Turtlemint Fintech Solutions Ltd Management Discussions

The following discussion should be read in conjunction with our Consolidated Financial Information for FY2026 and FY2025, including the related notes.

INDIAN ECONOMY

Growth and Macro economic Resilience

India retained its position as the worlds fastest-growing major economy in FY2026, with real GDP growth estimated at 7.6% per the Second Advance Estimates released by the National Statistics Office (MoSPI) in February 2026, up from 7.1% in the previous year. Growth gathered momentum through the year — rising from 6.7% in the first quarter to 8.4% in the second and 7.8% in the third, before moderating somewhat in the fourth quarter as global headwinds emerged. This growth was underpinned by resilient domestic consumption, sustained government capital expenditure, and continued strength in services and manufacturing activity.

Household consumption remained a key growth driver, supported by easing inflation, stable employment conditions and improving real incomes; Private Final Consumption Expenditure (PFCE) is estimated to have grown by close to 7% during FY2026, taking its share of GDP to its highest level since 2012. This broad-based improvement in household income and spending capacity is directly relevant to Turtlemints addressable market, as rising disposable income — particularly in B30+ geographies — continues to expand the pool of first-time insurance buyers the Companys Digital Partner network is positioned to serve.

The Financialisation of Household Savings and Rising Insurance Penetration

The most important structural tailwind for a business like Turtlemint is the continuing migration of household savings from physical assets — gold, property and cash — into financial assets, and within those, into insurance and other market-linked products. Indias household net financial savings rate rose to an estimated 7.1% of GDP in FY2025, up from 5.9% a year earlier, with this surplus increasingly finding its way into formal financial products.

Indian households are increasingly investinginfinancial significantheadroom assets,with for growth compared to developed markets like the UK and US

This trend aligns directly with IRDAIs stated vision of Insurance for All by 2047, and with the structural growth in B30+* market insurance demand that Turtlemints technology enabled distribution model is built to capture — B30+ markets are projected by Redseer to grow at up to 1.6 times the pace of Top 30 markets for motor, health and life new-business insurance between Fiscal 2025 and Fiscal 2030 (see Section 1: Industry Structure and Developments above, for further detail). Sustained financialisation of savings, continued digital adoption, and government-led financial inclusion efforts together underpin the Companys confidence in its long-term addressable market, even as near-term macro or geopolitical volatility (of the kind witnessed in global markets during the year) may periodically affect capital markets sentiment more broadly.

*Rest of India except Top 30 cities by population

Source: RBI Monetary Policy Report/Statement, MoSPI, and Department of Economic Affairs Monthly Economic Review, , Federal Reserve System, Office of National Statistics

INDUSTRY OVERVIEW

India s underpenetrated insurance sector offers substantial headroom for growth

Indias insurance penetration remains well below developed-market levels — Gross Written Premium (GWP) as a percentage of GDP stood at approximately 3.7% as of CY2024 (life: ~2.7%; non-life: ~1.0%), compared to a global average of approximately 3.0% for life and 4.3% for non-life (Swiss Re Institute Sigma). Mature markets such as the United States and the United Kingdom reported significantly higher penetration levels of approximately 12.1% and approximately 11.8%, respectively in CY2024, signalling room for growth. Indias insurance penetration is projected to exceed 4% by Fiscal 2030P, driven by increasing awareness and growing adoption of insurance products.

Source(s): Swiss Re Institute Sigma No 2/2025, IRDAI

Indias total GDPI, the aggregate of all premiums collected by insurance companies, is approximately INR11.9 trillion (USD 140 Bn) in Fiscal 2025. Life, health, and motor insurance account form the largest segments accounting for approximately 92% of all GDPI collected in Fiscal 2025. Other major segments include personal accident, travel, fire, crop, and marine insurance. Health insurance has been the fastest-growing segment between Fiscal 2020 and Fiscal 2025, with a CAGR of approximately 18%, driven by rising awareness and demand, following the Covid-19 pandemic. It also expected to remain the fastest growing segment between Fiscal 2025 and Fiscal 2030 growing at a CAGR of 14-16%, followed by Motor insurance, which is expected to grow at 10- 12% CAGR during the same period. Looking ahead, insurance GDPI is projected to reach INR19-21 trillion (USD 221-242 Bn) by Fiscal 2030, driven primarily by growth in health and motor insurance, with digital distribution and bundled products further boosting accessibility and adoption across diverse consumer segments.

