2 Material Accounting Policies

2.1 Statement of compliance

The Standalone Financial Statements of the Company
comprise of the Standalone Balance Sheet as at March
31, 2026, the Standalone Statement of Profit and
Loss including Other Comprehensive Income ("OCI"),
the Standalone Statement of Changes in Equity, the
Standalone Statement of Cash Flows for the year ended
March 31,2026, Material Accounting Policies, Notes to the
Standalone Financial Statements as at and for the year
ended March 31,2026 (together referred to as ''Standalone
Financial Statements'') has been prepared and presented
in accordance with the Indian Accounting Standards (''Ind
AS'') notified under Section 133 of the Companies Act,
2013, (''the Act''), read with Rule 3 of the Companies (Indian
Accounting Standards) Rules 2015 and other relevant
provisions of the Act as amended from time to time.

The Standalone Financial Statements of the Company
for the year ended March 31, 2026 were approved and
authorised for issue in accordance with the resolution of
the Board of Directors on May 19, 2026.

Historical cost convention

The financial statements have been prepared on a
historical cost basis, except for the following:

- certain financial assets and liabilities are

measured at fair value

- defined benefit plans - measured as per projected
unit credit method

- share-based payments - measured at fair value
at the Grant date

Rounding off

All amounts disclosed in the Standalone financial
statements and notes have been rounded off to
the nearest million with two decimals as per the
requirement of Schedule III, unless otherwise stated.
Amounts mentioned as "0.00" in the Standalone financial
statements denote amounts rounded off being less than
Rupees five thousand.

New and amended standards adopted by the
Company

The Ministry of Corporate Affairs has vide notification
dated 7 May 2025 and 13 August 2025 , notified
Companies (Indian Accounting Standards) Amendment
Rules, 2025 which amends certain accounting standards,
and are effective 1 April 2025.

This table lists the recent changes to the Accounting
Standards that are required to be applied by an entity with
an annual reporting period beginning on 1 April 2025 to
the extent applicable for the company.

Ind AS 21, The Effects of Changes in Foreign Exchange Rates

The amendment defines ''exchangeability'', requiring
entities to assess exchangeability at the measurement
date for a specific purpose, and mandating that entities
estimate a spot exchange rate when a currency is
non-exchangeable.

Companies are now required to disclose:

a. nature and financial implications of the currency''s
lack of exchangeability

b. spot exchange rates used and methods used
to estimate them

c. risks associated with the inability to

exchange the currency

d. affected transactions, assets, and liabilities

Ind AS 1, Presentation of Financial Statements

* A liability was earlier classified as current if the
entity did not have an unconditional right to defer
settlement for at least 12 months after the reporting

date. Under the amendment, the requirement for
the right to be unconditional has been removed.
Instead, the entity must show that a substantive right
to defer settlement exists at the reporting date.

* Companies must also disclose information about
non-current liabilities subject to future covenants in
the notes to the financial statements.

* The amendments to Ind AS 1 are applied
retrospectively for annual periods beginning on or
after 1 April 2025.

Ind AS 107 - Financial Instruments: Disclosures and Ind AS

7 - Statement of Cash Flows

* New disclosure requirements apply to supplier
finance arrangements where:

A finance provider pays suppliers on behalf
of the Company.

The Company pays on the same or a later date.

The Company receives extended terms or suppliers
receive early-payment benefits.

* Required disclosures include:

a. Terms and conditions of the arrangements.

b. At beginning and end of the reporting period:

i. Carrying amounts and balance-

sheet line items of liabilities under

these arrangements.

ii. Liabilities already paid to suppliers by
finance providers.

iii. Payment-due-date ranges for these

liabilities and comparable trade payables

c. Type and effect of non-cash changes (e.g.,

exchange differences, business combinations).

i. Entities must also disclose the type and
effect of non-cash changes in the carrying
amounts of the financial liabilities that are
part of a supplier finance arrangement.

ii. Supplier finance arrangements are

now explicitly included in Ind AS 107
as examples for quantitative liquidity
risk disclosures.

Standards issued but not yet effective

Ind AS 1 - Presentation of Financial Statements

If a covenant breach occurs on or before the
reporting date and the liability becomes payable
on demand, it must be classified as current
even if the lender subsequently agrees not to
demand repayment. It is classified as current
because, at the reporting date, the entity does
not have the right to defer settlement for at least
12 months. However, if the lender has already
provided—by the reporting date—a grace
period extending at least 12 months beyond
that date, during which the breach can be
rectified and repayment cannot be demanded,
the liability is classified as non-current. The
Company has no impact of these amendments
in its classification criteria of current and non¬
current liabilities.

This amendment is to be applied retrospectively
for annual reporting periods beginning on or
after 1 April 2026, in accordance with Ind AS
8, Accounting Policies, Changes in Accounting
Estimates and Errors.

2.2 Current and Non-current classification

The operating cycle is the time between the acquisition of
assets/inputs for processing and their realisation in cash
and cash equivalents. The Company has identified twelve
months as its operating cycle. The Company presents
assets and liabilities in the balance sheet based on
current/non-current classification.

