Tel: +91120 4770770 E-mail: compliancc.officcr:'{!}paytm.com; Fax: +91 120 4770771 Statement of Unaudited Consolidated Financial Results for the quarter and half year ended September 30, 2026 Particulars Income Revenue from operations Other income Total income Expenses Payment processing charges Marketing and promotional expenses Employee benefits expense Sonwarc, cloud and data centre expenses Depreciation and amortization expense Finance costs Other expenses Total expenses I I September 30, 2026 I I (Unaudited) I 2.648 182 2 830 805 194 759 211 146 409 2,531 Oumier Ended June 30, 2026 (Unaudited) 2.448 182 2 630 794 169 742 159 131 381 2,383 Profit/(Loss) before share of profit/ (loss) of associates/ joint ventures, exceptional items and tax 299 247 Share of profit/ (loss) of associates / joint ventures Profit/(Loss) before exceptional items and tax Exceptional items I refer note 31 Profit/(Loss) before tax Income Tax expense Current tax Adjustment of tax relating to earlier years Deferred tax cxpcnsc/(crcdit) I refer note 41 Total Tax expense Profit/ (Loss) for the period/ year Other comprehensive income/ (loss) Items that will not he reclassified to profit or loss in subsequent period/ :vear Re-measurement gain/ (loss) on defined benefit plans Income tax relating to re-measurement gain/ (loss) on defined benefit plans Changes in fair value of equity instmments at FVTOCI Share or other comprehensive income / (loss) or associates / _joint ventures Items that may he reclassified to profit or loss in subsequent period/ :vear Exchange differences on translation offoreign operations Total other comprehensive income/ (loss) for the period/ }'ear Total comprehensive income/ (loss) for the period/ }'ear Proft / (Loss) for the period/ year Attributable to Owners or the parent Non-controlling interests Other comprehensive income/ (loss) for the J)criod / year Attributable to Owners ofthe parent Non-controlling interests Total comJ)rehcnsiYC income/ (loss) for the period/ year Attributable to Owners or the parent Non-controlling interests Paid up equity share capital Face value of the share (INR) Other equity Earnings per share (not annualised for quarters) Basic Diluted See accompanying notes to the Unaudited Consolidated Financial Results * Amount below rounding off nom1s adopted bv the Group (3) 296 (4) 292 32 33 67 225 47 48 273 226 (I) 225 48 48 274 (I) 273 64 I 3.52 3.47 SR Batliboi & Ass ciates LLP, Gurugram lor Identification 247 247 27 27 220 (3) (2) 218 220 220 (2) (2) 218 218 64 I 3.44 3.40 I I September 30, 2025 I I (Unaudited) I 2.061 222 2 283 629 122 663 133 137 373 2,062 221 (I) 220 (\9()) 30 21 101 IOI 122 21 21 101 101 122 122 64 I 0.33 0.32 <Amounts in INR crores unless otherwise stated) Half Year Ended Year Ended September 30, 2026 I September 30, 2025 I March 31, 2026 (Unaudited) I (Unaudited) I (Audited) 5.0% 364 5 460 1,599 363 1.501 370 277 14 790 4,914 546 (3) 543 (4) 539 59 33 94 445 .j.j 46 491 446 (I) 445 46 46 492 (I) 491 64 I 6.97 6.89 3.979 463 4 442 1.210 222 1.305 301 303 728 4,078 364 (I) 363 (207) 156 12 12 144 (3) 101 98 242 144 144 98 98 242 242 64 I 2.26 2.23 8.437 854 9 291 2.573 536 2.765 643 568 18 1.418 8,521 770 (2) 768 (186) 582 18 2 10 30 552 (4) 287 291 843 553 (I) 552 291 291 844 (I) 843 64 I 15,962 8.66 8.55
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One 97 Communications Limited Unaudited Consolidated Statement of Cash Flows for the half year ended September 30, 2026 Particulars Cash flow from operating activities: Profit/ (Loss) before tax Adjustments for Depreciation and amortization expense Interest income Interest income on financial assets - measured at amortized cost Interest on borrmving at amortized cost Interest and finance charges on lease liabilities Exchange differences (net) Trade receivables/ advance written off (net) Provision for advances Loss allowance for financial assets Liabilities no longer required written back Financial guarantee expense Property, plant and equipment and intangible assets written off (refer note 3) Impainnent of loans/investment in associates Share based payment expenses Share of (profit) / loss of associates / joint ventures Fair value gain on financial instrnments measured at FVTPL (net) Profit on sale of property, plant and equipment (net) Operating profit/ (loss) before working capital changes Working capital adjustments: Increase/( decrease) in trade payables Increase/( decrease) in provisions Increase /(decrease) in other current liabilities, other non-current liabilities and contract liabilities Increase/( decrease) in other fmancial liabilities (Increase)/decrease in trade receivables (lncrease)/decrease in other bank balances (Escrow account) (Increase)/decrease in other financial assets (lncrease)/decrease in other current and non-current assets (Increase)/decrease in loans Cash generated (used in ) / from operations Taxes paid (net) Net cash inflow from/ (used in) operating activities (A) Cash flow from investing activities Purchase of property, plant and equipment (including intangible assets, intangible assets under development, capital work-in-progress, capital advances and payable on purchase of fixed assets) Proceeds from sale of property, plant and equipment Investinent in fixed and other deposits with bank Proceeds from maturity of bank deposits Payment for purchase of non-current investments Proceeds from sale of current investments Payment for purchase of current investments Interest received Net cash (outflow)/ inflow from investing activities (B) Cash