The IRDAIs Insurance for All by 2047 vision continues to shape sector-level reform, including the proposed Bima Sugam digital infrastructure platform (part of the wider Bima Trinity, alongside Bima Vahak and Bima Vistaar), open-architecture norms permitting bancassurance partners to tie up with up to 9 insurers per category, and the increase of the FDI cap in insurance to 100% under the Sabka Bima Sabki Raksha (Amendment of Insurance Laws) Act, 2025. The GST Councils September 2025 exemption of individual life and health insurance premiums from GST is expected to materially improve affordability and support first-time policy purchases, though it also reduces insurers input tax credit, which may in turn pressure commission payouts to distribution partners over time.

Assisted, POSP-led distribution remains central to India s insurance market

Non-insurer-led (intermediated) channels contribute over 90% of GDPI across motor, health and life insurance in India, and assisted distribution (human-supported, whether digital or offline) accounts for over 95% of all insurance sales — reflecting the continued importance of guidance during both the purchase decision and, particularly, the claims process. The Point-of-Sale Person (POSP) model — the channel through which Turtlemint operates — has been the fastest-growing distribution channel in the country, with registered POSPs growing at approximately 38% CAGR between Fiscal 2020 and Fiscal 2025, more than 4x the ~9% CAGR of traditional individual agents.

POSP-driven GDPI grew at a CAGR of 23–28% across motor, retail health and retail life insurance between Fiscal 2020 and Fiscal 2025, and is projected to grow at 24–32% between Fiscal 2025 and Fiscal 2030 — comfortably outpacing the underlying industry growth rate of 10–12%. The total addressable market (TAM) for digital distribution of retail insurance in India (motor, retail health and retail life new business) is estimated at approximately INR 3.1 trillion (USD 36.7 Bn) in Fiscal 2025, projected to grow at 11–13% CAGR to INR 5.3–5.8 trillion (USD 62–68 Bn) by Fiscal 2030, of which broker-led distribution enabled by digital platforms and POSP models is expected to contribute INR 3.1–3.3 trillion.

Growth continues to be led disproportionately by B30+ markets (India excluding the Top 30 cities by population), which are projected to contribute 45–54% of motor insurance GDPI, 37–43% of health insurance GDPI and 67–75% of life new-business GDPI between Fiscal 2025 and Fiscal 2030, at CAGRs 1.3–2.0x those of Top 30 markets — the core geography of Turtlemints Digital Partner network.

COMPANY OVERVIEW

Turtlemint is a technology-enabled insurance distribution platform connecting customers, insurance advisors (Digital Partners) and insurers. Since pioneering the PoSP distribution model in India in 2015, the Company has built a large certified PoSP network in the country. The Company operates an asset-light, technology enabled distribution model — combining a mobile-first technology platform (TurtlemintPro) with a network of physical branch offices that train, onboard and support Digital Partners, without the Company itself assuming any insurance product liability.

INR 38,678 Mn	659,073
Platform Premium*	Digital Partners
31% YoY	Recruited 115k DPs in FY26
INR 10,983 Mn	INR 1,416 Mn
Revenue From Operations	Service EBITDA
57% YoY*	70% YoY*

As of March 31, 2026, the Companys platform was integrated with 46 Insurer Partners and supported by a network of 659,073 Digital Partners spanning 19,186 pin codes and 83 physical branch offices. In Fiscal 2021, we expanded our offerings to include mutual funds, and in Fiscal 2024, expanded to include loans and deposit products. Our advisor-centric approach also attracted additional partnerships with enterprises, leading to the launch of Turtlefin, a digital insurance distribution platform for enterprises, and OneAPI, which allows companies to either embed insurance offerings directly onto their platforms or enables them to digitize their insurance distribution process. Through these initiatives, we aim to enhance access to insurance and financial products and drive higher insurance penetration across India.

