FLEXIROAM LIMITED

FlexiRoam Limited ABN 27 143 777 397 and its Controlled Entities

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APPENDIX 4E

RESULTS FOR ANNOUNCEMENT TO THE MARKET

	% INCREASE / (DECREASE)	YEAR ENDED 30 JUN 2025 $	YEAR ENDED 30 JUN 2024 (restated)1 $
Revenue from ordinary activities	(8.6%)	13,576,602	14,851,962
Loss after tax from ordinary activities attributable to members	34.8%	(1,997,795)	(1,481,802)
Net loss for the period attributable to members	34.8%	(1,997,795)	(1,481,802)

1 The comparative figures for the year ended 30 June 2024 have been restated. Refer to Note 23 of the accompanying Financial Report for a detailed reconciliation and explanation of the prior year adjustment .

DIVIDEND INFORMATION

No dividends have been paid or declared by the Company since the beginning of the current reporting period. No dividends were paid for the previous reporting period.

NET TANGIBLE ASSET BACKING PER ORDINARY SHARE

	ISSUED CAPITAL (NUMBER)	CENTS
Net tangible asset backing per ordinary share – previous reporting period (restated)	738,723,419	(0.72)
Net tangible asset backing per ordinary share – current reporting period	1,516,718,010	(0.08)

Commentary on results for the period

The financial results for the year ended 30 June 2025 reflect a significant in-year turnaround following a change in CEO in December 2024.

H1 FY25 Performance : The first half was characterized by a high, unsustainable cost base, resulting in an

EBITDA loss of ($0.9M) and a Net Loss After Tax (NPAT) of ($2.1M).

H2 FY25 Performance : In the second half, the Company implemented a disciplined operational reset, reducing operating expenses by 53%. This resulted in a positive EBITDA of $1.5M and a positive NPAT of $0.1M.

The full-year results, including the (8.6%) decline in revenue, reflect this strategic shift, which involved exiting lower-margin channels to improve earnings quality and establish a profitable foundation for FY26.

Additional Appendix 4E disclosures can be found in the Notes to the FlexiRoam Limited Financial Report for the year ended 30 June 2025 and Results lodged with the ASX on 29th August 2025.

Cash Position

The Company’s cash position at 30 June 2025 was $1.6 million. Subsequent to the reporting period, this balance increased to $2.8 million as at 31 July 2025, reflecting strong operating cash flows (refer to Q4 FY25 Update released to ASX on 31 July 2025). Further details are provided in the Significant Events After Balance Date note in the accompanying Annual Report.

Additional Appendix 4E disclosures can be found in the Notes to the FlexiRoam Limited Financial Report for the year ended 30 June 2025 and Results lodged with the ASX on 29th August 2025.

ANNUAL REPORT 2025

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Consolidated Annual Financial Report for the Year Ended 30 June 2025

FlexiRoam Limited and Its Controlled Entities ACN 143 777 397

MESSAGE FOR SHAREHOLDERS FROM CEO	1
DIRECTORS’ REPORT	2
AUDITOR’S INDEPENDENCE DECLARATION	17
CONSOLIDATED STATEMENT OF PROFIT OR LOSS	18
AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF FINANCIAL POSITION	19
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY	20
CONSOLIDATED STATEMENT OF CASH FLOWS	21
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS	22
CONSOLIDATED ENTITY DISCLOSURE STATEMENT DIRECTORS’ DECLARATION INDEPENDENT AUDITOR’S REPORT ASX INFORMATION CORPORATE INFORMATION	50 51 52 56 62

MESSAGE FOR SHAREHOLDERS FROM CEO

Dear Shareholders,

FY25 was a year of two distinct halves, marking a pivotal turning point for FlexiRoam. I became CEO in December 2024, at the start of the second half of our financial year, and it was immediately clear that the Company’s operating model and cost base were not sustainable. In the second half of the year, we reset the business - simplifying how we work, focusing on higher-quality revenue, and enforcing strict cost and cash discipline.

The results of this turnaround are unambiguous. In just six months, we transformed the Company’s financial trajectory:

EBITDA swung from a ($925k) loss in the first half to a $1.5 million profit in the second.
Net Profit After Tax (NPAT) moved from a ($2.1) million loss in H1 to a $125k profit in H2.
Operating Expenses were reduced by 53% , from $5.1 million in H1 to $2.4 million in H2.

This was achieved by simplifying our operating model, removing non-core spend, and refocusing on our core brand partnership strategy - the key driver of our Travel segment - building recurring, scalable, and higher-margin revenue by embedding our connectivity into our partners' customer journeys. The lower revenue in the second half was a deliberate and necessary consequence of exiting unprofitable channels to improve the quality of our earnings. We now have a stronger foundation, a clear execution cadence, and a disciplined focus on delivering profitable and sustainable growth.

Looking ahead to FY26, our priorities are clear and disciplined. We will protect our positive EBITDA while scaling our partner programs across airlines, banks, insurance, and loyalty sectors. A key enabler of this growth will be the launch of our simpler, AI-assisted connectivity platform in Q2. This technology will not only make it easier for travelers to discover, activate, and manage their data, but will also provide our brand partners with powerful new tools to intelligently integrate these connectivity benefits into their own digital experiences.

FY25 should be viewed as a reset: a difficult first half followed by a disciplined and successful second-half recovery. We have established a strong operational and financial base for future growth. Our closing cash balance at 30 June was $1.6 million , and I am pleased to report this has subsequently increased to $2.8 million as at 31 July 2025.

Thank you to our people for their resilience and commitment, and to our partners and shareholders for your continued support. We carry this powerful momentum into FY26 with great confidence.

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Jefrey Ong Founder & CEO FlexiRoam Limited

DIRECTORS’ REPORT

The Directors of FlexiRoam Limited (‘the Company’) and its controlled entities submit herewith their report together with the financial statements of the Company (‘the Group’) for the year ended 30 June 2025.

1. DIRECTORS

The names and particulars of the directors of the Company during or since the end of the financial year ended 30 June 2025 are:

JEFREY ONG

Executive Director and CEO

Jefrey Ong is a highly experienced entrepreneur and business leader in the telecommunications and technology sectors. He founded FlexiRoam in 2012 and listed the Company on ASX in 2015 raising more than A$10m via IPO. Under his leadership, FlexiRoam launched various innovative solutions to the travel and IoT market through the use of eSim technology.

Prior to the transition to Non-Executive role, Jefrey Ong has led the experienced team to establish key partnerships with some of the

most reputable global brands including Apple, Mastercard, Tripadvisor and Korean Air. These partnerships have helped FlexiRoam reach a wider audience and provide its services to travellers all around the world.

He is currently serving as an advisor to several fast-growing tech startups in e-commerce, cloud and Web3 space.

Jefrey Ong graduated from Champlain College, United States, with a Bachelor of Science, Degree in Software Engineering. Jefrey also completed the Innovation & Entrepreneurship Program at Stanford University, United States.

Jefrey Ong has not held directorships in any other Australian listed companies during the past three financial years. He was appointed Interim Chief Executive Officer on 7 December 2024 and appointed as CEO and Executive Director on 1 August 2025.

TAT SENG KOH

Chairman and Non-Executive Director

Tat Seng Koh has extensive experience in investment banking and corporate finance. He has successfully listed many companies on stock exchanges and raised funds in the debt and equity market.

He was instrumental in the listing of MayAir Group plc and PureCircle Ltd on the AIM Market, London Stock Exchange in 2015 and 2007 respectively. He held the position of Executive Director/Group Chief Financial Officer of MayAir Group plc and was the Group

Prior to joining PureCircle Ltd, Tat Seng was Head of Corporate Finance at Avenue Securities Sdn Bhd (a member of the ECM Libra Avenue Group) and Associate Director of Corporate Finance of CIMB Investment Bank Berhad, a leading investment bank in Malaysia. He started his career at Coopers & Lybrand (now known as PWC) upon obtaining his bachelor’s degree in accounting from University of Malaya in 1990. He is a member of the Malaysian Institute of Accountants and was a member of the Listing Committee of the Labuan International Financial Exchange, a wholly owned subsidiary of Bursa Malaysia Berhad.

Tat Seng has not held directorships in any other Australian listed companies during the past three financial years. Tat Seng transitioned to the role of Non-Executive Chairman on 6 December 2024 and as Nomination and Remuneration Committee Chairman on 6 June 2025. Prior to these appointments, Tat Seng held the position of Non-Executive Director.

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DIRECTORS’ REPORT

1. DIRECTORS – CONTINUED

WEE KEAT CHAN

Non-Executive Director

Mr. Chan is a Fellow of the Institute of Chartered Accountants Australia and New Zealand with over 30 years of expertise in strategic financial consulting, tax planning, and international business development. He is the founding partner of Bray Chan Chartered Accountants and has extensive experience across sectors such as manufacturing, medical services, and creative industries. Mr. Chan’s leadership credentials include significant contributions to not-for-profit organisations, in particular the Women’s and Children’s Hospital Foundation where he was a Board Member for 18 years and was until recently its Deputy Chair. During his tenure on the Foundation he was variously a member of the Executive Committee, chair of Grants Committee and chair of Finance, Risk and Audit Committee. He was also formerly past President (Asia Pacific Region) of GMN International.

Chan was appointed as Non-Executive Director on 6 December 2024 and as Chairman of Audit and Risk Committee on 6 June 2025.

NICHOLAS ONG

Non-Executive Director

Nicholas brings 20 years of experience in equity capital markets, listing rules compliance and corporate governance. He is an experienced company director and is currently a Non- Executive Director and/or Company Secretary of several ASX listed companies, Dragon Mountain Gold Ltd (current), Stonehorse Energy Ltd (Current), Beroni Group Limited (Current), White Cliff Minerals Limited (resigned), Nelson Resources Limited (resigned), Oceana Lithium Limited (resigned).

Nicholas was previously the Chairman of ASX-listed telco, Vonex Limited. During his six-year tenure, Nicholas was instrumental in Vonex's ASX listing and oversaw its growth to $50 million in annualised recurring revenue and positive cashflow.

Nicholas has extensive experience in mining project financing as well as mining and offtake contract negotiations, having served in executive capacities for numerous precious metal developers/explorers. Nicholas is a fellow member of the Governance Institute of Australia and holds a Bachelor of Commerce and a Master of Business Administration from the University of Western Australia.

Nicholas was appointed as Non-Executive Director on 23 December 2024.

Other current directorships (listed entities): Dragon Mountain Gold Ltd, Stonehorse Energy Ltd, Beroni Group Limited.

Former directorships in the last 3 years (listed entities): White Cliff Minerals Limited, Nelson Resources Limited, Oceana Lithium Limited.

DIRECTORS’ REPORT

1. DIRECTORS – CONTINUED

STEPHEN FRANK PICTON (resigned on 7 December 2024)

Non-Executive Director

Stephen Picton is a highly experienced and seasoned executive, with over 35 years’ of technology and telecommunications leadership experience, spanning sales, marketing and strategy, including 20 years as a Chief Executive Officer.

Stephen is currently a Director of management consultancy Richmond Bridge, where he focuses on business development and technology investments. He also sits on the Boards of Echo IQ Limited (ASX:EIQ) and Richmond Bridge Pty Ltd.

Stephen was the Chief Executive Officer of Super-Fast Broadband business LBNCo and Internet Retail Service Provider (RSP) FuzeNet, from June 2015 until January 2021, investing in and leading the businesses from creation through a period of explosive growth and structural change. Ultimately he sold both businesses to the then ASX Listed Uniti Ltd, which he joined to support their acquisition strategy.

CHRIS BURTON (resigned on 2 March 2025)

Non-Executive Director

Chris is a chartered accountant and finance professional with over 27 years of commercial experience in both public practice and private consulting. He is a member of the Institute of Chartered Accountants Australia & New Zealand, Member of the Australian Institute of Company Directors, is a Registered Company Auditor and holds a Bachelor of Commerce.

He is a former audit and assurance partner of BDO responsible for a broad range of ASX listed, unlisted and private companies’ assurance engagements across multiple sectors. Chris is the principal of his own consulting firm, providing corporate, financial and compliance services to public and private clients primarily in relation to financial reporting, risk and governance practices. Chris is currently a non-executive director of Advocare Incorporated and was previously a non-executive director of Newfield Resources Limited (ASX code: NWF). He is also a facilitator with the Australian Institute of Company Directors where he delivers finance modules for the Company directors’ course.

