Financial Analysis

11. COMMITMENTS AND CONTINGENCIES There are no claims against the Company that were assessed as significant, which were outstanding as at March 31, 2026 and, consequently, no provision for such has been recognized in the consolidated financial statements.

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5. CONVERTIBLE PROMISSORY NOTES AND SHORT TERM LOANS Series A Convertible Promissory Notes : The Companys Series A Convertible Promissory Notes bear interest at 12 % per annum and are convertible into common shares pursuant to the terms of the respective note agreements. As of March 31, 2026, notes held by two investors remained outstanding with an aggregate principal balance of $ 821,500 (March 31, 2025 $ 821,500 ). During prior years, substantially all Series A Notes were converted into common shares, with the exception of these remaining notes. On December 30, 2022, the Company exchanged $ 500,000 of Series A Notes together with accrued interest of $ 121,500 for a new convertible note with principal of $ 621,500 . The replacement note bears interest at 12% per annum and is convertible into common shares at a price equal to 75% of the average of the three lowest closing prices during the ten trading days preceding receipt of a conversion notice. As of March 31, 2026 and March 31, 2025, accrued interest related to the Series A Notes was $ 370,922 and $ 272,342 , respectively. During the years ended March 31, 2026 and 2025, the Company recognized interest expense of $ 98,580 and $ 98,580 , respectively. The discount associated with the Series A Notes was fully amortized in prior years. Series B Convertible Notes The Company previously issued Series B Convertible Promissory Notes that bore interest at 12% per annum and were convertible into shares of the Companys common stock …

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10. INCOME TAXES Income taxes The provision for income taxes differs from that computed at combined corporate tax rate of approximately 26% as follows: Income before income taxes The components of loss before income taxes by tax jurisdiction were as follows: SCHEDULE OF COMPONENTS OF LOSS BEFORE INCOME TAXES Year ended March 31, 2026 Year ended March 31, 2025 Jurisdiction $ $ United States (1,798,285 ) (7,498,139 ) Canada (765,832 ) (923,040 ) Loss before income taxes (2,404,139 ) (8,421,179 ) Income tax expense (benefit) The provision (benefit) for income taxes differs from the amount computed by applying the Companys combined federal and state statutory income tax rate of approximately 26% to loss before income taxes as follows: SCHEDULE OF PROVISION (BENEFIT) FOR INCOME TAXES Description 2026 Amount 2026 Rate 2025 Amount 2025 Rate Tax at Statutory rate (625,076 ) (26.0 )% (2,189,707 ) (26.0 )% Non-deductible expenses 259,068 10.8 % 1,322,198 15.7 % Other temporary differences (12,025 ) (0.5 )% (988 ) _ Change in valuation allowance 378,033 15.7 % 868,497 Income tax expense (benefit) - 0 % - 0 % Deferred tax assets SCHEDULE OF DEFERRED TAX ASSETS As at March 31, 2026 As at March 31, 2025 $ $ Non-capital loss carry forwards 19,550,273 19,078,653 Other temporary differences 14,646 3,803 Valuation allowance (19,564,919 ) (19,082,456 ) Deferred tax assets BIOTRICITY INC. Notes to Consolidated Financial Statements Years ended March 31, 2026 and 2025 (Expressed in US Dollars) As …

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12. OPERATING LEASE RIGHT-OF-USE ASSETS AND LEASE OBLIGATIONS The Company has one operating lease primarily for office and administration. During December 2021, the Company entered into a new lease agreement. The Company paid $ 85,000 deposit that would be returned at the end of the lease. In December 2022, the Company started a new lease with an additional suite in the same premise as the existing lease. When measuring the lease obligations, the Company discounted lease payments using its incremental borrowing rate. The weighted-average-rate applied is 11.4 %. SCHEDULE OF OPERATING LEASES OBLIGATIONS 2026 2025 Right of Use Asset $ $ Beginning balance at March 31 812,053 1,221,593 New leases - - Amortization (465,839 ) (409,540 ) Ending balance at March 31 346,214 812,053 2026 2025 Lease Liability $ $ Beginning balance at March 31 929,116 1,386,486 New leases - - Repayment and interest accretion (531,286 ) (457,370 ) Ending balance at March 31 397,830 929,116 Current portion of operating lease liability 397,830 531,286 Noncurrent portion of operating lease liability 397,830 The operating lease expense was $ 627,728 for the year ended March 31, 2026 (2025: $ 587,045 ) and included in the selling, general and administrative expenses. Operating cash flows from operating leases amounted to $ 604,779 and $ 587,164 during the years ended March 31, 2026 and March 31, 2025, respectively. BIOTRICITY INC. Notes to Consolidated Financial Statements Years ended March 31, 2026 and 2025 (E …