flow from financing activities Proceeds from issue of shares (including securities premimn) Share application money received <luting the petiod (pending allotinent) Repayment of term loan Interest paid Principal elements oflease payments Net cash outflow from financing activities (C) Net increase/(decrease) in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year Effect of exchange differences on restatement of foreign currency cash and cash equivalents Cash and cash equivalents at the end of the period Cash and cash equivalents as per above comprises of following Cash on hand Balance with banks - On current accounts - Deposits with original maturity ofless than 3 months Cash and cash equivalents Bank overdraft Cash and cash equivalents for the purpose of statement of cash flows See accompanying notes to the Unaudited Consolidated Financial Results * Ammmt below rmmding off norms adopted by the Group l.b ·, & Ass ciates LL?, Gurugram s.R 0at 1 lor \denliflcatlon (Amounts in TNR crores, unless otherwise stated) I September 30, 2026 I September 30, 2025 I (Unaudited) I (Unaudited) 539 156 277 303 (161) (224) (173) (171) * I 11 7 (I) (I) 215 17 * (I) (115) 204 * * 180 64 4 I 207 97 65 3 I (23) (30) (I) (5) 852 594 54 81 (46) (70) 10 (55) (392) 722 (129) (126) (231) (787) 409 (282) 307 138 (358) (192) 476 23 (61) 21 415 44 (434) (202) 2 6 (1,442) (1,242) 1,199 2,206 (886) (1,738) 7,130 9,363 (7,042) (9,037) 247 271 (1,226) (373) I I * * * (11) (8) (13) (17) (23) (24) (834) (353) 3,285 2,072 44 101 2,495 1,820 September 30, 2026 September 30, 2025 * * 2,426 1,622 69 213 2,495 1,835 * (15) 2,495 1,820
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One 97 Communications Limited Notes to the Unaudited Consolidated Financial Results I. The Statement of Unaudited Consolidated Financial Results has been prepared in accordance with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 (the "Act") and other accounting principles generally accepted in India and presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ('Listing Regulations'). The Statement of Unaudited Consolidated Financial Results of the Company and its subsidiaries (collectively "the Group") and its interest in associates and joint ventures have been reviewed by the Audit Committee and approved by the Board of Directors of the Company in their respective meetings held on October 26, 2026. The Statutory Auditors of the Company have carried out Limited Review of the aforesaid results. 2. The Group is engaged in different business units, including payment and financial services and marketing services and the Board of Directors (Chief Operating Decision Maker "CODM") reviews the information at the revenue level and does not allocate operating costs and expenses, assets and liabilities across business units, as the CODM does not use such information to allocate resources or evaluate the performance of the business units. Allocation of resources and assessment of financial performance is done at the consolidated level. The way the CODM reviews the performance, management of the Group has concluded that the Group constitutes a single segment as per Ind AS 108 'Operating Segments'. Hence, no separate disclosure is required for segments. 3. Exceptional item comprises of: a. September 30, 2026: During the quarter and six-month period ended September 30, 2026, the Holding Company has written-off obsolete capital work-in-progress amounting to INR 4 crores. b. March31,2026: During the year ended March 31, 2026, exceptional loss represents impairment of investments in associates of INR 5 crores, optionally convertible debentures of INR 12 crores and loan given to a JV of INR 190 crores respectively. Additionally, Group received interest income of INR 21 crores relating to impaired loan given to N in earlier period. c. September 30, 2025: i. During the quarter and six-month period ended September 30, 2025, the Group has recorded an impairment loss against a loan given to the JV of INR 190 crores. 11. During the six-month period ended September 30, 2025, the Group recognized provision for impairment of investments in associates amounting to INR 5 crores and an impairment provision ofINR 12 crores of optionally convertible debentures. 4. Deferred tax expense includes INR 23 crores pertaining to previous year and INR 5 crores pertaining to previous quarter, recorded on completion of Groups' assessment of income tax pertaining to one of its subsidiaries. 5. During the year ended March 31, 2025, the Holding Company, together with its subsidiary and step-down subsidiary (namely Little Internet Private Limited and Nearbuy India Private Limited respectively), received a Show Cause Notice ("SCN") dated February 27, 2025, from the Directorate of Enforcement, Government of India. The SCN alleged contraventions of certain provisions of the Foreign Exchange Management Act, 1999 (FEMA) and the rules and regulations framed thereunder. The alleged contraventions inter-alia primarily pertains to certain investments made by the Holding Company in those subsidiaries in earlier years and equity raised by the subsidiaries. The alleged contraventions include periods when Little Internet Private Limited and Nearbuy India Private Limited were not subsidiaries of the Holding Company. The aggregate value of the contraventions included in the SCN is approximately INR 611 crores. During the year ended March 31, 2026, Reserve Bank of India ("RBI") compounded matters having aggregate value of approximately INR 21 crores relating to Nearbuy India Private Limited and matters having aggregate value of approximately INR 33 crores for the Holding Company. . . & r,.ss c\ates Ll\', Gurugfatn s.R eatllb i lor \denliflca\\on
