Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

OnMobile Global Ltd. Interim / Quarterly Report 2026

Feb 5, 2026

62296_rns_2026-02-05_912d2679-64ba-4614-bfdf-d781284c0785.pdf

Interim / Quarterly Report

Open in viewer

Opens in your device viewer

ONMOBILE GLOBAL LIMITED

E City, Tower-1, No.94/1C & 94/2, Veerasandra Village, Attibele Hobli, Anekal Taluk, Electronic city Phase-1, Bangalore - 560100, Karnataka, India

P: +91 80 4009 6000 | F: +91 80 4009 6009 CIN - L64202KA2000PLC027860 Email - [email protected]

www.onmobile.com

February 05, 2026

To, Department of Corporate Services The Listing Department BSE Limited, National Stock Exchange of India Limited, Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Bandra (East) Mumbai - 400 001 Mumbai - 400 051 Scrip Code: 532944 Scrip Code: ONMOBILE

Dear Sir/ Madam,

Sub: Outcome of the Board Meeting held on February 05, 2026

Ref: 1. Our letter dated January 19, 2026, about Notice of the Board Meeting

2. SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations)

The Board of Directors of OnMobile Global Limited (‘the Company’) at their meeting held on Thursday, February 05, 2026, in Bangalore, through Zoom Video conference, has inter alia , considered and approved the following:

1. Financial Results:

Unaudited Financial Results as per IND-AS for the quarter ended December 31, 2025. A copy of the unaudited Financial Results (Standalone and Consolidated) along with the Limited review report under Regulation 33 of the SEBI Listing Regulations is enclosed as Annexure-I .

2. Appointment of Manoranjan Mohapatra as an Additional Director in the category of Independent Director of the Company:

Appointment of Manoranjan Mohapatra (DIN: 00043930) as an Additional Director in the category of Independent Director on the Board of the Company, on the recommendation of the Nomination & Compensation Committee and subject to the approval of shareholders.

In compliance with SEBI Order dated June 14, 2018 to the Stock Exchanges and further BSE Circular No. LIST/COMP/14/2018-19 and NSE Circular No. NSE/CML/2018/24, both dated June 20, 2018, this is to confirm that Manoranjan Mohapatra (DIN: 00043930) has not been debarred from holding the office of director by virtue of any SEBI order or any other such authority.

The details as required under SEBI Listing Regulations read with SEBI Master Circular No. SEBI/HO/49/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, are provided in Annexure – II enclosed herewith.

The meeting of the Board of Directors of the Company commenced at 07.30 P.M. IST and concluded at 10.15 P.M. IST.

Request you to please take the same on record.

Thanking you,

Yours sincerely, For OnMobile Global Limited

Digitally signed by Pakanati V Pakanati V Varaprasad Varaprasad Date: 2026.02.05 22:17:22 +05'30'

P V Varaprasad Company Secretary FCS 5877

Encl: a/a

Annexure - I

OnMobile Global Limited Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com

Statement of unaudited standalone results for the quarter and nine months ended December 31, 2025