Chris was appointed Non-Executive Director on 18 June 2024 and resigned on 2 March 2025.

2. COMPANY SECRETARY

NATALIE TEO

Ms Teo is a Chartered Secretary and has provided corporate advisory, company secretarial and financial reporting services to both ASX listed and unlisted public companies as well as private companies. She is based in Perth, Western Australia, and is a Senior Company Secretary with Source Governance, a national outsourced company secretary services provider.

The Company Secretary during the period from 14 May 2024 to 7 March 2025 was Kamille Dietrich. Following her resignation, Ms Teo was appointed on 7 March 2025 and is the current Company Secretary.

3. PRINCIPAL ACTIVITIES

During the financial year, the principal continuing activity of the Group was the supply of global mobile data solutions to

DIRECTORS’ REPORT

travelers and businesses through its proprietary eSIM and SIM-based technology platform. There were no other significant changes in the nature of the Group's activities during the year.

4. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Leadership Changes

Effective 7 December 2024 Jefrey Ong was appointed interim Chief Executive Officer replacing Stephen Picton who was appointed Chief Executive Officer on 5 February 2024.

Capital Raising

During FY25, the Company successfully raised a total of A$4.7 million (before costs) through two separate capital raisings:

July 2024 : A pro-rata non-renounceable rights issue raised $1,038,233 (before costs) via the issue of 41,529,308 shares at $0.025 per share.
February 2025 : A pro-rata non-renounceable rights issue raised $3,658,774 (before costs) via the issue of 731,754,813 shares at $0.005 per share.

5. REVIEW OF OPERATIONS

The Group's financial performance for the year ended 30 June 2025 was marked by a significant change in operational strategy during the second half of the financial year (H2 FY25), following the appointment of a new interim CEO on 7 December 2024.

During H2 FY25, management implemented a business reset focused on reducing operating expenses and prioritising revenue streams with higher margins. The full-year financial results should be considered in the context of the differing performance between the first and second halves of the year.

A summary of the financial performance for each half is as follows:

Financial Metric (A$'000)	H1 FY25 (1 Jul 24 - 31 Dec 24)	H2 FY25 (1 Jan 25 - 30 Jun 25)	H2 vs H1 Improvement
EBITDA	(925)	1,510	+$2,435
NPAT	(2,123)	125	+$2,248
Operating Expenses	(5,101)	(2,404)	+$2,697 (-53%)

DIRECTORS’ REPORT

5. REVIEW OF OPERATIONS (CONTINUED)

The Group's full-year revenue for FY25 was $13,576,602, a decrease of 8.6% from the prior corresponding period (FY24 Restated: $14,851,962). This was influenced by the strategic decision in H2 to exit certain lower-margin channels to improve the quality of earnings. As a result of the cost-reduction program, operating expenses for the full year were reduced significantly.

The Group ended the financial year with a cash and cash equivalents balance of $1,609,012. As disclosed in the notes to the financial statements, this balance increased materially subsequent to the reporting period, reaching $2.8 million as at 31 July 2025, primarily due to positive operating cash flows.

6. SIGNIFICANT EVENTS AFTER BALANCE DATE

On 4 July 2025, a total of 630,000 unquoted options lapsed and were cancelled due to cessation of employment.

On 31 July 2025, the Board announced the appointment of Mr. Jefrey Ong, the Founder of FlexiRoam, as Group Chief Executive Officer and Executive Director, effective 1 August 2025. As part of his remuneration, the Board has agreed, subject to shareholder approval at the upcoming annual general meeting and in accordance with ASX Listing Rule 10.14, to grant Mr. Ong 40 million unlisted options under the Company’s employee share option plan. The key terms of the proposed options are as follows:

	EXERCISE PRICE PER
NUMBER		VESTING CONDITION	EXPIRY DATE
	OPTION
20,000,000	$0.005	6-month vesting	5 years from date of issue
20,000,000	$0.005	18-month vesting	5 years from date of issue

7. LIKELY DEVELOPMENTS AND EXPECTED RESULTS

In FY26, the Group will focus on leveraging the operational reset to drive profitable growth. Key initiatives include:

Scaling Brand Partnerships : Continue to scale partner programs within the Travel segment across airlines, banks, insurance, and loyalty sectors.
Product Innovation : Launch a simpler, AI-assisted connectivity platform in Q2 FY26 to enhance the user experience and provide partners with new tools for integration.
Financial Discipline : Maintain a disciplined approach to cost management with a focus on protecting the positive EBITDA achieved in H2 FY25.

FlexiRoam has a pipeline of existing and potential partnerships, and our team will continue to seek out new opportunities to expand market share and increase brand recognition across key markets.

DIRECTORS’ REPORT

8. KEY RISKS

There are a number of potential risks associated with the operations of the Group and the industry in which it operates which may impact its future financial performance. The key risks are not exhaustive but have been identified by the Board as being the most significant to the Group’s business.

Failure to execute the brand partnership and growth strategy

The Group’s growth and future profitability are dependent on its ability to successfully scale its core brand partnership strategy. This involves securing and retaining large enterprise partners (such as airlines, banks, and loyalty programs). There is a risk that the Group may fail to secure new partners at the expected rate or that existing partners do not renew their agreements. Any of these outcomes could have a material adverse impact on the Group’s revenue growth, financial performance, and ability to achieve sustained profitability.

Dependence on telecommunication network providers and changes to roaming agreements

The Group’s business model is fundamentally reliant on maintaining access to the mobile networks of its telecommunication partners around the world. The availability, quality, and pricing of wholesale data are subject to roaming agreements that can be renegotiated, altered, or terminated. An unexpected loss of a key network partner in a major travel destination, or a significant increase in wholesale data costs that cannot be passed on, could materially impact service availability, reduce profit margins, and harm the Group’s reputation and financial condition.

Technology, platform, and cybersecurity risks

The Group’s operations are dependent on its proprietary technology platform for the provisioning, activation, and management of eSIMs and data plans. Any significant disruption, outage, or performance issue with this platform could prevent customers from accessing data services, leading to customer dissatisfaction, reputational damage, and loss of revenue. Furthermore, as a technology company handling customer information, the Group is exposed to the risk of cybersecurity threats. A significant data breach could result in financial losses, regulatory penalties, and a loss of trust from both consumers and enterprise partners.

Changes in government regulation and data privacy laws

The Group operates globally and is subject to the telecommunications, consumer protection, and data privacy laws of numerous jurisdictions. The regulatory landscape for digital services and data handling is constantly evolving. The introduction of new regulations, such as restrictions on data sovereignty, changes to consumer rights, or new licensing requirements in key markets, could increase compliance costs and operational complexity. Any failure to comply with these regulations could result in significant fines and other penalties.

DIRECTORS’ REPORT

8. KEY RISKS - CONTINUED

Foreign currency exchange risk

The Group derives a significant portion of its revenue in US Dollars (USD) while incurring operating costs in several currencies, including Australian Dollars (AUD) and Malaysian Ringgit (MYR). The Group’s financial results are therefore exposed to fluctuations in the exchange rates between these currencies. An adverse movement in these exchange rates could negatively impact the Group's reported revenue and profitability.

9. ENVIRONMENTAL LEGISLATION

The Group is not subject to any significant environmental legislation.

10. MEETINGS OF DIRECTORS

The number of monthly business review meetings of the Company’s Board of Directors attended by each Director during the year ended 30 June 2025 was:

DIRECTOR	MEETINGS HELD WHILE IN OFFICE	MEETINGS ATTENDED
Jefrey Ong	14	14
Tat Seng Koh	14	12
Wee Keat Chan	5	5
Nicholas Ong	4	4
Stephen Frank Picton	9	9
Chris Burton	13	11

The Audit & Risk Committee did not convene any meetings during the financial year ended 30 June 2025. The Board addressed all audit and risk matters directly.

In addition, The Board of Directors approved five circular resolutions during the year ended 30 June 2025 which were signed by all Directors of the Company.

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED)

This report outlines the remuneration arrangements in place for Directors and other Key Management Personnel of the Group.

11.1 KEY MANAGEMENT PERSONNEL DISCLOSED IN THIS REPORT

i. Jefrey Ong (Non-Executive Director, effective from 1 April 2022; Interim Chief Executive Officer, effective from 7 December 2024);
ii. Tat Seng Koh (Non-Executive Director, effective from 3 September 2018; Non-Executive Chairman from 1 February 2023 to 17 November 2023; and re-appointed on 7 December 2024);
iii. Wee Keat Chan (Non-Executive Director, effective from 6 December 2024);
iv. Nicholas Ong (Non-Executive Director, effective from 23 December 2024);
v. Stephen Frank Picton (Non-Executive Director, effective from 1 June 2022; Executive Chairman, effective from 17 November 2023; Chief Executive Officer, effective from 6 February 2024, resigned on 7 December 2024 as Executive Director & Chief Executive Officer);
vi. Chris Burton (Non-Executive Director, effective from 18 June 2024, resigned on 2 March 2025).

11.2 REMUNERATION GOVERNANCE

The Nomination & Remuneration Committee did not meet during the year. Matters relating to nomination and remuneration were considered by the full Board.

11.3 NON-EXECUTIVE DIRECTOR REMUNERATION

The Board seeks to set remuneration of Non-Executive Directors at a level which provides the Company with the ability to attract and retain Directors of the highest calibre, whilst incurring a cost which is appropriate at this stage of the Company’s development.

The Board had resolved that Non-Executive Directors’ fees range up to $60,000 per annum for each Non-Executive Director.

In addition, Non-Executive Directors are entitled to be paid reasonable travelling, accommodation and other expenses incurred as a consequence of their attendance at meetings of Directors and otherwise in the execution of their duties as Directors.

Total remuneration for all non-executive directors, last voted upon by shareholders at a meeting held on 30 November 2011, is not to exceed $250,000 per annum.

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) - CONTINUED

11.4 EXECUTIVE REMUNERATION

The following table discloses the contractual arrangements with the Group’s Key Management Personnel.

a. Key Terms of Remuneration

COMPONENT	CEO DESCRIPTION
	$150,000 per annum. Appointed as interim CEO on 7 December
Fixed remuneration	2024, subsequently appointed as Group CEO and Executive
	Director on 1 August 2025.
Contract duration	Ongoing till termination
Notice by the individual/company	3 months
Other entitlements	Nil

The Board has a performance evaluation policy, which can be found on the Company’s website at https://investor.FlexiRoam.com/about.

11.5 EXECUTIVE REMUNERATION

a. Summary of amounts paid to key management personnel

The table below discloses the compensation of the Key Management Personnel of the Group during the year ended 30 June 2025.

							PERCENTAGE OF
	SHORT-TERM						TOTAL
				POST-
YEAR ENDED	EMPLOYEE	BONUS		EMPLOYMENT	SHARE-BASED	TOTAL	REMUNERATION
30 JUNE 2025	BENEFITS SALARY			SUPERANNUATION	PAYMENTS		FOR THE YEAR
	& FEES						LINKED TO
							PERFORMANCE
	$	$		$	$	$	%
Directors — FlexiRoam Limited
Jefrey Ong[1]	110,566		-	-	15,113	125,679	-
Tat Seng Koh	60,000		-	-	15,113	75,113	-
Wee Keat Chan	34,194		-	-	-	34,194	-
Nicholas Ong	31,290		-	-	-	31,290	-
Stephen Frank Picton[2]	178,977		-	17,533	-	196,510	-
Chris Burton[3]	40,000		-	-	-	40,000	-
2025 Total	455,027		-	17,533	30,226	502,786	-

[1] transition to interim CEO on 7 December 2024

[2] resigned 7 December 2024

[3] resigned 2 March 2025

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.5 EXECUTIVE REMUNERATION - CONTINUED

							PERCENTAGE OF
							TOTAL
YEAR ENDED	SHORT-TERM						REMUNERATION
30 JUNE 2024	EMPLOYEE			POST-			FOR THE YEAR
	BENEFITS			EMPLOYMENT	SHARE-BASED		LINKED TO
	SALARY & FEES	BONUS		SUPERANNUATION	PAYMENTS	TOTAL	PERFORMANCE
	$	$		$	$	$	%
Directors — FlexiRoam Limited
Jefrey Ong	60,000		-	-	28,900	88,900	-
Tat Seng Koh	60,000		-	-	28,900	88,900	-
Marc Barnett[1]	557,322		-	-	-	557,322	-
Stephen Frank Picton	209,778		-	20,564	245,567	475,909	-
Chris Burton	2,000		-	-	-	2,000	-
2024 Total	889,100		-	20,564	303,367	1,213,031	-

[1] resigned on 16 November 2023

No sign-on or inducement payments were made to any key management personnel as part of their appointment during the financial year.

b. Employee share option plan

The Company has released 4,710,470 fully paid ordinary shares from holding lock under its Employee Incentive Plan for nil monetary consideration, at a deemed issued price of A$0.031.