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One 97 Communications Limited Notes to the Unaudited Consolidated Financial Results Further, based on the application and the additional steps taken by the Holding Company and its subsidiaries, RBI had observed that the matters having aggregate value of approximately INR 485 crores are in compliance with applicable laws. The Group is in the process of taking necessary steps for resolution of matters included in the SCN. Based on an independent legal opinion and management's assessment, the Group has recorded provision for related compounding fees on best estimates. Pending the final outcome of all the related processes in this regard, it is not possible to assess the consequent effects of the above remaining matters on these financial results. 6. Details of utilisation of net IPO Proceeds of INR 8,119 crores, are as follows: (Amount in INR crores) s. Objects of the issue Amount as Amount Amount Un- No proposed in Utilised up to Utilised as on Offer September 30, September 30, Document 2026 2026 I Growing and strengthening our Paytm ecosystem, including through acquisition and retention of consumers and merchants and providing them with greater access to technology and financial services i) Marketing and promotional expenses 761 ii) Expanding our merchant base and deepening our partnership 1,722 with our merchants iii) Strengthening and expanding our technology powered 1,817 payments platform 4,300 - Total (A) 4,300 4,300 - 2 Investing in new business initiatives, acquisitions and strategic partnerships# i) Investments in new business initiatives a) Payment Services 5.5 b) Commerce and cloud services 2,000 60 1,486 c) Financial Services 448.5 ii) Investments in acquisitions and strategic partnerships - Total (B) 2,000 514 1,486 3 General corporate purposes 1,819 1,819 - Total (C) 1,819 1,819 - Total (A+B+C) 8,119 6,633 1,486 Net IPO proceeds which were un-utilised as at September 30, 2026 were temporarily invested in fixed deposits with scheduled commercial banks and in monitoring agency accounts. SR Batliboi & Ass ciates LLP, Gurugra for Identification
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One 97 Communications Limited Notes to the Unaudited Consolidated Financial Results # During the quarter ended September 30, 2026, the Holding Company, pursuant to the approval of Board of Directors and Shareholder's approval through Special Resolution changed the purpose ofutilization ofresidual IPO Proceeds of Object 2 as below: INR 1,686 crores outstanding unutilized as at July 1, 2026_-The mentioned amount ofINR 1,686 crores can be utilized under Object 1 and/ or Object 2 (Fully Fungible) without any sub limit for any category by 31 March 2029. 7. On April 24, 2026, the Reserve Bank oflndia (RBI), through a press release, cancelled the banking license of Paytm Payments Bank Limited ("PPBL"). Consequently, on April 25, 2026, the shareholders of PPBL approved necessary resolutions to enable the winding-up of PPBL either, as instructed by the RBI, or voluntarily with the permission of RBI. The Group has no exposure to PPBL and does not maintain any material business arrangements or service partnerships with PPBL. Additionally, PPBL operates independently with no board or management involvement from the Group. There is no direct financial or operational impact on the Group arising from this development. Previously RBI had issued directions to PPBL on January 31, 2024 effectively restricting PPBL's normal business and Group had fully impaired its investment in PPBL as of March 31, 2024. 8. Pursuant to the RBl's Master Direction on Regulation of Payment Aggregators dated September 15, 2025, the Holding Company transferred its Oftline merchant business to its wholly owned subsidiary, Paytm Payments Services Limited ("PPSL"), on a slump sale basis for a consideration ofINR 975 crores, effective midnight of November 30, 2025. As this is an intra-group transaction, it has no impact on the consolidated financial results. 9. On April 28, 2025, the Holding Company's Joint Venture (JV), First Games Technology Private Limited, received a show cause notice (SCN) from the Directorate General ofGST Intelligence, New Delhi. The SCN proposed a GST liability of INR 5,712 crores plus penalty under Sections 74(1), 122(1) and 125 of the CGST Act, 2017 for April 2018 to March 2023. The SCN's basis was that GST should be levied @28% on the total entry amount instead of@l 8% on the platform fee. The JV's writ petition challenging the SCN led the Hon'ble Supreme Court to stay the proceedings on May 23, 2025. On May 27, 2026, however, the Court upheld the 28% levy on online gaming companies and directed adjudication under Rule 31 B of the GST Rules, 2017. Subsequent to the reporting period on October 12, 2026, the N received a demand order from the Additional Commissioner of CGST, Noida, under Section 74(9) of the CGST Act, 2017, which reduced the tax liability to INR 704 crores for April 2018 to March 2023, along with an equal penalty and applicable interest. JV is evaluating the appropriate course forward in accordance with relevant statutory provisions. The Group's exposure is limited to its investment in the JV, the carrying value for which, is already nil. Accordingly, there is no financial impact on the Group, and no adjustments are required in its financial results. JV had discontinued its online real money gaming business with effect from August 25, 2025, following regulatory changes, and accordingly, the Group, during the quarter ended September 30, 2025, had fully impaired its loan amounting to INR 179 crores given to the JV. During the quarter ended June 30, 2026, the said loan along with unpaid interest amounting to INR 197 crores was converted into 19,67,70,855 equity shares ofINR 10 each, at par, of the JV. This conversion has no financial impact on the Group. For and on behalf of Board of Directors of #1..\Yl"m.Jq,P.lf.!ited "'o ri, Vija Chairman, Managing Director and CEO Place: Noida Date: October 26, 2026 SR Ballib I & Ass ciates LLP, Gurugram for Identification
