v3.26.1
GENERAL AND ADMINISTRATIVE EXPENSES (Tables)
12 Months Ended
Mar. 31, 2026
Notes and other explanatory information [abstract]  
SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSES

  

      Year ended   Year ended   Year ended 
   Notes  March 31, 2026   March 31, 2025   March 31, 2024 
      USD   USD   USD 
Employees’ benefits  (a)   13,285,361    4,817,469    5,043,962 
M&A cost 

(b)

   

3,740,821

    -    - 
Professional fees  (c)   2,937,976    2,093,658    531,245 
IT development and maintenance support  (d)   2,391,584    1,452,730    2,121,539 
Impairment losses recognized in respect of trade and other receivables  (e)   1,211,627    9,220    21,122 
Audit fee  (f)   1,087,013    390,349    594,224 
Travelling expenses  (g)   837,832    377,922    514,106 
Investor relations  (h)   488,660    114,626    - 
Amortization and depreciation      594,784    125,575    103,276 
Share-based payments expenses (non-employee related)  (i)   

1,022,358

    369,648    - 
Others      903,308    593,317    433,871 
General and administrative expense      28,501,324    10,344,514    9,363,345 

 

    Year ended   Year ended   Year ended
    March 31, 2026   March 31, 2025   March 31, 2024
    USD   USD   USD
Basic salaries, allowances and all benefits-in-kind   7,232,325   3,865,438   3,581,537
Pension costs - defined contribution plans   425,215   92,346   109,590
Share-based payments   5,627,821   859,685   1,352,835
Total employees’ benefits   13,285,361   4,817,469   5,043,962

 

(a)

Employee benefits mainly comprise salaries, pension cost and share-based payments expenses. The increase in the year ended March 31, 2026 was primarily driven by employee cost associated with the three acquisitions during the year and an increase on the value of share-based payments expenses of $5.6 million, when compared to $0.9 million in the year ended March 31, 2025 and $1.4 million on the year ended March 31, 2024.

 

At March 31, 2026, the Group had 114 employees and contractors compared 32 employees and contractors at March 31, 2025 and, 29 employees and contractors as of March 31, 2024.

   

(b)

M&A costs incurred during the year mainly related to legal and due diligence fees related to the three business acquisitions completed. The costs also include fees related to one transaction the Company decided not to pursue after due diligence and fees for the proposed transaction with Resulticks Global Companies Pte. Ltd (“Resulticks”) that is still under discussion. There were no such costs during the years ended March 31, 2025 or 2024.
   
(c)

The increase in professional fees in the year ended March 31, 2026 can, in part, be attributed to the cost incurred in relation to being a public company following the IPO in January 2025. Upon the successful closing of the IPO, $1.4 million IPO related costs were capitalized against the share premium account with $1.7 million recorded as an expense in the statement of profit or loss during the year ended March 31, 2025.

 

During the year ended March 31, 2025 Diginex advanced non-refundable fees $0.7 million in relation to memoranda of understanding signed with Nomas Global Investments-LLC-S.P.C. (“Nomas MOU”) and Al Noor Legal Consultants FZE (“Al Noor MOU”) to assist the Company with listing on Abu Dhabi Securities Exchange and raising capital. At March 31, 2025 these amounts were held on the balance sheet as deferred expenses. During the year ended March 31, 2026, Diginex further advanced $0.1 million under Al Noor MOU. Whilst the project is still possible the progress has been slow as the Company stabilizes its M&A activity, as a result Diginex has taken the decision to recognize the total advanced funding of $0.8 million in the P&L for the year ended March 31, 2026.

   
 (d)

IT development and maintenance support costs consist primarily of costs associated with the engagement of third party IT engineers to drive the performance and feature enhancement of the Group’s products. The increase in the year ended March 31, 2026 is primarily due to the acquisitions, whilst cost reduction during the years ended March 31, 2025 and 2024, in part, has been a result of the decision not to focus on customization projects but focus on feature and functionality enhancements to the software solutions.

   
(e)

Impairment losses recognized in respect of trade and other receivables increased in the year ended March 31, 2026 mainly due to: i) expected credit losses of $0.3 million provided against a loan to Resulticks (included within other receivables); and ii) expected credit losses of $0.7 million provided against a software subscription customer. The remaining increase is primarily driven by the three corporate acquisitions completed during the year and a general increase in the gross trade and other receivables balance.

   
(f) The increase in audit fees during the year ended March 2026 was driven by an increase in the Group audit fee which was driven by the increased size of the Group and the first Sarbanes Oxley audit following the Group being categorized as a large accelerated filer at March 31, 2026. The amounts for years ended March 31, 2025 and 2024 primarily related to the audits of the Group’s consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board (“PCAOB”) in connection with the Company’s IPO. The audit fees incurred in 2025 were mainly attributable to the audit of the financial year ended March 31, 2025, while the fees incurred during the year ended March 31, 2024 covered the audits of the financial years ended March 31, 2022, 2023, and 2024 as Diginex prepared for its IPO that completed in January, 2025.
   
(g)

During the year ended March 31, 2026, travelling expenses increased as the Group engaged in M&A activity and sought business opportunities.

 

Travel costs in the years ended March 31, 2025 and 2024 related primarily to meeting investors and seeking new business opportunities.

   
(h)

During the year ended March 2026, the Group continued to engage with professional investor relations team to support the Group’s public communications as a newly listed company. This engagement commended during the lead up to the IPO in January 2025.

   
(i)

The $1.0 million charge in the year ended March 2026 relates to the issuance of 62,074 Ordinary Shares (Post-Share Consolidation: 7,759 Ordinary Shares) to the individual that introduced Matter. This equated to 5% of the Matter transaction value.

 

In May 2024, the Group completed an $8.0 million capital raise with Rhino Ventures (the “Capital Raise”), which triggered an anti-dilution clause in the Articles of Association of DSL and resulted in 151 Series A Preferred Shares of DSL being issued to HBM IV, Inc. for $Nil consideration. In connection with the issuance, share-based payments expenses of $0.4 million were recognized during the period (March 31, 2025: $Nil).

 

There were no such costs for the year ended March 31, 2024.

   

(j)

Other costs relate to items such as D&O insurance and office rents.

   
(k) Included in general and administrative expenses, the Group incurred research and development expenses of $2.6 million for the year ended March 31, 2026 (2025: $1.4 million; 2024: $1.3 million) and no research and development expenditure is recognized as an internally generated intangible asset for all years.