DataWalkJSF-2024-12-31-0-en.xhtml

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

INDEPENDENT AUDITOR’S REPORT ON THE AUDIT

For the General Meeng and Supervisory Board of DataWalk S.A.

Report on the audit of the annual separate ﬁnancial statements

Opinion

We have audited the annual separate ﬁnancial statements of DataWalk S.A.(the ‘Company’), which

comprise the statement of ﬁnancial posion as at 31 December 2024 and the income statement,

together with the statement of comprehensive income, statement of changes in equity, statement of

cash ﬂows for the ﬁnancial year from 1 January to 31 December 2024 and selected notes, explanatory

notes and other explanatory notes to the ﬁnancial statements (the ‘separate ﬁnancial statements’).

In our opinion, the accompanying separate ﬁnancial statements:

 give a true and fair view of the property and ﬁnancial posion of the Company as at 31

December 2024 and of its ﬁnancial performance and its cash ﬂows for the year then ended in

accordance with required applicable rules of Internaonal Financial Reporng Standards

approved by the European Union (IFRSs) and with the accounng principles (policy) adopted;

 comply in respect of the form and content with laws applicable to the Company and its Statute;

 have been prepared based on properly maintained accounng records, in accordance with

chapter 2 of the Accounng Act of 29 September 1994 (i.e. Journal of Laws of 2023, item 120

as amended – the ‘Accounng Act’).

This opinion is consistent with the addional report to the Audit Commiee issued on 3.04.2025

Basis for opinion

We conducted our audit in accordance with the Naonal Auding Standards in the wording of the

Internaonal Auding Standards adopted by Resoluon No. 3430/52a/2019 of the Naonal Council of

Statutory Auditors of 21 March 2019 on naonal auding standards and other documents, as

amended, and the Resoluon of the Board of the Polish Agency for Audit Oversight No. 38/I/2022 of

15 November 2022 on naonal quality control standards and Naonal Auding Standard 220

(Amended) (‘NAS’), as well as pursuant to the Act of 11 May 2017 on Statutory Auditors, Audit Firms

and Public Oversight (i.e. Journal of Laws of 2024, item 1035, as amended – the ‘Act on Statutory

Auditors’) and the Regulaon (EU) No. 537/2014 of 16 April 2014 on speciﬁc requirements regarding

statutory audit of public interest enes (Oﬃcial Journal of the European Union UE L158 of 27 May

2014, p. 77, as amended – the ‘EU Regulaon’). Our responsibilies under those standards are further

described in the Auditor's responsibilies for the audit of the separate ﬁnancial statements’ secon of

our report.

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

We believe that the audit evidence we have obtained is suﬃcient and appropriate to provide a basis

for our opinion.

Independence and ethics

We are independent of the Company in accordance with the Internaonal Code of Ethics for

Professional Accountants (including Internaonal Independence Standards) of the Internaonal Ethics

Standards Board for Accountants adopted by resoluon of the Naonal Council of Statutory Auditors

No. 3431/52a/2019 of 25 March 2019 on the principles of professional ethics of statutory auditors,

as amended (the ‘IESBA Code’) and with other ethical requirements that are relevant to our audit of

ﬁnancial statements in Poland. We have fulﬁlled our other ethical responsibilies in accordance with

those requirements and the IESBA Code. While conducng the audit, the key cerﬁed auditor and the

audit ﬁrm remained independent of the Company in accordance with the independence requirements

set out in the Act on Statutory Auditors and in the EU Regulaon.

Signiﬁcant uncertainty related to going concern

We hereby draw your aenon to informaon included in the separate ﬁnancial statement regarding

explanatory notes “Basis for the preparaon of the ﬁnancial statements – including a descripon of

circumstances indicang a threat to the going concern”.

The Management Board idenﬁed relevant events and circumstances that may cast serious doubts in

terms of the Company’s ability to connue its acvies, including declining sales revenues, negave

cash ﬂow on operaons, and unfavourable proﬁtability raos. The Management Board took acons

aimed at improving the results and liquidity through the issuance of 500,000 series R shares within the

framework of authorized capital, under which the Company raised TPLN 27,500 from investors.

introducing a cost reducon scheme, opmizing workforce numbers and structures, and the number

of Company aﬃliates, increasing deployment team eﬀecveness, and adapng the commercial

porolio to customer needs. The General Meeng of Shareholders granted the Management Board

the authorisaon to increase the Company's share capital by issuing up to 750,000 ordinary bearer

shares. The above authorisaon was granted unl 30.06.2027. As at the date of issuing the audit report,

the Management Board has not decided when it will exercise the granted authorisaon or to what

extent.