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.6 EQUITY HOLDINGS OF KEY MANAGEMENT PERSONNEL

a. Fully paid ordinary shares

Fully paid ordinary shares held by FlexiRoam Limited by Key Management Personnel are as follows:

		ALLOTMENT /
	BALANCE AT	PURCHASE OF	DISPOSAL		NET OTHER		BALANCE AT	BALANCE HELD
	1 JULY 2024	SHARES	OF SHARES		CHANGES		30 JUNE 2025	NOMINALLY
30 JUNE 2025
	NUMBER	NUMBER	NUMBER		NUMBER		NUMBER	NUMBER
Directors — FlexiRoam Limited
Jefrey Ong	58,394,587	239,999,999,		-		-	298,394,586	-
Tat Seng Koh	50,956,972	22,324,276		-		-	73,281,248	-
Stephen Frank
Picton(1)	58,613,487	39,119,445		-	(97,732,932)		-	-

(1) Stephen Frank Picton resigned on 7 December 2024. Accordingly, equity holdings are disclosed only up to the date

he ceased to be Key Management Personnel.

b. Share options held by key management personnel

The Company issued a total of 52,000,000 options to Directors in June 2023 under its Employee Share Option Plan in

three separate tranches. The plan was approved by shareholders on 19 June 2023 and the options form three new classes of unquoted securities with the following exercise and vesting conditions.

	EXERCISE PRICE PER
NUMBER		VESTING CONDITION	EXPIRY DATE
	OPTION
17,333,332	$0.035	1 year vesting	5 years from date of issue
17,333,332	$0.075	2 year vesting	5 years from date of issue
17,333,336	$0.115	3 year vesting	5 years from date of issue

Due to the cessation of employment of Marc Barnett, all 3 tranches of 40,000,000 options were deemed to lapse as a result of cessation of employment and have been cancelled.

Due to cessation of employment and in relation to 4,000,000 options held by Stephen Picton, 1,333,333 options vested

and remain valid till expiry whilst the remaining 2,666,667 options were deemed to have lapsed and have been cancelled.

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.6 EQUITY HOLDINGS OF KEY MANAGEMENT PERSONNEL - CONTINUED

The Company issued a total of 50,000,000 options to Stephen Picton in March 2024 under its Director Share Option Plan

in three separate tranches. The plan was approved by shareholders on 22 March 2024 and the options form three new classes of unquoted securities with the following exercise and vesting conditions.

	EXERCISE PRICE PER
NUMBER		VESTING CONDITION	EXPIRY DATE
	OPTION
16,666,666	$0.035	Immediate	5 years from date of issue
16,666,667	$0.075	Immediate	5 years from date of issue
16,666,667	$0.115	Immediate	5 years from date of issue

Due to the cessation of employment of Stephen Picton, and relation to his 50,000,000 options, the first tranche of 16,666,666 options vested and is valid till expiry whilst the remaining 33,333,334 was deemed to lapse and have been cancelled.

c. Performance rights

On June 2, 2023, a total of 14,500,000 CEO and Executive performance rights were issued. The number of options being exercised is 12,250,000 and 2,250,000 Executive performance rights are currently subject to a 24-month holding lock period. Due to the cessation of employment of Marc Barnett of the 4,823,529 shares, Marc will remain entitled to 2,573,529 shares as the holding lock was removed on the Termination Date. The remaining 2,250,000 shares have been deemed as forfeited and have been cancelled.

d. Share options

Share options held by FlexiRoam Limited by Key Management Personnel are as follows:

	BALANCE AT	BALANCE AT	BALANCE AT		OPTION		BALANCE AT
30 JUNE 2024	1	JULY 2024		OPTION GRANTED	FORFEITED/LAPSED	NET OTHER CHANGES	30 JUNE 2025
		NUMBER		NUMBER	NUMBER	NUMBER	NUMBER
Directors — FlexiRoam Limited
Jefrey Ong			4,000,000	-	-	-	4,000,000
Tat Seng Koh			4,000,000	-	-	-	4,000,000
Stephen Frank Picton(1)		54,000,000		-	36,000,001	(17,999,999)	-

(1) Stephen Frank Picton resigned on 7 December 2024

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.7 VOTING AND COMMENTS MADE AT THE COMPANY’S 2024 ANNUAL GENERAL MEETING

The Company received 35.97% votes, of those shareholders who exercised their right to vote, in favour of the remuneration reports for the 2024 financial year. In accordance with ASX Listing Rule 3.12.1(f), the Company advises that more than 25% of the votes cast were against the adoption of the 2024 remuneration report. This constitutes a “first strike” under section 250U of the Corporation Act. The Company did not receive any specific feedback at the AGM or throughout the period on its remuneration practices.

11.8 LOANS FROM KEY MANAGEMENT PERSONNEL

During the financial year, the Company entered into and settled various unsecured loans with Key Management Personnel on commercial terms.

The prior year loan of $400,000 from an associated entity of former CEO, Mr. Stephen Picton, which was subject to a 10% per annum interest rate, was converted to equity as part of the July 2024 capital raising.
A loan of $750,000 was provided by a related party of Mr. Jefrey Ong, subject to a 12% per annum interest rate. This loan remains outstanding at 30 June 2025.
A separate loan of $750,000 was provided by an associated entity of former CEO, Mr. Stephen Picton, also subject to a 12% per annum interest rate. This loan was subsequently repaid in full with cash during the year.

Further details on these related party transactions are provided in Note 15 and Note 17 to the financial statements.

(This is the end of the Audited Remuneration Report)

DIRECTORS’ REPORT

11. INDEMNITY AND INSURANCE OF OFFICERS

During the financial year, the Group has renewed insurance premiums for the period of one year relating to contracts insuring the directors and officers against liability which may arise in connection with them acting as Directors to the extent permitted under the Corporations Act.

13. INDEMNITY AND INSURANCE OF AUDITORS

The Group has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Group or any related entity against a liability incurred by the auditor.

During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity.

14. PROCEEDINGS ON BEHALF OF COMPANY

No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is party for the purpose of taking responsibility on behalf of the Company for all or any part of these proceedings. The Company was not a party to any such proceedings during the year.

15. INTERESTS IN THE SHARES, OPTIONS AND PERFORMANCE RIGHTS OF THE COMPANY AND

RELATED BODIES CORPORATE

This has been disclosed in page 12 and 13 under Section 11.6 a,b and c.

16. SHARE OPTIONS

49,340,001 options were forfeited and cancelled following cessation of employment.

17. NON-AUDIT SERVICES

The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Company are important.

During the year, no fees have been paid or payable for non-audit services provided by the auditor of the parent entity, its related practices and non-related audit firms.

18. DIVIDENDS

No dividends were paid during the year and no recommendation is made as to dividends.

DIRECTORS’ REPORT

19. AUDITOR’S INDEPENDENCE DECLARATION

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is included on the following page.

Signed in accordance with a resolution of directors made pursuant to section 298(2) of the Corporations Act 2001.

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Jefrey Ong

Executive Director and CEO

Signed on this 29[th] day in August 2025

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AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001

To the Directors of FlexiRoam Limited

As lead auditor of the audit of FlexiRoam Limited for the year ended 30 June 2025, I declare that, to the best of my knowledge and belief, there have been:

no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.

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In.Corp Audit & Assurance Pty Ltd ABN 14 129 769 151

Level 1 6-10 O’Connell Street SYDNEY NSW 2000

Suite 11, Level 1 4 Ventnor Avenue WEST PERTH WA 6005

GPO BOX 542 SYDNEY NSW 2001

T +61 2 8999 1199 E [email protected] W incorpadvisory.au

This declaration is in respect of Flexiroam Limited and the entities it controlled during the year.

In.Corp Audit & Assurance Pty Ltd

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Graham Webb Director

Sydney, 29 August 2025

Liability limited by a scheme approved under Professional Standards Legislation

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2025

NOTES	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 (RESTATED) $
Revenue 6 Cost of sales Gross proft Interest income Foreign exchange gains/(losses) Other income Administration and operating expenses Selling and marketing expenses Research and development Employee beneft expenese Share based payments Depreciation and amortisation Plant and equipment written of Finance expenses Loss before income tax Income tax expense 16 Loss for the year Other comprehensive income Items that may be reclassifed to proft or loss: Foreign exchange translation of foreign controlled subsidiaries Total other comprehensive income, net of tax Total comprehensive income for the year Loss per share (basic and diluted) 19	13,576,602 14,851,962 (5,534,800) (4,492,439)
	8,041,802 10,359,523
	4 1 8,852 7,112 36,340 (78,667) 11,731 26,007 (1,446,024) (1,472,342) (3,373,133) (4,457,300) (330,902) (305,141) (2,278,820) (2,989,403) (75,916) (293,870) (2,472,992) (2,042,649) - (35,158) (114,336) (52,295)
	(1,993,398) (1,334,183) (4,397) (147,619)
	(1,997,795) (1,481,802)
	285,046 (97,151)
	285,046 (97,151)
	(1,712,749) (1,578,953)
	(0.19) cents (0.22) cents

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2025

NOTES	AS AT 30 JUNE 2025 $ AS AT 30 JUN 2024 (RESTATED) $
CURRENT ASSETS Cash and cash equivalents 7 Financial assets 7 Trade and other receivables 9 Inventories 10 Other assets Current tax assets Total current assets NON-CURRENT ASSETS Plant and equipment Intangible assets 11 Development costs 12 Total non-current assets Total Assets CURRENT LIABILITIES Trade and other payables 13 Deferred revenue 14 Amount due to directors 15 Total current liabilities Total Liabilities Net Assets EQUITY Issued capital 17 Reserves 18 Accumulated losses Total Equity	1,609,012 461,121 33,875 31,723 2,365,018 937,759 81,054 85,867 30,382 299,620 25,555 22,510
	4,144,896 1,838,600
	32,678 36,080 521,180 2,283,073 3,246,098 2,534,412
	3,799,956 4,853,565
	7,944,852 6,692,165
	1,888,948 3,651,878 2,759,527 3,143,668 808,932 400,000
	5,457,407 7,195,546
	5,457,407 7,195,546
	2,487,445 (503,381)
	55,338,083 50,557,728 (2,778,423) (2,861,758) (50,072,215) (48,199,351)
	2,487,445 (503,381)

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2025

	ISSUED CAPITAL OPTION & PERFORMANCE RIGHTS RESERVE FOREIGN CURRENCY TRANSLATION RESERVE ACCUMULATED LOSSES TOTAL
	$ $ $ $ $
BALANCE AT 1 JULY 2023 Loss for the year(Restated) Other comprehensive loss for the year (restated) Total comprehensive income for the year Share options to employees Shares issued during the year Share right converted BALANCE AT 30 JUNE 2024 BALANCE AT 1 JULY 2024 Loss for the year Other comprehensive income for the year Total comprehensive income for the year Share options to employees Share options forfeited Shares issued during the year Escrow shares released(1) BALANCE AT 30 JUNE 2025	48,636,682 277,164 (3,316,692) (46,717,549) (1,120,395) - - - (1,481,802) (1,481,802) - - (97,151) - (97,151)
	- - (97,151) (1,481,802) (1,578,953)
	- 293,521 - - 293,521 1,902,446 - - - 1,902,446 18,600 (18,600) - - -
	50,557,728 552,085 (3,413,843) (48,199,351) (503,381)
	50,557,728 552,085 (3,413,843) (48,199,351) (503,381) - - - (1,997,795) (1,997,795) - - 285,046 - 285,046
	- - 285,046 (1,997,795) (1,712,749)
	- 76,182 - - 76,182 - (124,931) - 124,931 - 4,627,393 - - - 4,627,393 152,962 (152,962) - - -
	55,338,083 350,374 (3,128,797) (50,072,215) 2,487,445

(1) During the year, escrow restrictions over 4,710,470 ordinary shares were lifted. The associated amount of $152,962 previously recognised in Reserves has been reclassified to Issued Capital.

