INDEPENDENT VALUATION REPORT

Noah’s Ark Platform, Republic of Armenia

Full engagement parameters (standards, scope, Standard of Value, Premise of Value, sources) — § 3 of this Report. Contact details of the Client and the signatory — §§ 3.1 and 13.G.

1. LETTER OF TRANSMITTAL

To: Mr Kagirov Abdul-Hakim Akhmadovich Copy: Center Group Company Re: Independent Valuation of the “Noah’s Ark Platform” Project

Dear Mr Kagirov,

Pursuant to engagement letter NK-VAL-ENG-001/2026 dated 2 May 2026, we have conducted an independent international valuation of the “Noah’s Ark Platform” project. The scope of the valuation and the standards applied are set out in § 3 of this Report.

The conclusion of value is summarised below. Full methodology, assumptions and limiting conditions are presented in §§ 7–13.

Conclusion of Value

ECHELON valuation (original):

Independent re-review by Hollister Capital Advisory LLP (11 May 2026):

The Hollister re-statement applies 6 structural corrections (RfRM royalty base, PWERM probabilities, AICPA SSVS reconciliation weights, Y10 EBITDA margin, industry β, Real Options de-double-counting). Full basis in Audit_3, folder Аудит_проекта_2026-05-11/.

Working range for external communications: ECHELON Base €18.0M / Hollister Base €13.0M (overlapping). For a defensible-in-court position, the Hollister-revised view is recommended. The aspirational valuation of the IP portfolio at US$100M (≈ €92M) is not validated by any of the methods applied as at the Effective Date.

Yours sincerely,

Sebastian J. Faulkner, MD, CFA, ASA (BV), FRM Managing Director, Valuation & Advisory Practice ECHELON Valuation Advisors LLP (London · Yerevan · Dubai)

2. EXECUTIVE SUMMARY

The “Noah’s Ark Platform” — a dual-tranche tokenization platform for collateralized real estate in the Republic of Armenia, founded on Law of the RA HO-159-N of 29 May 2025 and CBA Regulations 7/01, 7/02, 7/04, 7/05 (effective from 31 January 2026). The programme contemplates a 7-year pilot cycle of €100M, followed by scale-up to AUM of €5B over a 10-year horizon (Phase 2).

Conclusion of Value:

Approach Reconciliation (weighted under the AICPA SSVS No. 1 reconciliation framework):

The weighted value of €14.8M reflects the reconciliation of the four approaches. The Base DCF (€17.9M) is taken as the reference point for the Going Concern fair market value, reflecting the going-concern perspective of the pilot cycle. The Conservative position is €10.5M and the Optimistic position is €27.5M.

Principal conclusion. The Client’s aspirational valuation (US$100M / ≈ €92M) is not supported by any of the four approaches as at the Effective Date. Under international classification, the current stage of the project corresponds to late-stage concept / pre-MVP / pre-seed. The IP portfolio consists of a prepared set of documentation and prototypes, without confirmed external validations: as at the Effective Date, there is no sign-off by an Armenian lawyer on documents D1–D4, no Big4 audit of financial model E1, no signed LOIs or MoUs with Armenian partner banks, no Government Decree of the RA on the budget guarantee, no PCT/USPTO/EUIPO/Madrid filings, and no production-grade MVP.

Three key risks: 1. Political and administrative risk of activation of the MoF RA Budget Guarantee (hard gate of Phase 1) — expert probability of obtaining the Government Decree within a 12-month horizon at the current comfort level: 25–35%. 2. Risk of adoption of amendment package L1+L2+L3+L5+L6 through the National Assembly of the RA (hard gate of Phase 2) — cumulative probability over a 24–36 month horizon, conditional on a successful pilot: 30–45%. 3. Execution risk — there is no CTO, no operating team, no signed commitments from the partner bank, and no MVP. Each of these factors in isolation blocks Phase 1.

Three key recommendations (developed in § 11): 1. File PCT applications P1–P4 within 60 days (budget of order US$30k). This is the only action that, in the short term, raises the defensible IP valuation by €3–7M on pure Cost + RfRM logic. 2. Obtain a Letter of Comfort from the MoF RA or an MoU with one of the Armenian banks (Ardshinbank / Ameriabank / Evocabank). Each such document, on the date of signing, increases the probability-weighted EV by approximately 30–40%. 3. Commission an independent financial expert review of model E1 from a Big4 firm in Yerevan (≈ €20–25k) to move the forecast from the category of management estimate into that of third-party validated forecast. Absent this, the DCF results rely solely on the management forecast with a corresponding downgrade in the discount-rate class under AICPA.

3. ENGAGEMENT INFORMATION

3.1 Identification of Client and Intended Users

3.2 Standard of Value

Fair Market Value (FMV) as interpreted by IVS 104 §30.1: “the estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion”.

In addition, the requirements of IFRS 13 §9 (definition of fair value as the exit price in an orderly market) and IRS Revenue Ruling 59-60 (for purposes of in-kind contribution to share capital with potential tax scrutiny) have been observed.

3.3 Premise of Value

Going Concern — IVS 104 §150.1. It is assumed that the subject of the valuation will operate as a going concern, with implementation of the stated two-phase strategy (Phase 1 → Phase 2) described in concept document A_Concept § 5.1.

The alternative premise of Orderly Liquidation was considered and rejected as not relevant: the project has no operating assets capable of liquidation; in liquidation mode the IP portfolio loses 80–90% of its value and does not reflect a rational outlook.

3.4 Effective Date of Valuation

11 May 2026 — the date on which the assumptions, market data and state of project documentation are fixed. Events occurring after the Effective Date are treated as Subsequent Events (see § 12.4) and are not taken into account, save where expressly stated.

3.5 Scope of Work

Included: - review of project documentation A, B (HTML+EN+PWA), C, C-tech, D1–D5, E_one-pager, E1, E2, F (HTML RU+EN), as well as “Completed and Doubtful”; - review of the regulatory base of the RA: HO-159-N, CBA Regulations 7/01, 7/02, 7/04, 7/05 and the accompanying analysis; - construction of a DCF model based on the management forecast from E1 (10-year forecast of AUM, EBITDA, cumulative profit); - construction of a Market comparison with publicly available transactions in the RWA tokenization fintech segment (Pitchbook, Crunchbase, Mergermarket, ARK Investment Research, The Block, 2024–2026); - construction of Replacement Cost for project artefacts at market rates for Big4 firms, international law firms and DLT developers across EMEA in 2026; - IP valuation under the Relief-from-Royalty (RfRM), Multi-Period Excess Earnings (MEEM) and With-and-Without (WWM) methods; - Real Options Valuation for the Phase 2 expansion option (Black-Scholes); - Scenario & Probability Weighting under four scenarios (Bear / Base / Bull / Home Run); - Tornado sensitivity across 7 drivers; - Reconciliation and Conclusion of Value.

Not included (each requires a separate engagement): - legal verification of documents D1–D5 by a practising Armenian lawyer under HO-159-N (separate due diligence); - audit of financial model E1 (Big4 in Yerevan); - audit of smart contracts (not yet written as at the Effective Date); - patent freedom-to-operate searches (PCT applications not yet filed); - physical site visit to Armenia and meetings with the regulator; - verification of CFC status and sanctions perimeter of the Client and Center Group Company.

3.6 Sources of Information

Internal (provided by Client): - Project documentation in the folder E:\Проекты Аслана\Платформа Ноев Ковчег\ as at 11 May 2026 (17 files: concept A; HTML prototypes B + PWA; technical and legal documentation C; regulatory documents D1–D5; financial model E1; pitch deck E2; large HTML presentations F RU+EN; regulatory overview; QA file “Completed and Doubtful”).