The Management Board reported that connuing development work associated with the planned

release of further, more technologically advanced Company product versions at the current stage of

Company development depends on third-party funding. The Management Board accepts that without

addional funding, the Company may have limited resources for further investments, which may lead

to delays in product development and connued expansion of the commercial porolio.

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

We believe that the possibility of implemenng the adopted assumpons is uncertain; although, it

cannot be ruled out that due to unforeseen costs or unforeseen reducon in the rate of acquiring

customers and revenues, increasing the demand for funding in each case, the Company’s ﬁnancial

standing will signiﬁcantly deviate from the assumpons, which may adversely impact the Company’s

operaons, growth prospects, ﬁnancial standing or results.

Our opinion does not include any modiﬁcaon in this regard.

Key Audit Maers

Key audit maers are those maers that, in our professional judgment, were of most signiﬁcance in

our audit of the separate ﬁnancial statements of the current period. They include the most signiﬁcant

assessed risks of material misstatement, including the assessed risks of material misstatement due to

fraud. These maers were addressed in the context of our audit of the separate ﬁnancial statements

as a whole, and in forming our opinion thereon and have summarised our reacon to these risks and

in cases where we deemed it necessary, we presented the most important observaons related to

these types of risks. We do not provide a separate opinion on these maers.

Key Audit Matter How our audit responded to this matter

R&D WORK

The Company conducts work in the ﬁeld of IT

development related to the business asset

construed as the DataWalk plaorm.

In its separate ﬁnancial statement, the Company

recognizes costs of completed development

work at PLN 16.934 thous. and costs of

development work in progress at PLN 2.099

thous., which accounts in total for 44% of the

balance sheet total as at 31 December 2024.

The issue was deemed as key audit maer due to

the scale of conducted work, their impact on the

Company’s operaons and the signiﬁcance of the

amounts, as well as the fact that the manner of

their recognion in the separate ﬁnancial

statement requires a signiﬁcant judgement of

the management.

Our procedures on the identified key audit

matter included, but were not limited to, the

following:

 understanding and assessing the process of

identifying, acceptingand classifying

development work expenditure as intangible

assets,

 verifying compliance of the Company’s

accounting policy with IAS 38,

 detailed reliability study associated with the

correct allocation of development work

expenditure,

 assessing the developed impairment tests in

terms of mathematical correctness, rationale

behind the key parameters adopted by the

Company, compliance of financial projections

with the approved financial plan, and the

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

Reference to disclosures in the separate ﬁnancial

statements

Details on the capitalizaon of expenditure on

development work and expenditure incurred in

relaon to development work in progress

(including informaon on the results of the

conducted impairment test) described in notes

2.1, 2.2, 2.3 and 2.4 of the separate ﬁnancial

statement, and related to the accounng policy,

have been described in the explanatory note to

the separate ﬁnancial statement.

sensitivity of the test to a change in the

assumed level of cash flows and discount rate,

 discussing key assumptions in the impairment

test with the Company’s Management Board

and other authorized persons,

 analysing the disclosures in the separate

financial statement and related to completed

development work and expenditure on

development work in progress.

SALES REVENUES

The procedures we implemented at the stage of

unit study and data analysis made us assign the

risk associated with sales revenue idenﬁcaon

and recognion.

The risk of incorrect revenue recognion may

result, in parcular, from fraud involving the

recognion of product and service sales revenue

in the wrong period.

The issue was deemed a key audit maer due to

the signiﬁcance of the amounts, and the fact that

the manner of revenue idenﬁcaon and

recognion in the separate ﬁnancial statement

requires signiﬁcant esmates and company

management judgement.

Reference to disclosures in the separate financial

statements

The disclosures related to detailed informaon

on revenue items are presented in notes 23.1,

23.2, 23.3 and 23.4 of the separate ﬁnancial

statement, and were described in the

explanatory notes to the separate ﬁnancial

statement if related to the accounng policy.

Our procedures on the identified key audit

matter included, but were not limited to, the

following:

 reviewing the accounting policy related to

revenue recognition and assessing the

compliance of these principles with IFRS 15,

 understanding the sales process, as well as the

correctness of designing and implementing an

internal control system in this field,

 analytical procedures involving, in particular,

monthly data and trend analyses,

 studies in relation to sales recognized during a

year based on a selected sample,

 verifying a sample of transactions from

December 2024/January 2025 and an

independent assessment of revenue

recognition correctness in the transaction

source documents,

 confirming the receivable balance on a

selected sample of counterparties as at the

balance sheet date,

 analysing unusual transactions and revenue

adjustments after the balance sheet date,

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com



analysis of the disclosures in the separate

financial statements regarding revenue in

accordance with IFRS 15.