1
Revenue from Operations
Mobile entertainment services
Other income (Net) (Refer Note 4)
Total Income
2
Expenses
(a) Content fee and royalty
(b) Contest expenses
(c) Cost of software licenses and others
(d) Employee benefits expense
(e) Finance costs
(f) Depreciation and amortisation expenses
(g) Marketing expenses
(h) Other expenses
Total expenses
3
Profit before tax and exceptional items (1-2)
4
Exceptional items (Refer Note 5)
5
Profit before tax (3-4)
6
Tax expense:
(a) Current tax
(b) Current Tax expense relating to prior years
(c) Minimum Alternate Tax (MAT) credit entitlement
(d) Deferred tax
Total tax
7
Profit for the period/ year (5-6)
8
Other comprehensive income
A. (i) Items that will not be reclassified to profit or loss
(ii) Income tax relating to items that will not be reclassified
to
fi
l
B. (i) Items that will be reclassified to profit or loss
(ii) Income tax relating to items that will be reclassified to
profit or loss
Other comprehensive income/(loss)
9
Total comprehensive income for the period/ year (7+8)
10 Paid up equity share capital (Face value of Rs 10/- each)
11 Other equity
12 Earnings per share (of Rs. 10 each) (not annualised except for
year ended March 31, 2025)
(a) Basic
(b) Diluted
Sl.
No
Particulars
Amount in Rs Millions except data per share
Year ended
December 31,
2025
September 30,
2025
December 31,
2024
December 31,
2025
December 31,
2024
March 31,
2025
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
(Audited)
426.14
465.90
820.27
1,359.78
1,682.05
2,393.13
34.90
71.75
4.11
356.21
89.51
105.35
461.04
537.65
824.38
1,715.99
1,771.56
2,498.48
54.90
61.55
11.89
183.95
34.90
54.72
9.86
2.40
2.06
18.82
11.45
11.87
26.00
28.60
280.80
79.19
347.96
632.50
172.88
172.84
176.91
531.18
567.15
749.20
11.62
9.64
7.12
30.00
18.78
25.21
15.11
15.86
16.17
46.96
50.65
66.51
38.78
41.07
94.24
173.58
227.13
335.30
63.11
81.04
130.11
222.69
331.67
408.98
392.26
413.00
719.30
1,286.37
1,589.69
2,284.29
68.78
124.65
105.08
429.62
181.87
214.19
(4.61)
-
(49.70)
(4.61)
(101.76)
(101.76)
64.17
124.65
55.38
425.01
80.11
112.43
30.93
19.93
7.26
57.95
23.53
35.78
-
-
-
-
-
3.16
-
-
3.45
-
-
(4.55)
6.09
(13.05)
1.50
3.22
(2.98)
(6.41)
37.02
6.88
12.21
61.17
20.55
27.98
27.15
117.77
43.17
363.84
59.56
84.45
(0.03)
(0.62)
0.14
3.83
(0.27)
(8.99)
(0.08)
0.18
(0.04)
(1.20)
0.08
2.62
1.62
35.14
15.32
9.79
(6.57)
(20.28)
-
-
-
-
-
-
1.51
34.70
15.42
12.42
(6.76)
(26.65)
28.66
152.47
58.59
376.26
52.80
57.80
1,063.21
1,063.21
1,063.21
1,063.21
1,063.21
1,063.21
6,097.22
0.26
1.11
0.41
3.42
0.56
0.79
0.26
1.11
0.41
3.42
0.56
0.79
Quarter ended
Nine months ended

OnMobile Global Limited

Registered office: Tower 1, 94/1C & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com

Statement of unaudited standalone results for the quarter and nine months ended December 31, 2025

  • 1 The unaudited standalone results for the Quarter and Nine months ended December 31, 2025 have been reviewed by the Audit Committee and approved by the Board of Directors of the Company at their respective meetings held on February 5, 2026. The above results have been subjected to limited review by the statutory auditors of the Company. The review report of the statutory auditors is unmodified.

  • 2 These financial results have been prepared in accordance with Indian Accounting Standards (‘Ind AS’) prescribed under section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and relevant circulars issued thereunder.

  • 3 As per Ind AS 108, Operating segments, the Company has disclosed the segment information only as part of the consolidated financial results.

  • 4 Other income for the year ended March 31, 2025 includes Rs. 1.46 Million on account of writeback of intercompany payables (net off receivables) with respect to subsidiaries / overseas branches which are either liquidated or are in the process of liquidation on account of cessation of operations.

  • 5 Exceptional items includes -

  • a) Head count restructuring and optimization cost Rs.49.70 Million for the quarter ended December 31,2024 and Rs. 101.76 million for the nine months ended December 31, 2024, and the year ended March 31, 2025

b) Impact of the Labour Codes amounting to Rs. 4.61 million for the quarter and nine months ended December 31, 2025.

On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed and disclosed the incremental impact of these changes on the basis of the best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. Considering the materiality and regulatory-driven, non-recurring nature of this impact, the Company has presented such incremental impact under “Exceptional Items” in the statement of unaudited standalone results for the period ended December 31, 2025. The incremental impact of Rs. 4.61 million pertains to gratuity primarily arises due to change in wage definition. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments, as needed.

