Notes to Accounts of Enfuse Solutions Ltd.

Mar 31, 2025

xvi Provision, Contingent Liabilities & Contingent Assets

The Company recognizes a provision when there is a present obligation (legal or constructive) as a result of a past event
and It is probable that an outflow of resources embodying economics benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of the obligation.

Contingent liabilities are disclosed when there is a possible obligations that arising from past events, the existence of
which will be confirmed only by the occurrence or non occurrence of one or more uncertain future events not wholly
within the control of the Company or a present obligation that arises from past events where it is either not probable
that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be
made.

Contingent assets are neither recognized nor disclosed in the financial statements.

2.1 Terms/Rights attached to equity shares

The Company has one class of equity shares having a face value of Rs.10/-per share. Each shareholder is eligible for one vote per
share held. In the event of dividend proposed by the Board of Directors the same is subject to the approval of the shareholders in
the ensuing Annual General Meeting except in case of Interim dividend. In the event of liquidation, the equity shareholders are
eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their respective
shareholding.

2.2 The shareholders of the Company in Annual General Meeting (AGM) held on 13th October, 2023 inter-alia approved the increase in
Authorised Share Capital of the Company from Rs.10.00 Lakhs to Rs.1000.00 Lakhs divided into 1,00,00,000 equity shares of Rs.10/-
each. The Company has issued Bonus shares during the last financial year in the ratio of 650 : 1 (i.e. Six Hundred and Fifty bonus equity
share of Rs.10/- each for every one fully paid up Equity Share of Rs.10/- each) to the shareholders by capitalizing existing surplus in profit
and loss account amounting to Rs.650.00 Lakhs . Accordingly, 65,00,000 equity shares by way of bonus shares were issued and allotted
on 20th October, 2023.

Secured Loan Details

i) HDFC Bank - Overdraft Rs.300.00 Lakhs Sanctioned Limit

Security - Primary : Book debts, Directors personal guarantee, Government Guarantee under CGTSME.

Collateral - Ashmita Ascon 1202, Naya Nagar, Mira Road (E), Thane

Personal Guarantee by directors -Zaynulabedin Mira, Mohd Kamran Mohammed Shaikh, Imran Ansari, Rahul Gandhi.
Government Guarantee under CGTSME.

Rate of Interest - 9.00%

ii) State Bank of Mauritius - Overdraft

Security - 100% of the overdraft facility is secured against fixed deposits of Rs.500.00 lakhs (Previous year Rs. Nil)
Rate of Interest - 8.75% pa

Unsecured Loan Details

Inter Corporate Deposits:

ICD''s has been taken at the rate of Interest from 15% to 18% p.a with a tenure of repayment of less than 1 year.

6 Trade Pavables

31 Impairment of Asset :

In accordance with the accounting standard (AS -28) on "impairment of assets" the management during the year carried out an exercise
of identifying the assets that may have been impaired in respect of each cash generating unit in accordance with the said accounting
standard. On the basis of the review carried out by the management the assets there was no impairment loss of fixed assets during the
year ending 31st March, 2025.

32 Expenditure incurred on Corporate Social Responsibility (CSR) activities:

Gross amount required to be spent during the year is Rs.7.15 Lakhs (Previous year N.A)

Amount Spent during the year is Rs.Nil (Previous year N.A)

Unspent amount as at 31st March, 2025 Rs.7.15 Lakhs (Previous Year N.A)

33 Incorporation of wholly owned Foreign Subsidiary Company

During Financial year, the Company has incorporated a Wholly owned subsidiary, ENFUSE SOLUTIONS INC in USA on Dated:
25/09/2024. As of the balance sheet data, no bank account has been opened in USA and hence no capital infusion or remittance has
been made towards said entity.

34 Indian Subsidiary Company

During the year the Company has incorporated Indian Subsidiary Company in which the Company owned 80% of the
shareholding as at 31st March 2025. The said subsidiary company incorporated on 14th October, 2024. During the
period 14th October to 31st March, 2025 there were no transaction/operation in the said subsidiary company except
investment and preliminary expenses.