An asset is treated as current when it is:

* expected to be realised or intended to be sold or
consumed in normal operating cycle

* held primarily for the purpose of trading

* expected to be realised within twelve months after
the reporting period, or

* cash or cash equivalent unless restricted from being
exchanged or used to settle a liability for at least
twelve months after the reporting period

All other assets are classified as non-current.

Other tax assets and deferred tax assets are classified as
non-current assets.

A liability is current when it is:

* expected to be settled in the normal operating cycle.

* held primarily for the purpose of trading.

* due to be settled within twelve months after the
reporting period, or

* it does not have the right at the reporting date to
defer settlement of the liability for atleast twelve
months after the reporting period

The Company classifies all other liabilities as non current.

2.3 Property, plant and equipment, capital work-in¬
progress

Property, plant and equipment

Property, plant and equipment are stated at historical
cost, net of accumulated depreciation and accumulated
impairment losses if any.

The cost of an item of property, plant and equipment
shall be recognised as an asset if, and only if it is probable
that future economic benefits associated with the item
will flow to the Company and the cost of the item can be
measured reliably.

Cost of property, plant and equipments comprises of the
purchase price including import duties and non-refundable
taxes, and directly attributable expenses incurred to bring
the asset to the location and condition necessary for it to
be capable of being operated in the manner intended by
management. Subsequent costs related to an item of PPE
are recognised in the carrying amount of the item if the
recognition criteria are met.

An item of property, plant and equipment is derecognised
on disposal or when no future economic benefits are
expected from its use or disposal. The gain or loss
arising on derecognition is recognised in the Standalone
Statement of Profit and Loss.

Capital work in progress

The cost of property, plant and equipment incurred and
not ready for their intended use before the reporting date
are disclosed under capital work-in-progress. The capital
work- in-progress is carried at cost, comprising direct cost,
related incidental expenses and attributable interest. No
depreciation is charged on the capital work in progress
until the asset is ready for their intended use.

Impairment of property, plant and equipment

Assessment is done at each balance sheet date as to
whether there is any indication that an asset may be
impaired. For the purpose of assessing impairment, the
smallest identifiable Group of assets that generate cash
inflows from continuing use that are largely independent
of the cash inflows from other assets or Group of assets, is
considered as a cash generating unit. If any such indication
exists, an estimate of the recoverable amount of the asset/
cash generating unit is made. Assets whose carrying value
exceeds their recoverable amount are written down to the
recoverable amount. Recoverable amount is higher of an

asset''s or cash generating unit''s net selling price and its
value in use. Value in use is the present value of estimated
future cash flows expected to arise from the continuing
use of an asset and from its disposal at the end of its
useful life. Assessment is also done at each Standalone
Balance Sheet date as to whether there is any indication
that an impairment loss recognised for an asset in prior
accounting periods may no longer exist or may have
decreased. An impairment loss is reversed to the extent
that the asset''s carrying amount does not exceed the
carrying amount that would have been determined if no
impairment loss had previously been recognised.

Depreciation method, estimated useful lives and
residual value

Depreciation is provided on a pro-rata basis on the
straight-line method over the estimated useful lives of the
assets as prescribed under part C of the Schedule II of the
Act or useful life based on technical evaluation done by
management in order to reflect the actual usage of the
assets. The useful life, residual value and the depreciation
method are reviewed at least at each financial year end.
If the expectations differ from previous estimates, the
changes are accounted for prospectively as a change in
accounting estimate.

The estimates of useful lives of property, plant and
equipment are as follows:

Leasehold improvements are amortized over the
remaining lease term or the estimated useful life of 10
years, whichever is lower.

2.4 Trade receivables

Trade receivables are amounts due from customers for
services performed in the ordinary course of business and
reflects Company''s unconditional right to consideration
(that is, payment is due only on the passage of time). Trade
receivables are recognized initially at the transaction price
as they do not contain significant financing components.
The Company holds the trade receivables with the
objective of collecting the contractual cash flows and
therefore measures them subsequently at amortized

cost less loss allowance. Unbilled receivables where the
Company has satisfied all performance obligations and
hence has an unconditional right to consideration are
included under trade receivables.

For trade receivables only, the Company applies the
simplified approach permitted by Ind AS 109 Financial
Instruments, which requires expected lifetime losses to be
recognized from initial recognition of the receivables.

2.5 Cash and cash equivalents

For the purpose of presentation in the statement of cash
flows, cash and cash equivalents includes cash on hand,
deposits held at call with financial institutions, other short¬
term, highly liquid investments with original maturities
of three months or less that are readily convertible to
known amounts of cash and which are subject to an
insignificant risk of changes in value. Bank overdrafts
are shown within borrowings in current liabilities in the
Standalone Balance Sheet.

2.6 Income tax

The income tax expense or credit for the year is the tax
payable on the current period''s taxable income based
on the applicable income tax rate adjusted by changes in
deferred tax assets and liabilities attributable to temporary
differences and to unused tax losses.