For and on behalf of Board of Directors of Onmobile Global Limited

FRANCOIS Digitally signed by FRANCOIS CHARLES CHARLES SIROIS SIROIS Date: 2026.02.05 20:16:28 +05'30' François-Charles Sirois Executive Chairman & CEO

Place: Madrid Date: February 5, 2026

Embassy Golf Links Business Park Pebble Beach, B Block, 3rd Floor No. 13/2, off Intermediate Ring Road Bengaluru - 560 071, India Telephone: +91 80 4682 3000 Fax: +91 80 4682 3999

B S R & Co. LLP Chartered Accountants

Limited Review Report on unaudited standalone financial results of OnMobile Global Limited for the quarter ended 31 December 2025 and year to date results for the period from 1 April 2025 to 31 December 2025 pursuant to Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To the Board of Directors of OnMobile Global Limited

  1. We have reviewed the accompanying Statement of unaudited standalone financial results of OnMobile Global Limited (hereinafter referred to as “the Company”) for the quarter ended 31 December 2025 and year to date results for the period from 1 April 2025 to 31 December 2025 (“the Statement”).

  2. This Statement, which is the responsibility of the Company’s management and approved by its Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 “ Interim Financial Reporting ” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013, and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regulations”). Our responsibility is to issue a report on the Statement based on our review.

  3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”, issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

  4. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For B S R & Co. LLP

Chartered Accountants

Firm’s Registration No.:101248W/W-100022 PRAVEEN Digitally signed by PRAVEEN KUMAR KUMAR JAIN Date: 2026.02.05 JAIN 20:34:49 +05'30'

Praveen Kumar Jain

Bangalore 05 February 2026

Partner Membership No.: 079893 UDIN:26079893XELNFF3741

Registered Office:

B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 2013

14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063

Page 1 of 1

OnMobile Global Limited

Registered office: Tower 1, 94/lC & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: w .onmobile.com

Statement of unaudited consolidated financial results for the quarter and nine months ended December 31, 2025

