Interim report
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Unicommerce eSolutions Ltd. Registered Office: Mezzanine Floor, A-83, Okhla Industrial Area Phase-II, New Delhi 110020 India Corporate Office: M3M Urbana Business Park, Tower B, 9th Floor, Sector 67, Gurugram 122001, Haryana, India Tel +91-888 7790 22, email: contactus@unicommerce.com I Web: www.unicommerce.com CIN: L74140DL2012PLC230932 October 23, 2026 National Stock Exchange of India Ltd. BSE Limited Exchange Plaza, C – 1, Block G Phiroze Jeejeebhoy Towers, Bandra-Kurla Complex, Bandra (E), Dalal Street, Mumbai-400 051 Mumbai 400 001 Symbol: UNIECOM Scrip Code: 544227 Subject: Outcome of Board Meeting held on October 23, 2026 Dear Sir/Madam, Greetings from Unicommerce eSolutions Limited. We wish to inform you that pursuant to Regulations 30 and 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ SEBI Listing Regulations’) as amended, the Board of Directors of the Company (‘the Boar d’), at its Meeting held today, i.e., Friday, the 23rd day of October, 2026, has inter-alia:- 1. Approved the Audited Financial Results (Standalone and Consolidated) along with the Audit Reports of the Company for the quarter and half year ended 30th September, 2026. Copy of the said results along with the Audit Reports issued by the Statutory Auditors of the Company are enclosed herewith for your record. 2. Approved the appointment of Mr. Prankur Chaturvedi (Membership Number – A-38999) as the Company Secretary ( Key Managerial Personnel ) of the Company , with immediate effect i.e. October 23, 2026. The details under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with read with Para A o f Part A of Schedule III of the SEBI Listing Regulations and SEBI circular HO/49/14/14(7)2025 -CFD-POD2/I/3762/2026 dated January 30, 2026 are given in enclosed ‘Annexure- A’ herewith for your record. The same will be available on the website of the Compa ny at https://unicommerce.com/investor- relations/ The Board Meeting commenced at 04:15 P.M. and concluded at 4:45 P.M.
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Unicommerce eSolutions Ltd. Registered Office: Mezzanine Floor, A-83, Okhla Industrial Area Phase-II, New Delhi 110020 India Corporate Office: M3M Urbana Business Park, Tower B, 9th Floor, Sector 67, Gurugram 122001, Haryana, India Tel +91-888 7790 22, email: contactus@unicommerce.com I Web: www.unicommerce.com CIN: L74140DL2012PLC230932 Please take the aforementioned information in your record and oblige. Thanking you, For Unicommerce eSolutions Limited ___________ Kapil Makhija Managing Director and CEO DIN: 07916109 Encl.: as above
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Price Waterhouse Chartered Accountants LLP INDEPENDENT AUDITOR’S REPORT To The Board of Directors Unicommerce eSolutions Limited Mezzanine Floor, A-83 Okhla Industrial Area, Phase-1I, New Delhi 110020 Report on the Audit of the Standalone Financial Results Opinion 1. We have audited the accompanying standalone quarterly financial results of Unicommerce eSolutions Limited (hereinafter referred to as “the Company”) for the quarter ended September 30, 2026 and the year to date results for the period from April 01, 2026 to September 30, 2026, attached herewith, the Statement of Standalone Assets and Liabilities as on that date and the Statement of Standalone Cash Flows for the half-year ended on that date (the “Standalone Financial Results”) which are included in the accompanying ‘Statement of audited Ind AS standalone financial results for the quarter and half year ended September 30, 2026 (the Statement), being submitted by the company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “Listing Regulations, 2015"). 2. In our opinion and to the best of our information and according to the explanations given to us, the Standalone Financial Results: @) are presented in accordance with the requirements of Regulation 33 of the Listing Regulations, 2015 in this regard; and (i) give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information for the quarter ended September 30, 2026 as well as the year to date results for the period from April 01, 2026 to September 30, 2026 and also the Statement of Standalone Assets and Liabilities as at September 30, 2026 and the Statement of Standalone Cash Flows for the half-year ended on that date. Basis for Opinion 3. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (the Act). Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Standalone Financial Results’ section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Price Waterhouse Chartered Accountants LLP, Building No. 8, 8th Floor, Tower - B, DLF Cyber City, Gurugram - 122 002 T: +91 (124) 6169910 Registered office and Head office: 11-A, Vishnu Digamber Marg, Sucheta Bhawan, New Deihi - 110002 Price Waterhouse (a Partnership Firm) converted into Price Waterhouse Chartered Accountants LLP (a Limited Liability Partnership with LLP identity no: LLPIN AAC-5001) with effect from July 25, 2014. Post its conversion to Price Waterhouse Chartered Accountants LLP, its ICAI registration number is 012754N/NS00016 (ICAI registration number before conversion was 012754N)