The current income tax charge is calculated on the basis of
the tax laws enacted or substantively enacted at the end of
the reporting period in the countries where the Company
operates and generates taxable income. Management
periodically evaluates positions taken in tax returns with
respect to situations in which applicable tax regulation is
subject to interpretation. It establishes provisions where
appropriate on the basis of amounts expected to be paid
to the tax authorities.

Deferred income tax is provided in full, using the liability
method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying
amounts in the financial statements. Deferred income
tax is determined using tax rates (and laws) that have
been enacted or substantially enacted by the end of the
reporting period in the countries where the Company
operates and generates taxable income and are expected
to apply when the related deferred income tax asset is
realised or the deferred income tax liability is settled.

Deferred tax assets and liabilities are offset when there
is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate
to the same taxation authority. Current tax assets and
tax liabilities are offset where the entity has a legally
enforceable right to offset and intends either to settle on

a net basis, or to realise the asset and settle the liability
simultaneously.

Current and deferred tax is recognised in profit or loss,
except to the extent that it relates to items recognised
in OCI or directly in equity. In this case, the tax is also
recognised in other comprehensive income or directly in
equity, respectively.

2.7 Equity

Classification as debt or equity

Financial instruments issued by the Company are classified
as either financial liabilities or as equity in accordance with
the substance of the contractual arrangements and the
definitions of a financial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a
residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by the
Company are recognised at the proceeds received, net of
direct issue costs.

2.8 Leases

The Company''s lease asset classes primarily consist of
leases for office premises. The Company assesses whether
a contract contains a lease, at inception of a contract. A
contract is, or contains, a lease if the contract conveys
the right to control the use of an identified asset for a
period of time in exchange for consideration. To assess
whether a contract conveys the right to control the use of
an identified asset, the Company assesses whether:

(i) the contract involves the use of an identified asset

(ii) the Company has substantially all of the economic
benefits from use of the asset through the period
of the lease and

(iii) the Company has the right to direct the
use of the asset.

At the date of commencement of the lease, the
Company recognizes a right-of-use asset ("ROU") and a
corresponding lease liability for all lease arrangements in
which it is a lessee, except for leases with a term of twelve
months or less (short term leases) and low value leases.
For these short-term and low value leases, the Company
recognizes the lease payments as an operating expense
on a straight-line basis over the term of the lease.

Certain lease arrangements includes the options to extend
or terminate the lease before the end of the lease term.
ROU assets and lease liabilities includes these options
when it is reasonably certain that they will be exercised.

The right-of-use assets are initially recognized at cost,
which comprises the initial amount of the lease liability
adjusted for any lease payments made at or prior to the
commencement date of the lease plus any initial direct
costs less any lease incentives. They are subsequently
measured at cost less accumulated depreciation and
impairment losses, if any.

Right-of-use assets are depreciated from the
commencement date on a straight-line basis over
the shorter of the lease term and useful life of the
underlying asset.

The lease liability is initially measured at the present value
of the future lease payments. The lease payments are
discounted using the interest rate implicit in the lease or, if
not readily determinable, using the incremental borrowing
rates in the country of domicile of these leases.

Lease liabilities are remeasured with a corresponding
adjustment to the related ROU asset if the Company
changes its assessment if whether it will exercise an
extension or a termination option.

Lease liability and ROU asset have been separately
presented in the Standalone Balance Sheet and lease
payments have been classified as financing cash flows in
the Standalone Statement of Cash Flows.

Rental contracts for leases of office premises and
residential accommodations are typically entered for fixed
periods of 11 months to 5 years.

2.9 Contract liabilities

Deferred revenue:

In case of subscription contracts relating to telematic
services and other services on the platform, as the Company
fulfil the obligations over the tenure of subscription, these
are presented as deferred revenue and are recognised as
revenue as and when the obligations are fulfilled under
the contract with the customers.

Advance from customer:

Advance from customer is recorded as contract liability,
when the payment is received from the customer before
the Company transfers services to the customer. These
are recognised as revenue, as and when the service is
provided to the customer under the agreements.

2.10 Employee benefits obligations

(a) Short-term obligations

Liabilities for wages and salaries, including non¬
monetary benefits that are expected to be settled
wholly within 12 months after the end of the period in
which the employees render the related service are

recognised in respect of employees'' services up to
the end of the reporting period and are measured at
the amounts expected to be paid when the liabilities
are settled. Refer note 11 for details.

(b) Other long-term employee benefit obligations

The obligations are presented as current liabilities
in the balance sheet if the Company does not have
the right at the end of the reporting period to defer
the settlement for at least twelve months after the
reporting date.. They are therefore measured as
the present value of expected future payments
to be made in respect of services provided by
employees up to the end of the reporting period
using the projected unit credit method. The benefits
are discounted using the market yields at the end
of the reporting period on government bonds
that have terms approximating to the terms of the
related obligation. Remeasurements as a result of
experience adjustments and changes in actuarial
assumptions are recognised in profit or loss. Refer
note 11 for details.

