NIDHI GUPTA 745, Sector-37,

IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003

Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

Date: 18.06.2020

The Board of Directors

Dash Mobility Private Limited
12/21 Shakti Nagar
NEW DELHI - 110007

Sub: Report on Determination of Fair Value of Share of Dash Mobility Private Limited

We refer to the discussion held for carrying out the valuation analysis for determining the fair value of
equity shares of Dash Mobility Private Limited (here-in-after referred as “Company” or “DMPL”) in
accordance with section 62 and other applicable provisions of the Companies Act, 2013. In
accordance with the terms of the engagement, we are enclosing our Valuation Report along with this
letter.

In the attached report, we have determined the fair value of shares of the company and summarized
the Valuation analysis together with the description of methodologies used and limitation on our
Scope of Work.

This Valuation Analysis has been prepared exclusively for the Management of the Company to
determine the fair value of shares of the company for the purpose of issue of shares. It should not be
used, reproduced or circulated to any other person or for any other purpose, in whole or in part,
without our prior consent. Such consent will only be given after looking for the context & purpose at
that time. However, we understand that the Company may use this report for certain regulatory
purposes, and we give consent for that.

Please feel free to contact us in case you require any additional information or clarifications.

Yours Sincerely

Nidhi Gupta

Place: Faridabad
NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

1. Background of the Company

Dash Mobility Private Limited was incorporated on 15th January 2020 to carry of owning, running
and hiring of cabs, taxi, buses and other vehicles, to provide facilities for arrange Pickup and Drop
to customers via taxi, cabs or otherwise on hire basis and to set network of running rental cabs &
taxies all over in INDIA easily approachable for anyone.

2. Purpose and scope of valuation

Based on the discussions held with the Management, we understand that the Company is intending
to raise capital by way of preferential allotment of shares and wants to ascertain the fair value of
shares of the company to issue shares to investors pursuance to section 62(1)(c), 42 and other
applicable provisions of the Companies Act relating to preferential allotment of shares.

Accordingly, we have been engaged to determine the fair value of shares of DMPL as of June 17,
2020 for the purpose of further issue of shares under Companies Act, 2013

3. Sources of Information
The Valuation is based on a review of projected financial information relating to the Company
provided by the management and information relating to Company's business and industry.
Thesources of information include:
a. Discussion with management of the Company.

b. The first financial year of the company will end on 31.03.2021 and accordingly, we have been
provided with Projections for next three years (starting from 15.01.2020 to 31.03.2023) by the
management.

c. Other information pertaining to risk free rate of return, risk premium etc. has been obtained
from the Aswath Damodaran’s database and other sources in public domain which are
considered to be reliable in general.

4. Valuation Approaches
Generally accepted valuation practice indicates that all assets, including businesses and share
capital, are valued using a range of methodologies but that all methodologies essentially represent
variants or combinations of elements of three possible approaches, which themselves are inter-
related. We considered these three approaches in the valuation of the total equity of DMPL which
are described below:

The Income Approach

The Income Approach is a valuation technique that estimates the Fair Value of an asset or business
based on the cash flows that an asset or business can be expected to generate over its remaining
useful life. This approach begins with an estimation of the annual cash flows a prudent investor
would expect the subject asset or business to generate over a discrete projection period. The
estimated cash flows for each of the years in the discrete projection period are then converted to
their present value equivalent using a rate of return appropriate for the risk of achieving the asset's
or business' projected cash flows. The present values of the estimated cash flows are then added to
the present value equivalent of the residual value of the asset (if any) or business at the end of the
discrete projection period to estimate the Fair Value.
NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

The Market Approach

The Market Approach indicates the value of a business based on a comparison of the subject
company to comparable firms in similar lines of business that are publicly traded, or which are part
of a public or private transaction as well as prior subject company transactions. This approach can
be estimated through the Market Comparable Method and the Market Transaction Method.

•The Market Comparable Method

The Market Comparable Method indicates the value of a business by comparing it to publicly
traded companies in similar lines of business. The conditions and prospects of companies in
similar lines of business depend on common factors such as overall demand for their products
and services. An analysis of the market multiples of companies engaged in similar businesses
yields insight into investor perceptions and, therefore, the value of the subject company.