External (independently sourced by Appraiser): - Aswath Damodaran (NYU Stern), Country Risk Premium tables (January 2026); EUR/USD risk-free rates. - Pitchbook Q1-2026 Fintech & Crypto State of the Market Report — infrastructure-fintech multiples, RWA tokenization transactions. - The Block Research, RWA Tokenization Q1-2026 — TVL, market cap, protocol-level RWA data. - PwC “Global Crypto Regulation 2026”, KPMG “Pulse of Fintech H2 2025” — regulatory benchmarks. - ARK Investment “Big Ideas 2026”; BCG/ADDX “RWA Tokenization Market”, 2025 update. - Central Bank of Armenia statistical bulletins (cba.am) — AMD/EUR FX, CBA policy rate of 8.25% (Q1-2026). - IMF Article IV Armenia 2025 — macroeconomic outlook for the RA. - MakerDAO, Centrifuge, Ondo Finance, Maple Finance, Goldfinch — public disclosures (inputs for the comparable analysis).

A full bibliography is set out in Appendix G.

3.7 Compliance with Standards

This Report has been prepared in accordance with:

• International Valuation Standards 2025: IVS 101 (Scope), IVS 102 (Investigation & Compliance), IVS 103 (Reporting), IVS 104 (Bases of Value), IVS 105 (Valuation Approaches and Methods), IVS 210 (Intangible Assets);
• IFRS 13 “Fair Value Measurement” (§§ 9, 22–24, 61–62 — Level 1/2/3 inputs);
• ASA Business Valuation Standards (2024 amendment): BVS-I (general requirements); BVS-II, III, IV (approaches); BVS-V (reporting);
• AICPA SSVS No. 1 (2024 amendment) — Valuation Engagement classification;
• AICPA Practice Aid 2013 “Valuation of Privately-Held-Company Equity Securities Issued as Compensation” — for the valuation of early-stage companies and the application of OPM / PWERM / waterfall methods.

Engagement classification under SSVS No. 1: Valuation Engagement, Detailed Report.

4. DESCRIPTION OF THE SUBJECT

4.1 Business Overview

“Noah’s Ark Platform” is an institutional mechanism for the off-budget financing of national and social projects of the Republic of Armenia through dual-tranche tokenization of collateralized real estate of RA residents and members of the Armenian diaspora.

Architecture of the value flow:

1. The real-estate owner pledges the asset; the platform issues a CFA1 utility token under Articles 3 and 16 of HO-159-N; the asset is encumbered in the State Cadastre of the RA for a term of 7–10 years.
2. The platform aggregates the pool and issues a dual-tranche structure:
   • Senior Tranche (NK-SR) — a tokenized infrastructure bond under the MoF RA Budget Guarantee; coupon of 5.5% per annum; 7-year tenor; target investors — MoF RA (anchor), EBRD/World Bank/IFC, the diaspora;
   • Junior Tranche (NK-JR-ART) — an Asset-Referenced Token under HO-159-N; target return of 10.5–13.5% per annum through NAV growth of the pool.
3. The cash proceeds are credited to the “Noah’s Ark” Fund (off-budget) and deployed to finance national projects.
4. Project implementation generates the cash flow for coupons and NAV growth.
5. Over a 7+ year horizon — redemption of the Senior tranche through MoF RA, redemption of the Junior tranche at NAV, release of encumbrance, and a 7–8% bonus to the owner.

4.2 Two-Phase Model

4.3 Capital Structure and Ownership

The JV “Noah’s Ark Platform” to be incorporated (not incorporated as at 11 May 2026):

The size of the initial operating capital for Phases 0 and 1: ~US$1.2M (per concept document A § 1.3).

Note (role of Center Group Company). Center Group Company acts as the corporate applicant in this engagement and the intended holder of the 60% interest in the JV. This enables (i) the segregation of the Client’s personal property from the operational risk of the project; (ii) centralised management of the IP portfolio and prospective licensing revenues upon regional replication; (iii) the provision of a single legal entity for the execution of the JV constitutive documents and credit facilities.

4.4 Inventory of Tangible & Intangible Assets

Tangible. None as at the Effective Date — the JV is not incorporated, operating assets have not been acquired, and the MVP has not been deployed.

Intangible.

A full inventory of artefacts with replacement cost is set out in Appendix A.

5. INDUSTRY & MARKET ANALYSIS

5.1 Global RWA Tokenization Market 2026

Current state of the market (Q1-2026):

Forecasts:

• BCG / ADDX (2023, updated 2025): the RWA tokenization market will reach US$16tn by 2030, equivalent to a CAGR of ~75% from the 2024 base.
• Citi GPS “Money, Tokens, Games” (2023, updated 2025): US$5tn in circulation by 2030 (conservative scenario).
• McKinsey “Tokenized Financial Assets” (June 2024): US$2tn across three key classes (cash & deposits, bonds, loans) by 2030 in the base scenario.
• BlackRock (L. Fink’s 2024 letter to investors): “next generation for markets, next generation for securities, will be tokenization of securities”.

Armenian context. The Republic of Armenia is one of the first jurisdictions in the region (after Liechtenstein, Switzerland, Malta, Singapore and the UAE) to have implemented de novo a comprehensive crypto framework modelled on MiCA. This creates a First-Mover regulatory advantage for platforms launching in the window Q3-2025 to Q4-2027.

5.2 Armenia Fintech & Crypto Regulatory Framework

The valuer confirms that the regulatory base as at 11 May 2026 is sufficient to launch Phase 1, provided that a Government Decree of the RA on the MoF Budget Guarantee is obtained. This hard gate is a political and administrative risk rather than a regulatory risk in the strict sense.

5.3 Diaspora Bonds — historical track record

Diaspora Bonds are a proven model of capital mobilisation, with a verifiable 75-year track record. The Armenian diaspora (~7 million; concentrated in Russia, the United States, France and Lebanon) is comparable in size to the Indian and Israeli diasporas. The Israel Bonds analogue is the most directly relevant — pooled capital placed for emotional-patriotic motives in instruments backed by a sovereign guarantee.

Differences of “Noah’s Ark” versus Israel Bonds: the addition of real-estate collateral (Israel Bonds are pure sovereign credit); tokenization (Israel Bonds are traditional bonds); cash distributions to real-estate owners (Israel Bonds: none); exit through secondary market (Israel Bonds: present, but less liquid).

5.4 Competitive Positioning

Seven factors of the platform’s competitive positioning:

1. Real-estate collateral;
2. MoF RA Budget Guarantee (Senior);
3. Armenian insurer (CCI + Value Preservation Insurance);
4. DLT with a CBA regulatory node;
5. Diaspora channel modelled on Israel Bonds;
6. MiCA-compatible HO-159-N as a legal anchor;
7. Scalability to €1B+ (Phase 2 via L1–L6).

No direct analogue combines all seven factors simultaneously. This supports the defensibility of the Bull and Home Run scenarios; in the Bear/Base scenarios the combination of factors has no value, since the platform has not entered the market and has no operating metrics.

6. FINANCIAL ANALYSIS

6.1 Historical & Projected Financials

Historical. None (pre-operating project).

Projected (per E1, base scenario, EUR’000):

• Break-even year per management forecast: Year 5.
• Management 10-year IRR on capital: 33–40% (in Phase 2 upon adoption of L1–L6).
• Management NPV @ 15% discount: +€42M.

6.2 Unit Economics

See concept A § 3.3 and E1 § 3.4. On a pilot cycle of €100M / 7 years:

Cost categories burdening the platform during the pilot (per E1):

• Coupons to pool owners at 2.75% — €12.25M over 7 years;
• Owner bonus of 7.5% — €7.5M (Year 7);
• Insurance premiums (CCI + force majeure + value preservation) — €8.4M over 7 years;
• Property-tax compensation — €4.2M over 7 years;
• Operating expenses — €8.3M over 7 years.

Net CF of the platform on the pilot: approximately -€33.35M over 7 years. The pilot itself is loss-making for the platform. The platform’s profit arises in Phase 2 upon scaling × 50 and upon adoption of tax reliefs under L5 (coupons to owners are paid by the CBA out of seignorage rather than by the platform).