Amount in Rs Milions except dta per share
Quarter ended Nine months ended Year ended
December 31, September 30, December 31, December 31, December 31, March 31,
SI.No Particulars 2025 2025 2024 2025 2024 2025
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
1 Revenue fom Operations
Mobile Entertainment Services 1,356.90 1,281.57 1,640.06 3,891.77 4,168.02 5,730.24
Other income (net) 100.07 96.91 16.10 420.81 33.66 52.69
Total I ncome 1,456.97 1,378.48 1,656.16 4,312.58 4,201.68 5,782.93
2 Expenses
(a) Content f ad royalty 559.19 545.74 561.66 1,621.97 1,743.19 2,258.42
(b) Contest expenses 13.15 1.41 7.12 25.28 23.61 25.90
(c) Cost of sofware licenses ad others
(d) Employee benefts expenses
4105
278.11
40.29
278.17
361.74
294.54
117.12
825.34
452 09
886.18
814.52
1,184.29
(e) Finance costs 18.66 17.45 17.67 5153 45.75 60.86
(fDepreciation and amortisaion expenses 88.35 84.21 82.31 254 09 243.62 323.19
(g) Marketing expenses 323.14 229.23 237.91 782 09 683.77 909.90
(h) Other expenses 86.32 102.47 77.00 317 09 280.84 430.23
Total expenses 1,407.97 1,298.97 1,639.95 3,994.51 4,359.05 6,007.31
3 Proft/(loss) befre share ofproft/(loss) of associates, 49.00 79.51 16.21 318.07 (157.37) (224.38)
exceptional items and tax (1 - 2)
4 Share of proft/(loss) of associates 0.15 0.15 0.15 045 0.45 (0.05)
5 Proft/(loss) befre tax and exceptional items (3+4) 49.15 79.66 16.36 318.52 (156.92) (224.43)
6 Exceptional items - net (Refer Note 4) (4.61) - (49.70) (4.61) (122.52) (122.52)
7 Proft/(loss) befre tax (5+6) 44.54 79.66 (33.34) 313.91 (279.44) (346.95)
8 Tax expense
(a) Current tax 37.35 28.77 9.46 97.60 46.71 91.17
(b) Current tax expense relating to prior years - - - - (16.69)
(c) Deferred ta
(d) Minimum Alterate Tax (MAT) credit entitlement
(27.94)
-
(8.56)
-
5.90
3.45
(34.17) (0.06) (11.47)
(4.55)
Total tax 9.41 20.21 18.81 63.43 46.65 58.46
9 Proft/(loss) fr the period / year (7-8) 35.13 59.45 (52.15) 250.48 (326.09) (405.41)
10 Other comprehensive income
A. (i) Items that will not be reclassifed to proft or loss (0.03) (0.62) 0.14 3.83 (0.27) (8.99)
(ii) Income tax relaing to items that will not be reclassifed
to proft or loss
B. (i) Items that will be reclassifed to proft or loss
(ii) Income tax relating to items that will be reclassifed to
proft or loss
(0.08)
86.34
-
0.18
7.02
-
(0.04)
(44.31)
-
(1.20)
164.70
0.08
(2.98)
-
2.62
76.40
-
Other comprehensive income/(loss) 86.23 6.58 (44.21) 167.33 (3.17) 70.03
11 Total comprehensive income/(loss) fr the period/ year
(9+10)
121.36 66.03 (96.36) 417.81 (329.26) (335.38)
12 Proft attributable to:
Owners of the Company 35.84 60 09 (50.86) 252.77 (322.43) (401.73)
Non-controlling interests (0.71) (0.64) (1.29) (2.29) (366) (3.68)
35.13 59.45 152.15) 250.48 1326.09) 1405.41)
13 Total comprehensive income attributable to:
Owners of the Company 121.36 66 03 (44.21) 417.81 (3.17) (335.38)
Non-controlling interests - - - - - -
121.36 66.03 (44.21) 417.81 (3.17) (335.38)
14 Paid up equity share capital (Face value of Rs 10/- each) 1,063.21 1,063.21 1,114.28 1,063.21 1,114.28 1,063.21
15 Other equity 5,164.28
16 Eaings per shae ( of Rs. 10 each) (not a ualised except fr
yea ended Mach 31, 2025)
(a) Basic 0.33 0.56 (0.48) 2.36 (3.05) (3.78)
(b) Diluted 0.33 0.56 (0.48) 2.36 (3.05) (3.78)

OnMobile Global Limited Registered office: Tower 1, 94/lC & 94/2, Veerasandra Village, Electronic City Phase-1, Bengaluru- 560100 CIN: L64202KA2000PLC027860 Website: www.onmobile.com

Statement of unaudited consolidated financial results for the quarter and nine months ended December 31, 2025

  • 1 (a) The unaudited consolidated results for the quarter and nine months ended December 31, 2025 have been reviewed by the Audit Committee and approved by the Board of Directors of the Company at their respective meetings held on February 5, 2026. The above results have been subjected to limited review by the statutory auditors of the Company. The review report of the statutory auditors is umnodified.

  • (b) Key numbers of Standalone Financial Results of the Company for the quarter and nine months ended December 31, 2025 are as under:

Amount in Rs. Mllions
Quarter ended Nine months ended Year ended
Particulars December 31,
2025
September 30,
2025
December 31,
2024
December 31,
2025
December 31,
2024
March 31,
2025
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
Total Icome 461.04 537.65 824.38 1,715.99 1,771.56 2,498.48
Proft befre Tax 64.17 124.65 55.38 425.01 80.11 112.43
Net Proft afer Tax
27.15
117.77
43.17
363.84
59.56
84.45

Standalone results of OnMobile Global limited are available in investors section in www.onmobile.com and also with the stock exchanges where it is listed.

2 These financial results have been prepared in accordance with Indian Accounting Standards ('Ind AS') prescribed under section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and relevant circulars issued thereunder.