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S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants 67, Institutional Area Sector 44, Gurugram - 122 003 Haryana, India Tel: +91124 681 6000 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 SEBT (Listing Obligations and Disclosure Rcquit·cments) Regulations, 2015, as amended Review Report to The Board of Directors One 97 Communications Limited One Skymark, Tower-D, Plot No. H-10B Sector-98, Noida 201304, Uttar Pradesh l . We have reviewed the accompanying statement of unaudited standalone financial results of One 97 Conununications Limited (the "Company") for the quarter ended September 30, 2026 and year to date from April O I, 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 Jndia 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 oflnterim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants oflndia. 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. 5. Emphasis of Matter We draw attention to note 4 to the financial results, regarding a Show Cause Notice ("SCN") received by the Company and its two subsidiaries, from the Directorate of Enforcement, Government of India alleging contraventions of certain provisions of the Foreign Exchange Management Act, 1999 (FEMA) and the rules and regulations framed thereunder. Management's plans in this regard are also set out in the said note. Our conclusion is not modified in respect of the above matter. For S.R. Batliboi & Associates LLP Chartered Accountants ICAI Firm registration number: 10!049W/E300004 perY o Partner Membershi p o.: 094524 UDIN: 26094 24 WVGFSZ5993 Place: Noida Date: October 26, 2026 ~1 • I
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One 97 Communications Limited Unaudited Standalone Statement of Assets and Liabilities as at September 30, 2026 Particulars ASSETS Non-Current assets Property, plant and equipment Right-of-use-assets Capital work-in-progress Intangible assets Intangible assets under development Investment in subsidiaries Investment in associates Financial assets Other investments Other financial assets Tax assets Other non-current assets Total Non-Current Assets Current assets Financial assets Other investments Trade receivables Cash and cash equivalents Bank balances other than cash and cash equivalents Loans Other financial assets Other current assets Total Current Assets TOTAL ASSETS EQUITY AND LIABILITIES EQUITY Equity share capital Other equity Total Equity LIABILITIES Non-Current liabilities Financial liabilities Lease liabilities Contract liabilities Other non-current liabilities Provisions Total Non-Current Liabilities Current liabilities Financial liabilities Lease liabilities Trade payables (a) Total Outstanding dues of micro and small enterprises (b) Total Outstanding dues other than (a) above Other financial liabilities Contract liabilities Other current liabilities Provisions Total Current Liabilities Total Liabilities TOTAL EQUITY AND LIABILITIES See accompanying notes to the Unaudited Standalone Financial Results * Amount below rounding off norms adopted by the Company S_R, Battib i & Ass ciates LLP, Gurugram for Identification (Amounts in INR crores, unless otherwise stated) As at As at September 30, 2026 March 31, 2026 /Unaudited) /Audited) 54 26 296 212 I 6 3 4 * 1 3,660 3,550 36 36 1,478 2,791 25 26 543 556 10 17 6,106 7,225 3,347 1,361 869 695 2,117 2,782 904 1,110 912 434 562 555 234 550 8,945 7,487 15 051 14 712 64 64 13,503 13,049 13,567 13,113 211 130 25 21 - 5 51 61 287 217 42 32 19 17 322 504 582 529 61 94 114 137 57 69 1,197 1,382 1,484 1,599 15,051 14,712
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One 97 Communications Limited CIN: L 72200DL2000PLC108985 Registered Office: First Floor, Devika Tower, Nehru Place, New Delhi 110019, India; Tel: +9111 2628 0280; Website: www.paytm.com Corporate Office: Paytm Corporate Office, One Skymark, Tower-D, Plot No. H-lOB, Sector-98, Naida 201304, Uttar Pradesh, India, Tel: +91120 4770770 E-mail: compliance.officer@paytm.com; Fax: +91120 4770771 Statement of Unaudited Standalone Financial Results for the quarter and half year ended September 30, 2026 (Amounts in INR crores unless otherwise stated) I Quarter Ended I Half Year Ended I Year Ended Particulars I Seotember 30, 2026 I June 30, 2026 I Seotember 30, 2025 I Seotember 30, 2026 I Seotember 30, 2025 I March 31, 2026 I (Unaudited) I (Unaudited) I (Unaudited) I (Unaudited) I (Unaudited) I (Audited) Income Revenue from operations 1,199 ]_()69 1,681 2_268 3_267 5,825 Other income 133 134 182 267 378 669 Total income 1332 1203 1863 2 535 3 645 6 494 Expenses Payment processing charges 35 33 412 68 775 1_147 Marketing and promotional expenses 161 140 119 3111 214 497 Employee benefits expense 256 257 459 513 916 1_581 Sofhvare, cloud and data centre expenses 94 