35 Consolidated Financial Statements

As stated in note no.33, the Company has incorporated wholly owned subsidiary company ENFUSE SOLUTIONS INC in
USA. As of the balance sheet data, no bank account has been opened in USA and hence no capital infusion or
remittance has been made towards said entity. Since there is no investment and there were no transactions
/operation in the said subsidiary, consolidated financial statement includes data only of the Company and its Indian
Subsidiary company.

36 Management Remuneration in excess of limit prescribed u/s.197 of the Companies Act, 2013

During the year, the Company has paid total managerial remuneration amounting to Rs. 186.64 Lakhs, comprising Remuneration of Rs.
167.04 Lakhs, Sitting fees of Rs.7.00 Lakhs, and Perquisite value of rent-free accommodation amounting to Rs. 12.60 Lakhs. The overall
limit of managerial remuneration, as prescribed under Section 197 of the Companies Act, 2013, is restricted to 11% of the net profit of
the Company, which for the year work out to Rs. 65.85 Lakhs. However, the remuneration paid during the year has exceeds the
statutory limit by Rs. 120.78 Lakhs. The remuneration to the Managing Director, Whole time directors and other directors has been
duly approved by the Board of Directors, after considering the professional qualifications and expertise of each director. The Company
is in the process of obtaining the requisite shareholders approval, of excess remuneration paid, at the ensuing General Meeting/Annual
General Meeting.

37 During the year Company has obtained Inter Coporate Deposit (ICD) of 375.00 lakhs as ICD for less than one year to make payments of
salaries and other day to day business expenses. The Company is also developing the internally generated software for its business
needs. The salaries and expenses incurred during the year relating to software developments have been capitalised according the
accounting standard and generally accepted accounting practice resulting into increase in Intangible assets. Management is hopeful
that in the next financial year, the Company will generate sufficient revenue and income and be able to make the payment of ICD and
there will not be any liquidity problem to the Company.

38 Audit Trail

The Company is using accounting software tally prime for maintaining its books of account, which did not have a feature of recording
audit trail (edit log) facility throughout the year for all relevant transactions recorded in the respective software. The Company is in
process to explore various accounting software options, comparing features and suitability for the business and having audit trail
features or to upgrade to present software.

The Company is maintaining Property Plant and Equipment Register in excel worksheet in which also features of audit trail (edit log)
facility not available.

41 Additional Disclosure Requirements

(i) Relationship With Struck off Companies:-

There are no transactions with the companies struck off under Sec. 248 of the companies Act, 2013 or Sec. 560 of the Companies Act,
1956 as such there is nothing to disclose.

(ii) Registration of Charges or Satisfaction With Registrar of Companies (ROC):-

The Company does not have any charge or satisfaction which is yet to be registered with ROC beyond the stipulated period except for
the detail mentioned below.

* The Loan was fully settled in May, 2023. The Company has submitted the required documents with the lender and submission of
documents to the ROC is pending from the lender''s side.

b) During the year, the Company has availed an OD facility amounting to Rs.500.00 lakhs, secured by a lien on FD of an equivalent amount.
No charge is required to be created on the said fixed deposits with the bank.

(iii) Compliance With Number of Layers of Companies

The Company is in compliance with clause (87) of section 2 of the Act read with Companies (Restriction on
number of Layers) Rules, 2017.

(iv) Utilization of Borrowed Funds and Share Premium

(A) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind
of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in
writing or otherwise) that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on

behalf of the Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(B) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall :

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on

behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(v) Title Deeds of Immovable Properties Held In Name Of The Company

Title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements are duly
executed in favour of the lessee) are held in the erstwhile name of the company Enfuse Solutions Private Limited. The Company is in
the process of to get name change on the title deed to Enfuse Solutions Limited.

(vi) Disclosure on Loans and Advances

The Company has not granted loans or advances in the nature of loans to promoters, directors, KMPs. However the Company has
advanced loan to one related party during the financial year which was received back during the year and there is no outstanding
balance as on 31st March, 2025.

(vii) Borrowings from banks or financial institutions on the security of current assets

The Company has utilised the borrowings from banks on the basis of security of current assets. The company has filed required
periodical statement which was generally are in agreement with the books of accounts. Details of variance amounts as per books of
account and amount reported in the quarterly statement filed with bank.