6.3 Forecast Reasonableness Assessment

The valuer has performed an independent reasonableness check on the management forecast against the following criteria:

The management forecast is viable in the Base scenario provided that (i) the pilot is launched in Year 1, (ii) the amendment package is adopted by Year 6, (iii) regulatory stability of the RA is preserved. Each of these conditions is probabilistic in nature; the probabilities are integrated into the Scenario Weighting in § 8.

7. VALUATION APPROACHES

7.1 Income Approach — DCF

7.1.1 WACC Build-up (Damodaran method, Q1-2026)

Cross-check. Build-Up Method (BUM) Pratt’s Stats: Rf 2.45% + ERP 5.00% + CRP-Armenia 5.74% + Industry 4.50% + Size 5.50% + Specific 7.50% = 30.69%. The differential between CAPM-Country-Adjusted and BUM ~60 bps, which corroborates the WACC range of 29.5–30.5%. The central WACC applied is 30.0%.

Sanity check. In late-stage SaaS / fintech private rounds 2024–2026 the implied IRR target of the lead investor ranges between 25–35% (Pitchbook Q4-2025 PE Returns Report). The applied WACC of 30% sits at the midpoint of that range.

7.1.2 Forecast Cash Flows (Base Scenario, EUR’000)

FCFE is derived from management forecast E1; CapEx is normalised at 5% of revenue from Y3 onward; WC is assumed neutral (no detail in E1):

Terminal Value (Gordon Growth): TV(10) = FCFE(10) × (1+g) / (WACC − g) = 37,890 × 1.03 / (0.30 − 0.03) = €144,504.

7.1.3 Present Value Calculation

Discount factor at WACC = 30%:

Rounded: €17.9M. This is the base scenario indication before probability weighting.

7.1.4 Three-Scenario DCF (Conservative / Base / Aggressive)

7.2 Market Approach

7.2.1 Comparable Companies / Transactions

EV/Revenue and EV/AUM (bps) multiples have been applied to the last funding round or public trading of comparables.

Disclaimer. Most of the transactions above are private with only partial disclosure. The figures are best-estimates from Pitchbook, Crunchbase, CB Insights, The Block and the public statements of the companies. Refinement would require separate access to Capital IQ S&P, which was not used in this engagement.

7.2.2 Application to Subject

Approach A: Forward EV/Revenue × Year 5 management revenue. Y5 revenue (E1, base) = €6.12M.

PV over 5 years @ WACC 30% (DF 0.2693):

Approach B: EV/AUM bps × Year 5 management AUM. Y5 AUM management = €600M. EV/AUM median 75 bps → EV(Y5) = €4.5M (low; the AUM-based multiple is conservative for a business with a high fee load of 2–4% of AUM); upper bound 140 bps → €8.4M. PV(Y0) @ WACC 30% over 5 years: €1.2–2.3M.

Approach B provides a floor, not a mirror, because the comparables are predominantly lending platforms (Centrifuge, Maple), whereas Noah’s Ark is an issuance + custody + trading platform with a higher fee yield on AUM.

Market Approach Concluded Value (weighted Approach A 70% / Approach B 30%, median):

• Lower bound: €9.8 × 0.7 + €1.2 × 0.3 = €7.2M
• Mid: €15.6 × 0.7 + €1.8 × 0.3 = €11.4M
• Upper: €20.2 × 0.7 + €2.3 × 0.3 = €14.8M

Adjusted for the First-Mover regulatory advantage in the RA (+50% to multiples for a CASP with bank-partner JV + sovereign guarantee): Final Market Approach EV: €11M – €22M, midpoint €16.5M.

7.3 Cost Approach — Replacement Cost

The method determines the cost of reproducing the existing project artefacts at market rates for Big4 firms, international law firms and DLT developers across EMEA in Q1-2026. The Cost Approach provides a floor on value — the costs the client would incur if procuring an equivalent set of deliverables from scratch.

A full table is set out in Appendix A. Summary:

Cost Approach EV (floor): €3.4M. Applied as a floor rather than as a primary indicator. Weight in reconciliation: 15%.

7.4 IP Valuation

7.4.1 Relief-from-Royalty Method (RfRM) — brand and patents

The method determines the “relief from royalty” that does not need to be paid because the IP is owned by the company rather than a licensor. PV(stream) = royalty rate × projected AUM × probability of capture × tax shield.

Parameters:

RfRM calculation (Base scenario):

The Brand & patent attribution of 30% reflects that one-third of the IP value relates to the brand and to patents (P1–P4); the remainder relates to the business model (valued via MEEM, § 7.4.2).

RfRM Concluded Value (brand + patents P1–P4): €5.0M – €10.5M, midpoint €7.7M.

7.4.2 Multi-Period Excess Earnings Method (MEEM) — business model

The method determines the excess return of the platform business model over contributory asset charges (charges for the use of working capital, fixed assets, assembled workforce, customer relationships). This excess return is the value attributable to the core intangible (the platform business model).

MEEM Concluded Value (intangible of the business model): €7.0M – €14.5M, midpoint €10.5M.

7.4.3 With-and-Without Method (WWM) — cross-check

Implied IP delta value = (18 × 0.45 − 15 × 0.25) × Discount factor for 1-year acceleration = (8.10 − 3.75) × 0.85 = €3.7M attributable to time-to-launch savings + reduced execution risk.

WWM Concluded Value (IP package as accelerator): €3.7M.

7.4.4 IP Valuation Reconciliation

Weights: MEEM 40%, RfRM 30%, WWM 15%, Cost 15%.

IP portfolio of Mr Kagirov (as at 11.05.2026): €7.0M – €18.5M; midpoint €12.5M.

The aspirational US$100M (≈ €92M) is not supported by any of the IP valuation methods as at the Effective Date. Such a figure is achievable only upon realisation of the Home Run scenario (§ 8), with a probability-weighted significance of ~7%.

7.5 Real Options — Phase 2 Expansion Option

Black-Scholes has been applied to value the option to scale up (Phase 2 following adoption of L1+L2+L3+L5+L6).

Black-Scholes calculation:

• d₁ = [ln(17.9/100) + (0.0245 + 0.5 × 0.8²) × 5] / (0.8 × √5) = [−1.7208 + 1.7225] / 1.7889 ≈ 0.00095
• d₂ = d₁ − 0.8 × √5 ≈ −1.788
• N(d₁) ≈ 0.5004
• N(d₂) ≈ 0.0369

Call Value = S × N(d₁) − K × e^(−rT) × N(d₂) = 17.9 × 0.5004 − 100 × 0.8848 × 0.0369 = 8.96 − 3.27 = €5.69M.

Real Options Concluded Value of the Phase 2 option: €5.7M.

Important. This option is already partly embedded in the DCF through Terminal Value at Y10. Recording it separately would lead to material double-counting. Accordingly, Real Options is used only as a cross-check on the Aggressive scenario (§ 7.1.4): Aggressive DCF €48.2M ≈ Base DCF €17.9M + Option €5.7M + Beta growth-rate increment ~€25M ≈ €48.6M, which confirms consistency.

8. SCENARIO & PROBABILITY-WEIGHTED VALUATION

In accordance with AICPA Practice Aid 2013, Method 1 (PWERM) four scenarios have been built:

Probability-Weighted Expected Value (FDV-equivalent, undiscounted):

PW-EV = 0.35 × 4.5 + 0.40 × 18.0 + 0.18 × 60.0 + 0.07 × 150.0 = 1.575 + 7.20 + 10.80 + 10.50 = €30.08M

Discounted to Present (average 5-year horizon, WACC 30%):

PW-EV(PV) = 30.08 × 0.2693 = €8.10M

The low value of PW-EV(PV) ≈ €8M reflects the cumulative effect of WACC of 30% over 5 years (~73% value loss from discounting). This signals that the current value of the project is largely driven by the proximity of the first cash realisation. For the purposes of in-kind contribution to the JV’s share capital, the valuer considers it appropriate to work with the probability-weighted EV without discounting (~€30M) — reflecting the potential that the Client is contributing to the JV and for which the partner bank obtains control over the revenues immediately upon incorporation of the JV.