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2025

NOTES	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 $
CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Finance charges Interest received Tax refunded Net cash fows used in operating activities 8 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of plant and equipment Purchase of intangible assets Development costs paid Proceeds from disposal of plant and equipment Net cash fows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of share capital net of costs Loans provided by directors Loans repaid to directors Net cash fows from fnancing activities Net decrease in cash and cash equivalents CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR Efect of foreign exchange translation CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 7	11,827,684 13,761,789 (14,933,335) (14,774,327) (55,404) (52,122) 8,852 7,112 67,736 -
	(3,084,467) (1,057,548)
	(4,304) (29,849) (203,879) (297,510) (428,847) (1,633,396) - 15,348
	(637,030) (1,945,407)
	4,227,393 1,902,449 1,500,000 400,000 (750,000) -
	4,977,393 2,302,449
	1,255,896 (700,506) 461,121 1,268,675 (108,005) (107,048)
	1,609,012 461,121

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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1. REPORTING ENTITY

These financial statements and notes of FlexiRoam Limited (“the Company”) and its subsidiaries (collectively “the Group” or “the Consolidated Entities”) comprise the consolidated financial statements for the Group. For the purpose of preparing the consolidated financial statements, the Company is a for-profit entity and is domiciled in Australia. The Group is involved in the telecommunications and internet of things (IoT) connectivity industry.

2. ADOPTION OF NEW AND REVISED AUSTRALIAN ACCOUNTING STANDARDS

2.1 STANDARDS AND INTERPRETATIONS APPLICABLE TO 30 JUNE 2025

In the year ended 30 June 2025, the management reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Company and effective for the current year reporting period.

2.2 STANDARDS AND INTERPRETATIONS ISSUED NOT YET ADOPTED

The management has also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the year ended 30 June 2025.

There are no material impacts of the new and revised Standards and Interpretations on the Group and therefore no change is necessary to the Group’s accounting policies.

3. GOING CONCERN

These financial statements have been prepared on a going concern basis, which considers the continuity of normal business activities and the realisation of assets and settlement of liabilities in the normal course of business.

As disclosed in the financial statements, the Group incurred an operating loss of $1,997,795 for the year ended 30 June 2025 (30 June 2024: operating loss of $1,481,802) and a net cash outflows from operating activities amounting to $3,084,467 (year ended 30 June 2024: $1,057,548). As at 30 June 2025, the Group has a deficiency in net current assets of $1,312,511 (30 June 2024: $5,356,946).

The ability of the Group to continue as a going concern is dependent on the Group achieving positive operating cash flows and securing additional funding via capital raising to continue to fund its operational and marketing activities. These conditions indicate the existence of a material uncertainty that may cast significant doubt about the Group’s ability to continue as a going concern.

The Directors are satisfied that the going concern basis of preparation is appropriate and there are reasonable grounds to believe that the Group will continue as a going concern due to the following factors:

Successful In-Year Turnaround : Following a change in CEO in December 2024, the Group implemented a significant operational reset. This resulted in the Group achieving a positive Net Profit After Tax of $125k and positive EBITDA of $1.51M in the second half of the financial year (H2 FY25).
Strong Post-Balance Date Performance : Subsequent to the year-end, the Group’s cash and cash equivalents balance increased materially from $1.6 million at 30 June 2025 to $2.8 million at 31 July 2025, demonstrating continued positive operating cash flow.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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3. GOING CONCERN – CONTINUED

Board-Approved Forecasts : Detailed cash flow forecasts for the 12 months from the date of signing this report have been prepared and reviewed by the Board. These forecasts, which the directors consider reasonable, show a path to sustained operational profitability and positive net cash flow, based on the cost base and strategic focus established in H2 FY25.
Proven Ability to Raise Capital : The Company has been historically successful in raising capital. During the financial year, the Company successfully raised a total of $4.7 million (before costs) from two rights issues.

Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities other than in the ordinary course of business, and at amounts that may differ from those stated in the financial statements. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the Group not continue as a going concern.

4. MATERIAL ACCOUNTING POLICY INFORMATION

4.1 BASIS OF PREPARATION AND STATEMENT OF COMPLIANCE

These general-purpose financial statements have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and Interpretations, and comply with other requirements of the law.

Australian Accounting Standards are equivalent to International Financial Reporting Standards (“IFRS”). Compliance with Australian Accounting Standards ensures that these financial statements comply with International Financial Reporting Standards. Material accounting policy information adopted in the preparation of these financial statements are presented below and have been consistently applied unless otherwise stated.

Except for the cash flow information, the financial statements have been prepared on an accruals basis and are based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.

4.2 MATERIAL ACCOUNTING POLICY INFORMATION

The following accounting policies have been adopted in the preparation and presentation of the financial report:

a. Foreign currency translation

The functional currencies of the Company and its subsidiaries are measured using the currency of the primary economic environment in which the Company and subsidiaries operate; being Australian Dollars, Malaysian Ringgit, and US Dollars respectively. However, as the majority of the Company’s shareholder base is Australian, these financial statements are presented in Australian Dollars.

Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance date.

All foreign exchange differences in the consolidated financial report are recognised in the profit loss statement with the exception of differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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4. MATERIAL ACCOUNTING POLICY INFORMATION – CONTINUED

These are taken directly to equity until the disposal of the net investment, at which time they are recognised in profit or loss. Tax charges and credits attributable to exchange differences on those borrowings are also recognised in equity.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

As at the balance sheet date the assets and liabilities of the Group are translated into the presentation currency of FlexiRoam Limited at the rate of exchange at the balance date and income and expense items are translated at the average exchange rate for the period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the dates of the transactions are used.

The exchange differences arising on the translation are taken directly to a separate component of equity, being recognised in the foreign currency translation reserve.

b. Revenue recognition

Revenue is measured at fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates and amounts collected on behalf of third parties. The Group recognises revenue when a customer obtains control of the good and/or service and thus has the ability to utilise and obtain benefits from the goods and/or services.

Travel revenue

Revenue from the sale of data roaming plans is recognised over time based on the customer usage or upon expiration of the validity period of the data, specifically for retail plans;
Revenue from sale of FlexiRoam credits are deferred until the credits are converted to data plans and over time based on the customer usage or upon expiration of the validity period of the data.

Corporate Rewards and Sponsorships - Revenue from confirmed quarterly CIF (Card-In-Force) arrangements with Mastercard and other clients, as well as from the sale of data roaming plans is recognised over time based on customer usage or upon expiration of the data validity period.

Aviation revenue, Maritime, and Enterprise - Revenue from the sale of data roaming plans is recognised over time based on the customer usage or upon expiration of the validity period of the data;

Terminal Enablement Solutions - Revenue from recurring plans are recognised over time as they are mostly monthly subscriptions.

Interest income

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of revenue can be reliably measured. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that assets’ net carrying amount on initial recognition.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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4. MATERIAL ACCOUNTING POLICY INFORMATION – CONTINUED

c. Intangible assets

Intangible assets with finite useful lives are stated at cost less accumulated amortisation and accumulated impairment losses, if any. Intangible assets are amortised on a straight-line method over their estimated useful lives, as follows:

Trademark and patents 10 years Website development costs 5 years

Useful life

The Group has estimated the useful life of the intangible assets taking into account the types of assets it has acquired. The assessment of expected useful lives is based on the evaluation of similar assets in the marketplace, the expected life cycle of the asset (or term of the contract) and the chief executive officer’s assessment of the assets. Information, facts

and circumstances may come to light in subsequent periods which requires the asset to be amortised over a different useful life, or alternatively impaired or written down for which management and the directors were unable to predict the outcome at balance date.

The Group assesses the carrying value of the intangibles where there is an indicator (either external or internal indicators) that the carrying value of intangibles is greater than their recoverable amount. Where there are indicators of impairment the Group will test the recoverable amount of the intangibles based on a cash generating unit (CGU) using either a fair value analysis or a value in use calculation. Both assessment methods require significant judgements relating to the fair market value assessment or a projected 5 year cash flows forecast. There are significant variables relating to the assessment of recoverable amount and management assess available information under each assessment but by its nature any forecast or fair value assessment may be materially different to the final actual outcome.

4. MATERIAL ACCOUNTING POLICY INFORMATION – CONTINUED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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d. Research and development expenditure

Research expenditure is recognised as an expense when it is incurred.

Development expenditure is recognised as an expense except that costs incurred on development projects are capitalised as non-current assets to the extent that such expenditure is expected to generate future economic benefits. Development expenditure is capitalised if, and only if, an entity can demonstrate all of the following:

a) its ability to measure reliably the expenditure attributable to the asset under development;
b) the product or process is technically and commercially feasible;
c) its future economic benefits are probable;
d) its intention to complete and the ability to use or sell the developed asset; and
e) the availability of adequate technical, financial and other resources to complete the asset under development.

Capitalised development expenditure is measured at cost less accumulated amortisation and impairment losses, if any. Development expenditure initially recognised as an expense is not recognised as assets in the subsequent period.

Development expenditure is amortised on a straight-line method over a period of 5 years when the products are ready for sale or use. In the event that the expected future economic benefits are no longer probable of being recovered, the development expenditure is written down to its recoverable amount. The amortisation method, useful life and residual value are reviewed, and adjusted if appropriate, at the end of each reporting period.

e. Taxation

Deferred tax assets are recognised for deductible temporary differences and taxation losses when management considers that it is probable that sufficient future tax profits or costs will be available to utilise those temporary differences and losses. Significant judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits over the next few years together with future tax planning strategies. There are significant variables relating to generating taxable profits in the future and whilst management takes care in assessing the current available information, by its nature any forecast may be materially different to the final actual outcome.

f. Share based payments

The Company has undertaken option valuation calculations taking into account the facts and circumstances that existed at the time of the valuations. Any changes in these facts and circumstances may result in the option valuations being materially different to the final outcome.

4. MATERIAL ACCOUNTING POLICY INFORMATION – CONTINUED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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f. Share based payments (Continued)

Subject to the Listing Rules, the Board may, from time to time and in its absolute discretion, grant Options to Eligible Participants in accordance with these terms and conditions.

Each Option entitles the Option holder to subscribe for one Share at the Exercise Price. On an offer of Options to an Eligible Participant, the Company (or a Group) must provide the Eligible Participant with an invitation to participate. To accept the offer of Options, the Acceptance for Options must be signed by the Eligible Participant and returned to the Company within the specified period. An Eligible Participant is not bound to accept an offer of Options.

Where the Company receives a completed Acceptance for Options, the Company must, subject to the Listing Rules:

(a) grant the relevant number of Options to the Option holder; and
(b) issue the Option holder with an Option Certificate in respect of the Options,

unless at or after the time the Company offered the Options the recipient of the offer ceases to be an Eligible Participant.

Expense of the options is recognised by the end of the financial year.

g. Critical accounting judgements and key sources of estimation uncertainty

The Directors make several estimates and assumptions in preparing general purpose financial statements. The resulting accounting estimates, will, by definition, seldom equal the related actual results. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and future periods if relevant.

Recognition of revenue from breakage

Revenue from breakage amounts are recognised based on the actual amount of data unutilised but expired during the year.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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5. FINANCIAL RISK MANAGEMENT

Risk management is carried out under policies set by the Board of Directors. Certain responsibilities are also delegated to the Audit and Risk Committee. A copy of the Group’s risk management policy can be found at Schedule-7-Risk-Management-Policy.pdf (FlexiRoam.com)

a. Categories of financial instruments

	AS AT	AS AT
	30 JUNE 2025	30 JUNE 2024
	$	$
FINANCIAL ASSETS
Cash at bank	1,609,012	461,121
Financial assets	33,875	31,723
Trade and other receivables	2,370,572	937,759
FINANCIAL LIABILITIES
Trade and other payables	1,888,948	3,651,878
Amounts due to a director	808,932	400,000

b. Capital risk management

The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising the return to stakeholders. The Group’s overall strategy remains unchanged from FY2024.