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INDEPENDENT AUDITOR’S REPORT To the Members of Unicommerce eSolutions Limited Report on the Audit of the Standalone Financial Results Page 20f3 Management’s Responsibilities for the Standalone Financial Results 4. These quarterly Standalone Financial Results as well as the year to date Standalone Financial Results have been prepared on the basis of the interim financial statements. The Company’s Board of Directors are responsible for the preparation of these Standalone Financial Results that give a true and fair view of the net profit and other comprehensive income and other financial information , the Statement of Standalone Assets and Liabilities and the Statement of Standalone Cash Flows in accordance with the recognition and measurement principles laid down in Indian Accounting Standard (Ind AS) 34, ‘Interim Financial Reporting’ prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations, 2015. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Results that give a true and fair view and are free from material misstatement, whether due to fraud or error. 5. In preparing the Standalone Financial Results, the Board of Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. 6. The Board of Directors are also responsible for overseeing the Company’s financial reporting process. Auditor’s Responsibilities for the Audit of the Standalone Financial Results 7. Our objectives are to obtain reasonable assurance about whether the Standalone Financial Results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but s not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Results. 8. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also: o Identify and assess the risks of material misstatement of the Standalone Financial Results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. o Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. o Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
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INDEPENDENT AUDITOR’S REPORT To the Members of Unicommerce eSolutions Limited Report on the Audit of the Standalone Financial Results Page 30f 3 Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the Standalone Financial Results, including the disclosures, and whether the Standalone Financial Results represent the underlying transactions and events in a manner that achieves fair presentation. 9. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 10. We also provide those charged with governance with an annual statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. For Price Waterhouse Chartered Accountants LLP Firm Registration Number: 012745N/N500016 Amit Peswani Partner Membership Number 501213 UDIN: 26501213BWVSDA9004 Place: Gurugram Date: October 23, 2026
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Statement of sudited Tnd AS (CIN: L74140DL2012PLC230932) Red. Offic: Merzanine Floor, 43, Okbla Industrial Ares, Phase 11 New Delhi - 110020 ree eSotuions Limited dakone financial results for the quarer and Balf year ended September 30, 2026 (1 R, milion except per share data) s Forthe quarierended Vor e quier ended For o hall ear ended For he il yeurended o the year ended eans September 30, 2026 June 30, 2036 Scptember 30,2026 September 30, 2025 Mareh 31,2026 e i) e i) Ruiiied) Revenue Tom contact wih cvtoms a0 R 20654 Tam iR o6 Orher come = 1471 10 Gt 1330 351 Total income ) sl 2603 30 ETATY [FIET) Expennes Eiployes benefis expense 1586 o e w10 204 57 Servr osting expense o 1o nat 2508 1974 an Fianwe s 116 [ 10 23 28 536 Depreciation sl smotisation expense s 576 S0 1136 951 1977 Other expenses o 6409 a1 75 46 12 ) 27100 Tota expense (1) EYEYT) I T e FIEeTy T Profit beforeta (111 = L1 130 9360 W a0 s 360 Cuent tax nw un 209 wi W Adjustment of s relating toceir peiods g L 2 = 68 Defored e chargocrod) Lo W I ¥ ass o1 Tncome tax expense (1Y) Xy w0 e Toas T war Profifo the perldyear (V = 111V [Ty T o [FX FIiET) Other comprehensve ncome e mot 1 be rechssfed 0 proft o oss in subseqvent periodiear: Remeasurment ainloss) o deind bt plans 016 am om e am 103 [ w04) 070 004 066 02 ©0) Other comprehensive ncome for the perodscar,net of tas (V1) T yey oy s o, (52l “Total comprehensive income for the periodyear,ne of tas (VI = VaV) [0 [GE] (a5} T IFEALl Pastup ety shore cpia scminl v of s Re 1] 2w nn Y e 1w aber Bty 234 Eaming pr iy shars[asina vlusof shore s K. 1 cach] (ot st for e peiod) Bk caming per oty st | 1 Ks. | 0 059 056 I m 251 il comings p ity s s | ass 030 0% ¥ o 200