68 1116 162 244 448 Depreciation and amortization expense 17 13 134 30 296 4114 Finance costs 6 5 5 II 9 17 Other expenses 572 484 497 L056 954 L917 Total expenses 1,141 1,000 1,732 2,141 3,408 6,011 Profit/(Loss) before exceptional items and tax 191 203 131 394 237 483 Exceptional items (refer note 3) (4) (395) (4) (438) (416) Profit/(Loss) before tax 187 203 (264) 390 (201) 67 Income Tax expense Current tax 18 18 36 Adjustment of tax relating to earlier years Deferred tax expense/(credit) Total Tax expense 18 18 36 Profit/(Loss) for the period/ year 169 185 (264) 354 (201) 67 Other comprehensive income / (loss) Items that will not be reclassified to profit or loss in subsequent period/ year Re-measurement gain/ (loss) on defined benefit plans I ' ' I (3) (I) Changes in fair value of equity instruments at FVTOCI (2) Total other comprehensive income/ (loss) for the period/ year 1 . " 1 13\ 13\ Total comprehensive income/(loss) for the period/ year 170 185 (264) 355 (204) 64 Paid up equity share capital 64 64 64 64 64 64 Face value of the share (INR) I I I I I I Other equity 13_()49 Earnings per share (not annualised for the quarters) Basic 2.64 2.90 (4 13) 5.52 (3 15) 1.05 Diluted 2.61 2.86 (4 13) 5.46 (3 15) 1113 See accompanying notes to the Unaudited Standalone Financial Results * Amount below roundi1w off norms adopted bv the Comoany SR Batliboi & Ass ciates LLP, Gurugram for ldenlificatioo
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One 97 Communications Limited Unaudited Standalone Statement of Cash Flows for the half year ended September 30, 2026 Particulars Casb flow from operating activities: Profit/(Loss) before tax Adjustments for Depreciation and amortization expense Interest income Interest income on financial assets - measured at amortized cost Interest on borrowing at amortized cost Interest and finance charges on lease liabilities Trade receivables/ advance written off(net) Provision for advances Loss allowance for financial assets Provision for impairment ofloans/investments in subsidiary/associate [refer note 3] Liabilities no longer required written back Financial guarantee expense Property, plant and equipment and intangible assets written off frefer note 31 Share based payment expenses Fair value gain on financial instruments measured at FVTPL (net) Profit on sale of property, plant and equipment (net) Operating profit/ (loss) before working capital changes Working capital adjustments: Increase/( decrease) in trade payables lncrease/(decrease) in provisions Increase /(decrease) in other current liabilities, other non-current liabilities and contract liabilities lncrease/(decrease) in other financial liabilities (Increase )/decrease in trade receivables (Increase )/decrease in other bank balances (Escrow account) (lncrease)/decrease in other financial assets (Increase )/decrease in other current and non-current assets Cash generated (used in ) / from operations Taxes paid (net) Net cash (outflow)/ inflow from operating activities (A) Cash flow from investing activities: Purchase of property, plant and equipment (including intangible assets, intangible assets under development, capital work-in-progress, capital advances and payable on purchase of fixed assets) Proceeds from sale of property, plant and equipment Proceeds from sale of on line payment aggregator business Investment in fixed and other deposits with bank Proceeds from maturity of bank deposits Proceeds from repayment of inter corporate loans Inter corporate loans given Payment for purchase of non-current investments Proceeds from sale of current investments Payment for purchase of current investments Interest received Net cash inflow/(outflow) from investing activities (B) Cash flow from financing activities: Proceeds from issue of shares ( including securities premium) Share application money received during the period (pending allotment) Received on recharge of ESOP cost to associate Interest paid Principal elements of lease payments Net cash inflow/(outflow) from financing activities (C) Net increase/(decrease) in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the period Cash and cash equivalents as per above comprises of following Cash on hand Balance with banks - On current accounts - Deposits with original maturity of less than 3 months Cash and cash equivalents for the purpose of Statement of Cash Flows See accompanying notes to the Unaudited Standalone Financial Results * Amount below rounding off norms adopted by the Company SR Batlib i & Ass ciates LLP, Gurugra lor Identification (Amounts in INR crores, unless otherwise stated) I September 30, 2026 I September 30, 2025 I (Unaudited) I (Unaudited) 390 (201) 30 296 (73) (142) (165) (173) * - 10 7 2 9 * (I) 5 212 - 438 * - 180 64 4 * 50 61 (13) (23) * (5) 420 542 (180) 35 (21) (53) (57) (37) (128) 399 (181) (82) (7) (543) (74) (168) 318 80 90 173 (23) 42 67 215 (31) (192) 1 6 57 57 (317) (253) 530 1,485 556 584 (1,044) (685) (977) (2,193) 5,348 8,362 (5,105) (8,051) 225 261 (757) (619) I I * * 45 8 (10) (7) ( 11) (18) 25 (16) (665) (420) 2,782 1,929 2 117 I 509 September 30, 2026 September 30, 2025 * * 2,117 1,509 - - 2 117 I 509