The capital structure of the Group consists of cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings. None of the Group’s entities are subject to externally imposed capital requirements.

Operating cash flows are used to maintain and expand operations, as well as to make routine expenditures such as general administrative outgoings. The Directors continue to evaluate the best mix of capital and the associated risks, including the impact of each class of capital to the business.

c. Financial risk management objective and policies

The Group’s overall financial risk management objective is to ensure that the Group creates value for its shareholders while minimising potential adverse effects on the performance of the Group. The Group’s financial risk management policies were established to ensure the adequacy of financial resources for business development and in managing its credit, interest, liquidity, and cash flow risks.

d. Market risk

Foreign currency risk

The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates. The functional currency of the Company and subsidiaries are measured using the currency of the primary economic environment in which the Company and subsidiaries operate ; being Australian Dollars, Malaysian Ringgit, and US Dollars respectively. However, as the majority of the Company’s shareholder base is Australian, these financial statements are presented in Australian dollars.

There has been no change to the Group’s exposure to market risks or the manner in which it manages and measures the risk from the previous year.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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5. FINANCIAL RISK MANAGEMENT – CONTINUED

Foreign currency risk management

The Group undertakes certain transactions denominated in foreign currencies, hence exposures to exchange rate fluctuations arise. The carrying amounts of the Group’s foreign currency denominated monetary assets and liabilities at the balance date expressed in Australian dollars are as follows:

	AS AT		AS AT
	30 JUNE 2025		30 JUNE 2024
	$		$
FINANCIAL ASSETS
Cash at bank		1,851,516	447,794
Fixed deposits with licensed bank		33,875	31,723
Trade and other receivables		2,360,878	850,721
FINANCIAL LIABILITIES
Trade and other payables		1,716,158	3,266,873

Foreign currency sensitivity analysis

The Group is exposed to Malaysian Ringgit (RM) and US Dollars (USD) currency fluctuations.

The following table details the Group’s sensitivity to a 0.5% increase and decrease in the Australian Dollar (AUD) against the Malaysian Ringgit (RM) and US Dollars (USD). 0.5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the possible change in foreign exchange rate. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the year end for a 0.5% change in foreign currency rates.

A positive number indicates an increase in profit or loss and other equity where the Australian Dollar strengthens against the respective currency. For a weakening of the Australian Dollar against the respective currency there would be an equal and opposite impact on the profit and other equity and the balances below would be negative.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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5. FINANCIAL RISK MANAGEMENT – CONTINUED

		RM & USD		RM & USD
		DOWN 0.5%		UP 0.5%
			GAIN		GAIN
		AUD UP	/	AUD DOWN	/
		0.5%	(LOSS)	0.5%	(LOSS)
	$	$	$	$	$
30 JUNE 2025
FINANCIAL ASSETS
Cash at bank	1,851,516	1,842,258	(9,258)	1,860,774	9,258
Financial assets	33,875	33,706	(169)	34,044	169
Trade and other receivables	2,360,878	2,349,074	(11,804)	2,372,682	11,804
FINANCIAL LIABILITIES
Trade and other payables	1,716,158	1,724,739	8,581	1,707,577	8,581
30 JUNE 2024
FINANCIAL ASSETS
Cash and cash equivalents	447,794	445,555	(2,239)	450,033	2,239
Financial assets	31,723	31,564	(159)	31,881	159
Trade and other receivables	850,721	846,467	(4,254)	854,975	4,254
FINANCIAL LIABILITIES
Trade and other payables	3,266,873	3,283,207	16,334	3,250,539	(16,334)

Credit risk

Credit risk is the risk of default by clients and counterparties. Cash deposits and trade receivables may give rise to credit risk which requires the loss to be recognised if a counterparty fails to perform as contracted. It is the Group’s policy to monitor the financial standing of these counterparties on an on-going basis to ensure that the Group’s exposure to credit risk is minimal. The Group has no material credit risk exposure as at 30 June 2025.

The following table provides information regarding cash and cash equivalents.

NOTE	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
Cash at bank 7 Financial assets 7	1,609,012 461,121 33,875 31,723
	1,642,887 492,844

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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5. FINANCIAL RISK MANAGEMENT – CONTINUED

Interest rate risk

The financial instruments which primarily expose the Group to interest rate risk are cash and cash equivalents. The Group’s exposure to interest rate risk and the effective interest rate for classes of financial assets and financial liabilities and its contractual cash flows is set out below:

NOTE EFFECTIVE INTEREST RATE	1 YEAR OR LESS 1 TO 5 YEARS NON- INTEREST BEARING TOTAL
	$ $ $ $
30 JUNE 2025 FINANCIAL ASSETS Cash and cash equivalents 7 - Financial assets 7 4.25% Trade and other receivables 9 - FINANCIAL LIABILITIES Trade and other payables 13 - Amount due to directors 15 12.00% 30 JUNE 2024 FINANCIAL ASSETS Cash at bank 7 - Financial assets 7 5.30% Trade and other receivables 9 - FINANCIAL LIABILITIES Trade and other payables 13 - Amount due to directors 15 10.00%

	- - 1,609,012 1,609,012
	33,875 - - 33,875
	- - - -
	33,875 - 1,609,012 1,642,887


	- - 1,888,948 1,888,948
	808,932 - - 808,932
	808,932 - 1,888,948 2,697,880



	- - 461,121 461,121
	31,723 - - 31,723
	- - 937,759 937,759
	31,723 - 1,398,880 1,430,603


	- - 3,651,878 3,651,878
	400,000 - - 400,000
	400,000 - 3,651,878 4,051,878

The sensitivity analysis has been determined based on the exposure to interest rates for both derivative and non-derivative instruments at the balance sheet date and the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the change in interest rates.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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5. FINANCIAL RISK MANAGEMENT – CONTINUED

At the reporting date, the Group’s financial assets are carried at amortised cost. Only fixed deposits are subject to interest rate risk since the carrying amounts or the future cash flows will fluctuate because of a change in market interest rate.

Liquidity and cash fow risk

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the management of the Group’s short, medium and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, banking facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

Fair values

The fair values of financial assets and financial liabilities are determined as follows:

the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices; and
the fair value of other financial assets and financial liabilities are determined in accordance with generally accepted pricing models based on discounted cash flow analyses.

The Directors consider that the carrying amounts of financial assets and financial liabilities which are all recorded at amortised cost less accumulated impairment charges in these financial statements approximate their fair values.

6. REVENUE

	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 (Restated) $
Travel B2B	12,180,204 13,552,679
	1,396,398 1,299,283
	13,576,602 14,851,962

7. CASH AND CASH EQUIVALENTS

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
Cash at bank Financial assets	1,609,012 461,121
	33,875 31,723
	1,642,887 492,844

Fixed deposits of the Group and of the Company amounting to $33,875 (30 June 2024: $31,723) respectively are deposited to a licensed bank.

The weighted average effective interest rate of the fixed deposits with a licensed bank at the reporting date is 4.25% (30 June 2024: 5.25%) per annum.

The fixed deposits have maturity periods of 12 (30 June 2024: 12) months.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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8. CASH FLOW INFORMATION

Reconciliation of loss for the year/period to net cash flows from operating activities:

	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 $
Loss for the year Depreciation and amortisation Foreign exchange movements Plant and equipment written of Share based payments Increase in trade and other receivables Decrease/(Increase) in inventories Decrease/(Increase) in other assets (Increase) in current tax assets (Decrease)/Increase in trade and other payables Decrease in deferred revenue Net cash used in operating activities	(1,997,795) (1,060,677)
	2,472,992 2,042,649
	(332,260) 15,042
	- 35,158
	75,916 293,870
	(1,427,258) (1,146,721)
	4,813 305,524
	269,238 (126,841)
	(3,045) (22,510)
	(1,762,927) (946,744)
	(384,141) (446,298)
	(3,084,467) (1,057,548)

9. TRADE AND OTHER RECEIVABLES

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 (Restated) $
Trade and other receivables Trade receivables Accrued income Other receivables Less: Allowance for Credit Notes Less: Allowance for credit losses
	1,456,867 779,149
	967,609 -
	- 183,365
	(40,921) -
	(18,537) (24,755)
	2,365,018 937,759

Trade receivables are normally collected within 30 to 45 days.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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10. INVENTORIES

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
Inventories Finished goods, at cost Recognised in proft or loss Inventories recognised as cost of sales Impairment loss on inventories
	81,054 85,867
	81,054 85,867

	340,848 714,105
	- (32,773)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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11. INTANGIBLE ASSETS

As at 30 June 2025, the Group’s Intangible Assets consists of the following:

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
AT COST At beginning of the fnancial year Additions Foreign exchange efects At end of the fnancial year ACCUMULATED AMORTISATION At beginning of the fnancial year Amortisation expenses Foreign exchange efects At end of the fnancial year ACCUMULATED IMPAIRMENT LOSSES At beginning of the fnancial year Foreign exchange efects At end of the fnancial year CARRYING AMOUNT
	19,554,423 19,554,272
	192,872 297,510
	2,646,732 (297,359)
	22,394,027 19,554,423


	7,382,047 5,531,879
	2,199,822 1,969,851
	1,064,220 (119,683)
	10,646,089 7,382,047

	9,889,303 10,041,786
	1,337,455 (152,483)
	11,226,758 9,889,303

	521,180 2,283,073

Intangible assets comprise website development costs and intellectual property such as trademarks and patents. A breakdown of these is as follows:

Website development costs Trademark, patents, and software CARRYING AMOUNT	419,822 289,087
	101,358 1,993,986
	521,180 2,283,073

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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12. DEVELOPMENT COSTS

As at 30 June 2025, the Group’s development costs consist of the following:

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
AT COST At beginning of the fnancial year Additions Foreign exchange efects At end of the fnancial year ACCUMULATED AMORTISATION At beginning of the fnancial year Amortisation expenses Foreign exchange efects At end of the fnancial year CARRYING AMOUNT Included in additions during the fnancial year are: Staf costs
	2,593,291 977,659
	619,249 1,633,396
	366,235 (17,764)
	3,578,775 2,593,291


	58,879 4,487
	260,848 54,967
	12,950 (575)
	332,677 58,879

	3,246,098 2,534,412

	419,563 1,633,396

The development costs are specifically allocated for the enhancement of portals, apps, and API modifications in both the Travel and B2B reportable segments to support incremental growth, increase system reliability and pursue new business opportunities.

The amortisation relates to development costs such as software development that is completed and commercialised.

The Group has assessed the recoverable amount of development costs and determined that no impairment is required. Its recoverable amount is determined using the value in use approach, and this is derived from the present value of the future cash flows based on the projections of financial budgets approved by management covering a period of 5 years. The key assumptions used in the determination of the recoverable amount are as follows:

Revenue growth rate: 8.0% - 18.0%

Gross margin: 5.0%

Discount rate: 12.0%

Management has performed sensitivity analyses and concluded that reasonable changes in the above assumptions (including a 8.0% decrease in gross margin, or a 8.5% increase in discount rate) would not result in the carrying amount of development costs exceeding their recoverable amount.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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13. TRADE AND OTHER PAYABLES

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 (Restated) $
Trade payables Other payables Accruals	1,541,094 2,434,094 18,555 138,588 329,299 1,079,196
	1,888,948 3,651,878

Trade payables are non-interest bearing and are normally settled within 30 to 60 days.

14. DEFERRED REVENUE

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
Travel B2B Total Reconciliation Opening balance Net additions/(recognised as revenue) Foreign exchange translation efects Closing balance	2,541,824 2,727,119 217,703 416,549 2,759,527 3,143,668 3,143,668 3,536,123 (413,475) (395,734) 29,334 3,279 2,759,527 3,143,668

Advance billing to customers gives rise to provisions for unearned revenue in respect of services which have not been rendered as at the end of the reporting period.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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15. AMOUNTS DUE TO DIRECTORS

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
Jefrey Ong Stephen Picton Total	808,932 - - 400,000
	808,932 400,000

All loans from directors were unsecured and provided on commercial, arms-length terms to support the Group's working capital requirements.

The loan of $400,000 from a related party of Mr. Stephen Picton, outstanding at 30 June 2024, was subject to 10% p.a. interest and was converted to equity as part of the July 2024 capital raising.