Responsibilies of the Company’s Management and members of the Supervisory Board for the separate

ﬁnancial statements

The Company’s Management is responsible for the preparaon of, based on properly maintained

accounng records, the separate ﬁnancial statements that give a true and fair view of the property and

ﬁnancial posion of the Company and of its ﬁnancial performance in accordance with the required

applicable rules of Internaonal Financial Reporng Standards approved by the European Union, the

adopted accounng principles (policy) and with the legal regulaons applicable to the Company, as

well as the Company’s Statute, and is also responsible for such internal control as the Company’s

Management determines is necessary to enable the preparaon of the separate ﬁnancial statements

that are free from material misstatement, whether due to fraud or error.

In preparing the separate ﬁnancial statements, the Company's Management is responsible for

assessing the Company's ability to connue as a going concern, disclosing, as applicable, maers

related to going concern and using the going concern basis of accounng unless the Company’s

Management either intends to liquidate the Company or to cease operaons, or has no realisc

alternave but to do so.

The Company’s Management and members of the Company’s Supervisory Board are required to ensure

that the separate ﬁnancial statements meet the requirements of the Accounng Act. The members of

the Company’s Supervisory Board are responsible for overseeing the Company’s ﬁnancial reporng

process.

Auditor's responsibility for the audit of the separate ﬁnancial statements

Our objecves are to obtain reasonable assurance about whether the separate ﬁnancial statements as

a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a

guarantee that an audit conducted in accordance with NAS will always detect a material misstatement

when it exists. Misstatements may arise as a result of fraud or error and are considered material if they,

individually or in the aggregate, could reasonably be expected to inﬂuence the economic decisions of

users taken on the basis of these separate ﬁnancial statements.

The scope of the audit does not include assurance on the future proﬁtability of the Company nor

eﬃciency or eﬀecveness of conducng business maers now or in the future by the Company’s

Management.

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

As part of an audit in accordance with NAS, we use professional judgment and maintain professional

scepcism and we also:

 idenfy and assess the risks of material misstatement of the separate ﬁnancial statements,

whether due to fraud or error, design and perform audit procedures responsive to those risks,

and obtain audit evidence that is suﬃcient and appropriate to provide a basis for our opinion.

The risk of not detecng a material misstatement resulng from fraud is higher than for one

resulng from error, as fraud may involve collusion, forgery, intenonal omissions,

misrepresentaons or override of internal control;

 obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances, but not for the purpose of expressing an

opinion on the eﬀecveness of the Company’s internal control;

 evaluate the appropriateness of accounng principles (policy) used and the reasonableness of

accounng esmates and related disclosures made by the Company’s Management;

 conclude on the appropriateness of the Company’s Management’s use of the going concern

basis of accounng and, based on the audit evidence obtained, whether a material uncertainty

exists related to events or condions that may cast signiﬁcant doubt on the Company’s ability

to connue as a going concern. If we conclude that a material uncertainty exists, we are

required to draw aenon in our independent auditor’s report to the related disclosures in the

separate ﬁnancial statements or, if such disclosures are inadequate, to modify our opinion. Our

conclusions are based on the audit evidence obtained up to the date of our independent

auditor’s report, however, future events or condions may cause the Company to cease to

connue as a going concern;

 evaluate the overall presentaon, structure and content of the separate ﬁnancial statements,

including the disclosures, and whether the separate ﬁnancial statements represent the

underlying transacons and events in a manner that achieves fair presentaon.

We communicate to the Company’s Supervisory Board on, among other maers, the planned scope

and ming of the audit and signiﬁcant audit ﬁndings, including any signiﬁcant deﬁciencies in internal

control that we idenfy during our audit.

We also provide to the Company’s Supervisory Board with a statement that we have complied with

relevant ethical requirements regarding independence, and communicate to them all relaonships and

other maers that may reasonably be thought to bear on our independence, and where applicable,

acons taken to eliminate threats or safeguards applied.

From the maers communicated to the Company’s Supervisory Board, we determine those maers

that were of most signiﬁcance in the audit of the separate ﬁnancial statements of the current period

and are therefore the key audit maers. We describe these maers in our auditor’s report unless law

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

or regulaon precludes public disclosure about the maer or when, in extremely rare circumstances,

we determine that a maer should not be communicated in our report because the adverse

consequences of doing so would reasonably be expected to outweigh the public interest beneﬁts of

such communicaon.