(viii) Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(ix) Disclosure of Benami Property

The Company does not have any Benami property, as such no proceeding under the Benami Transactions (Prohibition) Act, 1988 and
the Rules made thereunder has been initiated or pending against the Company for holding any Benami property.

(x) Wilful Defaulter

The Company has not been declared as Wilful Defaulter by any Bank or Financial Institution or other Lender.

(xi) Undisclosed Income

The Company does not have any transactions which are not recorded in the books of accounts that have been surrendered or disclosed
as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant
provisions of the Income Tax Act, 1961)

42 Previous year''s figures have been regrouped and reclassified wherever necessary to correspond with current year''s classification and
disclosure.

For and on behalf of the Board of

For R. R. Shah & Associates ENFUSE SOLUTIONS LIMITED

Chartered Accountants
Firm Regd. No.112007W

Kamran Lal Mohammed Shaikh Imran Yasin Ansari

(Saify I Hussain) (Director & CFO) (Managing Director)

Partner DIN:- 08569328 DIN:- 08569327

Membership No.102620
Place : Mumbai
Date:29th May, 2025

RAHUL MAHENDRA GANDHI Shubhra Maheshwari

(Director) (Company Secretary)

DIN:- 03494610 PAN:- AIBPM3248B

Place : Mumbai Date:29th May, 2025

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Mar 31, 2024

I. Relationship With Struck off Companies

The Company has not entererd into any transactions with strike off companies.

II. Registration of Charges or Satisfaction With Registrar of Companies (ROC)

There are no charges or satisfaction yet to be registered with ROC beyond the statutory period.

III. Compliance With Number of Layers of Companies

The Company is in compliance with clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

IV. Utilization of Borrowed Funds and Share Premium

(A) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(B) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall: -

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

V. Undisclosed Income

The Company has disclosed all its Income appropriately and in the ongoing Tax Assessments as well there has not been any such undisclosed income recognised by the relevant tax authorities.

VI. Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year

VII. Disclosure of Benami Property

The Company does not possess any benami property under the Benami Transactions (Prohibition) Act, 1985 and rules made thereunder

VIII. Disclosure of Borrowings

The Company has utilised the borrowings from banks and financial institutions for the specific purpose for which it was taken as at March 31, 2024.

IX. Wilful Defaulter

The Company has not been declared as Wilful Defaulter by any Bank or Financial Institution or other Lender.

X. Title Deeds of Immovable Properties Not Held In Name Of The Company

Title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) are held in the name of the company.

XI. Disclosure on Loans and Advances

The Company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment, to promoters, directors, KMPs and the related

parties (as defined under the Companies Act, 2013), either severally or jointly with any other person.

Note 2.2: During the financial year 2023-24, the Company, had completed the Initial Public Offering (IPO) of 23,37,600 Equity Shares of Face Value of Rs. 10 each for cash at a price of Rs.96/- per Equity Share aggregating to Rs. 2,244.10 Lakhs all comprising a Fresh Issue. The Equity Shares of the Company got listed on NSE Limited (BSE) on March 22, 2024.

Note 2.3: The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share.

Note 2.4: There is no fresh issue or buyback of shares during the year.

Note 2.5: The Company has only one class of equity shares. Each holder of equity shares is entitled to one vote per share.

Note 2.6: Company issued bonus on 30th October 2023, in 650:1 RATIO

*Company has issued Performance Bank Guarantee from HDFC Bank on 05/Sep/2023 to "Commissioner for co-operation and Registrar" of Rs.1,80,00,000

Further Performance Bank Guarantee from SBM Bank on 22/Nov/2023 to "Commissioner for Co-operation and Registrar" of Rs.142,65,000/-

*During the year, the loan was foreclosed; however, the bank mistakenly deducted EMI payments post-foreclosure. The recovery of these erroneous deductions is currently in process as of the balance sheet date.

2. Bank Overdraft taken from HDFC Bank Limited secured against Book Debt with charge of upto Rs 3,00,00,000/-.

Note no 25:

Previous Year Figures are regrouped, rearranged and reclassified to make it comparable with current year figure.