(c) Defined contribution plans

The Company pays provident fund contributions to
publicly administered provident funds, employee
state insurance and labour welfare fund as per
local regulations. The Company has no further
payment obligations once the contributions have
been paid. The contributions are accounted for as
defined contribution plans and the contributions
are recognised as employee benefit expense
when they are due.

(d) Gratuity obligations

The liability recognised in the Standalone Balance
Sheet in respect of defined benefit gratuity plan is
the present value of the defined benefit obligation
at the end of the reporting period less the fair value
of plan assets, if any. The defined benefit obligation
is calculated annually by actuary using the projected
unit credit method.

The present value of the defined benefit obligation
is determined by discounting the estimated future
cash outflows by reference to market yields at the
end of the reporting period on government securities
that have terms approximating to the terms of the
related obligation.

The interest cost is calculated by applying the rate
on the net defined benefit liability (asset), both as
determined at the start of the annual reporting
period, taking into account any changes in the net

defined benefit liability (asset) during the period as
a result of contributions and benefit payments. This
cost is included in employee benefit expense in the
Standalone Statement of Profit and Loss.

Remeasurement gains and losses arising from
experience adjustments and changes in actuarial
assumptions are recognised in the period in which
they occur, directly in OCI. They are included in
retained earnings in the Standalone Statement of
Changes in Equity and in the Standalone Balance
Sheet. Changes in the present value of the defined
benefit obligation resulting from plan amendments
or curtailments are recognised immediately in profit
or loss as past service cost.

1 General Information

Zinka Logistics Solutions Limited (Formerly known as Zinka
Logistics Solutions Private Limited) (hereafter referred
to as ""ZLSL"" or as ""Company"" ) was incorporated as
a private company on April 20, 2015. The Company got
converted to a public limited company and the name of
the Company changed to ''Zinka Logistics Solutions Limited''
pursuant to a Shareholders'' resolution dated June 11,2024
and a fresh certificate of incorporation datedJune 19, 2024.
The Company has its registered office at Vaswani Presidio,
No.84/2, II Floor, Panathur main road, Kadubessanahalli,
Off outer ring road, Bangalore, Karnataka, India, 560103.
During the year, the equity shares of the Company
were listed on the National Stock Exchange of India
Limited ("NSE") and the BSE Limited ("BSE") in India.
The Company owns digital platforms which are used by
truck operators (customers) to digitally manage payments
for tolling and fueling, monitor drivers and fleets using
telematics and find loads on platform (marketplace). The
Company was also in the business of corporate freight
which, consequent to a strategic decision, is proposed to
be sold to a third party (Refer note 36 for further details).
The Standalone financial statements are authorized for
issue by the Board of Directors as on May 27, 2025.

2 Basis of preparation
Compliance with Ind AS

The standalone financial statements comply in all material
aspects with Indian Accounting Standards (Ind AS) notified
under Section 133 of the Companies Act, 2013 (the ''Act'')
[Companies (Indian Accounting Standards) Rules, 2015]
and other relevant provisions of the Act.

All assets and liabilities have been classified as current or
non-current as per the Company''s operating cycle and
other criteria set out in the Schedule III (Division II) to the
Act. Based on the nature of services and the time between
the acquisition of assets/ inputs for processing and their
realisation of cash and cash equivalents, the Company has
ascertained its operating cycle as 12 months for the purpose
of current/ non-current classification of assets and liabilities.

Historical cost convention

The financial statements have been prepared on a
historical cost basis, except for the following:

- certain financial assets and liabilities is

measured at fair value

- assets held for sale - measured at fair value less cost
to sell or carrying amount, which ever is lower. [Refer
note 36(a)(iv)]

- share-based payments. (Refer note 21)

Rounding off

All amounts disclosed in the Standalone financial
statements and notes have been rounded off to
the nearest million with two decimals as per the
requirement of Schedule III, unless otherwise stated.

Amounts mentioned as "0.00" in the Standalone financial
statements denote amounts rounded off being less than
Rupees five thousand.

Presentation of material accounting policies

The material accounting policies used in preparation of these
financial statements have been included in the relevant
notes to these standalone financial statements. A summary
of other accounting policies has been provided in note 39.

New and amended standards adopted by the
Company

The Ministry of Corporate Affairs vide notification dated
September 9, 2024 and September 28, 2024 notified
the Companies (Indian Accounting Standards) Second
Amendment Rules, 2024 and Companies (Indian
Accounting Standards) Third Amendment Rules, 2024,
respectively, which amended/ notified certain accounting
standards (see below), and are effective for annual
reporting periods beginning on or after April 1, 2024:

(i) Insurance contracts - Ind AS117 ; and

(ii) Lease liability in sale and leaseback -Amendment
to Ind AS 116

These amendments did not have any material impact on
the amounts recognized in prior periods and not expected
to significantly affect the current or future periods.