Other informaon, including Company Acvity Report

Other informaon

Other informaon comprises combined Group and Company Acvity Report as at 31 December 2024

(the ‘Company Acvity Report’) together with the representaon on applicaon of corporate

governance, which are separate elements of this Company Acvity Report, and the Annual Report for

the ﬁnancial year ended 31 December 2024 (the ‘Annual Report’) (together the ‘Other informaon’).

Responsibilies of the Company’s Management and members of the Supervisory Board

The Company’s Management is responsible for the preparaon of the Other informaon in accordance

with laws.

The Company’s Management and members of the Supervisory Board are required to ensure that the

Company Acvity Report with separate elements meets the requirements of the Accounng Act.

Auditor's responsibility

Our audit opinion on the separate ﬁnancial statements does not include the Other informaon.

In connecon with the audit of the separate ﬁnancial statements, our responsibility is to read the Other

informaon and, in doing so, to consider, whether the Other informaon is materially inconsistent with

the separate ﬁnancial statements or our knowledge obtained during the audit or otherwise appears to

be materially misstated. If, based on the work we have performed, we conclude that there are material

misstatements in this Other informaon, we are required to report that fact in our independent

auditor’s report.

We have nothing to report regarding Other Informaon.

Our responsibility in accordance with the Act on Statutory Auditors is also to issue an opinion on

whether the Company Acvity Report, to the extent not relevant to sustainability reporng, was

prepared in accordance with laws and that it is consistent with the informaon contained in the

separate ﬁnancial statements. Moreover, we are required to issue an opinion on whether the Company

has included the required informaon in the representaon on applicaon of corporate governance.

We obtained the Company Acvity Report before the date of this audit report and the Annual Report

will be available aer that date. In the event that we idenfy a material misstatement in the Annual

Report, we are required to inform the Company's Supervisory Board.

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

Opinion on the Company Acvity Report

Based on the work performed during our audit, in our opinion, the Company Acvity Report:

 has been prepared in accordance with the arcle 49 of the Accounng Act and paragraph 70

of the Decree of the Minister of Finance of 29 March 2018 on current and periodic informaon

published by issuers of securies and condions for recognion as equivalent the informaon

required by laws of non-EU member states (Journal of Laws of 2018, item 757, as amended –

‘Decree on current informaon’);

 is consistent with the informaon contained in the separate ﬁnancial statements.

Statement on the Company Acvity Report

We cerfy that, based on our knowledge of the Company and its environment obtained during our

audit, we have not idenﬁed material misstatements in the Company Acvity Report.

Opinion on the corporate governance representaon

In our opinion, in the representaon on applicaon of corporate governance, the Company has

included informaon spulated in paragraph 70, secon 6, point 5 of the Decree on current

informaon. Moreover, in our opinion, the informaon spulated in paragraph 70, secon 6, point 5

leer c-f, h and i of the Decree included in the representaon on applicaon of corporate governance

is in accordance with applicable laws and informaon included in the separate ﬁnancial statements.

Report on other legal and regulatory requirements

Representaon on the provision of non-audit services

To the best of our knowledge and belief, we declare that the non-audit services we have provided to

the Company comply with the laws and regulaons applicable in Poland and that we have not provided

non-audit services that are prohibited under Arcle 5 item 1 of the EU Regulaon and Arcle 136 of

the Act on Statutory Auditors. The non-audit services that we provided to the Company and its

subsidiaries during the audited period are listed under “Provision of permied non-audit services by

the Auditor” Reports on the operaons of the Capital Group.

Appointment of the audit ﬁrm

We were appointed for the audit of the Company’s separate ﬁnancial statements based on the

resoluon of the Company’s Supervisory Board dated 25.01.2024. The ﬁnancial statements of the

Company have been audited by us for the ten me.

Audit | Outsourcing | Tax | Consulng

UHY ECA Audyt Sp. o.o. – member of UHY International, a network of independent accounting and consulting firms

UHY ECA Audyt Sp. z o.o.

ul. Połczyńska 31A

01-377 Warszawa

E biuro@uhy-pl.com

uhy

pl.com

The key auditor responsible for the audit resulng in this independent auditor's report is Marta

Jankowska.

........................................................

No. in the register: 13498

acng on behalf of UHY ECA Audyt Spółka z ograniczoną odpowiedzialnością of Warsaw, Poland,

entered into the list of audit ﬁrms under entry No. 3886 on behalf of which the key auditor has audited

the separate ﬁnancial statements.

This document is a foreign language version of the original Independent Auditor’s Report issued in

Polish version and only the original version is binding. This document has been prepared for informaon

purposes and could be used only for Company’s internal purposes. In case of any discrepancies between

the Polish and English version, the Polish version shall prevail.

Warsaw, 3.04.2025