| (1) |
Pursuant
to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement
on Form S-8 covers any additional Common Shares that become issuable under the Currenc Group Inc. 2024 Equity Incentive Plan (the
“2024 Plan”) by reason of any stock dividend, stock split, recapitalization or similar transaction effected without the
Company’s receipt of consideration which would increase the number of outstanding Ordinary Shares. |
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| (2) |
Represents
ordinary shares issuable upon vesting or exercise of options and pursuant to other awards granted the 2024 Plan. |
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| (3) |
Estimated
solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act. The
proposed maximum offering price per share and proposed maximum aggregate offering price are based upon the average of the high $1.63
and low $1.25 sale prices of our Ordinary Shares on July 11, 2025 (such date being within five business days of the date that this
registration statement on Form S-8 was first filed with the Securities and Exchange Commission), as reported on the Nasdaq Global
Market. |