Entero Healthcare Solutions Ltd Auditor Reports

To the Members of Entero Healthcare Solutions Limited Report on the Audit of the Consolidated Financial Statements Opinion

We have audited the accompanying consolidated nancial statements of Entero Healthcare Solutions Limted (hereinafter referred to as the "Holding Company") and its subsidiaries (Holding Company and its subsidiaries together referred to as "the Group"), which comprise the Consolidated Balance Sheet as at March 31, 2025, and the Consolidated Statement of Prot and Loss including Other Comprehensive Income, the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows for the year then ended, and notes to the Consolidated Financial Statements, including material accounting policy information and other explanatory information (hereinafter referred to as the "consolidated nancial stat ements").

In our opinion and to the best of our information and according to the explanations given to us, and based on consideration of reports of other auditors on separate nancial statements and on the other nancial information of subsidiaries, the aforesaid consolidated nancial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015, as amended ("Ind AS") and other accounting principles generally accepted in India, of their consolidated state of a airs of the Group as at March 31, 2025, and of consolidated prot (including other comprehensive income), consolidated changes in equity and

its consolidated cash o ws for the year then ended.

We conducted our audit of the consolidated onancial statements in accordance with the Standards on Auditing (SAs), as specioed under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditors Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group, in accordance with the ethical requirements that are relevant to our audit of the consolidated onancial statements in terms of the Code of Ethics issued by Institute of Chartered Accountant of India ("ICAI"), and the relevant provisions of the Act and we have fulolled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained and on consideration of audit reports of other auditors referred to in paragraph (a) of the "Other Matters" section below, is su cient and appropriate to provide a basis for our opinion.

Key audit matters are those matters that, in our professional judgment, were of most signicanc e in our audit of the consolidated nancial statements for the year ended March 31, 2025. These matters were addressed in the context of our audit of the consolidated nancial stat ements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report:

The Holding Companys Board of Directors is responsible for the other information. The other information comprises the Management report, Chairmans statement, Directors report, Business Responsibility and Sustainability Reporting, but does not include the consolidated nancial statements and our auditors report thereon, which we obtained prior to the date of this auditors report, and the Chairmans statement which is expected to be made available to us after that date.

Our opinion on the consolidated nancial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated nancial statements, our responsibility is to read the other information identied above and, in doing so, consider whether the other information is materially inconsistent with the consolidated nancial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we obtained prior to the date of this auditors report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

When we read the Chairmans statement, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance under SA 720 ‘The Auditors responsibilities Relating to Other Information.

The Holding Companys Board of Directors is responsible for the preparation and presentation of these consolidated onancial statements in term of the requirements of the Act that give a true and fair view of the consolidated onancial position, consolidated onancial performance, consolidated changes in equity and consolidated cash oows of the Group in accordance with the accounting principles generally accepted in India, including the Accounting Standards specioed under section 133 of the Act. The respective Management and Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal onancial controls, that were operating e ectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated onancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated onancial statements by the Management and Board of Directors of the Holding Company, as aforesaid.

In preparing the consolidated onancial statements, the respective Management and Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are responsible for overseeing the nancial reporting process of each company.

Our objectives are to obtain reasonable assurance about whether the consolidated nancial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors 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 Standards on Auditing ("SAs") will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to inuenc e the economic decisions of users taken on the basis of these consolidated nancial stat ements.

We give in "Annexure A" a detailed description of Auditors responsibilities for Audit of the Consolidated Financial Statements.

We did not audit the onancial statements of 29 subsidiaries, whose onancial statements reoect total assets of Rs. 9,013.36 million as at March 31, 2025, total revenues of Rs. 15,633.75 million and net cash oows amounting to Rs. 230.53 million for the year ended on that date, as considered in the consolidated onancial statements. These onancial statements have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the consolidated onancial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and our report in terms of sub-section (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, is based solely on the reports of the other auditors.

Our opinion on the consolidated nancial statements is not

modied in r espect of the above matter.

1. As required by Section 143(3) of the Act, based on our audit and on the consideration of the reports of the other auditors on the Separate Financial Statements of the subsidiaries referred to in the Other Matters section above we report, to the extent applicable, that: a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid Consolidated Financial Statements. b. In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated onancial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors except for the matter stated in paragraph 1(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014. c. The Consolidated Balance Sheet, the Consolidated Statement of Proot and Loss including other comprehensive income, the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated onancial statements. d. In our opinion, the aforesaid consolidated nancial statements comply with the Accounting Standards specied under S ection 133 of the Act. e. On the basis of the written representations received from the directors of the Holding Company as on March 31, 2025 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies incorporated in India, none of the directors of the Group companies incorporated in India are disqualied as on March 31, 2025 from being appointed as a director in terms of Section 164 (2) of the Act. f. The reservation relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph 1(b) above on reporting under Section 143(3)(b) and paragraph 1(h)(vi) below on reporting under Rule 11(g). g. With respect to the adequacy of internal nancial controls with reference to consolidated nancial statements of the Group incorporated in India and the operating e ectiveness of such controls, refer to our separate report in "Annexure B". h. With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: i. The consolidated nancial statements disclose the impact of pending litigations on the consolidated nancial position of the Group Refer Note 45 to the consolidated nancial stat ements. ii. The Group did not have any material foreseeable losses on long-term contracts including derivative contracts. iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Holding Company and its subsidiary companies incorporated in India. iv. 1. The respective Managements of the Holding Company and its subsidiaries which are companies incorporated in India whose onancial statements have been audited under the Act have represented to us and the other auditors of such subsidiaries respectively that, to the best of their knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Holding Company or any of such subsidiaries to or in any other person(s) or entity(ies), including foreign entities with the understanding, whether recorded in writing or otherwise, as on the date of this audit report, that such parties shall, directly or indirectly lend or invest in other persons or entities identioed in any manner whatsoever by or on behalf of the Holding Company or any of such subsidiaries ("Ultimate Beneociaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneociaries.