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One 97 Communications Limited Notes to the Unaudited Standalone Financial Results 1. The Statement of Unaudited Standalone Financial Results has been prepared in accordance with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 (the "Act") and other accounting principles generally accepted in India and presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ('Listing Regulations'). The Statement of Unaudited Standalone Financial Results of the Company have been reviewed by the Audit Committee and approved by the Board of Directors of the Company in their respective meetings held on October 26, 2026. The Statutory Auditors of the Company have carried out Limited Review of the aforesaid results. 2. The Company is engaged in different business units, including payment and financial services and marketing services and the Board of Directors (Chief Operating Decision Maker "CODM") reviews the information at the revenue level and does not allocate operating costs and expenses, assets and liabilities across business units, as the CODM does not use such information to allocate resources or evaluate the performance of the business units. The way the CODM reviews the performance, management of the Company has concluded that it constitutes a single segment as per Ind AS 108 'Operating Segments'. Hence, no separate disclosure is required for segments. 3. Exceptional items comprises of: a. September 30, 2026: During the quarter and six-month period ended September 30, 2026, the Company has written-off obsolete capital work-in-progress amounting to INR 4 crores. b. March31,2026: During the year ended March 31, 2026, the Company recognized impairment of investments in subsidiaries amounting to INR 26 crores, impairment provision of investments in associates amounting to INR 5 crores, impairment loss against the investment and loan given to the JV of INR 205 crores and INR 190 crores respectively and an impairment provision of INR 12 crores of optionally convertible debentures. Additionally, Company received interest amounting to INR 21 crores as part of settlement of loan given to JV in an earlier period. c. September 30, 2025: 1. During the quarter and six-month period ended September 30, 2025, the Company has recorded an impairment loss against the investment and loan given to the JV of INR 205 crores and INR 190 crores respectively. ii. During the six-month period ended September 30, 2025, the Company recognized impairment of investments in subsidiaries amounting to INR 26 crores, impairment provision of investments in associates amounting to INR 5 crores and an impairment provision of INR 12 crores of optionally convertible debentures. 4. During the year ended March 31, 2025, the Company, together with its subsidiary and step-down subsidiary (namely Little Internet Private Limited and Nearbuy India Private Limited respectively), received a Show Cause Notice ("SCN") dated February 27, 2025, from the Directorate of Enforcement, Government oflndia. The SCN alleged contraventions of certain provisions of the Foreign Exchange Management Act, 1999 (FEMA) and the rules and regulations framed thereunder. The alleged contraventions inter-alia primarily pertains to certain investments made by the Company in those subsidiaries in earlier years and equity raised by the subsidiaries. The alleged contraventions include periods when Little Internet Private Limited and Nearbuy India Private Limited were not subsidiaries of the Company. The aggregate value of the contraventions included in the SCN is approximately INR 611 crores. During the year ended March 31, 2026, Reserve Bank of India ("RBI") compounded matters having aggregate value of approximately INR 21 crores relating to Nearbuy India Private Limited and matters having aggregate value of approximately INR 33 crores for the Company. Further, based on the application and the additional steps taken by the Company and its subsidiaries, RBI had observed that the matters having aggregate value of approximately INR 485 crores are in compliance with applicable laws. . L' p Gurugra . • • f;..ss c1ates '- • s.RBallib la lor \dentificaUon
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One 97 Communications Limited Notes to the Unaudited Standalone Financial Results The Company is in the process of taking necessary steps for resolution of matters included in the SCN. Based on an independent legal opinion and management's assessment, the Company has recorded provision for related compounding fees on best estimates. Pending the final outcome of all the related processes in this regard, it is not possible to assess the consequent effects of the above remaining matters on these financial results. 5. Details of utilisation of net IPO Proceeds of INR 8,119 crores, are as follows: (Amount in INR crores) s. Objects of the issue Amount as Amount Amount Un- No proposed in Utilised up to utilised as on Offer September 30, September 30, Document 2026 2026 1 Growing and strengthening our Paytm ecosystem, including through acquisition and retention of consumers and merchants and providing them with greater access to technology and financial services i) Marketing and promotional expenses 761 ii) Expanding our merchant base and deepening our partnership 4,300 1,722 - with our merchants iii) Strengthening and expanding our technology powered 1,817 payments platform Total (A) 4,300 4,300 - 2 Investing in new business initiatives, acquisitions and strategic partnerships # i) Investments in new business initiatives a) Payment Services 2,000 5.5 1,486 b) Commerce and cloud services 60 c) Financial Services 448.5 ii) Investments in acquisitions and strategic partnerships - Total (B) 2,000 514 1,486 3 General corporate purposes 1,819 1,819 - Total (C) 1,819 1,819 - Total (A+B+C) 8,119 6,633 1,486 Net IPO proceeds which were un-utilised as at September 30, 2026 were temporarily invested in fixed deposits with scheduled commercial banks and in monitoring agency accounts. # During the quarter ended September 30, 2026, the Company pursuant to the approval of Board of Directors and Shareholder's approval through Special Resolution changed the purpose of utilization ofresidual IPO Proceeds of Object 2 as below: ----SR Ballib i & Ass ciales LLP, Gurugram lor Identification