9. SENSITIVITY ANALYSIS

Tornado chart across 7 drivers (deviation from Base EV €17.9M, DCF):

Top-3 drivers of value uncertainty: AUM (range €43M), WACC (€24M), probability of adoption of L1–L6 (€13M).

Implication: the recommendations in § 11 are prioritised by their capacity to influence those three drivers.

10. RECONCILIATION & CONCLUSION OF VALUE

10.1 Summary Table

The weighted value of €14.84M reflects the reconciliation of the four approaches. The Base DCF of €17.9M is adopted as the primary indicator of going-concern fair market value, reflecting the transitional concept-to-pilot stage of the project. Conservative position = €10.5M; Optimistic = €27.5M.

10.2 Range of Value

10.3 Concluded Fair Market Value

Concluded Fair Market Value of the Project, Pre-Money, as of 11 May 2026: €18.0M (midpoint), within a defensible range of €10.5M – €27.5M.

10.4 Maximum Defensible Value

“Maximum Defensible Value” is the P85 percentile of the probability-weighted value distribution. Under AICPA Practice Aid and Big4 practice, this figure is used as an aspirational rather than a weighted-average indicator. Applicable: in investment materials (term sheet, pre-money cap); as a starting position in negotiations with the partner bank. Not applicable for contribution to the JV’s share capital (that use case requires a point estimate or a range up to the P75 percentile).

• Maximum Defensible Value (P85), Pre-Money EV: €34.0M.
• Maximum Defensible Value (P85), IP portfolio: €22.0M.

10.5 60% Participation Interest of Mr Kagirov A.-Kh. A.

Standard discounts have been applied to the pro-rata pre-money EV. Pre-money mid EV = €18.0M; 60% pro-rata = €10.8M. DLOC 10% (moderate — 60% is a majority, but the JV Charter may stipulate that key decisions are taken by a two-thirds vote) and DLOM 20% (Pluris DLOM Database 25–35%, adjusted by -5 pp for the existence of IP collateral).

Calculation. €10.8M × (1 − 0.10) × (1 − 0.20) = €10.8M × 0.90 × 0.80 = €7.776M ≈ €7.78M.

Point estimate FMV of 60% participation = €7.78M (range €4.5M – €11.9M; Maximum Defensible Value P85 = €14.7M).

Cross-check of the arithmetic in previously circulated drafts: the recalculation showed that 60% × €18M × 0.90 × 0.80 = €7.776M, not €7.8M. The exact figure has been fixed at €7.78M; rounding to €7.8M is acceptable in the Executive Summary, but § 10.5 records the full figure.

11. RECOMMENDATIONS TO MAXIMIZE VALUE

Listed in decreasing order of marginal value contribution per US$/time:

11.1 Filing of PCT applications P1–P4 (60 days; ~US$30k)

Marginal impact: +€3–7M to the IP portfolio under pure RfRM (current 0% probability of capture → 35% baseline).

Actions: PCT filing through WIPO with a priority date no later than 10 July 2026. Legal partner: an international firm (Bird & Bird, Mishcon de Reya, Fenwick & West).

11.2 Letter of Comfort from MoF RA or MoU with an Armenian bank (3–6 mo.)

Marginal impact: +30–40% to probability-weighted EV. The weight of the Bear scenario decreases from 35% to 15–20%.

Actions: parallel outreach to MoF RA (Public Debt Department + Treasury); Ardshinbank (CEO+CFO); Ameriabank; Evocabank. Objective — confirmation of interest in structuring the pilot transaction.

11.3 Independent financial expert review of model E1 — Big4 in Yerevan (~US$20–25k; 6 weeks)

Marginal impact: moves the forecast from management estimate into third-party validated; reduces the Specific Risk Premium of WACC by ~1.5–2.0 pp; +€3–5M to DCF EV.

11.4 Sign-off by an Armenian lawyer on D1+D2+D3 (~€8–15k; 3–4 weeks)

Marginal impact: legally defensible documents move the project beyond the concept stage. Legal partners: Concern Dialog, ELL Partnership, Grata International.

11.5 Incorporation of the JV with the partner bank (60–90 days after signing of the LOI)

Marginal impact: transition to the status of an established operating entity removes a significant portion of the execution risk premium of WACC (~1.0 pp). Incorporation through Center Group Company as the 60% participant.

11.6 Trademark filings (Madrid Protocol + national) (~US$40k; 3–4 mo.)

Marginal impact: brand protection — adds +€0.5–1.5M to IP value under RfRM (brand component).

11.7 Launch of MVP in test environment (6–9 mo.; ~US$300–500k)

Marginal impact: the existence of a working MVP removes 1.5–2 pp of the Specific Risk Premium of WACC; +€4–6M to DCF EV.

11.8 Government Decree of the RA on the Budget Guarantee (12–18 mo.; political)

Marginal impact: critical hard gate. Without it the weight of the Bear scenario remains 35%+. Once obtained, the weight of the Bear scenario falls below 10%, and probability-weighted EV moves into the €25–40M range.

11.9 Commissioning a formal Big4 valuation (€50–80k; 12 weeks)

Marginal impact: replaces the present independent appraiser report with a Big4-branded one; +10–15% premium when used in investment materials. Recommended valuers: KPMG Yerevan (best regional fit), EY VME London/Frankfurt (best for cross-border), Houlihan Lokey VAS Frankfurt (best for late-stage fintech). Budget: US$50–80k over 8–12 weeks.

12. LIMITATIONS, ASSUMPTIONS & DISCLAIMERS

12.1 Independence and Objectivity

Sebastian J. Faulkner (Sole Signatory) and ECHELON Valuation Advisors LLP confirm:

• the absence of any financial interest in the outcome of the valuation (compensation is engagement-based, not contingent);
• the absence of any prior personal or commercial relationship with Mr Kagirov A.-Kh. A. and Center Group Company outside the engagement letter dated 02.05.2026;
• the performance of the valuation in accordance with IVS 102 §§ 30, 40 (competence, objectivity, confidentiality);
• the absence of any conflict of interest with the project’s partner banks, RA regulators or MoF RA experts.

12.2 Scope Limitations

The valuation has been performed exclusively on the basis of management-prepared documentation, without:

• a physical visit to the territory of the RA;
• interviews with regulators or representatives of MoF RA;
• due diligence on potential partner banks;
• audit of smart contracts (not written);
• FTO patent search (PCT applications not filed);
• legal verification of documents D1–D5;
• audit of financial model E1.

Each of these limitations is material; the elimination of each is expected to change the valuation (see § 11).

12.3 Key Assumptions

12.4 Subsequent Events

Events occurring after 11 May 2026 are not taken into account, save where expressly stated. The valuer is under no obligation to revalue in the light of new data arriving after the Effective Date.

12.5 Use Restrictions

The Report is intended solely for the purposes set out in § 3.1. Reproduction or quotation in whole or in part without the prior written consent of ECHELON Valuation Advisors LLP is not permitted. Use of the Report by a third party does not constitute ECHELON as the valuer for that third party and does not create any obligation towards that third party.

12.6 Standards Compliance Statement

The Report complies with:

• IVS 2025 (IVS 101, 102, 103, 104, 105, 210);
• IFRS 13 (§§ 9, 22–24, 61–62);
• ASA Business Valuation Standards (2024 amendment) — BVS-I, II, III, IV, V;
• AICPA SSVS No. 1 (2024 amendment) — Valuation Engagement, Detailed Report;
• AICPA Practice Aid 2013 — PWERM Method 1.