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Unicommerce eSolutions Limited (CIN: L74140DL2012PLC230932) Regd. Office: Mezzanine Floor, A-83, Ohla Industrial Area, Phase I1, New Delhi - 110020, Statement of standalone assets & liabilities (In Rs. millions except per share data) Particulars Ay Atal September 30, 2026] March 31, 2026| (hudited) udited) x s Non-current assets Propery, plant and cquipment 1140 1153 Right-ofuse assets 5030 5804 Tntangible assets 1611 1731 Financial ussets Investments 163388 163694 Other financial assets 7759 31611 Deferred tax assets (net) 1978 2035 Total Non-Current Assets TH11.06 706028 Current assets Financialasscts Investnents 9510 31187 Trade recsivables 6248 6015 Cash and cash equivalent 1358 1901 Bank balances other than cash and cash equivalent 3050 3050 Other financial assets s44.02 10958 Other current assets 3336 3287 Total Current Assets 107901 572,98 Total assets 25007 265316 B | EQUITY AND LIABILITIES Equity Equity share capital 123 11238 Other Equity 231774 212134 Total equity 24302 223972 Liabilites Nor-Current liabilitics Financial Liabilies Lease labiliics 4095 821 Provisions 2788 29 Total Non-Current liabilites 6883 7214 Current liabiliies Financial Liabilties Lease lisbilics [P 1220 Trade and other payables ~ otal utstanding dues of micto and simall eterprises 070 060 total utstanding dues other than micro and small enterprises 10873 8851 Other financil libilties 2986 asi Provisions 1931 1501 Other current liabilties 159.65 12767 Current tax lisbilies (nct) 5014 3490 Total Current labilties L1 140 Total la 59,95 39354 Total equity and libilities 59007 633,26
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Unicommerce eSolutions Limited (CIN: L74140D1.2012PLC230932) Regd. Office: Mezzanine Floor, 83, Okhla Industrial Area, Phase [T, New Delhi - 110020, Statement of standalone cash flows (In Rs. millions except per share data) Particulars For the half year ended] For the half year ended September 30, 2026 September 30, 2025| (Audited)| (Audited)| Cash flow from operafing activitics Profic before tax for the period 204.90 17173 Adjustment to reconcile profit before tax for the period to net cash flows: Depreciation of property, plant and equipment 262 207 | Amortisation of Intangible assets 120 = Depreciation of right of use of assets 7.74 747 (Gainyloss on sale of property, plant and equipment (0.10), (0.01) Share-based payment expense 4187 26.70 Loss allowance on financials assets 265 - Finance Costs - Interest on lease liability 239 289 Income on financial instruments at fair value through fair value profit and loss (10.27) (4.88) Unwinding of discount on financial assets at amortised cost (0.25) 0.07) Interest income on bank deposits (16 82)] (6.56) Loss on Modification of lease liability - 1.80 Gain on sale of investments (047) (052) Operating profits before working capital changes 235.46 200.62 Waorking capital adjustments: Increase/(decrease) in trade payables and other payables 2032 20,05 Increase/(decrease) in provisions 564 (12.00) Increase/(decrease) in other liabilities and other financial liabilitics 2552 475 Decrease/(increase) in trade receivables 402 39.81 Decrease!(increasc) in other assets and other financial assets (2.94) 23.00 Cash generated from operations 288.02 27623 Income taxes paid (net of refund) (26.87) (36.65) Cash flow from operating activities () 261.15 239.58 Cash flow from investing acti Purchase of property, plant and equipment (8.78) (4.23) Proceeds from sale of property, plant and equipment 0.17 001 Investment in bank deposits (176.40)| (20.82) Investment in mutual fund (80.00) (219.98) Redemption of mutual fund 7.50 20,00 Interest received on bank deposits 0.02 003 Cash used in investing activities (B) (257.49) (233.99), Cash flow from financing activ |Proceeds from issue of equity shares. - 0.01 Payment of principal portion of lease liabilities (673) ©.15) Payment of interest portion of lease liabilitics (2.39) (2.90) Cash used in financing activities (C) 0.12) ©.04) Net increase/(decrease) in cash and cash equivalents (A+B+C) (5.46) (3.45) (Cash and cash equivalents at the beginning of the period 19.01 2303 Cash and cash equivalents at the end of the period 13.55 19.58 (Components of cash and cash equivalents: Balances with banks. on current account 6.05 19.58 - deposits with original maturity for less than 3 months 750 3 | Total cash and cash equivalents 13.55 19.58 Non-cash financing and investing activities Partial settlement of a purchase consideration through the issue of shares 2} 939.97