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One 97 Communications Limited Notes to the Unaudited Standalone Financial Results INR 1,686 crores outstanding unutilized as at July 1, 2026 - The mentioned amount of INR 1,686 crores can be utilized under Object 1 and/ or Object 2 (Fully Fungible) without any sub limit for any category by March 31, 2029. 6. On April 24, 2026, the Reserve Bank oflndia (RBI), through a press release, cancelled the banking license of Paytm Payments Bank Limited ("PPBL"). Consequently, on April 25, 2026, the shareholders of PPBL approved necessary resolutions to enable the winding-up of PPBL either, as instructed by the RBI, or voluntarily with the permission of RBI. The Company has no exposure to PPBL and does not maintain any material business arrangements or service partnerships with PPBL. Additionally, PPBL operates independently with no board or management involvement from the Company. There is no direct financial or operational impact on the Company arising from this development. Previously RBI had issued directions to PPBL on January 31, 2024 effectively restricting PPBL's normal business and Company had fully impaired its investment in PPBL as of March 31, 2024. 7. Pursuant to the Master Direction on Regulation of Payment Aggregators (PA) issued by the Reserve Bank oflndia (RBI), vide its circular dated September 15, 2025 ('RBI Guidelines'), the Company, with effect from midnight of November 30, 2025, transferred its Offline merchant payment aggregator business to its wholly owned subsidiary, Paytm Payments Services Limited (PPSL) on a slump sale basis for purchase consideration of INR 975 crores. Consequent to the aforesaid transfer, results for the quarter and half year ended September 30, 2026 are not comparable with the quarter and half year ended September 30, 2025 and the transfer does not have any financial impact on the quarter and half year ended September 30, 2026. 8. On April 28, 2025, Company's Joint Venture (N), First Games Technology Private Limited, received a show cause notice (SCN) from the Directorate General ofGST Intelligence, New Delhi. The SCN proposed a GST liability ofINR 5,712 crores plus penalty under Sections 74(1 ), 122(1) and 125 of the CGST Act, 2017 for April 2018 to March 2023. The SCN's basis was that GST should be levied @28% on the total entry amount instead of@l8% on the platform fee. The N's writ petition challenging the SCN led the Hon'ble Supreme Court to stay the proceedings on May 23, 2025. On May 27, 2026, however, the Court upheld the 28% levy on online gaming companies and directed adjudication under Rule 31 B of the GST Rules, 2017. Subsequent to the reporting period, on October 12, 2026, the JV received a demand order from the Additional Commissioner of CGST, Noida, under Section 74(9) of the CGST Act, 2017, which reduced the tax liability to INR 704 crores for April 2018 to March 2023, along with an equal penalty and applicable interest. JV is evaluating the appropriate course forward in accordance with relevant statutory provisions. The Company's exposure is limited to its equity investment in the JV, the carrying value for which, is already nil. Accordingly, there is no financial impact on the Company, and no adjustments are required in its financial results. JV had discontinued its online real money gaming business with effect from August 25, 2025, following regulatory changes, and accordingly, the Company, during the quarter ended September 30, 2025, had fully impaired its equity and loan investment amounting to INR 205 crores and INR 179 crores respectively in the JV. During the quarter ended June 30, 2026, the said loan along with unpaid interest amounting to INR 197 crores was converted into 19,67,70,855 equity shares of INR 10 each, at par, of the JV. This conversion has no financial impact on the Company. For and on behalf of Board of Directors of One 97 Commu • ~--;;::;;;;:.- ed Vijay Shekhar Sharma Chairman, Managing Director and CEO Place: Noida Date: October 26, 2026 S.R. Batliboi & Ass ciates LLP, Gurugra for Identification
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Annexure II S. No. Particulars Details 1. Name of the Target Entity, details in brief such as size, turnover etc. Paytm Cloud Technologies Limited (“PCTL”), a wholly owned subsidiary of One 97 Communications Limited (“Company”). Turnover of the PCTL for the FY 2025-26 is INR 84,72,99,300. Paytm Singapore Pte. Ltd. (“Paytm Singapore”), a wholly owned subsidiary (“WOS”) of PCTL and a step down WOS of the Company. Turnover FY 25-26 (in INR): Nil 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” The Company is a professionally managed company and does not have any identified promoter or promoter group. PCTL and Paytm Singapore are related parties of the Company. The proposed transactions, namely the additional investment by the Company into PCTL, and the subsequent investment by PCTL into Paytm Singapore shall be on an arm's length basis. 3. Industry to which the entity being acquired belongs Information & Technology Services. Payments and Financial services (apart from banking and Insurance), Information and technology support services. 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) The proposed investments by the Company into PCTL are to fund working capital, investments and business expansion of PCTL. The proposed investments by PCTL into Paytm Singapore are to fund working capital, investments and business expansion of Paytm Singapore. 5. Brief details of any governmental or regulatory approvals required for the acquisition Not Applicable One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019