  • 3 The above results include consolidated results of the Company's subsidiaries : - OnMobile Singapore Pte Limited, - OnMobile Europe B.V. - Servicios De Telefonia OnMobile SA De CV, - OnMobile Global SA - OnMobile DE Venezuela C.A - OnMobile Brasil Sistemas de Valor Agregado Para Comunicacoes Moveis Ltda, - OnMobile Global for Telecommunication Services, - OnMobile Uruguay S.A., - OnMobile Senegal SARL, - OnMobile Mali SARL, - OnMobile Bangladesh Private Limited, - OnMobile Kenya Telecom Limited, - OnMobile Telecom Limited, - OnMobile Costa Rica OBCR SA, - OnMobile Global Spain S.L.U - OnMobile Tanzania Telecom Limited, - OnMobile Zambia Telecom Limited, - OnMobile Uganda Limited, - OnMobile Rwanda Telecom Limited (Struck offw.e.f. October 24, 2025) - OnMobile Nigeria Telecom Limited, - OnMobile Global Solutions Canada Limited, - Onmobile Turkey Telekomunikasyon Sistemleri Limited �irketi, - Onmobile Telecom Burkina Faso, SARL, - ONMOinc, - 2dayUK Limited., - OnMobile Global South Africa (RF) (PTY) LTD, - ONMO Sweden AB (formerly known as "Applaud AB"), - OnMobile Bangladesh Technologies Private Limited, - Technologies Rob0 Inc. - OnMobile South Africa Technologies (PTY) Limited, - OnMobile USA LLC, - OnMobile Global Italy S.R.L, SL (liquidated w.e.f. October 04, 2024) - 9447-9029 Quebec Inc. (formerly known as Les Productions Back to the Game Inc.) and - Mobile Voice Konnect Private Limited (Associate).

==> picture [426 x 377] intentionally omitted <==

FRANCOIS Digitally signed by FRANCOIS CHARLES CHARLES SIROIS SIROIS Date: 2026.02.05 20:15:58 +05'30'

==> picture [81 x 43] intentionally omitted <==

Embassy Golf Links Business Park Pebble Beach, B Block, 3rd Floor No. 13/2, off Intermediate Ring Road Bengaluru - 560 071, India Telephone: +91 80 4682 3000 Fax: +91 80 4682 3999

Chartered Accountants

B S R & Co. LLP

Limited Review Report on unaudited consolidated financial results of OnMobile Global Limited for the quarter ended 31 December 2025 and year to date results for the period from 1 April 2025 to 31 December 2025 pursuant to Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To the Board of Directors of OnMobile Global Limited

  1. We have reviewed the accompanying Statement of unaudited consolidated financial results of OnMobile Global Limited (hereinafter referred to as “the Parent”), and its subsidiaries (the Parent and its subsidiaries together referred to as “the Group”) and its share of the net profit after tax and total comprehensive income of its associates for the quarter ended 31 December 2025 and year to date results for the period from 1 April 2025 to 31 December 2025 (“the Statement”), being submitted by the Parent pursuant to the requirements of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

  2. This Statement, which is the responsibility of the Parent’s management and approved by the Parent’s Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 “ Interim Financial Reporting ” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013, and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review.

  3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”, issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with the circular issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable.

  1. The Statement includes the results of the following entities:

  2. i. Onmobile Global Limited (Parent)

  3. ii. OnMobile Singapore Pte. Ltd.

  4. iii. OnMobile Europe BV

  5. iv. OnMobile USA LLC

  6. v. Servicios De Telefonia OnMobile SA De CV

  7. vi. OnMobile Global SA

  8. vii. OnMobile De Venezuela CA

  9. viii. OnMobile Brasil Sistemas De Valor Agregado Para Comunicacoes Moveis Ltda.