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Unicommerce eSolutions Limited (CIN: L74140D12012PLC230932) Regd. Office: Mezzanine Floor, A-83, Okhla Industrial Area, Phase I1, New Delhi - 110020, Notes to statement of audited Ind AS standalone financial results for the quarter and half year ended September 30, 2026 The above audited Ind AS standalone financial results for the quarter and half year ended September 30, 2026 have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section 133 of Companies Act, 2013 (the Act) read with the Companies (Indian Accounting Standards) Rules, 2015 (s amended from time to time) issued by Ministry of Corporate affairs and reviewed by the Audit Committee and then approved by the Board of Directors of the Company in their respective meetings held on October 23, 2026 The Chief Executive officer (Chief Operating Decision Maker “CODM”) primarily focuses on software and platform service relating to supply chain management across geographies which are reported in the monthly financial information for making the decisions on operating matters. Accordingly, the Company operates only in one reportable segment i e providing solutions related to supply chain management During the year ended March 31, 2026, the Company had recognised a provision of Rs. 1.50 million towards additional remuneration payable to the Independent Directors, in accordance with the provisions of Section 197 of the Companies Act, 2013, read with Schedule V thercto. During the quarter ended September 30, 2026, the aforesaid provision was reversed, based on the recommendation of the Nomination and Remuneration Committee which superseded the earlier resolution passed by the Board of directors The results for the quarter and half year ended September 30, 2026 are available on the company website (URL: https://wwiw.unicommerce.com), Bombay Stock Exchange of India Limited website (URL:www.bseindia com/corporates) and the National Stock Exchange of India Limited website (URL hitps://wwwnseindia com/corporates) For Unicommerce eSolutions Limited CIN: L74140D1.2012PLC230932 b Kapil Makhija Managing Director & CEQ (DIN: 07916109) Place of Signature: Gurugram Date: October 23, 2026
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Price Waterhouse Chartered Accountants LLP INDEPENDENT AUDITOR’S REPORT To The Board of Directors Unicommerce eSolutions Limited Mezzanine Floor, A-83 Okhla Industrial Area, Phase-II, New Delhi 110020 Report on the Audit of the Consolidated Financial Results Opinion 1. We have audited the accompanying Statement of Consolidated Financial Results of Unicommerce eSolutions Limited (hereinafter referred to as the “Holding Company”) and its subsidiary (holding company and its subsidiary together referred to as “the Group”), (Refer note 2 to the Statement) for the quarter ended September 30, 2026 and for the period from April 01, 2026 to September 30, 2026 , the Statement of Consolidated Assets and Liabilities as on that date and the Statement of Consolidated Cash Flows for the half-year ended on that date (the “Consolidated Financial Results”) which are included in the accompanying ‘Statement of audited Ind AS consolidated financial results for the quarter and half year ended September 30, 2026’ (“the Statement”), being submitted by the holding company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “Listing Regulations, 2015”). 2. In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the report of the other auditor on separate financial information of subsidiary, the Statement: a.includes the results of the following entities: i. Unicommerce eSolutions Limited (“Holding Company”) ii. Shipway Technology Private Limited (“Subsidiary”) b. is presented in accordance with the requirements of Regulation 33 of the Listing Regulations, 2015 as amended; and c. gives a true and fair view, in conformity with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013, and other accounting principles generally accepted in India, of consolidated total comprehensive income (comprising of net profit and other comprehensive