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6. Indicative time-period for completion of the acquisition Within next 12 months 7. Consideration - whether cash consideration or share swap or any other form and details of the same Cash consideration 8. Cost of acquisition and/or the price at which the shares are acquired Investment of upto INR 500,00,00,000/- (Indian Rupees Five Hundred Crore Only) in one or more tranches in instruments like equity shares, optionally convertible redeemable preference shares, etc at fair market value. Upto INR 500,00,00,000/- (Indian Rupees Five Hundred Crore Only), in equivalent foreign currency, in one or more tranches in equity shares at fair market value. 9. Percentage of shareholding / control acquired and/or number of shares acquired PCTL is a WOS of the Company. Post completion of the aforesaid investment, there will be no change in shareholding of the Company in PCTL and it shall continue to remain a wholly owned subsidiary of the Company. Paytm Singapore is a WOS of PCTL. Post completion of the aforesaid investment, there will be no change in shareholding of PCTL in Paytm Singapore and it shall continue to remain a wholly owned step-down subsidiary of the Company. 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) PCTL was incorporated on July 25, 2017. The principal business of PCTL is business of developing and providing services in the field of electronic, web based or related technology which includes trading of Electronic Data Capture (EDC), Point of Sale (POS) machines and Sound Boxes, developing fulfilment center for providing related services like warehousing, repair & refurbishment of these types of devices. Also to carry business of computer and information technology of all Paytm Singapore was incorporated on June 03, 2025. The principal business of Paytm Singapore is Payments and Financial services (apart from banking and Insurance), Information and technology support services. Paytm Singapore has its presence in Singapore. Turnover (in INR): FY 2025-26: Nil. One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019
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kinds of development of computer software, hardware, data processing and providing consultancy services, technical assistance in the field of information technology. PCTL has its presence in India. Turnover (in INR): FY 2025-26: 84,72,99,300; FY 2024-25: 12,43,61,880 and; FY 2023-24: 12,53,36,030. One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019
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Annexure III S. No. Particulars Details 1. Name of party for which such guarantees or indemnity or surety was given 1. Piramal Finance Limited (“Piramal”); 2. Kisetsu Saison Finance (India) Private Limited (“KSF”); 3. Vivriti Capital Ltd (“Vivriti”); 4. UGRO Capital Limited (“Ugro”) (hereinafter referred as “Lending Partners”). 2. Whether the promoter/ promoter group/ group companies have any interest in this transaction? If yes, nature of interest and details thereof and whether the same is done at “arm’s length” One 97 Communications Limited (“Company”) is a professionally managed company and does not have any identified promoter or promoter group. Group companies do not have any interest in this transaction. 3. Brief details of such guarantee or indemnity or becoming a surety viz. brief details of agreement entered (if any) including significant terms and conditions, including amount of guarantee The Company is inter alia in the business of helping lending partners distribute loans to customers. The Company earns revenue in the nature of sourcing fee and/or collection fees on such loans. Under the lender-ceiling cap as approved by the Board, the following are the details of the Default Loss Guarantee (“DLG”): ● Revised: Up to ₹ 150 crores (Indian Rupees One Hundred Fifty Crores) each for Piramal and KSF {increased from the earlier approved DLG limit of up to ₹ 90 crores (Indian Rupees Ninety Crores) each as disclosed on April 16, 2026 and June 04, 2026, respectively}. ● New: Up to ₹ 100 crores (Indian Rupees One Hundred Crores) each for Vivriti and Ugro. The Company had already disclosed DLG of up to ₹ 350 crores (Indian Rupees Three Hundred Fifty Crores) to SMFG India Credit Co. Ltd. on January 20, 2025 and to Muthoot Fincorp Limited of up to ₹ 90 crores (Indian Rupees Ninety Crores) on June 04, 2026. This guarantee will be provided in the form of Fixed Deposits or Bank Guarantee. One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019
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4. Impact of such guarantees or indemnity or surety on listed entity Financial guarantee expenses for amounts as disclosed in pt no.3 above. One 97 Communications Limited compliance.officer@paytm.com www.paytm.com Corporate Office - One Skymark, Tower-D, Plot No. H-10B, Sector-98, Noida-201304 T: +91120 4770770 F: +91120 4770771 CIN: L72200DL2000PLC108985 Registered Office - 136, First Floor, Devika Tower, Nehru Place, New Delhi-110019