•The Market Transaction Method

The Market Transaction Method indicates the value of a business based on exchangeprices in
actual transactions and on asking prices for controlling Interests incompanies currently
offered for sale. Adjustments for differences in factors described earlier (i.e., size, growth,
profitability, risk and return on Investment) are also considered.

The Adjusted Net Asset Approach

The Net Asset Approach assigns values to a company's assets and liabilities. These values
represent the contributory value of each individual asset in use. These values, in place of historical
cost bases, are then incorporated into a reconstructed balance sheet and shareholder's equity is
restated to account for the difference. This approach has relevance where the entity is, for example,
is a holding company or non-operating, or there is a near-term expectation that the business will be
liquidated, and the assets sold piecemeal.

5. Selection of Valuation Methodologies

In our analysis of the Company, we have taken into consideration the income and cash generating
capability of the Company. Typically, an investor contemplating an investment in a company with
income and cash-generating capabilities similarto the Company will evaluate the risks and returns
of the investment on a going-concern basis. After considering all approaches to value, we have
considered the Discounted cash flow method (Income based methodology) for the purpose of our
analysis.

6. Income Approach – Discounted Free Cash Flow Method

The DFCF method expresses the present value of the business as a function of its future cash
earnings capacity. This methodology works on the premise that the value of a business is measured
in terms of future cash flow streams, discounted to the present time at an appropriate discount rate.
The value of thefirm is arrived at by estimating the Free Cash Flows (FCF) to Firm and
discounting the same with Weighted Average cost of capital (WACC). This is estimated by
forecasting the free cash flows available for the Company (which are derived on the basis of likely
future earnings of the company) and discounting these cash flows to their present value at the
WACC.In the DFCF approach, the appraiser estimates the cash flows of any business after all
operating expenses, taxes, and necessary investments in working capital and Capex have been met.

We have been provided with the projected financial statements by the management of the company
based on which we have calculated the fair value of shares of the company under DFCF (refer
annexure 1). The discount rate used for determining the value is as under:
NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

Discount Rate (WACC)

Risk Free Rate 5.85%. Based on 5.79% GS 2030 rate as on valuation

date
Beta 1 Being unlisted company
Equity Risk Premium 9.28% Published Data in Public Domain
Company Specific Risk 10.50% Based on specific risk factors related to
Premium company’s financial performance and prospects
Cost of Equity (Ke) 25.63% The cost of equity is arrived by using the Capital
Asset Pricing Model (CAPM) and is computed
as under:
Cost of Equity = risk free rate of return + beta *
equity risk premium+ Company specific risk
premium
Cost of Debt (post tax) 0 There is no debt in the company
WACC 25.63% Cost of equity*[equity/(debt+equity)]+Post tax
cost of debt*[debt/(debt+equity)]

Conclusion
The present values of the terminal value and the present value of the available cash flows from the
discrete projection period were summed to arrive at an Enterprise value for DMPL (refer Annexure
2). The concluded Enterprise Value of DMPL under Income Approach was estimated to be
approximately INR 245 lakhs as of the Valuation Date.

7. Valuation Conclusion

Fair Value of Equity

We analysed the results of valuation approach to arrive at an Enterprise Value of DMPL to be
approximately INR 245 lakhs as of the Valuation Date. To arrive at the Fair Value of Equity, we
deducted the book value of outstanding debt and also, added the amount of Cash & cash
equivalents, if any. Based on these procedures, we estimated the Fair Value of Equity of DMPL to
be approximately INR 245 lakhs, as of the Valuation Date.

Fair Valueper Share

After arriving at the Fair Value of Equity of DMPL, we then divided the Fair Value of Equity by
the number of equity shares outstanding. The number of common shares outstanding as of the
Valuation Date was 40,000 as provided by Management. By dividing the total Fair Value of
Equity of DMPL by the provided number of shares outstanding as of the Valuation Date, we
estimated the Fair Value of a share of DMPL to be approx. INR 61.25 as of the Valuation Date.