income) and other financial information of the Group for the quarter ended September 30, 2026 and for the period from April 01, 2026 to September 30, 2026 and also the Statement of Consolidated Assets and Liabilities as at September 30, 2026 and the Statement of Consolidated Cash Flows for the half-year ended on that date. Price Waterhouse Chartered Accountants LLP, Building No. 8, 8th Floor, Tower - B, DLF Cyber City, Gurugram - 122 002 T: +91 (124) 6169910 Registered office and Head office: 11-A, Vishnu Digamber Marg, Sucheta Bhawan, New Dl - 110002 Price Waterhouse (a Partnership Firm) converted into Price Waterhouse Chartered Accountants LLP (a Limited Liability Partnership with LLP identity no: LLPIN ARG-5001) vith effect from July 25, 2014, Post its conversion to Price Waterhouse Chartered Accountants LLP, ts ICAI registration number is 012754N/NS00016 (ICAI registration number before conversion was 012754N)
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INDEPENDENT AUDITOR’S REPORT To the Members of Unicommerce eSolutions Limited Report on the Audit of the Consolidated Financial Results Page20f 4 Basis for Opinion 3 We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (the Act). Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Consolidated Financial Results’ section of our report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditor in terms of their report referred to in sub-paragraph 12 of the ‘Other Matter’ section below, is sufficient and appropriate to provide a basis for our opinion. Management’s Responsibilities for the Consolidated Financial Results 4. These quarterly Consolidated Financial Results as well as the year to date Consolidated Financial Results have been prepared on the basis of the interim consolidated financial statements. The Holding Company’s Board of Directors are responsible for the preparation and presentation of these Consolidated Financial Results that give a true and fair view of the net profit and other comprehensive income and other financial information, the Statement of Consolidated Assets and Liabilities and the Statement of Consolidated Cash Flows of the Group in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, ‘Interim Financial Reporting’ prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations, 2015. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Consolidated Financial Results by the Directors of the Holding Company, as aforesaid. In preparing the Consolidated Financial Results, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. The respective Board of Directors of the companies included in the Group are responsible for overseeing the financial reporting process of the Group. Auditor’s Responsibilities for the Audit of the Consolidated Financial Results 7 Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Results as a whole are free from material misstatement, whether due to fraud or error, and issue an auditor’s report that includes our opinion. Reasonable assurance is a high level assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Results.
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INDEPENDENT AUDITOR'S REPORT To the Members of Unicommerce eSolutions Limited Report on the Audit of the Consolidated Financial Results Page 30f 4 8. 10. 11. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the Consolidated Financial Results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors. Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Consolidated Financial Results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as going concern. Evaluate the overall presentation, structure and content of the Consolidated Financial Results, including the disclosures, and whether the Consolidated Financial Results represent the underlying transactions and events in a manner that achieves fair presentation. Obtain sufficient appropriate audit evidence regarding the financial results of the entities within the Group to express an opinion on the Consolidated Financial Results. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Consolidated Financial Results of which we are the independent auditors. For the other entities included in the Consolidated Financial Results, which has been audited by other auditor, such other auditor remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. We communicate with those charged with governance of the Holding Company, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with an annual statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the Listing Regulations, 2015 as amended, to the extent applicable.