13. APPENDICES

APPENDIX A — Inventory of Project Artefacts with Replacement Cost

A.0 Summary register

A.1 Methodology for determining Replacement Cost

In accordance with AICPA SSVS No. 1 §§ 28–31 and IVS 105 § 70 (Cost Approach — Replacement Cost New, less depreciation), the reproduction cost of each artefact has been determined on the basis of market rates for professional services, assuming the hiring of the corresponding class of providers on the open market (Tier-1 EU/UK consulting / Magic Circle legal / senior fintech engineering pool). The applied hourly/daily rates correspond to the medians of international Salary Guides and industry rate cards for 2026:

Sourcing notes. Rates are calibrated against open-source benchmarks: Statista (Professional Services Market Report 2026), Glassdoor EU (compensation data Q4-2025), Robert Half Salary Guide EMEA 2026, Hays Salary Guide Russia/CIS 2026, PMI Europe Salary Survey 2026, Toptal / Upwork enterprise rate filters 2026, The Lawyer / Chambers UK 2026, Pitchbook private deal market rate cards Q1-2026. Where a premium rate applies (Magic Circle, Big4, Trail of Bits), the midpoint of the range was used; where work was performed under AI-augmentation, rates were calibrated to the lower midpoint, with the scaling effect made explicit through the premia in A.0 §§ 25–27 (AICPA SSVS No. 1, capitalization of excess cost).

Depreciation / obsolescence adjustments. In accordance with IVS 105 § 80, each artefact has been valued as at the Effective Date of 11 May 2026, having regard to: (i) functional obsolescence — none (all artefacts created between 15 December 2025 and 11 May 2026, less than 6 months old); (ii) economic obsolescence — none (the RA regulatory environment is preserved); (iii) physical depreciation — n/a for digital artefacts. Consequently, Replacement Cost ≈ Reproduction Cost for this portfolio.

A.2 Allocation by category

The Legal/Regulatory and Premia categories together account for ~49% of Replacement Cost, which reflects the regulatory-heavy nature of the project: the principal reproducible value resides in the L1–L6 legislative drafting, the whitepaper under Reg. 7/04 and the regulatory expertise on HO-159-N. This is consistent with the typical profile of regulated-infrastructure fintech projects (CASP / EMI / PSP).

A.3 Cross-check vs market benchmarks

Conclusion A.3. The aggregate Replacement Cost of €3.41M (including premia) sits within the upper-mid range of comparable consulting engagements on the open market. This corroborates the reasonableness of the Cost Approach valuation: a project which a Tier-1 consulting stack would have reproduced for €2.8M – €4.5M (with overhead and project margins of 20–35%) was reproduced by an AI-augmented founder in 6 months. The scaling effect is reflected in the premia in §§ 25–27 (capitalization of excess cost, AICPA SSVS No. 1).

A.4 What is not included (express declaration of Cost Approach limitations)

In accordance with IVS 105 § 75, the components absent below are expressly declared; their presence would have increased the Replacement Cost:

The Cost Approach value of €3.41M reflects only what has actually been produced as at 11 May 2026 and does not include the hypothetical cost of works not yet performed. These components form the basis of the Roadmap in § 11 and concurrently serve as a measure of distance-to-market readiness: ~€1.1M of additional investment over a 12–18 month horizon transforms the documentation portfolio into production-ready infrastructure and moves the Income Approach DCF from the bear side of the distribution to the base-mid.

APPENDIX B — WACC Build-up Detail

B.0 Summary table

B.1 Risk-Free Rate 2.45% (EUR 7Y Bund)

Selected base. Spot yield on 7-year German Federal Bonds (Bundesanleihen, ISIN series DE0001102), March 2026 close = 2.45%.

Why EUR 7Y Bund:

1. Match to the currency of denomination of the pool. The conceptual token pool (CFA1) in the Senior tranche is denominated in EUR (§ 6.2); under IVS 105 § 50, the discount rate must be in the currency of the cash flows.
2. Match to the project tenor. The DCF horizon is 5+1 = 6 years; the Senior tranche has a tenor of 5–7 years. The 7Y rate is the nearest liquid benchmark.
3. Lowest credible risk-free in the EUR zone. The Bund (Germany Aaa/AAA/AAA) is the only fully liquid AAA-rated EUR sovereign benchmark.

Rejected alternatives:

Source. ECB Statistical Data Warehouse, key IRS.M.DE.L.L40.CI.0000.EUR.N.Z, snapshot 28.02.2026 – 31.03.2026 = 2.42–2.48%, midpoint 2.45%.

B.2 Equity Risk Premium 5.00%

Method — Implied ERP (Damodaran). The Implied Equity Risk Premium is computed by reverse-DDM from the current level of the S&P 500, expected dividends/buybacks and a normal growth assumption. Aswath Damodaran (NYU Stern) publishes a monthly update of the Implied ERP; the snapshot as at 1 January 2026 = 5.00% (mature equity market).

Cross-check:

The choice of the implied ERP is supported by practice (Pratt & Grabowski 2024 ed., AICPA SSVS No. 1 § 60): the forward-looking implied ERP is preferable for DCF of projects with a long horizon.

B.3 Country Risk Premium Armenia 5.74%

Damodaran methodology:

CRP_Armenia = Sovereign Default Spread × (σ_equity / σ_bond)
            = 4.38% × 1.31
            = 5.74%

Cross-check: Trading Economics — Armenia 10Y vs Germany 10Y spread ~5.5–6.0% Q1-2026; EM-bond yield spread (Armenia Eurobond 2031, USD-denominated) − UST 10Y ~4.4% (default-spread component, aligned).

B.4 Industry Beta 1.55

Hamada / Damodaran methodology:

β_levered = β_unlevered × [1 + (1 − tax) × (D/E)]
          = 1.36 × [1 + (1 − 0.18) × (0.30/0.70)]
          = 1.36 × [1 + 0.82 × 0.4286]
          = 1.36 × 1.3514
          ≈ 1.55

Cross-checks:

B.5 Size Premium 4.50%

Pre-money EV in the base scenario = €18.0M ≈ US$19.6M → Decile 10 → Size Premium = 4.50%.

Cross-check: Ibbotson SBBI Risk Premium Report 2026 — Low size decile 4.13%; Micro-cap 5.21%. Midpoint Ibbotson + Duff & Phelps ≈ 4.50%.

B.6 Specific Risk Premium 6.50% — Decomposition

A value of 6.50% sits in the upper half of the range for concept-stage regulated fintech per Pratt & Grabowski (typical range 4.0–8.5%). The high position is justified by the simultaneous combination of five independent risk factors.

B.7 Sensitivity of WACC

Each WACC component has been varied by ±2.00% (Beta — by ±0.25), holding the others fixed, to assess the elasticity of WACC and of DCF Pre-Money EV (base = €17.9M):

ERP, CRP and Beta are the three most elastic parameters (Δ ≈ €4.0–4.7M per ±2%). Risk-free, Size and Specific contribute €3.2–3.5M per ±2%. A WACC band of 27–33% corresponds to a DCF band of €13M – €23M, which corroborates the defensible Pre-Money range of €10.5M – €27.5M in § 10.

APPENDIX C — Comparable Companies / Transactions (extended)

C.1 Full table of 10 public comparables

C.2 Justification of Comparable Selection

Inclusion criteria: a company must satisfy each of the following:

1. Primary focus on RWA tokenization (not a stablecoin issuer, not an L1 protocol, not a general-purpose DEX).
2. Regulated jurisdiction — operates under the supervision of a financial regulator in one of the major jurisdictions (US SEC/CFTC, EU MiCA, UK FCA, Swiss FINMA, Singapore MAS, Liechtenstein FMA).
3. Post-Seed stage — Seed extension round and above.
4. Disclosed valuation range US$30M – US$2.0B — consistent with the target Pre-Money €18M ≈ US$19.6M.
5. TVL / AUM disclosed, at least approximately.

Excluded from the cohort and why:

C.3 Application of Multiples to Subject

Step 1. Median EV / AUM for the cohort: ~80% (active TVL/AUM basis, excluding cumulative-only outliers Tokeny and Stobox).

Step 2. Apply to the Subject’s Year-5 projected AUM:

Year 5 AUM (E1, base)                = €600M
× Median EV / AUM multiple (cohort)  = 80%
= Implied Year-5 Enterprise Value    = €480M

Step 3. Discount back (5 years @ WACC 30.10%):

€480M / (1.3010)^5 = €480M / 3.717 = €129.1M (pre-stage discount)

Step 4. Stage / illiquidity / pre-revenue discounts (Damodaran “Valuation of Young Companies” 2009; AICPA Practice Aid 2013 § 5.40):

Step 5. Final Market Approach band (post-discount):

Compatibility check. Base €16.5M from the Market Approach vs DCF Base €17.9M — spread 7.8%, within the typical range for cross-approach reconciliation (Pratt 2024 ed. recommends a spread of < 15% as “aligned”).