3 Critical judgements and significant estimates

The preparation of financial statement requires the use of
accounting estimates which, by definition, will seldom equal
the actual results. Management also needs to exercise
judgement in applying the Company''s accounting policies.This
note provides an overview of the areas that involved a higher
degree of judgement or complexity, and of items which are
more likely to be materially adjusted due to estimates and
assumptions turning out to be different than those originally
assessed. Detailed information about each of these estimates
and judgements is included in relevant notes together with
information about the basis of calculation for each affected
line item in the financial statements. In addition, this note also
explains where there have been actual adjustments this year
as a result of changes to previous estimates.

The areas involving critical estimates or judgements are:

a) Recognition of revenue - Refer note 14.

b) Impairment of financial assets - Refer note 24 (A).

c) Employee stock option plan - Fair value of option on
the date of grant and estimation of forfeiture rate
involve significant estimates. Refer note 21.

d) Recognition of deferred tax asset - Refer note 12.

Estimates and judgements are continually evaluated.
They are based on historical and other factors
including expectation of future events that may
have financial impact on the Company and that are
believed to be reasonable under the circumstances.

Notes:

(i) Depreciation includes relating to discontinued operations of H 0.08 million (March 31,2024: H 0.31 million).

(ii) Refer note 28 for disclosure of contractual commitments for the acquisition of property, plant and equipment.

(iii) Refer note 33 for assets pledged as security by the Company.

5. Financial assets
5(a) Investments

Accounting policy
Investments in subsidiaries

Investments in subsidiaries are carried at cost, less accumulated impairment losses, if any. Where an indication of impairment
exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount. The recoverable
amount is the higher of an asset''s fair value less costs of disposable and value in use.

On disposal of investments in subsidiaries, the difference between net disposable proceeds and the carrying amounts are recognised
in the Statement of Profit and Loss.

Investments in other equity instruments, mutual funds and bonds
Measurement

At initial recognition, the Company measures a financial asset (excluding trade receivables which do not contain a significant financing
component) at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are
directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit
or loss are expensed in Statement of Profit and Loss.

Subsequent measurement

The Company classifies its financial assets in the following measurement categories:

(a) those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss)

(b) those to be measured at amortised cost.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For
investments in equity instruments that are not held for trading, the Company has made an irrevocable election at the time of initial
recognition to present subsequent changes in fair value in other comprehensive income.

The Company subsequently measures all equity investments at fair value. Where the Company''s management has elected to present
fair value gains and losses on equity investments in other comprehensive income, there is no subsequent reclassification of fair value
gains and losses to profit or loss following the derecognition of the investment. Dividends from such investments are recognised in
profit or loss when the Group''s right to receive payments is established. Impairment losses (and reversal of impairment losses) on
equity investments measured at fair vaule through other comprehensive income (FVOCI) are not reported separately from other
changes in fair value.

Investments in mutual funds are subsequently measured at fair value through profit and loss as they do not meet the criteria for
test of Solely Payements of Principal and Interest (SPPI), and are held for trading. Investments in bonds meets the SPPI criteria and
are therefore subsequently measured at amortized cost. Refer note 39(ii) for other accounting policies.

5(b) Trade receivables

Accounting policy

Trade receivables are amounts due from customers for services performed in the ordinary course of business and reflects
Company''s unconditional right to consideration (that is, payment is due only on the passage of time). Trade receivables are
recognised initially at the transaction price as they do not contain significant financing components. The Company holds the
trade receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at
amortised cost using the effective interest method, less loss allowance. Unbilled receivables where the Company has satisfied
all performance obligations and hence has an unconditional right to consideration are included under trade receivables.

For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial Instruments, which
requires expected lifetime losses to be recognised from initial recognition of the receivables.

The carrying amounts of the trade receivables include receivables from transport services which are subject to a factoring
arrangement. Under this arrangement, the Company has transferred the relevant receivables to the factor in exchange for cash
and is prevented from selling or pledging the receivables. However, the Company has retained late payment and credit risk. The

Company therefore continues to recognise the transferred assets in their entirety in its balance sheet. The amount repayable
under the factoring agreement is presented as secured borrowing. The Company considers that the held to collect business
model remains appropriate for these receivables and hence continues measuring them at amortised cost. (Refer note 36 (a)(v)
for disclosure on assets held for sale).

8. Equity

Accounting policy

Classification as debt or equity

Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the
substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instrumentsAn equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.

Compound financial instruments

The component parts of compound financial instruments issued by the Company are classified separately as financial liabilities and
equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity
instrument. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for
a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest
method until extinguished upon conversion or at the instrument''s maturity date. The equity component is determined by deducting
the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included
in equity, net of income tax effects, and is not subsequently remeasured.

8(a) Share capital (Contd..)