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Recently Issued Accounting Pronouncements On November 26, 2024, the FASB issued ASU 2024-04, DebtDebt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments . This ASU clarifies the accounting for certain settlements of convertible debt instruments that occur at terms different from the original contractual conversion terms, specifically addressing whether such settlements should be accounted for as induced conversions or debt extinguishments. The amendments are effective for fiscal years beginning after December 15, 2025, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2024-04 on its consolidated financial statements and related disclosures. At this time, the Company has not determined the effect, if any, that adoption of this standard will have on its consolidated financial position, results of operations, cash flows, or related disclosures. In July 2025, the FASB issued ASU 2025-05, which provides targeted improvements and practical expedients related to the application of the current expected credit loss (CECL) model. The amendments are intended to simplify certain aspects of estimating expected credit losses while maintaining decision-useful information for investors. The Company is currently evaluating the impact that adoption of this guidance may have on its consolidated financial statements and related disclosures. The Comp …

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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition The Company adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606). In accordance with ASC 606, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services by applying the core principles (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to performance obligations in the contract, and (5) recognize revenue as performance obligations are satisfied. Both the Bioflux mobile cardiac telemetry device, and the Biocore device are wearable devices. The cardiac data that the devices monitor and collect is curated and analyzed by the Companys proprietary algorithms and then securely communicated to a remote monitoring facility for electronic reporting and conveyance to the patients prescribing physician or other certified cardiac medical professional. Revenues earned are comprised of device sales revenues and technology fee revenues (technology as a service). The devices, together with their licensed software, are available for sale to the medical center or physician, who is responsible for the delivery of clinical diagnosis and therapy. The remote monitoring, data collection and reporting services perform …

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9. STOCKHOLDERS DEFICIENCY AND MEZZANINE EQUITY (a) Authorized and Issued Stock As at March 31, 2026, the Company is authorized to issue 125,000,000 (March 31, 2025 125,000,000 ) shares of common stock ($ 0.001 par value), and 10,000,000 (March 31, 2025 10,000,000 ) shares of preferred stock ($ 0.001 par value), 20,000 of which (March 31, 2025 20,000 ) are designated shares of Series A preferred stock ($ 0.001 par value) and 600 (March 31, 2025 600 ) are designated shares of Series B preferred stock ($ 0.001 par value). At March 31, 2026, common shares and shares directly exchangeable into equivalent common shares that were issued and outstanding totaled 28,757,987 (2025 26,241,967 ) shares; these were comprised of 28,597,315 (2025 26,081,295 ) shares of common stock and 160,672 (2025 160,672 ) exchangeable shares. At March 31, 2026, there were 201 Series A shares of Preferred Stock that were issued and outstanding (2025 201 ), and there were 335 shares of Series B Preferred Stock that were issued and outstanding (March 31, 2024 385 ). There is also one share of the Special Voting Preferred Stock issued and outstanding held by one holder of record, which is the Trustee in accordance with the terms of the Trust Agreement and outstanding as at March 31, 2026 and 2025. ( b) Series A Preferred Stock The number of Series A Preferred Stock issued and outstanding as of March 31, 2026 and 2025 was 201 and 201 . The Series A Preferred Stock is junior to the Companys existing undesigna …

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14. SUBSEQUENT EVENTS During the period from April 1 to July 14, 2026, the following events occurred: The Company issued 805,609 additional common shares to Series B preferred shareholders in order to supplement the 1,706,820 shares to be issued in relation to its conversion obligations for a conversion of 25 Series B preferred whose conversion period commenced on November 4, 2025. This conversion of preferred shares is intended to redeem or repay $ 250,000 in principal and $ 64,055 in accrued dividends. On May 1, 2026, the Company entered into exchange agreements with holders (the Exchange Holders) of an aggregate of 14,144,325 shares of the Companys common stock (the Exchange Shares), options (the Exchange Options) to purchase 3,992,427 shares of common stock of the Company, and warrants (the Exchange Warrants, and together with the Exchange Shares and the Exchange Options, the Exchange Securities) to purchase 1,436,216 shares of common stock of the Company. The Exchange Holders include officers and directors of the Company. Pursuant to the exchange agreements, the Exchange Holders exchanged their Exchange Securities for an aggregate of 1,957,297 shares of newly created Series C Preferred Stock of the Company (on the basis of ten Exchange Securities for one share of Series C Preferred Stock). In connection with the exchange agreements, on May 1, 2026, the Company filed a Certificate of Designation of Series C Preferred Stock with the Secretary of State of Nevada. Pursuant t …

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