FINANCIAL OVERVIEW

Summary Financial Performance

Particulars (INR Mn)	FY2026	FY2025*	YoY %
	(Consolidated)	(Consolidated)
Revenue from operations	10,983	6,627	66%
Employee benefit expense	2,424	2,226	9%
Other expenses	9,838	6,249	(57%)
Loss before exceptional items and tax	(1,376)	(1,894)	27%
Exceptional items	549	-	100%
Loss for the year	(1,843)	(1,941)	5%

* Comparative numbers of financial year ended March 31, 2025 includes acquisition of Turtlemint wholly owned subsidiary with effect from May 08, 2024.

Revenue from Operations

Revenue from operations for FY2026 grew to INR 10,983 Mn driven primarily by growth in the Companys insurance distribution business and an increase in Platform Premium. reflecting continued expansion of the Companys distribution network and increased business generated through its platform .

Expenses

Employee benefits expense increased to INR 2,424 Mn in FY2026. The increase was primarily driven by increase in share-based payment expenses.

Other expense mainly includes

a) commission expense on distribution of financial products, paid to Digital Partners which was increase to Rs. INR 8,542 Mn in FY2026 which is in line with the growth in the Companys distribution business.

b) Advertising and marketing expenses remained broadly stable at INR 699 Mn in FY2026, primarily comprising costs incurred towards the acquisition of Digital Partners and related marketing activities

c) The Company continued to invest in technology and platform capabilities, with web hosting and domain charges, software charges and technical and other support expenses increasing to INR 251 Mn in FY2026

Exceptional items

a) Exceptional items of INR 549 Mn were primarily attributable to a INR 525 Mn increase in the Companys shareholding arising from the revision in the conversion ratio of certain compulsorily convertible preference shares (CCPS) pursuant to the proposed IPO-related amendments to the shareholders agreement. The increase was recognised as an exceptional item in the statement of profit and loss.

b) The Company also incurred INR 24 Mn of IPO-related expenses during FY2026, which were recognised as exceptional items as they were non-recurring in nature and did not arise from the Companys ordinary operating activities.

Profitability

Adjusted EBITDA margin improved to (10%) in FY2026, reflecting strong operating leverage as the Company scaled its business. In absolute terms, Adjusted EBITDA loss stood at INR (1,055) Mn in FY2026 as reflected below

Particulars (INR Mn)	FY2026	FY2025*
	(Consolidated)	(Consolidated)
Loss for the year (A)	(1,843)	(1941)
Total tax expense (B)	(83)	47
Finance costs (C)	21	23
Depreciation and amortisation expense (D)	162	292
Other income (F)	111	305
Share based payment expense (G)	250	118
Exceptional Items (H)	549	-
Adjusted EBITDA*	(1,055))	(1,766)

* Adjusted EBITDA - Adjusted EBITDA for the relevant period/ year equals loss for the period plus total tax expense, finance costs, depreciation & amortisation expense, share based payment expense and exceptional items less other income

RISK MANAGEMENT

Ability to attract and retain Digital Partners for our platform

Our long-term growth, financial condition and results of operations depend upon our continued ability to attract and retain Digital Partners for our platform. Digital Partners are central to our business model, acting as trusted advisors who bridge the gap between customers and Insurer Partners and other financial service providers. To retain and grow the number of Digital Partners, we are committed to empowering our Digital Partners through comprehensive training through Turtlemint Academy, unified technology platform, customer engagement tools, flexible engagement and alternate earning opportunities, on-job support system and frictionless business model. Our platform offers substantial and increasing earning opportunities for Digital Partners. As illustrated in the Digital Partner earnings cohort chart below, we have observed that each Digital Partner cohort has predominantly experienced an increase in their average earnings. Each cohort comprises Digital Partners who completed PoSP certification and received their initial payout from us during a specific fiscal year. For example, the Fiscal 2020 cohort includes all Digital Partners who obtained PoSP certification and received their first payout from us in Fiscal 2020. For the Fiscal 2020 Digital Partner cohort, the average earnings in Fiscal 2025 increased to 3.8 times their average earnings in Fiscal 2020.