(iv) The Company has reserved 15,489 equity shares of Re. 1/- each for Employee Stock Option Plan ("ESOP") under the "ESOP
Plan 2016" which was approved by the Board of Directors vide resolution dated April 26, 2016 and members in extra¬
ordinary general meeting dated May 21,2016. Further, the Company had transferred 6,013 equity shares of Re. 1/- each
from "ESOP Plan 2016" to "ESOP Plan 2019" which was approved by the Board of Directors vide resolution dated January
18, 2019 and members in extra-ordinary general meeting dated February 12, 2019. Pursuant to board resolution dated
July 12, 2021 and approval from shareholders in extraordinary general meeting dated July 13, 2021, the Company has
increased the number of shares reserved for ESOP under the "ESOP Plan 2019" scheme to 7,950 equity shares of Re.
1/- each. Pursuant to board resolution dated June 10, 2024, giving impact of bonus issue referred to in note (viii) below,
the Company now has 5,221,276 equity shares of Re. 1- each and 4,380,450 equity shares of Re. 1/- each reserved under
the "ESOP Plan 2016" and "ESOP Plan 2019" respectively. Refer note 21.

(v) During the year ended March 31,2022, the Company had obtained consent from its investors as per the requirement of
the shareholders agreement dated July 12, 2021, to create a Management Stock Option Pool (MSOP plan) equivalent to
18,195 equity shares (pre-bonus) of Re. 1/- each, subject to applicable laws, which pursuant to the approval of the Board
of Directors in its meeting dated March 19, 2024 stood cancelled. Also refer note 21.

(vi) There are no other shares reserved for issue under contracts or commitments other than CCPS and ESOPs. Since
incorporation of the Company, there have been no;

(a) Shares that have been issued pursuant to a contract without payment being received in cash.

(b) For the aggregate number of bonus shares issued during the period of five years immediately preceding the
reporting date, refer note (viii) below

(c) The Company had bought back 369 equity shares (pre-bonus) of Re.1/- during the year ended March 31, 2021
at buyback price of H1,93,589.51 per share which was approved by the Board of Directors and shareholders
of the Company."

(vii) Pursuant to a resolutions passed by the Board of Directors dated April 1, 2024 and Shareholders vide an extraordinary
general meeting dated April 10, 2024, the Holding Company has increased the authorised equity share capital from
H 15.00 million divided into 15,000,000 equity shares having face value of Re.1/- each to H 250.00 million divided into
250,000,000 equity shares having face value of Re.1/- each.

(viii) The Board of Directors and Shareholders of the Company in their extraordinary general meeting, pursuant to the
resolutions dated May 27, 2024 and May 28, 2024, respectively, approved a bonus issue of 550 equity shares for every
equity share held by the equity shareholders of the Holding Company as of May 27, 2024. Accordingly, the Board of
Directors of the Holding Company has, pursuant to the resolution dated June 7, 2024, made an allotment of 56,463,000
bonus equity shares of Re. 1/- each to its equity shareholders utilising securities premium account balance. Consequent
to the bonus issue to the equity shareholders, the Board of Directors and Shareholders of the Holding Company, pursuant
to the resolutions dated June 10, 2024 and June 10, 2024, respectively, approved to adjust the conversion ratio of Series
A, Series B, Series B1, Series C, Series C1, Series C2, Series D and Series E CCPS and ESOP 2016 Plan and ESOP 2019 Plan
to give an impact of the bonus issue referred above. The revised conversion ratio is (1:551); (1:551); (1:642.6864); (1:551);
(1:204.0353); (1:195.6601); (1:551); (1:557.2814); (1:551); (1:0.551) respectively.

(ix) In respect of Series D partly paid CCPS, the Board of Directors shall upon receiving written notice from the holders of
the Series D CCPS within a period of 7 years from the date of issue, make calls upon the holders of the Series D CCPS in
respect of monies unpaid (H 9 per CCPS towards face value and the securities premium of H 1,93,579.51 per CCPS) on the
Series D CCPS. Refer note 10(c). The Holding Company had issued 372 partly paid Series D CCPS to Trifecta Venture Debt
Fund- II and 111 partly paid Series D CCPS to Trifecta Venture Debt Fund- I (together known as "Trifecta"). During the
year ended March 31, 2025, out of the above 483 partly paid Series D CCPS, Trifecta fully paid up the amount called for
64 Series D CCPS. The remaining 419 partly paid Series D CCPS were forfeited by the Holding Company vide resolution
passed by the Board of Directors on June 1,2024.

(x) During the year ended March 31,2025, the Company has completed an initial public offering (IPO) of 40,834,377 equity
shares with a face value of Re. 1 each at an issue price of H 273 per share (including 22,464 equity shares - employee

8(a) Share capital (Contd..)

reservation portion with a face value of Re. 1 each at an issue price of H 248 per share), comprising fresh issue of 20,148,577
shares and an offer for sale of 20,685,800 shares.