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INDEPENDENT AUDITOR'S REPORT To the Members of Unicommerce eSolutions Limited Report on the Audit of the Consolidated Financial Results Page 4 of 4 Other Matter 12. We did not audit the interim financial information of one subsidiary included in the Consolidated Financial Results, whose interim financial information reflect total assets of Rs. 368.14 million as at September 30, 2026, total revenues of Rs. 251.38 million and Rs. 452.25 million, total net loss after tax of Rs. 10.73 million and Rs. 26.44 million, and total comprehensive income of Rs. (10.59) million and Rs. (26.79) million for the quarter ended September 30, 2026 and for the period from April o1, 2026 to September 30, 2026 respectively, and cash outflows (net) of Rs. 18.82 million for the period from April 01, 2026 to September 30, 2026, as considered in the Consolidated Financial Results. These financial information have been audited by other auditor whose report have been furnished to us by the Management and our opinion on the Consolidated Financial Results, in so far as it relates to the amounts and disclosures included in respect of this subsidiary, is based solely on the reports of the other auditor who issued their unmodified opinion vide their report dated October 22, 2026 and the procedures performed by us as stated in paragraph 3 above. Our opinion on the Statement is not modified in respect of the above matter. For Price Waterhouse Chartered Accountants LLP Firm Registration Number: 012754N / N500016 e Partner Membership Number: 501213 UDIN: 26501213PBDDGV4849 Place: Gurugram Date: October 23, 2026
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Unicommerse eSolatons Limited (CIN: L74140DL 201201 C230932) Regd. Offic: Mezzanine Floor, A-83, Okbla Idustial Area, Phase 11, New Delhi - 110020 Statement of auditd Ind AS conslidutd fnsncial resul for he quarter and halfyear ended Septemier 30,2026 (R, million except per share data) R o the quarter cnded For he quarier ended For the quarier ended T the WA your vnded For e WAl year ended - For the y Seplember 30, 2026 June 30,2026 ember 30,2025 September 30,2026 September 30, 2025 March 31, 2026 Thwdited) hwdied) i) udited) Rudited) Revense um conrac wilh cusoners £ B TIo 33 0% Oer o 153 852 002 1651 1084 ot income (1) i S REEED) 137 FITTREY Expenses Employee besefs expense 0904 w612 16938 41516 68555 Server hostng expense 10 7 ns 088 70 Finaacs costs 192 21 19 an 781 Deprciation e amotisation espense 24 2109 001 236 950 [ — 2674 2510 2050 siim sisey Totu expense (1) GT¥i2 7T FreeTy Loty s Profitbefore tax (111 = L11) man s T8 nn mn Cumen 2% un 09 w47 Adjustinen of s elaing o s peros 3 < - = 368 [N T— ais asan 035 370 6191 550 Income tas expemse (V) g o) w07 1536 2 [0 Pt for the peradyear V = 111Y) 5 W T} o 5071 TS Other comprehensiv income Hem mot 10 be rechsuled 0 roft o s in subscquent periodyear: Remeasurement sin(hoss) o deined bt plans on am 0o s aom 40 come oy eflet o 070 0 066 0 ©26) Other comprehensve ncome for the periodyear,net of tax (V1) ¥l o) ) @y o oy “Total comprebensive incame or the periodyear, net ofta (V11 = V+V) [3AE3 EIA} ik} T3 3 0351 Pt for the perod atribur Equily boden of paret a9 678 Y s %062 245k Nowontoling et @t W BT} T et I Other comprehensve ncomel(os) et of s aterbutable o Equiy holdesof parent. on asn o m om 066 Non-controlling st & 3 i wol) 037 s 0] [} 018 [0} Total comprehensive income for the period/ycar,ne of tax Equity holders of poret 6418 i 5178 1083 9585 mn Non-controling st s g 3 s A EIN) A 5% 393 051 [rTp——— 2w 2w 1y 2w wn 23 Other Equity 18173 Eamings por ity shae nominal vl ofshare 1 Re | cach] (not s fo quarer e s cumings pe ity share | Rs | ase 0w 051 0% ™ 179 Do aringsper cquiy shar In R | 054 03 050 0% 085 [k
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Regd. Office: Mez; Unicommerce eSolutions Limited (© 74140D1.2012PLC230932) ine Floor, A-83, Okhla Industrial Area, Phase I1, New Delhi - 110020. Statement of consolidated assets & liabilities (In Rs. millions except per share data) Particulars heid] it September 30, 2026| March 31,2026 (Audited) (Audited) ASSETS Non-current assets Property, plant and equipment 25.86 1522 Right-of-use assels 7939 9138 Goodwill 1,172.10 1L,172.10 Intangible assets 33853 363 62 Financial assets Other financial asscts 7759 31623 Deferred tax assets 1978 2035 Total Non-Current Assets 1,713.25 1,978.90 Current assets Investments 395.10 31187 Trade receivables 13598 109.92 Cash and cash equivalent 14.66 35.96 Bank balances other than cash and cash equivalent 31.50 31,50 Other financial assets 592.07 198 56 Other current assets 6113 59.18 Total Current Assets 123044 746.99 Total assets 2.943.69 2,725.89 EQUITY AND LIABILITIES Equity Equity share capital 