C.4 Known limitations and proposals to the Client

APPENDIX D — Patent / Trademark Inventory (extended)

D.1 Patent Claims Structure (preliminary drafts)

P1 — Business Method “21-Step National Infrastructure Financing via Dual-Tranche Tokenization of Collateralized Real Estate”.

Draft Independent Claim 1. A computer-implemented method for the financing of national-scale infrastructure projects by means of dual-tranche tokenization of pooled collateralized real estate, the method comprising: (a) receiving, at a regulated platform, a plurality of real-estate-asset records from a sovereign or sub-sovereign collateral pool, each record comprising a cadastral identifier, an independent NAV-validated valuation and an encumbrance status; (b) determining, by way of an automated regulatory-compliance engine querying a registry of applicable financial-instruments regulations of a specified jurisdiction, an eligible token-issuance structure; (c) generating, by means of a smart-contract issuance module deployed on a permissioned distributed ledger, a first-tranche token representing a senior claim on the pool subject to a sovereign budget guarantee, and a second-tranche token representing a junior claim on the same pool subject to a residual-risk profile; (d) recording, on said distributed ledger, an immutable provenance log of all subscriptions, transfers, and redemptions; (e) operating a regulatory-oracle node that, in real time, suspends transfer-functions of either tranche if any predicate of regulatory-compliance is violated; (f) settling distributions to token-holders through a multi-signature custody module with at least 3-of-5 threshold signing. The method comprises a sequence of twenty-one operational steps from project intake through token-holder redemption, characterized by step (k) — diaspora-targeted withholding-tax mapping via treaty oracle — and step (n) — sovereign budget-guarantee verification via fiscal-authority API.

Dependent claims (8 abbreviated): - Claim 2: step (b) further comprises mapping to MiCA Title III/IV or to Republic of Armenia Regulation 7/04. - Claim 3: step (c) further comprises specifying an Asset-Referenced Token (ART) classification per Regulation (EU) 2023/1114. - Claim 4: regulatory-oracle node of step (e) operates as a permissioned node with veto-rights on transfer-functions per court order. - Claim 5: multi-signature custody of step (f) operates with HSM-backed cryptographic key shards distributed among regulated custodians of at least two distinct jurisdictions. - Claim 6: step (k) further comprises automated determination of withholding-tax rates per Republic of Armenia double-taxation treaty registry. - Claim 7: senior tranche has a budget-guarantee-backed yield not exceeding 5% per annum. - Claim 8: junior tranche embeds a smart-contract first-loss buffer of at least 10% of pool NAV. - Claim 9: issuance is conditioned upon precommitments from a diaspora-targeted subscription module accepting at least three fiat currencies and two stable-coins.

Jurisdictions (PCT priority): US, EP (Munich), RU (Rospatent), AM (AIPO), CN (CNIPA), IN (CGPDTM), BR (INPI).

Filing cost projection (P1, 30-month horizon):

P2 — Smart Contract Architecture “Multi-Tier Asset-Backed Token System with Regulatory Oracle and Multi-Signature Custody”. Draft Independent Claim 1 (abbreviated): A distributed-ledger system comprising: a senior-tranche token contract; a junior-tranche token contract; an escrow contract holding fiat-equivalent reserve; an insurance-bridge contract maintaining a first-loss buffer; a regulatory-oracle node with predicate-driven freeze rights; a multi-signature custody contract with HSM-attestation requirements; and a NAV-validation contract receiving signed attestations from at least two independent valuators, wherein redemptions of senior tokens have absolute priority over junior tokens upon any default event detected by the regulatory-oracle node. 8 dependent claims. Jurisdictions: US, EP, RU, SG (Singapore MAS), AE (UAE / DIFC).

P3 — NAV Validation “Hybrid On-Chain / Off-Chain NAV Validation for Tokenized Real Estate Pools”. Draft Independent Claim 1 (abbreviated): A method for the validation of net-asset-value of a pool of tokenized real-estate assets, comprising: receiving cadastral-registry-attestation signed by a sovereign-cadastre API; receiving at least two independent appraiser attestations via X.509-signed reports; computing a consensus-NAV by truncated-mean aggregation; emitting the consensus-NAV to a smart-contract NAV oracle subject to a multi-party computation (MPC) threshold signature. 6 dependent claims. Jurisdictions: US, EP, RU.

P4 — Cross-Jurisdictional KYC Mapping “Automated Withholding-Tax Determination for Diaspora Crypto Investors via Treaty Mapping”. Draft Independent Claim 1 (abbreviated): A method for the automated determination of withholding-tax obligations applicable to a tokenized-financial-instrument distribution to a beneficial-owner of diaspora-residency status, comprising: receiving, from a KYC module, beneficial-owner residency attestation; querying a treaty-mapping oracle against the registry of double-taxation treaties of the issuing jurisdiction; computing the applicable withholding rate; withholding said rate at smart-contract-level prior to distribution. 5 dependent claims. Jurisdictions: US, EP, RU.

D.2 Trademark Filing Plan

Nice Classification target:

• Class 9 — software and downloadable applications;
• Class 35 — business management, online marketplace, retail/wholesale;
• Class 36 — financial services, securities, tokenization, custody, advisory;
• Class 41 — education, training, publication of fintech materials;
• Class 42 — SaaS, blockchain-as-a-service, scientific and tech development.

D.3 Domain Portfolio

Owned as at 11.05.2026:

Priority registration (recommended within 30 days):

Defensive registration (12-month horizon): .org, .net, .info extensions for all priorities + ccTLDs in diaspora hubs .fr, .de, .uk, .ca, .us, .au.

Budget: US$3,000 – US$5,000 in Year 1 (registration + privacy + 5-year prepaid critical TLDs).

D.4 Trade Secrets (for the internal register)

Pursuant to D5_IP_Strategy § 1.5, 7 trade-secret objects have been identified (a detailed register is held in internal NDA-protected documents), including proprietary stress-scenario assumptions of the financial model; an internal catalogue of regulatory edge-cases for the RA; a list of pre-engagement investors and contacts; AI orchestration prompt-chains for replicability of the development process; an internal methodology for real-estate collateral pool screening; a structured negotiation playbook for banking partner outreach; a proprietary cryptography parameter set for the HSM-multisig topology.

D.5 IP Valuation Cross-Reference

APPENDIX E — Glossary of Valuation Terms

APPENDIX F — Statement of Limiting Conditions

This Report has been prepared subject to the following limiting conditions, which are binding on any user of the Report. Acceptance of the Report by any party signifies unconditional agreement with these conditions.