(xi) During the year ended March 31,2025, the shareholders have entered into a waiver cum amendment agreement dated
July 05, 2024 to the existing Shareholder''s Agreement, wherein the CCPS holders have agreed to adjust and modify the
conversion price upward of the respective preference shares held by them which is subject to the successful completion
of the proposed Initial Public Offer (IPO) by long stop date as defined in the agreement. Consequent to the agreement,
the conversion ratio of Series A, Series B, Series B1, Series C, Series C1, Series C2, Series D and Series E CCPS is revised
to (1:450.50); (1:445.87); (1:531.89); (1:452.87); (1:167.31); (1:160.44); (1:451.82); (1:456.97) respectively.Vide board
resolution dated October 07, 2024, 256,485 CCPS were converted into 99,764,500 equity shares at the agreed revised
conversion ratio.

9. Contract liabilities
Accounting policy

Deferred revenue:

In case of subscription contracts relating to telematic services and other services on the platform, as the Company fulfil the
obligations over the tenure of subscription, these are presented as deferred revenue and are recognised as revenue as and when
the obligations are fulfilled under the contract with the customers.

Advance from customer:

Advance from customer is recorded as contract liability, when the payment is received from the customer before the Company
transfers services to the customer. These are recognised as revenue, as and when the service is provided to the customer under
the agreements.

Nature and purpose of reserves

(i) Securities premium

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the
provisions of the Act.

(ii) Retained earnings

Retained earnings are the profit/ loss that the Company has earned/ incurred till date, less any dividend distributions paid
to shareholders.

(iii) Capital redemption reserve

Created on account of buy back of equity shares in compliance with Section 69 of the Act.

(iv) Share options outstanding account

The share options outstanding account is used to recognise the grant date fair value of options issued to employees
under Employee stock option plan.

10(a) Borrowings (Contd..)

(iii) Interest on working capital demand loans ranges from 8.55% p.a to 11.20% p.a (March 31,2024: 9.20% p.a. to 10.85% p.a.). The
loans are secured by pari passu charge on existing and future current assets (excluding receivables from customers tagged to
other financial institutions under the discounting facility, deposits and liquid investments charged to other financial institutions)
and existing and future fixed assets. These have a repayment term ranging from 7 to 15 days.

(iv) Borrowings are subsequently measured at amortised cost and therefore interest accrued on borrowings are included in the
respective amounts.

(v) The carrying amounts of financial assets pledged as security for current and non-current borrowings are disclosed in note 33.

(vi) Refer note 39(xiii) for other accounting policies.

Net (debt)/ cash reconciliation

This section sets out an analysis of net (debt)/ cash and the movements in the net (debt)/ cash.

10(c) Other financial liabilities (Contd..)

Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL when the financial liability is either held for trading or it is designated as at FVTPL.

A financial liability is classified as held for trading if:

* it has been acquired or incurred principally for the purpose of repurchasing it in the near term; or

* on initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and for which
there is evidence of a recent actual pattern of short-term profit-taking; or

* it is a derivative that is not designated and effective as a hedging instrument. A financial liability other than a financial liability
held for trading may also be designated as at FVTPL upon initial recognition if:

* such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

* the financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance
is evaluated on a fair value basis, in accordance with the Group''s documented risk management or investment strategy, and
information about the grouping is provided internally on that basis; or

* it forms part of a contract containing one or more embedded derivatives, and Ind AS 109 Financial Instruments permits the
entire combined contract to be designated as at FVTPL.

Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in the Standalone
Statement of Profit and Loss, except for the amount of change in the fair value of the financial liability that is attributable to changes in
the credit risk of that liability which is recognised in other comprehensive income. The net gain or loss recognised in the Standalone
Statement of Profit and Loss incorporates any interest paid on the financial liability.

Financial liabilities at amortised cost:

Financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs.

Financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised
on an effective yield basis. The effective rate that exactly discounts estimated future cash payments through the expected life of the
financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.

Embedded derivatives in host liabilities

Derivatives, in the form of right to subscribe, embedded in host liabilities are separated only if the economic characteristics and risk
of embedded derivatives are not closely related to the economic characteristics and risk of the host and are measured at FVTPL.
Embedded derivative closely related to the host contracts are not separated.

Refer note 39(v) for other accounting policies.

Exceptional items

Exceptional items are material items of income or expense that are disclosed separately in the financial statement due to their
nature or incidence where such presentation is relevant for understanding of the financial performance of the Company

The Company had granted certain lenders (including erstwhile lenders of non-current borrowings) the right to subscribe to its
Series C CCPS or partly-paid Series D CCPS (where the lenders had right to call) which can be exercised by the lenders at any
time before the expiration date as per the terms of the agreements. This had been treated as a derivative embedded in the
host contract and was separated from the host contract as the economic characteristics and risk of embedded derivatives are
not closely related to the economic characteristics and risk of the host. These were measured at FVTPL.

(ii) During the year, the right to subscribe CCPS agreements have been amended wherein the lenders have agreed to absolutely,
irrevocably and unconditionally waive, relinquish, terminate and surrender its Right to Subscribe in consideration of liquidated
damages aggregating to H 222.54 million payable to the lenders and the balance H 256.23 million, being no longer payable has
been recognised as a gain on settlement and disclosed as an exceptional item in Statement of Profit and Loss for the year
ended March 31,2025.