Cohort	FY20	FY21	FY22	FY23	FY24	FY25	FY26
FY20	1.0x	1.9x	2.4x	2.4x	2.3x	2.8x	3.8x
FY21		1.0x	2.4x	2.7x	2.3x	2.6x	3.4x
FY22			1.0x	2.4x	2.2x	2.4x	3.2x
FY23				1.0x	1.6x	1.8x	3.2x
FY24					1.0x	2.4x	3.1x
FY25						1.0x	2.1x
FY26							1x

Note: Average earnings refer to the total payout received from Turtlemint by the digital partner cohort for the given FY divided by the total number of digital partners who received a payout from that digital partner cohort in that FY.

We believe the strong value proposition has helped us attract and retain Digital Partners. Our Digital Partner base has grown at a CAGR of 33% from 119,643 as of March 31, 2020 to 659,073 as of March 31, 2026.

Relationships with Insurer Partners

Our relationships with Insurer Partners remain critical to our ability to offer customers with various insurance products. We believe our long-term revenue growth is correlated with our ability to acquire and retain Insurer Partners on our platforms. As of March 31, 2026, our platform is integrated with 46 Insurer Partners and we have distributed 29.53 Mn insurance policies till March 31, 2026. Our tech-first approach provides a cost-effective and efficient distribution channel, while our data-driven insights empower Insurer Partners to tailor their product offerings and marketing strategies to better meet customer needs.

Ability to drive revenues from renewal premium from customers

Our engagement with customers extends beyond the initial sale of new policies to include ongoing support at the time of policy renewals, which are facilitated by our Digital Partners. Accordingly, our financial condition and results of operations depend upon our continued ability to drive revenues from renewal premium from customers. We have built tech enabled processes to ensure that the renewal process is seamless and convenient for customers. To further support this, we provide our Digital Partners with advanced CRM tools through the Turtlemint Pro app, enabling them to assist their customers effectively throughout the renewal process. The resources required to secure policy renewals are relatively lesser than those needed to acquire new business. Our renewal operations are managed by a focused team of employees, who are further supported by digital communications with both customers and Digital Partners. Additionally, our efforts at renewal are augmented by efforts from our Insurer Partners in securing the renewals, further reducing our direct manpower. As a result, the number of employees dedicated to renewals is lower than those focused on new business premium acquisition. As our renewal portfolio continues to grow, we benefit from enhanced operating leverage, further strengthening the overall efficiency and profitability of our business.

Our Renewal grew by 51% (on proforma basis) to in FY2026 and stood at INR 2,246 Mn.

Managing our cost base as we scale our operations

Our ability to achieve and sustain profitability is closely linked to the cost-effectiveness of our business. We believe that we have significant operating leverage in our operations, and as we grow, we expect to reduce our Corporate Overheads as percentage of revenue, improve employee efficiency and improve our profitability.

Our business model is highly tech-enabled in key processes, including onboarding and engaging with our Digital Partners with a focus on automation and self-service driven business operations. We have also made significant investments in our internal business processes, as well as expense payout systems. These investments are designed to ensure that, as our business volumes increase, we are able to realize operating leverage and maintain cost efficiency.

Ability to maintain the strength of the Turtlemint brand

Our ability to attract and retain customers, Digital Partners and Insurer Partners, increase the premium generated through our platform and revenue from operations is directly linked to the strength of the Turtlemint brand. We are committed to maintaining and enhancing Digital Partners, Insurer Partners and customers trust in us and increase their engagement with our platform.

Regulatory environment

We are subject to extensive regulatory requirements with respect to our offerings in India. Our operations are subject to extensive application of laws and the active supervision of IRDAI, AMFI, and other regulatory and/or statutory authorities of India, which may limit the manner in which we conduct our business. Any change in the laws governing the distribution and marketing of our products or the commissions and fees we charge, may have an impact on our business and results of operations. Further, our business is also subject to various statutory and regulatory permits, licenses, registrations and approvals. We have incurred and expect to continue incurring costs for compliance with such laws and regulations. These regulations and policies could change at any time, with little or no warning or time for us to prepare. Any changes in government policies could adversely affect our business and results of operations.