  10. ix. OnMobile Global for Telecommunication Services

  11. x. OnMobile Uruguay SA

  12. xi. OnMobile Senegal SARL

Registered Office:

B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 2013

14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063

Page 1 of 2

B S R & Co. LLP

Limited Review Report (Continued) OnMobile Global Limited

xii. OnMobile Mali SARL xiii. OnMobile Bangladesh Private Limited xiv. OnMobile Kenya Telecom Limited xv. OnMobile Telecom Limited xvi. OnMobile Costa Rica OBCR, SA xvii. OnMobile Global Spain, S.L.U. xviii. OnMobile Tanzania Telecom Limited xix. OnMobile Zambia Telecom Limited xx. OnMobile Uganda Limited xxi. OnMobile Rwanda Telecom Limited xxii. OnMobile Nigeria Telecom Limited xxiii. OnMobile Global Solutions Canada Limited xxiv. OnMobile Turkey Telekomunikasyon Sistemleri Limited Şirketi xxv. OnMobile Telecom Burkina Faso, SARL xxvi. ONMO, Inc. xxvii. 2DayUK Limited xxviii. OnMobile Global South Africa (RF) (PTY) Ltd. xxix. ONMO Sweden AB (formerly known as “Appland AB”) xxx. OnMobile Bangladesh Technologies Private Limited xxxi. Technologies rob0 Inc. xxxii. OnMobile South Africa Technologies (PTY) Ltd. xxxiii. Mobile Voice Konnect Private Limited

  1. Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For B S R & Co. LLP

Chartered Accountants Firm’s Registration No.:101248W/W-100022

PRAVEEN Digitally signed by PRAVEEN KUMAR KUMAR JAIN Date: 2026.02.05 JAIN 20:34:03 +05'30'

Praveen Kumar Jain

Partner

Bangalore 05 February 2026

Membership No.: 079893 UDIN:26079893YFDPOE4611

Page 2 of 2

Annexure - II

Details as required under SEBI Listing Regulations read with SEBI Master Circular No. SEBI/HO/49/14(7)2025- CFD-POD2/I/3762/2026 dated January 30, 2026

Appointment of Manoranjan Mohapatra (DIN: 00043930) as an Additional Director in the category of Independent Director of the Company

S. No. Particulars Details
(i) Reason for change viz. appointment,
~~resignation, removal, death or otherwise~~
Appointment
(ii) Date of appointment
Term of appointment
February 05, 2026
Manoranjan Mohapatra (DIN: 00043930) has been
appointed as an Additional Director in the category of
Independent Director on the Board of the Company, for a
term of 5 (five) years w.e.f. February 05, 2026, to
February 04, 2031, on the recommendation of the
Nomination & Compensation Committee and subject to
the approval of shareholders.
(iii) Brief profile
(in case of appointment)
Enclosed herewith asAnnexure - III
(iv) Disclosure
of
relationships
between
directors (in case of appointment of a
director)
Nil

Annexure - III

Manoranjan Mohapatra

==> picture [144 x 187] intentionally omitted <==

==> picture [216 x 150] intentionally omitted <==

Mr. Manoranjan Mohapatra (Mao) is a seasoned growth leader and strategic business executive with over four decades of experience in building and scaling technology-led businesses across the telecom and fintech industries. He served as the Chief Executive Officer of Comviva Technologies from 2007 to 2024, where he led the company’s transformation from a legacy value-added services provider into a global leader in Fintech, Martech, and Digitech solutions. During his tenure, Comviva achieved more than twenty-fold growth, expanding its footprint to serve over 120 customers across 80 countries.

Prior to Comviva, Mr. Mohapatra served as President and Chief Operating Officer at Aricent Technologies. In this role, he played a pivotal part in establishing Aricent as a global leader in product engineering services, scaling the organization to revenues exceeding $500 million. He was also closely involved in Aricent’s public listing and its subsequent exit following delisting from stock exchanges.

Earlier in his career, Mr. Mohapatra served as Senior Program Manager at C-DOT, where he contributed to the development of India’s first indigenous telecom switching technology, significantly enhancing telecom penetration and supporting the country’s digital infrastructure development.

Currently, he advises multiple startups, leveraging his deep expertise in growth strategy, digital transformation, and organizational scaling.

Mr. Mohapatra holds a B.E. (Hons.) in Electrical and Electronics Engineering from BITS Pilani. He is widely recognized for his leadership in technology, innovation, shareholder value creation, and governance. He has received several prestigious recognitions, including the Distinguished Fellow Award from the Institute of Directors and The Economic Times Most Promising Business Leaders of Asia.