1238 11238 Other Equity 1,966.52 181734 Total equity 2,078.90 1,929.72 Liabilities Non-Current liab Financial Liabilities Lease liabilities 6445 7573 Provisions 3591 3007 Deferred tax liabilities 3373 7372 ‘Total Non-Current liabilities 134.09 17952 Current liabilit Financial Liabilities Borrowings 298 - Lease liabilities 1978 1896 Trade and other payables - total outstanding dues of micro and small enterprises 0.70 060 - total outstanding dues other than micro and small 306.03 249.79 enterprises Other financial liabilities 107.12 12741 Provisions 2320 1677 Current tax liabilities (net) 54.19 3183 Other current liabilities 21670 17129 Total Current liabil 730.70 61665 Total liabilities 864.79 796.17 Total equity and lia 2943.69 2,725.89
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Unicommerce eSolutions Limited (CIN: L74140D1.2012PLC230932) Regd. Office: Mezzanine Floor, A-83, Okhla Industrial Are, Phase 11, New Delhi - 110020, Statement of consolidated cash flows (In Rs. millions except per share data) Particulars For the half year ended| For the half year ended| September 30, 2026 September 30, 2025/ (Audited) (Audited) Profit before tax for the period 12402 12945 [Adjustment to reconcile profit before tax for the period to net cash flows: Depreciation of property, plant and equipment 548 3.1 [Amortisation of Intangible assets 25.09 4642 Depreciation of right of use of assets 1199 9712 (Gainy/loss on sale of property, plant and equipment (0.10) (©.01) Share-based payment expense 4082 3349 Loss allowance on financials assets 19.16 - Finance Costs - Interest on lease liability 374 345 nance Costs - Interest on bank overdraft 030 005 Income on financial instruments at fair value through fair value profit and loss (1027)} (4.88) Unwinding of discount on financial assets at amortised cost (025) (©.07) Interest income on bank deposits (18.92) (10.02)| Loss on modification of lease liability - 180 Gain on sale of investments 0.48) (©.52) (Operating profits before working capital changes 20058 212,00 Working capital adjustments: Increase/(decrease) in trade payables and other payables 56.35 68.68 Increase/(decrease) in provisions 930 (11.65)| Increase/(decrease) in other liabilities and other financial liabilities 3136 36.00 Decrease/(increase) in trade receivables (4521) 3801 Decrease/(increase) in other assets and other financial assets 1617 (180) (Cash generated from operations 26855 33524 Income taxes paid (net of refund) 29.76)| (38.55) Cash flow from operating activities (A) 23879 296.69 Cash flow from investing activities Purchase of property. plant and equipment (2244)| (“.69) Proceeds from sale of property, plant and equipment 019 - (Capital work in progress - (15.00) Investment in bank deposits 17732) (3892)| Redemption of bank deposits 20,00 15.00 Investment in mutual fund (79.98) (220.00) [Redemption of mutual fund 750 20,00 Interest received on bank deposits 348 348 Cash used in investing activities (B) (248.57)] (240.13) | Cash flow fr activities [Proceeds from issue of equity shares - 001 nterest paid on bank overdraft (030) (0.05) Payment of principal portion of lease liabilities (10.46) (8.17) [Payment of interest portion of lease liabilitics (374) (.45) Cash used in financing activities (C) (14.50) (1.66) [Net increase/(decrease) in cash and cash equivalents (A+B+C) @418)] 4490 Cash and cash equivalents at the beginning of the period 3596 19.72 Cash and cash equivalents at the end of the period 1168 64.62 Components of cash and cash equivalents: Balances with banks - on current account 716 64.62 - deposits with original maturity for less than 3 months 7.50 & Less: Bank overdraft 298) E [Total cash and cash equivalents 1168 64.62 Non-cash financing and investing actiy > [Partial settlement of a purchase consideration through the issue of shares PR 93997
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Unicommerce eSolutions Limited (CIN: L74140DL2012PLC230932) Regd. Office: Mezzanine Floor, A-83, Okhla Industrial Area, Phase IL, New Delhi - 110020, Notes to statement of audited Ind AS consolidated financial results for the quarter and half year ended September 30, 2026 The above audited Ind AS consolidated financial reults for the quarter and half year ended September 30, 2026 have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section 133 of Companics Act, 2013 (the Act) read with the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) issued by Minisiry of Corporate affars and reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on October 23, 2026 The consolidated financial results includes results of the following entities, together referred as "Group" Name of the Entity The consolidated financial results includes results of the | Consolidated as following entities, together