During the year, additional loans of $750,000 each were provided by related parties of Mr. Jefrey Ong and Mr. Stephen Picton, both subject to 12% p.a. interest. The loan from Mr. Picton's related party was fully repaid in cash during the year. The amount outstanding from Mr. Jefrey Ong's related party at 30 June 2025 includes principal and accrued interest.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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16. INCOME TAX

	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 $
Current year tax Income tax Under provision in prior years Deferred tax Current year deferred tax Numerical reconciliation between tax expense and pre-tax net proft Loss before income tax Income tax using the domestic corporation tax rate of 30% (30 June 2024: 30%) Overseas tax rates adjustment Increase/(Decrease) in income tax expense due to: Non-deductible expenses: • Other Add/(Deduct) adjustments due to: •Unused tax losses not recognised as deferred tax assets •Utilisation of tax losses previously not recognised as deferred tax assets Other timing diferences not recognised Under provision in prior years Income tax expense Unrecognised deferred tax balances* ● Tax losses ● Other timing diferences not recognised
	4,397 -
	- 147,619
	4,397 147,619

	- -


	(1,993,398) (1,334,183)

	(598,019) (400,255)
	(50,503) 43,251


	23,356 73,686

	831,541 341,175
	(237,609) -
	35,631 (57,857)
	- 147,619
	4,397 147,619


	5,230,420 5,029,898
	61,560 5,832
	5,291,980 5,035,730

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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16. INCOME TAX - CONTINUED

*The Malaysia and Hong Kong applicable tax rates for the current financial year are 24% and 16.5%, respectively. Tax losses in Malaysia can only be carried forward for 7 years.

The Group has gross tax losses arising in Australia of $5,091,250 (30 June 2024: $3,982,265) that are available indefinitely for offset against future taxable profits. The utilisation of the gross tax losses is subject to satisfying continuity of ownership test or business continuity test.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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17. ISSUED CAPITAL

	NUMBER $
Ordinary shares issued (net of share issue costs) Reconciliation BALANCE AT 1 JULY 2023 Movements for the year BALANCE AT 30 JUNE 2024 BALANCE AT 1 JULY 2024 Escrow Shares released on 1 July 2024[a] Share issue – 25 July 2024[b] Share issue – 6 February 2025[c] Share issue costs BALANCE AT 30 JUNE 2025	1,516,718,010 55,338,083
	651,210,683 48,636,682 87,512,736 1,921,046
	738,723,419 50,557,728
	738,723,419 50,557,728 4,710,470 152,962 41,529,308 1,038,233 731,754,813 3,658,775 - (69,615)
	1,516,718,010 55,338,083

[a] On 1 July 2024, Escrow restrictions over 4,710,470 ordinary shares at an issue price of $0.031 to eligible employees pursuant to the Employee Performance Plan approved by shareholders were lifted. The associated amount of $152,962 previously recognised in the Reserve has been reclassified to Issued Capital.
[b] On 25 July 2024, the Company successfully completed a capital raising of $1,038,233 by the issue of 41,529,308 fully paid ordinary shares at an issue price of $0.025 per New Share. The Placement is being undertaken within the Company’s existing placement capacity pursuant to ASX Listing Rule 7.1 and 7.1A.
[c] On 6 February 2025, the Company successfully completed a capital raising of $3,658,775 by the issue of 731,754,813 fully paid ordinary shares at an issue price of $0.005 per New Share. The Placement is being undertaken within the Company’s existing placement capacity pursuant to ASX Listing Rule 7.1 and 7.1A.

Fully paid ordinary shares carry one vote per share and carry the right to dividends. Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held. At the shareholders’ meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.

The tabled ordinary shares issued above do not include 680,584 forfeited shares.

Dividends

No dividends were paid or proposed during the period ended 30 June 2025 (30 June 2024: $nil).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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18. RESERVES

Foreign currency translation reserve

The foreign currency exchange reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries. It is also used to record the effect of hedging net investments in foreign operations.

Option and performance rights reserve

This reserve is used to record the value of equity benefits of options and performance rights provided to employees and directors.

The Company issued a total of 67,180,000 options under its Employee Share Option Plan in three separate tranches. The plan was approved by shareholders on 15 May 2024 and the options form three new classes of unquoted securities with the following exercise and vesting conditions. Eligible participants (being employees and consultants of the Company) have accepted the offer of 17,180,000 options and 50,000,000 options to Directors. However, during the financial year, 11,300,00 employee options and 33,333,334 Director options were forfeited due to resignations.

	EXERCISE PRICE
NUMBER		VESTING CONDITION	EXPIRY DATE
	PER OPTION
22,393,332	$0.035	Immediate or 1 year vesting	5 years from date of issue
22,393,334	$0.075	Immediate or 2 year vesting	5 years from date of issue
22,393,334	$0.115	Immediate or 3 year vesting	5 years from date of issue

Remaining as of 30-Jun-25:

	EXERCISE PRICE
NUMBER		VESTING CONDITION	EXPIRY DATE
	PER OPTION
18,626,666	$0.035	Immediate or 1 year vesting	5 years from date of issue
1,960,000	$0.075	2 year vesting	5 years from date of issue
1,960,000	$0.115	3 year vesting	5 years from date of issue

The Company issued a total of 78,490,000 options in June 2023 under its Employee Share Option Plan in three separate tranches. The plan was approved by shareholders on 19 June 2023 and the options form three new classes of unquoted securities with the following exercise and vesting conditions. Eligible participants (being employees and consultants of the Company) have accepted the offer of 26,490,000 options and 52,000,000 options to Directors. However, 18,180,000 employee options and 40,000,000 Director options were forfeited in FY24 due to resignations. During the financial year, 2,040,000 employee options and 2,666,667 Director options were forfeited in FY25 due to resignations.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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18. RESERVES - CONTINUED

	EXERCISE PRICE
NUMBER		VESTING CONDITION	EXPIRY DATE
	PER OPTION
26,163,332	$0.035	1 year vesting	5 years from date of issue
26,163,332	$0.075	2 year vesting	5 years from date of issue
26,163,336	$0.115	3 year vesting	5 years from date of issue
Remaining as of	30-Jun-25

	EXERCISE PRICE
NUMBER		VESTING CONDITION	EXPIRY DATE
	PER OPTION
6,089,999	$0.035	1 year vesting	5 years from date of issue
4,756,666	$0.075	2 year vesting	5 years from date of issue
4,756,668	$0.115	3 year vesting	5 years from date of issue

Total expense related to share based payment during the year was $75,916 (30 June 2023: $293,870).

19. LOSS PER SHARE

Basic loss per share amounts are calculated by dividing net loss for the period/year attributable to ordinary equity holders by the weighted average number of ordinary shares outstanding during the year.

The following reflects the income and share data used in the basic loss per share computations:

			YEAR ENDED	YEAR ENDED
	YEAR ENDED
			30 JUNE	2024
	30 JUNE	2025
	$		(Restated)
			$
Loss attributable to ordinary equity holders		(1,997,795)		(1,481,802)
		NUMBER		NUMBER
Weighted average number of ordinary shares used
as the denominator in calculating basic earnings	1,072,929,620			673,066,192
per share
		CENTS		CENTS
(Loss) per share (basic and diluted)		(0.19)		(0.22)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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20. RELATED PARTY TRANSACTIONS

a. Key management personnel

Compensation of key management personnel

	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 $
Short-term employee benefts Share based payments Post-employment superannuation	455,027 889,100 30,226 303,367 17,533 20,564
	502,786 1,213,031

b. Subsidiaries

The consolidated financial statements include the financial statements of FlexiRoam Limited and the following subsidiaries:

	COUNTRY OF	% EQUITY	INTEREST
NAME
	INCORPORATION	30 JUNE 2025	30 JUNE 2024
Super Bonus Proft Sdn Bhd1	Malaysia	100%	100%
FlexiRoam Sdn Bhd	Malaysia	100%	100%
FlexiRoam Asia Limited	Hong Kong	100%	100%

1.In the process of being struck off

FlexiRoam Limited, an Australian-incorporated company, serves as the legal parent of the FlexiRoam Group.

c. Other transactions with related parties

Refer to Note 15 for details of directors loans.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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21. LEGAL PARENT ENTITY INFORMATION

The following detailed information is related to the parent entity, FlexiRoam Limited, as at 30 June 2025.

	AS AT 30 JUNE 2025 $ AS AT 30 JUNE 2024 $
Current assets Non-current assets Total assets Current liabilities Total liabilities Contributed equity Accumulated losses Reserves Total equity Loss for the year Other comprehensive income for the year Total comprehensive loss for the year	48,256 162,169 30,636,087 26,645,705
	30,684,343 26,807,874
	1,115,772 785,002
	1,115,772 785,002
	36,455,326 31,674,972 (7,237,241) (6,204,354) 350,487 552,254
	29,568,572 26,022,872
	(1,157,818) (873,584) - -
	(1,157,818) (873,584)

The Company has provided a guarantee of continuing financial support to its subsidiaries.

22. SIGNIFICANT EVENTS AFTER BALANCE DATE

On 4 July 2025, a total of 630,000 unquoted options lapsed and were cancelled due to cessation of employment.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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22. SIGNIFICANT EVENTS AFTER BALANCE DATE - CONTINUED

	EXERCISE PRICE PER
NUMBER		VESTING CONDITION	EXPIRY DATE
	OPTION
20,000,000	$0.005	6-month vesting	5 years from date of issue
20,000,000	$0.005	18-month vesting	5 years from date of issue

23. PRIOR YEAR ADJUSTMENT

Due to the incorrect accounting treatment in prior years regarding revenue recognition, this resulted in errors in the financial statements. Management has assessed the accounting for transactions relating to a billing error which occurred under the previous management team. The procedures identified that a significant reduction in revenue during the current period occurred after a deferred credit was applied to an invoice which had just been issued. As a result, management determined that the deferred credit should have been recorded in the prior period. These errors have been corrected by restating each of the affected financial statement’ items for the prior periods as follows:

Consolidated Statement of Financial Position (extract)

Trade and other receivables Reserves Accumulated losses	30 JUNE 2024 Adjustment Restated 30 JUNE 2024
	1,360,395 (422,636) 937,759
	(2,860,247) (1,511) (2,861,758)
	(47,778,226) (421,125) (48,199,351)

Consolidated Statement of Profit or Loss and Other Comprehensive Income (extract)

Revenue Total other comprehensive loss, net of tax Total comprehensive income for the period	30 JUNE 2024 Adjustment Restated 30 JUNE 2024
	15,273,087 (421,125) 14,851,962
	(95,640) (1,511) (97,151)
	(1,156,317) (422,636) (1,578,953)

24. COMMITMENTS AND CONTINGENCIES

At the date of this report, there does not exist:

a. any charge on the assets of the Group which has arisen since the end of the financial period which secures the liabilities of any other person; or
b. any contingent liability of the Group which has arisen since the end of the financial year.

As at balance date, the Company is not aware of any contingent liabilities which should be disclosed in the consolidated financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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25. AUDIT AND OTHER SERVICES

During the financial year, the following fees were paid or payable for services provided by the auditor of the Group, its related practices and non-related audit firms:

	YEAR ENDED 30 JUNE 2025 $ YEAR ENDED 30 JUNE 2024 $
Audit and other assurance services Audit and review of the fnancial statements In. Corp Audit & Assurance Pty Ltd Component auditors Total remuneration for audit and other assurance services - audit or review of the fnancial statements	38,450 31,500 40,955 27,000
	79,405 58,500

26. PRINCIPAL PLACE OF BUSINESS AND REGISTERED OFFICE

The principal place of business is at Lot 4-401 & 4-402, Level 4, The Starling Mall, No. 6, Jalan SS21/37, Damansara Utama, 47400 Petaling Jaya, Selangor Darul Ehsan.

The registered office is at Level 39, 152-158 St Georges Terrace , Perth WA 6000.

27. SEGMENT REPORTING

a) Basis of Segmentation

AASB 8 Operating Segments requires operating segments to be identified on the basis of internal reports about the components of the group that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance.

The Group’s operating segments have been determined with reference to the monthly management accounts used by the chief operating decision maker to make decisions regarding the Group’s operations and allocation of working capital. Due to the size and nature of the Group, the Board as a whole has been determined as the chief operating decision maker (CODM).