(iii) The Company had issued right to subscribe to 618 series C CCPS to Axis Bank for the sanctioned loan facillity of H 250.00
million. Upon the closure of the loan facility with the bank, vide letter dated November 03, 2023, the Bank has waived its right
to subscribe to Series C CCPS. The gain on such waiver has been recognised in Standalone Statement of Profit and Loss under
other gains/ losses.

(iv) The right to subscribe to CCPS granted by the Company are derived and valued based on the following assumptions:

1 General Information

Zinka Logistics Solutions Limited (Formerly known as Zinka Logistics Solutions Private Limited) (hereafter referred to as "ZLSL" or as "Company" ) was incorporated as a private company on April 20, 2015. The Company got converted to a public limited company and the name of the Company changed to ‘Zinka Logistics Solutions Limited’ pursuant to a Shareholders’ resolution dated June 11, 2024 and a fresh certificate of incorporation dated June 19, 2024. The Company has its registered office at Vaswani Presidio, No.84/2, II Floor, Panathur main road, Kadubessanahalli, Off outer ring road, Bangalore, Karnataka, India, 560103.

The Company owns digital platforms which are used by truck operators (customers) to digitally manage payments for tolling and fueling, monitor drivers and fleets using telematics and find loads on platform (marketplace). The Company was also in the business of corporate freight which, consequent to a strategic decision, is proposed to be sold to a third party (Refer note 36 for further details).

The Standalone financial statements are authorized for issue by the Board of Directors as on July 04, 2024.

2 Basis of preparation Compliance with Ind AS

The consolidated financial statements comply in all material aspects with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 (the ‘Act’) [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act.

All assets and liabilities have been classified as current or non-current as per the Company’s operating cycle and other criteria set out in the Schedule III (Division II) to the Act. Based on the nature of services and the time between the acquisition of assets/ inputs for processing and their realisation of cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current/ non-current classification of assets and liabilities.

Historical cost convention

The financial statements have been prepared on a historical cost basis, except for the following:

- certain financial assets and liabilities is measured at fair value

- assets held for sale - measured at fair value less cost to sell or carrying amount, which ever is lower. [Refer note 36(a)(iv)]

- share-based payments. (Refer note 21)

Rounding off

All amounts disclosed in the Standalone financial statements and notes have been rounded off to the nearest million with two decimals as per the requirement of Schedule III, unless otherwise stated. Amounts mentioned as "0" in the Standalone financial statements denote amounts rounded off being less than Rupees five thousand.

Presentation of material accounting policies

The material accounting policies used in preparation of these financial statements have been included in the relevant notes to these standalone financial statements. A summary of other accounting policies has been provided in note 39.

New and amended standards adopted by the Company

The Ministry of Corporate Affairs had vide notification dated March 31, 2023 notified the Companies (Indian Accounting Standards) Amendment Rules, 2023, which amended certain accounting standards, and are effective April 1, 2023.

(i) Disclosure of accounting policies - amendments to Ind AS 1

(ii) Definition of accounting estimates - amendment to Ind AS 8.

The other amendments to Ind AS notified by these rules are primarily in the nature of clarifications.

These amendments did not have any material impact on the amounts recognized in prior periods and not expected to significantly affect the current or future periods.

3 Critical judgements and significant estimates

The preparation of financial statement requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Company’s accounting policies.This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements. In addition, this note also explains where there have been actual adjustments this year as a result of changes to previous estimates.

The areas involving critical estimates or judgements are:

a) Recognition of revenue - Refer note 14.

b) Impairment of financial assets - Refer note 24 (A).

c) Employee stock option plan - Fair value of option on the date of grant and forfeiture rate are the significant estimates. Refer note 21.

d) Valuation of embedded derivative - Refer note 10(c).

e) Recognition of deferred tax asset - Refer note 12.

Estimates and judgements are continually evaluated. They are based on historical and other factors including expectation of future events that may have financial impact on the Company and that are believed to be reasonable under the circumstances.

4 Property, plant and equipment and Intangible assets Accounting policy Property, plant and equipment

Depreciation method, estimated useful lives and residual value

Depreciation is provided on a pro-rata basis on the straight-line method over the estimated useful lives of the assets as prescribed under part C of the Schedule II of the Act or useful life based on technical evaluation done by management in order to reflect the actual usage of the assets. The useful life, residual value and the depreciation method are reviewed atleast at each financial year end. If the expectations differ from previous estimates, the changes are accounted for prospectively as a change in accounting estimate.

The estimates of useful lives of property, plant and equipment are as follows:

Leasehold improvements are amortised over the remaining lease term or the estimated useful life of 10 years, whichever is lower.

Intangible assets

Computer software acquired are carried at cost less accumulated amortisation and impairment losses, if any. The Company amortises intangible assets with finite useful life using the straight-line method over their estimated useful life of 3 years.

Refer note 39(i) for other accounting policies.