referred as "Group"': Unicommerce eSolutions Limited (the Company') 3 [Parent Company [Shipway Technology Private Limited Too% Subsidiary. The Chief Exceive officer (Chief Operating Decision Maker) primarily focuses on software and platform service rlaing to supply chain management across gecgraphies which ae reported i the monthly financial information for making the decisions on operating matters. Accordingly, the group operates only in one reportable segment 1 providing solutions related to supply chain management During the year ended March 31, 2026, the Company had recognised a provision of Rs. 1.50 millon towards additional remuneration payable to the Independent Dircctors, in accordance with the provisions of Section 197 of the Companies Act, 2013, read with Schedule V' thereto. During the quarter ended September 30, 2026, the aforesaid provision was reversed, based on the recommendation of the Nomination and Remuneration Committce which superseded the earlier resolution passed by the Board of directors The resulis for the quarter and half year ended September 30, 2026 are avalable on the company website (URL: hitps://wwnw.unicommerce.com), Bombay Stock Exchange of India Limited website (URL wyw beindia com/corporates) and the National Stock Exchange of India Limited website (URL: htps/www nseindia com/corporates) For Unicommerce eSolutions Limited CIN: U74140DL2012PLC230032 Kapil Makhij Managing Director & CEQ (DIN. 07916109) Place of Signature: Gurugram Date - October 23, 2026
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Unicommerce eSolutions Ltd. Registered Office: Mezzanine Floor, A-83, Okhla Industrial Area Phase-II, New Delhi 110020 India Corporate Office: M3M Urbana Business Park, Tower B, 9th Floor, Sector 67, Gurugram 122001, Haryana, India Tel +91-888 7790 22, email: contactus@unicommerce.com I Web: www.unicommerce.com CIN: L74140DL2012PLC230932 Annexure – A Detailed Disclosure as per Regulation 30 read with Para A of Part A of Schedule III of the SEBI Listing Regulations and SEBI circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 1. Reason for change viz. appointment, re appointment, resignation, removal, death or otherwise Appointment of Mr. Prankur Chat urvedi, a qualified Company Secretary (Membership no. A - 38999) on the position of the Company Secretary of the Company. 2. Date of appointment /re appointment/cessation (as applicable) & term of appointment/re appointment Appointed as the Company Secretary with effect from October 23, 2026. Term of appointment – Not Applicable 3. Brief profile (in case of appointment) Prankur Chaturvedi is an accomplished legal professional and qualified Company Secretary with around 13 ye ars of extensive experience across highly regulated offline and online consumer businesses. He currently serves as the General Counsel at Unicommerce eSolutions Limited (since September 1, 2023), where he also sits on the board of its wholly -owned subsidia ry, Shipway Technology Private Limited, as a nominee director representing Unicommerce. A law graduate from Campus Law Centre, University of Delhi, Prankur brings deep impact from his tenure within the AceVector Group (formerly Snapdeal Limited), alongside a distinguished career featuring key roles at marquee MNCs and Indian corporates such as Abbott Healthcare, Cipla Limited, Johnson & Johnson, and OYO Group. Throughout his career, he has developed core expertise in corporate governance, regulatory compliance, litigation management, and complex commercial agreements spanning cross -functional business models and strategic partnerships. Prankur has consistently functioned as a trusted board advisor and legal strategist, playing a pivotal role in major capital market transactions, including the IPOs of both Unicommerce eSolutions Limited and AceVector Limited, while steering crucial corporate developments such as secondary transactions and the acquisition of Shipway Technology Private Limited. Recognized for his leadership and industry excellence, his accolades include Legal Era's "40
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Unicommerce eSolutions Ltd. Registered Office: Mezzanine Floor, A-83, Okhla Industrial Area Phase-II, New Delhi 110020 India Corporate Office: M3M Urbana Business Park, Tower B, 9th Floor, Sector 67, Gurugram 122001, Haryana, India Tel +91-888 7790 22, email: contactus@unicommerce.com I Web: www.unicommerce.com CIN: L74140DL2012PLC230932 Under 40" (2019) and "Emerging Compliance Lawyer of the Year" (2020), as well as the Indian Corporate Counsel Association's "Young Star, Ecommerce" award (2019). 4. Disclosure of relationships between directors (in case of appointment of a director) Mr. Prankur Chaturvedi is not related to any other Director on the Board of the Company.