8. Limitation of Report

a. Valuation analysis and result are specific to the purpose of valuation and are based on
projected financials for next three years as provided by the Management. It may not be valid
for any other purpose or as at any other date. Also, it may not be valid if done on behalf of
NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

any other entity. The valuation analysis and result are substantively based only on information
contained in this report and are governed by concept of materiality.

b. In the course of the valuation, we were provided with both written and verbal information
including market, technical, financial and operating data. Any change in these
assumptions/information may have an impact on the conclusion of this report.

c. We have, however, evaluated the information provided to us by the Management of DMPL

through broad inquiry and comparative analysis vis-a-vis past information available (but have
not carried out a due diligence or audit of DMPL for the purpose of this engagement, nor have
we independently investigated or otherwise verified the data provided).

d. We have neither checked nor are we responsible for arithmetical accuracy/logical consistency
of any financial model or business plan provided by the Management of DMPL and used in
our valuation analysis.

e. Our Valuation & Analysis and the conclusions drawn are based on number of factors which
are largely dependent upon the prevailing business and Industry conditions as on the valuation
date and explanations provided by the Management.The terms of our engagement were such
that we were entitled to rely upon the information provided by the Management of DMPL
without detailed inquiry. We presume that the Board of Company has considered the impact
of COVID 19 on their business in the projections provided to us and has taken reasonable
care to ensure that all relevant information which could have an impact over the Valuation has
been duly disclosed and made available to us. Accordingly, we do not express any opinion or
offer any form of assurance regarding its accuracy and completeness.

f. We have not made an appraisal or independent valuation of any of the assets or liabilities of
the Company.

g. This Report does not look into the business/commercial reasons behind the transaction nor the
likely benefits arising out of the same. In addition, weexpress no opinion or recommendation,
and the shareholders are expected to exercise their own discretion.

h. The scope of our work has been limited both in terms of the areas of the business and
operations which we have reviewed and the extent to which we have reviewed them. There
may be matters, other than those noted herein, which might be relevant in the context of the
transaction and which a widerscope might uncover.

i. We have given opportunity to the management to read our report (without the conclusion) and
they have given their consent that the facts mentioned in the report are true and correct.

j. The report is to be read in totality, and not in parts, in conjunction with the relevant
documents referred to herein.

k. We have no present or planned future interest in the Company and the fee for this Valuation
analysis is not contingent upon the values reported herein.
NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

l. We do not accept any liability to any third party in relation to the issue of this valuation report
and our liability in any case would not exceed the amount of the fees agreed for the
engagement.
NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

Annexure 1 – Summary of Discounted Cash Flow Valuation

(Rs in lacs)
Forecast Period
(A) Particulars 2020-21 2021-22 2022-23
369.08 718.20 769.50
Revenue
569.88 655.68 692.57
Operating Expenses

(200.80) 62.52 76.93

Earnings before Interest, Tax & Depreciation (EBITD)
- - -
Taxes
3.66 2.21 0.94
(Increase) / Decrease in Net Working Capital
(197.14) 64.73 77.87
Free Cash Flow
0.80 0.63 0.50
Discount Factor
(156.92) 41.02 39.28
Discounted Cash Flows

Total PV of Future Cash Flows (A) (76.63)

PV of Terminal Net Cash Flow Amount

Net Cash Flow of FY 22-23 77.87
Long Term Growth Rate 2.60%
Capitalization Rate 25.63%
Terminal Value 638
Discount Factor 0.50
Discounted Terminal Value (B) 322

Total Enterprise Value (A + B) 245

NIDHI GUPTA 745, Sector-37,
IBBI REGISTERED VALUER (SFA) Faridabad, Haryana-121003
Email id: nidhi.guptab@gmail.com
Regn no. IBBI/RV/02/2019/11510

Annexure 2 – Summary of Values

Amount
in Rs.
Particulars Lakhs
Total Enterprise Value 245
Less: Outstanding Debt -
Add: Cash & Bank Balances -
Equity Value 245

Total No of outstanding equity

shares 40000
Value per share 61.25