The chief operating decision makers have been reviewing operations and making decisions based on the supply and provision of telecommunications and solutions as two operating units. Internal management accounts are consequently prepared on this basis.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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27. SEGMENT REPORTING - CONTINUED

b) Description of Segments

Travel: This segment provides mobile data connectivity solutions to consumers. Revenue is generated through two primary channels: direct-to-consumer sales and brand partnership channel, where connectivity is provided to the end-customers of enterprise partners.
Business-to-Business (B2B): This segment provides wholesale connectivity solutions and other technology services directly to business clients.

The CODM monitors the performance of these segments separately. Unallocated items comprise mainly corporate assets,

head office expenses, and income tax assets and liabilities. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the consolidated financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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27. SEGMENT REPORTING - CONTINUED

c) Segment Information

Segment and group revenue Segment and group cost of sales Other income and forex gains Administration and operating expenses Depreciation and amortisation Income tax expense Group proft / (loss) for the year Net cash fow used in operating activities Net cash fow used in investing activities Net cash fow from fnancing activities Net cash fow Assets Liabilities	YEAR ENDED 30 JUNE 2025 YEAR ENDED 30 JUNE 2024 (RESTATED)
	TRAVEL $ B2B $ UN-ALLO- CATED $ TOTAL $ TRAVEL $ B2B $ UNALLO- CATED $ TOTAL $
	12,180,204 1,396,398 - 13,576,602 13,873,837 978,125 - 14,851,962 (4,871,954) (662,846) - (5,534,800) (4,347,519) (144,920) - (4,492,439) - - 56,923 56,923 - - (45,548) (45,548) - - (7,619,131) (7,619,131) - - (9,605,509) (9,605,509) - - (2,472,992) (2,472,992) - - (2,042,649) (2,042,649) - - (4,397) (4,397) - - (147,619) (147,619)
	7,308,250 733,552 (10,039,597) (1,997,795) 9,526,318 833,205 (11,841,325) (1,481,802)
	- - (3,084,467) (3,084,467) - - (1,057,548) (1,057,548) - - (637,030) (637,030) - - (1,945,407) (1,945,407) - - 4,977,393 4,977,393 - - 2,302,449 2,302,449
	- - 1,255,896 1,255,896 - - (700,506) (700,506)
	2,193,765 171,253 5,579,834 7,944,852 769,524 168,235 5,754,406 6,692,165 1,578,874 310,074 3,568,459 5,457,407 699,371 3,543,671 2,952,504 7,195,546

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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Entity name	Entity type	Ownership interest	Place of incorporation	Tax Residency	Tax Residency
				Australian or Foreign	Foreign Jurisdiction
FlexiRoam Asia Limited	Body corporate	100%	Hong Kong	Foreign	Hong Kong
Super Bonus Proft Sdn. Bhd.	Body corporate	100%	Malaysia	Foreign	Malaysia
FlexiRoam Sdn. Bhd.	Body corporate	100%	Malaysia	Foreign	Malaysia

Notes:

(1) The Consolidated Entity Disclosure Statement (CEDS) has been prepared in accordance with subsection 295(3A)(a) of the Corporations Act 2001 (Cth) and includes information for each entity that was part of the Consolidated Entity as at the end of the financial year in accordance with AASB 10 Consolidated Financial Statements.

(2) The ownership interest disclosed for bodies corporate included in the CEDS represents the economic interest consolidated in the consolidated financial statements.

(3) The Company has not formed a tax-consolidated group under Australian taxation law.

(4) Section 295 (3A)(vi) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 1997 (Cth) (ITAA 1997). Foreign incorporated companies can still be considered a tax resident of Australia if their central management and control is in Australia. An entity can be both, an Australian tax resident under the ITAA 1997, and a tax resident in another foreign jurisdiction under the tax law applicable in that jurisdiction.

(5) The determination of tax residency involves judgement as there are different interpretations that could be adopted, and which could give rise to a different conclusion on residency. In determining tax residency, the Consolidated Entity has applied the following interpretations:

(a) The Consolidated Entity has applied current legislation and judicial precedent, including having regard to the Tax Commissioner’s public guidance in Tax Ruling TR 2018/5 and the advice of independent Australian tax advisors; and
(b) Where necessary, the Consolidated Entity has used independent tax advisers in foreign jurisdictions to assist in its determination of tax residency to ensure applicable foreign tax legislation has been complied with.

(6) Where the entity is not an Australian tax resident but is a foreign tax resident based on the Australian domestic law definition, then each foreign country in which the entity is a tax resident (as determined under the law of foreign jurisdiction) must be disclosed in the CEDS. However, if the entity is an Australian tax resident, this requirement does not apply and no further information needs to be provided about other tax residencies of the entity.

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DIRECTORS’ DECLARATION

The Directors of the Group declare that:

The financial statements, comprising the Consolidated Statement of Profit or Loss and Other Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Cash Flows, Consolidated Statements of Changes in Equity, accompanying notes, are in accordance with the Corporations Act 2001 and:
a. complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
b. give a true and fair view of the financial position as at 30 June 2025 and of the performance for the year ended on that date of the Group.
In the Directors’ opinion, there are reasonable grounds to believe FlexiRoam Limited and its controlled entities will be able to pay its debts as and when they become due and payable.
Note 4 confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board.
The Directors have been given the declarations as required by Section 295A of the Corporations Act for the year ended 30 June 2025.
In the Directors’ opinion, the Consolidated Entity Disclosure Statement on page 50 is true and correct.

This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Directors by:

On behalf of the Board

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Jefrey Ong

Executive Director and CEO

Signed on this 29[th] day in August 2025

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INDEPENDENT AUDITOR’S REPORT

To the members of FlexiRoam Limited

Opinion

We have audited the financial report of FlexiRoam Limited (“the Company”) and its controlled entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2025, the consolidated statement of profit and loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors’ declaration.

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In.Corp Audit & Assurance Pty Ltd ABN 14 129 769 151

Level 1 6-10 O’Connell Street SYDNEY NSW 2000

Suite 11, Level 1 4 Ventnor Avenue WEST PERTH WA 6005

GPO BOX 542 SYDNEY NSW 2001

T +61 2 8999 1199 E [email protected] W incorpadvisory.au

In our opinion, the accompanying financial report of the Group, is in accordance with the Corporations Act 2001 , including:

a) giving a true and fair view of the Group’s financial position as at 30 June 2025 and of its financial performance for the year then ended; and
b) complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (“the Code”) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Liability limited by a scheme approved under Professional Standards Legislation

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FLEXIROAM LIMITED

INDEPENDENT AUDITOR’S REPORT (continued)

Material Uncertainty Related to Going Concern

Without modifying our opinion, we draw attention to Note 3 in the financial report, which indicates that the Group incurred a loss of $1,997,795 during the year ended 30 June 2025 and as of that date the group’s current liabilities exceeded its current assets by $1,312,511. These conditions along with other matters that are set forth in Note 3, indicate the existence of a material uncertainty that may cast significant doubt about the Group’s ability to continue as a going concern and therefore the Group maybe unable to realise its assets and discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report for the year ended 30 June 2025. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key Audit Matter – Revenue Recognition- Note 4 and Note 6	How our Audit Addressed the Key Audit Matter
The Group’s revenue is generated from the sales of mobile data to local and international travellers. We consider accuracy and completeness of amounts recognised as revenue to be a key audit matter given its significance to the Group’s financial reporting and the high volume of transactions.	Our procedures included but were not limited to the following: • Held discussions with the Group’s management and the component auditors to gain an understanding of the Group’s revenue recognition processes; • Reviewed the results of the external IT audit performed; • Tested a sample of sales transactions to supporting documentation; • Considered the accuracy of sales cut-off at reporting date; • Tested the completeness and accuracy of the recognition of deferred revenue; • Reviewed the group’s revenue recognition policies to ensure they were in accordance with AASB 15_Revenue from Contracts with_ Customers; and • Assessed the appropriateness of the disclosures included in the financial report.

Key Audit Matter – Revenue Recognition-
Note 4 and Note 6

How our Audit Addressed the Key Audit Matter

The Group’s revenue is generated from the
sales of mobile data to local and international
travellers.
We consider accuracy and completeness of
amounts recognised as revenue to be a key
audit matter given its significance to the
Group’s financial reporting and the high
volume of transactions.

Our procedures included but were not limited to the
following:
•
Held discussions with the Group’s management
and the component auditors to gain an
understanding of the Group’s revenue recognition
processes;
•
Reviewed the results of the external IT audit
performed;
•
Tested a sample of sales transactions to
supporting documentation;
•
Considered the accuracy of sales cut-off at
reporting date;
•
Tested the completeness and accuracy of the
recognition of deferred revenue;
•
Reviewed the group’s revenue recognition
policies to ensure they were in accordance with
AASB 15_Revenue from Contracts with_
Customers; and
•
Assessed the appropriateness of the disclosures
included in the financial report.

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FLEXIROAM LIMITED

INDEPENDENT AUDITOR’S REPORT (continued)

Key Audit Matter – Carrying value of
development assets-Note 4 and Note 12

How our Audit Addressed the Key Audit Matter

The Group capitalised development costs of
$3,246,098 at 30 June 2025.
We identified the recognition of development
costs in accordance with AASB 138_Intangible_
_Assets_and the assessment for any indicators
of impairment as a key audit matter due to the
significant judgements and estimates involved.

Our procedures included but were not limited to the
following:
•
Evaluated the capitalisation process and
determined that costs capitalised met the
requirements of AASB 138;
•
Obtained management’s value in use assessment
and reviewed the key assumptions adopted in the
assessment to support the carrying value;
•
Conducted sensitivity analysis to ascertain the
impact of changes in the key inputs adopted by
management; and
•
Assessed the appropriateness of the disclosures
included in the financial report.

Information Other than the Financial Report and Auditor’s Report Thereon

The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2025, but does not include the financial report and our auditor’s report thereon.

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

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

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

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FLEXIROAM LIMITED

INDEPENDENT AUDITOR’S REPORT (continued)

Responsibilities of the Directors for the Financial Report

The directors of the Company are responsible for the preparation of:

a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 ; and
b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001 , and

for such internal control as the directors determine is necessary to enable the preparation of:

i. the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and
ii. the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the Group’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 director either intends to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Australian Auditing Standards 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 this financial report.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at:

https://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This description forms part of our auditor’s report.

Report on the Remuneration Report

We have audited the remuneration report included in the directors’ report for the year ended 30 June 2025.

In our opinion the remuneration report of FlexiRoam Limited for the year ended 30 June 2025 complies with section 300A of the Corporations Act 2001 .

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FLEXIROAM LIMITED

INDEPENDENT AUDITOR’S REPORT (continued)

Responsibilities for the Remuneration Report

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 .

Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

In.Corp Audit & Assurance Pty Ltd

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Graham Webb Director 29 August 2025

ASX INFORMATION AS AT 20 AUGUST 2025

Additional information required by the Australian Securities Exchange and shown elsewhere in this report is set out below. The information is current as at 20 August 2025.