STRATEGIC OUTLOOK AND GROWTH DRIVERS

The Company is well-positioned for continued growth driven by its strategic initiatives:

Continue to deepen penetration and scale insurance distribution in B30+ markets through expanding our Digital Partner network

Introducing new insurance products and adding other financial products to become one stop shop for all financial needs of our customers

Continue to leverage technology and AI to drive scalable growth and improve operational efficiency

Invest into branding efforts across our product lines

HUMAN RESOURCES

At Turtlemint, our employees are the foundation of our mission to simplify and transform insurance through technology. We have built an organisation anchored in ownership, technology-first thinking and continuous learning, where individuals are empowered to solve problems close to the customer, and where merit and impact drive growth.

We invest significantly in structured capability building for our team. Our employees are equipped with proprietary platforms, enabling them to work more productively and serve our ecosystem more effectively. We continue to build capability in emerging areas, including artificial intelligence and agentic technologies, as we look to enhance employee productivity and service delivery. Learning and development remain an integral part of our people agenda, with a focus on building capabilities relevant to our evolving business and the future of work.

We place strong emphasis on building a strong and diverse talent pipeline. Through campus hiring and early-career talent programmes, we identify and nurture young talent and provide them with opportunities to take on meaningful responsibilities early in their careers. We also seek to tap into emerging geographies early, enabling us to build strong local talent pools and create opportunities for high-potential individuals to grow and excel. This approach helps us bring fresh perspectives, build future leadership capability and strengthen our organisation as we scale.

Our people practices are focused on fostering a culture of performance, collaboration, continuous feedback and recognition. We actively listen to our employees through regular engagement initiatives and Employee Net Promoter Score (eNPS) surveys, using employee feedback to continuously strengthen the workplace experience. We support our people through flexible work policies and comprehensive insurance coverage, while providing accessible grievance redressal mechanisms to ensure employees have appropriate channels to seek support and raise concerns.

Our rewards philosophy is designed to recognise performance and align our people with the Companys long-term growth. We offer attractive incentive structures that recognise individual and business performance, along with long-term guaranteed bonus programmes for eligible employees. Employees also participate in the Turtlemint Fintech Solutions ESOP Scheme, 2025, giving them a direct stake in the value we create together.

We place strong emphasis on people governance and remain committed to maintaining robust people practices, processes and controls across the organisation. Our governance framework is designed to promote consistency, transparency and accountability in the way we manage our people, while ensuring adherence to applicable policies and regulations. We remain committed to fostering a safe, inclusive and respectful workplace where employees are treated with fairness and have the confidence to speak up.

As of March 31, 2026, Turtlemint had a team of 2,300+ employees, supported by 30+ leaders across the organisation. Our people, who embody a culture of excellence, resilience, humility and a bias for action, remain central to our continued growth and our ambition to build a great, enduring company.

INTERNAL CONTROLS

The Company has established adequate internal control systems framework commensurate with the size, scale and nature of its operations. These controls are designed to provide reasonable assurance regarding the orderly and efficient conduct of business, adherence to the Companys policies, safeguarding of assets, prevention and detection of fraud and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information. Key controls have been documented and, wherever possible, automated and embedded into business processes. The Board of Directors, supported by the Audit Committee, oversees the internal control environment, and the Management Assurance function coordinates the Companys risk management process. The Company carries out risk-based internal audit reviews based on an annual plan approved by the Audit Committee. Significant audit findings, management action plans, and remediation status are reported to the Audit Committee periodically. During the financial year, no material weaknesses were identified in the design or operation of internal financial controls

CAUTIONARY STATEMENT

This section contains certain forward-looking statements that involve risks and uncertainties to the Companys operations, financial performance, business prospects and growth strategies. Actual results could differ materially from those anticipated in these forward-looking statements because of various factors, including market competition, regulatory changes, operational challenges, technological disruptions and macroeconomic conditions. Turtlemint undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events or otherwise, except as required by applicable law. Users are advised to exercise their own judgement and discretion while relying on any information provided.