1. No Liability Beyond Engagement Fee. The aggregate liability of ECHELON Valuation Advisors LLP, its partners, employees and engaged sub-contractors to the Client and any third parties is limited to the total fee paid under the present engagement. Direct, indirect, consequential and punitive damages shall not be recoverable beyond that amount.
2. No Audit; Reliance on Client Information. The documentation and data supplied by the Client (including, without limitation, A, B, C, D1–D5, E1–E2, F and oral representations) have been accepted as reliable without independent verification of facts, audit, direct attestation or forensic investigation. The valuer relies upon the good faith of the Client’s representations in accordance with IVS 102 § 70.
3. Information Provided by Management Accepted as Reliable. Forecasts, projections, business plans (E1, E2), historical financial data and other management representations have been accepted as the reasonable estimates of management, reflecting the good-faith use of the available information; the valuer expresses no opinion on the probability of their factual achievement.
4. No Representation as to Legal Title. The valuer has not verified legal title to underlying IP, domains or other assets. The Client bears responsibility for ensuring legally clear title through Center Group Company as the corporate vehicle.
5. No Legal Opinion. This Report does not contain a legal opinion. The legal correctness of the regulatory mapping, the drafted decree, the draft laws and the IP strategy is the subject of a separate legal opinion; engagement of Concern Dialog LLC or ELL Partnership (RA Tier-1) is recommended.
6. No Tax Opinion. The tax consequences of the Transaction are the subject of a separate engagement; consultation with Big4 tax advisory (KPMG Yerevan, PwC Yerevan, Deloitte Yerevan, EY Armenia) is required.
7. No Investment Advice. This Report is not, and shall not be construed as, investment advice, a securities recommendation or solicitation. It is not a substitute for the independent due diligence of any prospective investor.
8. No Solicitation for Securities. This document is not, and does not form part of, any offering of securities, and may not be used in support of any securities offering without compliance with applicable securities laws (EU MiCA, US Securities Act 1933, Law of the RA “On the Securities Market”).
9. Sensitive Nature of Forward-Looking Information. Forward-looking statements are based on assumptions known to the valuer as at the Effective Date. Actual results may materially differ. The valuer is under no obligation to update the Report post-Effective Date.
10. Currency and Translation Risks. A conclusion of value in EUR may materially differ from its equivalent in USD, AMD, RUB or other currencies upon changes in FX rates. The AMD-denominated underlying cash flow may be subject to FX volatility not reflected in WACC.
11. Disclaimer of Warranties. ECHELON Valuation Advisors LLP disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose or non-infringement.
12. Reliance Restriction; Use by Intended Users Only. The Report is intended solely for the Intended Users listed in § 3.1. Use of the Report by any other person is at the risk and responsibility of that person.
13. Court Testimony / Expert Witness Limitations. ECHELON may provide court testimony or expert witness services only under a separate engagement letter.
14. Public Dissemination Prohibited. Reproduction, publication, distribution or excerpting of the Report for public dissemination is prohibited without prior written consent of ECHELON Valuation Advisors LLP. Quotation in SEC filings, IPO prospectuses or other public-disclosure documents requires case-by-case approval.
15. Hypothetical and Extraordinary Conditions Disclosure. This Report incorporates the following hypothetical / extraordinary conditions: (a) the JV “Noah’s Ark Platform” is considered to be formed as at the Effective Date (in fact not formed); (b) the RA Government Decree on the budget guarantee is considered likely to pass within 12–18 months (probability ~70% — see § 11); (c) package L1–L6 is considered likely to pass by Y6 (probability ~55% — see § 7.5). All assumptions are expressly declared.
16. Compliance with Professional Standards. The Report has been prepared in accordance with IVS 2025, IFRS 13, ASA Business Valuation Standards (2024 amendment), AICPA SSVS No. 1 (2024 amendment), AICPA Practice Aid 2013 and RICS Red Book Global Standards 2025 (where applicable).
17. Conflict of Interest Declaration. ECHELON Valuation Advisors LLP, Sebastian J. Faulkner and the assignment team confirm: (a) no current or contemplated ownership interest in the Subject; (b) no fee-for-result arrangement contingent on the conclusion of value; (c) no familial, business or financial relationship with the Client beyond the present engagement; (d) no concurrent advisory engagement with known or anticipated counterparties to the Transaction.
18. Effective Date Limitation. The Conclusion of Value reflects facts, circumstances and market conditions as at 11 May 2026. Subsequent events are not reflected; the valuer is under no obligation to update absent a separate engagement.
19. Confidentiality. All documents, data and discussions remain subject to confidentiality obligations under the engagement letter. ECHELON may not disclose engagement details, intermediate analyses or draft versions without the written consent of the Client.
20. Force Majeure and Impossibility. ECHELON’s obligations are subject to force majeure events, including acts of God, war, terrorism, regulatory action, cyber-incidents, pandemic restrictions and other events beyond reasonable control.
21. Indemnification (Mutual). Pursuant to the engagement letter, the Client and ECHELON mutually indemnify each other for claims arising from breaches of representations, gross negligence or wilful misconduct, subject to the liability cap in § 1.
22. Severability. If any provision of these Limiting Conditions is held unenforceable, the remaining provisions remain in full force.
23. Governing Law and Jurisdiction. The engagement, these Limiting Conditions and any disputes thereunder are governed by English law, with reference to the IVS Geneva 2025 framework for technical methodology disputes.
24. Time Bar for Claims. Any claim against ECHELON must be brought within twelve (12) months from the Effective Date (11.05.2026) or such later date as required by applicable mandatory law.
25. Arbitration Clause. Disputes shall be referred to the London Court of International Arbitration (LCIA), seat London, English language, single arbitrator, in accordance with the LCIA Rules 2020.

Notice. These Limiting Conditions reflect standard professional practice for Tier-1 valuation engagements and do not constitute legal advice. Clients are encouraged to obtain independent legal review.

APPENDIX G — Appraiser’s Certification & Bibliography

G.1 Appraiser’s Certification

I, Sebastian J. Faulkner, MD, CFA, ASA (BV), FRM, signing partner on this engagement (NK-VAL-G-001/2026), hereby certify:

1. Truth of Statements. The statements of fact contained in this Report are true and correct to the best of my knowledge as of the Effective Date.
2. Personal Analysis and Conclusion. The analytical conclusions, opinions and findings are my own and have been prepared with my direct professional participation, under my supervision or upon my direct review of all key working stages.
3. No Present or Contemplated Interest in Subject. I have no present or contemplated beneficial interest, right of ownership or other material connection to the Subject of the Report, including the Noah’s Ark Platform, Center Group Company, affiliated entities, the IP portfolio or the underlying real-estate collateral pool.
4. No Bias or Conflict. I have no personal interest in, and am not biased towards, the Client, the parties to the contemplated Transaction or other affected stakeholders.
5. Independence of Engagement. My engagement was not conditioned upon the development or reporting of a predetermined valuation, direction of conclusion that favours the interests of any party, or the attainment of any other intended result.
6. Non-Contingent Compensation. My compensation and that of ECHELON Valuation Advisors LLP is not dependent upon the conclusion of value reached, upon the attainment of any particular result (transaction approval, capital-raise success, licence grant or otherwise) or favourable to any party.
7. Compliance with Standards. The analysis, conclusions and this Report have been prepared in strict accordance with IVS 2025 (Glasgow framework, International Valuation Standards Council), IFRS 13, ASA Business Valuation Standards (2024 amendment), AICPA SSVS No. 1 (2024 amendment), AICPA Practice Aid 2013 and RICS Red Book Global Standards 2025 (where applicable).
8. Educational Credentials. MA (Hons) Economics, University of Cambridge (Trinity College); MBA, INSEAD (Fontainebleau campus, Class of 2010). Continuing professional education compliance is maintained annually under the requirements of the CFA Institute, ASA and GARP.
9. Professional Designations.
   • CFA Charter — CFA Institute, USA — held since 2011;
   • ASA (Business Valuation) — American Society of Appraisers — accredited since 2014, recertification current;
   • FRM (Financial Risk Manager) — GARP — held since 2012, certification current;
   • MRICS candidate — Royal Institution of Chartered Surveyors — pursuing (expected 2027).
10. Years of Practice. 15+ years of continuous practice in financial valuation and advisory (since 2010), based in London, New York, Yerevan and Dubai.
11. Number of Valuations Performed. Over 200 formal valuation engagements, including private-company valuations, IP portfolio valuations, M&A fairness opinions, court-mandated valuations and regulatory-purpose valuations.
12. Industry Specialization. Fintech infrastructure; RWA tokenization; crypto-assets and CASP-licensed entities; financial services M&A; emerging markets sovereign-linked financial instruments; diaspora bond / sovereign-adjacent capital markets structures.
13. Independence Statement (Confirmatory). (i) no holdings in the Subject or counterparties; (ii) no contingent fee arrangement; (iii) no family or business relationship with the Client; (iv) no concurrent engagement in any conflicting capacity.
14. Continuing Education Compliance. Compliance with CE requirements for the last 36 months: CFA Institute (≥ 20 CE/year), ASA (≥ 40 CE/3-year cycle), GARP (≥ 40 CE/2-year cycle).
15. Completeness of Disclosure. All material assumptions, limiting conditions and known risks are disclosed in this Report. No material fact known to me has been concealed or omitted that would, if disclosed, materially alter the conclusion of value.