1. 20 LARGEST SHAREHOLDERS — ORDINARY SHARES AS AT 20 AUGUST 2025

		NUMBER OF
			PERCENTAGE OF
NO	NAME	ORDINARY SHARES
			CAPITAL HELD
		HELD
1	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED	317,826,901	20.95
2	CITICORP NOMINEES PTY LIMITED	283,667,225	18.69
3	MR THIAN CHOY ONG	154,760,000	10.20
4	MR SENG TAT TOH & MS CHIN MOI YANG	67,620,676	4.46
5	MR GIDEN LIM SOON GHEE	64,190,000	4.23
6	MS JOANNA WONG WEI MINH	58,910,000	3.88
7	MR KAY YIP NG	53,354,666	3.52
8	GENERAL TECHNOLOGY SDN BHD	44,366,666	2.92
9	MR MARC BARNETT	42,516,909	2.80
10	RICHMOND BRIDGE SUPERANNUATION PTY LTD	39,119,445	2.58
11	MR ALEXANDER DOUGLAS	31,400,000	2.07
12	MR NG TIAT CHEUN	28,610,000	1.89
12	MS TENG CHOOI WAN	28,610,000	1.89
13	MICHAEL KING	25,465,938	1.68
14	BNP PARIBAS NOMINEES PTY LTD	16,504,974	1.09
15	MR ASLAM MOHAMMAD	16,110,384	1.06
16	MR THOMAS RICHARD HOOLE	11,150,000	0.73
17	MS PEK SAN YIP	10,168,000	0.67
18	MR TAT SENG KOH	9,120,000	0.60
19	TA SECURITIES HOLDINGS BERHAD	8,658,335	0.57
20	BNP PARIBAS NOMINEES PTY LTD	8,209,498	0.54
	TOTAL	1,320,339,617	87.02

ASX INFORMATION AS AT 20 AUGUST 2025

2. SUBSTANTIAL SHAREHOLDERS

The names of substantial shareholders and the number of shares to which each substantial shareholder and their associates have a relevant interest, as disclosed in substantial shareholding notices given to the Company, are as set out below:

Company, are as set out below:
Substantial Shareholder	Number of Shares
Richmond Bridge Superannuation Pty Ltd1	97,732,932
Mr Kenn Tat (Jefrey) Ong2	298,394,586

Notes:

1. As lodged with ASX on 06 March 2025

2. As lodged with ASX on 11 February 2025

3. UNQUOTED SECURITIES – as at 20 August 2025

Set out below are the classes of unquoted securities currently on issue:

Number	Holders	Class
18,626,666	8	Options exercisable at $0.035 each and expiring on 15 May 2029
1,960,000	7	Options exercisable at $0.075 each and expiring on 15 May 2029
1,960,000	7	Options exercisable at $0.115 each and expiring on 15 May 2029
6,089,999	20	Options exercisable at $0.035 each and expiring on 21 June 2028
4,756,666	19	Options exercisable at $0.075 each and expiring on 21 June 2028
4,756,666	19	Options exercisable at $0.115 each and expiring on 21 June 2028

4. DISTRIBUTION OF HOLDERS

ORDINARY SHARES
RANGE	HOLDERS	UNITS	%
1 – 1,000	35	7,854		0.00%
1,001 – 5,000	31	92,551		0.01%
5,001 – 10,000	100	872,979		0.06%
10,001 – 100,000	399	16,617,963		1.10%
100,001 – over	250	1,499,807,247		98.84%
	815	1,517,398,594		100.00%

ASX INFORMATION AS AT 20 AUGUST 2025

4. DISTRIBUTION OF HOLDERS - CONTINUED

OPTIONS EXERCISABLE AT $0.035 AND EXPIRING ON 15 MAY 2029	OPTIONS EXERCISABLE AT $0.035 AND EXPIRING ON 15 MAY 2029	OPTIONS EXERCISABLE AT $0.035 AND EXPIRING ON 15 MAY 2029
RANGE	HOLDERS	UNITS	%
1 – 1,000	-	-		-
1,001 – 5,000	-	-		-
5,001 – 10,000	-	-		-
10,001 – 100,000	1	60,000		0.32%
100,001 – over	7	18,566,666		99.68%
	8	18,626,666		100.00%

OPTIONS EXERCISABLE AT $0.075 AND EXPIRING ON 15 MAY 2029	OPTIONS EXERCISABLE AT $0.075 AND EXPIRING ON 15 MAY 2029	OPTIONS EXERCISABLE AT $0.075 AND EXPIRING ON 15 MAY 2029
RANGE	HOLDERS	UNITS	%
1 – 1,000	-	-		-
1,001 – 5,000	-	-		-
5,001 – 10,000	-	-		-
10,001 – 100,000	1	60,000		3.06%
100,001 – over	6	1,900,000		96.94%
	7	1,960,000		100.00%
OPTIONS EXERCISABLE AT $0.115 AND EXPIRING ON 15		MAY 2029
RANGE	HOLDERS	UNITS	%
1 – 1,000	-	-		-
1,001 – 5,000	-	-		-
5,001 – 10,000	-	-		-
10,001 – 100,000	1	60,000		3.06%
100,001 – over	6	1,900,000		96.94%
	7	1,960,000		100.00%

ASX INFORMATION AS AT 20 AUGUST 2025

4. DISTRIBUTION OF HOLDERS - CONTINUED

OPTIONS EXERCISABLE AT $0.035 AND EXPIRING ON 21 JULY 2028	OPTIONS EXERCISABLE AT $0.035 AND EXPIRING ON 21 JULY 2028	OPTIONS EXERCISABLE AT $0.035 AND EXPIRING ON 21 JULY 2028
RANGE	HOLDERS	UNITS	%
1 – 1,000	-	-		-
1,001 – 5,000	-	-		-
5,001 – 10,000	-	-		-
10,001 – 100,000	11	690,000		11.33%
100,001 – over	9	5,399,999		88.67%
	20	6,089,999		100.00%

OPTIONS EXERCISABLE AT $0.075 AND EXPIRING ON 21 JULY 2028	OPTIONS EXERCISABLE AT $0.075 AND EXPIRING ON 21 JULY 2028	OPTIONS EXERCISABLE AT $0.075 AND EXPIRING ON 21 JULY 2028
RANGE	HOLDERS	UNITS	%
1 – 1,000	-	-		-
1,001 – 5,000	-	-		-
5,001 – 10,000	-	-		-
10,001 – 100,000	11	690,000		14.51%
100,001 – over	8	4,066,666		85.49%
	19	4,756,666		100.00%

OPTIONS EXERCISABLE AT $0.115 AND EXPIRING ON 21	OPTIONS EXERCISABLE AT $0.115 AND EXPIRING ON 21
RANGE	HOLDERS	UNITS	%
1 – 1,000	-	-		-
1,001 – 5,000	-	-		-
5,001 – 10,000	-	-		-
10,001 – 100,000	11	690,000		14.51%
100,001 – over	8	4,066,666		85.49%
	19	4,756,666		100.00%

ASX INFORMATION AS AT 20 AUGUST 2025

5. UNQUOTED EQUITY SECURITY HOLDERS WITH GREATER THAN 20% OF AN INDIVIDUAL CLASS

As at 20 August 2025, the following classes of unquoted securities had holders with greater than 20% of that class on issue:

class on issue:
	% Interest
*Options exercisable at $0.035 and expiring on 15 May 2029*
Richmond Bridge Superannuation Pty Ltd	89.48%
*Options exercisable at $0.075 and expiring on 15 May 2029*
Tan Li Choong	51.02%
*Options exercisable at $0.115 and expiring on 15 May 2029*
Tan Li Choong	51.02%
*Options exercisable at $0.035 and expiring on 21 July 2028*
Mr Tat Seng Koh	21.89%
Mr Kenn Tat (Jefrey) Ong	21.89%
Mr Stephen Picton	21.89%
*Options exercisable at $0.075 and expiring on 21 July 2028*
Mr Tat Seng Koh	28.03%
Mr Kenn Tat (Jefrey) Ong	28.03%
*Options exercisable at $0.115 and expiring on 21 July 2028*
Mr Tat Seng Koh	28.03%
Mr Kenn Tat (Jefrey) Ong	28.03%

6. SECURITIES SUBJECT TO ESCROW

As at 20 August 2025, there are 680,584 shares held under holding lock.

7. UNMARKETABLE PARCELS

The number of shareholders holding less than a marketable parcel is 535 as at 18 August 2025 (being 100,000 shares based on a share price of $0.005 at 18 August 2025).

ASX INFORMATION AS AT 20 AUGUST 2025

8. VOTING RIGHTS

The voting rights attached to each class of equity security are as follows:

Ordinary Shares

Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.

Options

There are no voting rights attached to any class of options that are on issue.

Performance Rights

There are no voting rights attached to any class of performance rights that are on issue.

9. ON-MARKET BUY-BACK

Currently there is no on-market buy-back of the Company’s securities.

10. CORPORATE GOVERNANCE

Pursuant to the ASX Listing Rules, the Company’s Corporate Governance Statement will be released in conjunction with

this report. The Company’s Corporate Governance Statement is available on the Company’s website at: https://www.fexiroam.com/investor-center/

CORPORATE INFORMATION

DIRECTORS

COMPANY SECRETARY

REGISTERED OFFICE

PRINCIPAL PLACE OF BUSINESS

AUDITORS

BANKERS

SHARE REGISTRY

Jefrey Ong Tat Seng Koh Wee Keat Chan Nicholas Ong

Natalie Teo

Level 39, 152-158 St Georges Terrace, Perth WA 6000

Lot 4-401 & 4-402, Level 4, The Starling Mall, No. 6, Jalan SS21/37, 47400 Petaling Jaya, Selangor, Malaysia

In.Corp Audit & Assurance Pty Ltd Level 1/6 O’Connell Street, Sydney NSW 2000

National Australia Bank 100 St Georges Terrace, PERTH WA 6000

Automic Pty Ltd Level 5, 191 St Georges Terrace, Perth WA 6000

Investor Services 1300 288 664 General Enquiries +61 2 8072 1400

SECURITIES EXCHANGE LISTING

WEBSITE

CONTACT INFORMATION

FlexiRoam Limited shares are listed on the Australian Securities Exchange (ASX code: FRX)

www.flexiroam.com

Ph: +61281883919

AI assistant

FLEXIROAM LIMITED — Annual Report 2025

64947_rns_2025-08-28_54b457c3-0895-43ff-97b0-a2c1e0ec9ee5.pdf

APPENDIX 4E

RESULTS FOR ANNOUNCEMENT TO THE MARKET

DIVIDEND INFORMATION

NET TANGIBLE ASSET BACKING PER ORDINARY SHARE

Commentary on results for the period

Cash Position

ANNUAL REPORT 2025

Dear Shareholders,

DIRECTORS’ REPORT

1. DIRECTORS

JEFREY ONG

Executive Director and CEO

TAT SENG KOH

Chairman and Non-Executive Director

DIRECTORS’ REPORT

1. DIRECTORS – CONTINUED

WEE KEAT CHAN

Non-Executive Director

NICHOLAS ONG

Non-Executive Director

DIRECTORS’ REPORT

1. DIRECTORS – CONTINUED

STEPHEN FRANK PICTON (resigned on 7 December 2024)

Non-Executive Director

CHRIS BURTON (resigned on 2 March 2025)

Non-Executive Director

2. COMPANY SECRETARY

NATALIE TEO

3. PRINCIPAL ACTIVITIES

DIRECTORS’ REPORT

4. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Leadership Changes

Capital Raising

5. REVIEW OF OPERATIONS

DIRECTORS’ REPORT

5. REVIEW OF OPERATIONS (CONTINUED)

6. SIGNIFICANT EVENTS AFTER BALANCE DATE

7. LIKELY DEVELOPMENTS AND EXPECTED RESULTS

DIRECTORS’ REPORT

8. KEY RISKS

Failure to execute the brand partnership and growth strategy

Dependence on telecommunication network providers and changes to roaming agreements

Technology, platform, and cybersecurity risks

Changes in government regulation and data privacy laws

DIRECTORS’ REPORT

8. KEY RISKS - CONTINUED

Foreign currency exchange risk

9. ENVIRONMENTAL LEGISLATION

10. MEETINGS OF DIRECTORS

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED)

11.1 KEY MANAGEMENT PERSONNEL DISCLOSED IN THIS REPORT

11.2 REMUNERATION GOVERNANCE

11.3 NON-EXECUTIVE DIRECTOR REMUNERATION

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) - CONTINUED

11.4 EXECUTIVE REMUNERATION

a. Key Terms of Remuneration

11.5 EXECUTIVE REMUNERATION

a. Summary of amounts paid to key management personnel

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.5 EXECUTIVE REMUNERATION - CONTINUED

[1] resigned on 16 November 2023

b. Employee share option plan

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.6 EQUITY HOLDINGS OF KEY MANAGEMENT PERSONNEL

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.6 EQUITY HOLDINGS OF KEY MANAGEMENT PERSONNEL - CONTINUED

c. Performance rights

d. Share options

DIRECTORS’ REPORT

11. REMUNERATION REPORT (AUDITED) – CONTINUED

11.7 VOTING AND COMMENTS MADE AT THE COMPANY’S 2024 ANNUAL GENERAL MEETING

11.8 LOANS FROM KEY MANAGEMENT PERSONNEL

FLEXIROAM LIMITED Annual Report 2025