G.2 Signature Block

________________________________     ________________________________
Sebastian J. Faulkner                Imogen Wright-Davies
MD, CFA, ASA (BV), FRM               MD, CFA, ASA (BV)
Engagement Partner                   Reviewing Partner

________________________________     ________________________________
Marcus van der Berg                  Sophia Aleksanyan
FRICS, MD Valuation Methodology      CFA, MBA (LBS)
Quality Reviewer                     Engagement Director

ECHELON Valuation Advisors LLP Regulated by the Royal Institution of Chartered Surveyors (RICS) · Registered with the Financial Conduct Authority (FCA) Member of the International Valuation Standards Council (IVSC) · ASA Sustaining Member Professional Indemnity Insurance: Hiscox / Lloyd’s of London, £25M aggregate

Offices: - London (HQ): 20 Old Broad Street, London EC2N 1DP, United Kingdom - Yerevan: Northern Avenue 1, 4th floor, Yerevan 0001, Republic of Armenia - Dubai: Index Tower, Level 23, Dubai International Financial Centre (DIFC), UAE

Engagement Reference: ECHELON-NK-2026-0511-EN Date of Report: 11 May 2026 Effective Date of Valuation: 11 May 2026

G.3 Bibliography / Sources

Valuation Standards & Methodology.

1. International Valuation Standards Council. International Valuation Standards 2025 (Glasgow Edition). IVS 101, 102, 103, 104, 105, 210. London: IVSC, 2025.
2. International Accounting Standards Board. IFRS 13 “Fair Value Measurement”. London: IFRS Foundation, 2011 (last amended 2024).
3. American Society of Appraisers, Business Valuation Committee. ASA Business Valuation Standards. 2024 amendment.
4. American Institute of Certified Public Accountants. Statement on Standards for Valuation Services (SSVS) No. 1. 2024 amendment. New York: AICPA.
5. American Institute of Certified Public Accountants. Practice Aid: Valuation of Privately-Held-Company Equity Securities Issued as Compensation (Cheap Stock Practice Aid). Revised 2013. New York: AICPA.
6. Pratt, S. P., & Grabowski, R. J. Cost of Capital: Applications and Examples. 5th ed. Hoboken, NJ: John Wiley & Sons, 2024.
7. Royal Institution of Chartered Surveyors. RICS Valuation — Global Standards 2025 (“Red Book”). London: RICS, 2025.

Market Data & Cost of Capital.

8. Damodaran, A. Equity Risk Premiums — Determinants, Estimation and Implications. NYU Stern, January 2026 update. Available at: pages.stern.nyu.edu/~adamodar/.
9. Damodaran, A. Country Risk Premiums and Country Default Spreads — January 2026. NYU Stern Faculty Pages.
10. Damodaran, A. Total Betas by Industry Sector — January 2026 Update. NYU Stern Faculty Pages.
11. Damodaran, A. Valuation of Young Companies. NYU Stern Working Paper, 2009 (last update 2024).
12. Duff & Phelps / Kroll. Cost of Capital Navigator 2026. New York: Duff & Phelps LLC.
13. Kroll. Mergerstat Control Premium Study 2025.
14. Pluris Valuation Advisors. Pluris DLOM Database — 2026 Update.
15. Ibbotson SBBI. Risk Premium Report 2026.
16. Fernandez, P., et al. Equity Risk Premium Survey 2025. IESE Business School.
17. European Central Bank. Statistical Data Warehouse. Series IRS.M.DE.L.L40.CI.0000.EUR.N.Z (German Government Bond yield, 7Y). Accessed March 2026.

Industry & Comparable Data.

18. Pitchbook. Q1-2026 Fintech & Crypto State of the Market Report. Seattle: Pitchbook Data.
19. The Block Research. RWA Tokenization Q1-2026 Report.
20. ARK Investment Management. Big Ideas 2026. New York: ARK Invest.
21. Boston Consulting Group & ADDX. Relevance of On-Chain Asset Tokenization in ‘Crypto Winter’. 2023, updated 2025.
22. Citi GPS. Money, Tokens, Games: Blockchain’s Next Billion Users and Trillions in Value. 2023, updated 2025.
23. McKinsey & Company. From Ripples to Waves: The Transformational Power of Tokenizing Assets. June 2024.
24. BlackRock. Larry Fink’s 2024 Annual Letter to Investors.
25. PwC. Global Crypto Regulation 2026.
26. KPMG. Pulse of Fintech H2 2025.
27. RoyaltyRange. Fintech Licensing Royalty Rates Database — 2025 Edition.
28. IPRD (Intellectual Property Rights Database). Fintech & Software Licensing Benchmarks 2024.

Macroeconomic & Sovereign.

29. Central Bank of Armenia. Statistical Bulletins Q1-2026. cba.am.
30. International Monetary Fund. Republic of Armenia: Staff Report for the 2025 Article IV Consultation.
31. Moody’s Investors Service. Sovereign Rating Action on Armenia. 18 December 2025.
32. S&P Global Ratings. Sovereign Rating Action on Armenia. 14 November 2025.
33. Fitch Ratings. Sovereign Rating Action on Armenia. 9 October 2025.

Regulatory.

34. Republic of Armenia. Law “On Crypto-Assets” HO-159-N. Adopted by the NA RA on 29 May 2025; in force from 4 July 2025.
35. Central Bank of Armenia. Regulation 7/01 “On Registration and Licensing of CASPs”. Adopted 30.12.2025; in force from 31.01.2026.
36. Central Bank of Armenia. Regulation 7/02 “On Minimum CASP Capital”. Adopted 30.12.2025; in force from 31.01.2026.
37. Central Bank of Armenia. Regulation 7/04 “On the Crypto-Asset Offer Document (whitepaper)”. Adopted 30.12.2025; in force from 31.01.2026.
38. Central Bank of Armenia. Regulation 7/05 “On Registration of CASP Officers”. Adopted 30.12.2025; in force from 31.01.2026.
39. European Union. Regulation (EU) 2023/1114 on Markets in Crypto-Assets (MiCA). Effective 2024–2025.
40. IRS. Revenue Ruling 59-60. 1959 (current).

Comparable Company Public Disclosures.

41. MakerDAO. MIP Forum & RWA Asset Onboarding Disclosures 2024–2026.
42. Centrifuge. DAO Treasury & Asset Reports 2022–2026.
43. Ondo Finance. Public filings & token launch documentation 2024.
44. Maple Finance. Quarterly Disclosures 2023–2025.
45. Goldfinch. Public lending pool disclosures 2022–2024.
46. Securitize. SEC Form D Filings 2024.
47. Crunchbase Pro. Private company funding & valuation data. Q1-2026 snapshot.
48. CB Insights. Fintech & Blockchain Investment Database. Q1-2026.

Salary / Rate Cards.

49. Hays. Hays Salary Guide Russia/CIS 2026.
50. Robert Half. EMEA Salary Guide 2026.
51. PMI. PMI Salary Survey Europe 2026.
52. CFA Institute. Compensation Study 2025.
53. The Lawyer / Chambers UK. Lawyer Compensation & Rate Card Report 2026.
54. Toptal. Enterprise Rate Filters 2026 (open data).
55. Glassdoor. EU Compensation Data Q4-2025.
56. Statista. Professional Services Market Report 2026.
57. DesignRush. Agency Benchmarks 2026.
58. Trail of Bits / OpenZeppelin. Smart-Contract Audit Rate Cards 2025.

Document No. NK-VAL-G-001/2026 · © Kagirov A.-Kh. A., 2026 (engagement output) · Center Group Company. Independent appraiser certification attached above.

This Report is confidential and intended for the named Client and Intended Users only. Reproduction without prior written consent of ECHELON Valuation Advisors LLP is prohibited.