2. The respective Managements of the Holding Company and its subsidiaries which are companies incorporated in India whose onancial statements have been audited under the Act have represented to us and the other auditors of such subsidiaries respectively that, to the best of their knowledge and belief, no funds have been received by the Holding Company or any of such subsidiaries from any person(s) or entity(ies), including foreign entities with the understanding, whether recorded in writing or otherwise, as on the date of this audit report, that the Holding Company or any of such subsidiaries shall, directly or indirectly, lend or invest in other persons or entities identioed in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneociaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneociaries.

3. Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed by us and that performed by the auditors of the subsidiaries which are companies incorporated in India whose onancial statements have been audited under the Act, and according to the information and explanations provided to us by the Management of the Holding company in this regard nothing has come to our or other auditors notice that has caused us or the other auditors to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) as provided under (1) and (2) above, contain any material mis-statement. v. The Company has neither declared nor paid any dividend during the year. vi. Based on our examination which included test checks, and based on the other auditors reports of its subsidiary companies incorporated in India whose onancial statements have been audited under the Act, except for the instances mentioned below, the holding Company, its subsidiary Companies incorporated in India have used accounting softwares for maintaining their respective books of account for the year ended March 31, 2025, which have a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the softwares, and further, during the course of audit we and the other auditors of above referred subsidiaries did not come across any instance of audit trail feature being tampered with. Additionally, the audit trail of prior years has been preserved by the Holding Company and above referred subsidiaries as per the statutory requirements for record retention.

2. In our opinion, according to information, explanations given to us, the remuneration paid by the Group to its directors is within the limits prescribed under Section 197 read with Schedule V of the Act and the rules thereunder.

3. According to the information and explanations given to us, the details of unfavourable or Qualications or adverse remarks made by the respective auditors of the subsidiaries in the Companies (Auditors Report) Order 2020 (CARO) Reports issued till the date of our audit report for the companies included in the consolidated nancial stat ements are as follows:

ICAI Firm Registration No. 105047W

Partner

Membership No. 101739

UDIN: 25101739BMIKGR3385

Place: Mumbai

Date: 27 May 2025

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is su cient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the 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. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal nancial controls with reference to consolidated nancial statements in place and the operating e ectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management and Board of Directors.

Conclude on the appropriateness of the management and Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast signicant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the consolidated nancial 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 auditors report. However, future events or conditions may cause the Group to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated nancial statements, including the disclosures, and whether the consolidated nancial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain su cient appropriate audit evidence regarding the nancial information of the entities or business activities within the Group to express an opinion on the consolidated nancial statements. We are responsible for the direction, supervision and performance of the audit of the nancial statements of such entities included in the consolidated nancial statements of which we are the independent auditors. For the other entities included in the consolidated nancial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated nancial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and signicant audit ndings , including any signicant deciencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most signicanc e in the audit of the consolidated nancial statements for the year ended March 31, 2025 (current year) and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benets of such communication.

ICAI Firm Registration No. 105047W

Partner

Membership No. 101739 UDIN: 25101739BMIKGR3385

Place: Mumbai Date: 27 May 2025

In conjunction with our audit of the consolidated nancial statements of the Company as of and for the year ended March 31, 2025, we have audited the internal nancial controls reference to consolidated nancial statements of Entero Healthcare Solutions Limited (hereinafter referred to as "the Holding Company") which includes the internal nancial controls over nancial reporting of the Holding Company and its subsidiary companies (the Holding Company and its subsidiaries together referred to as "the Group") which are companies incorporated in India, as of that date.

In our opinion, and to the best of our information and according to the explanations given to us, the Group, which are companies incorporated in India, have, in all material respects, an adequate internal nancial controls with reference to consolidated nancial statements and such internal nancial controls with reference to consolidated nancial statements were operating e ectively as at March 31, 2025, based on the internal nancial controls with reference to consolidated nancial statements criteria established by the respective companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India ("ICAI").

The respective Management and the Board of Directors of the Group, which are companies incorporated in India, are responsible for establishing and maintaining internal nancial controls based on the internal control with reference to consolidated nancial statements criteria established by the respective companies considering the essential components of internal control stated in the Guidance Note issued by ICAI. These responsibilities include the design, implementation and maintenance of adequate internal nancial controls that were operating e ectively for ensuring the orderly and e cient conduct of its business, including adherence to the respective companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable nancial inf ormation, as required under the Act.

Our responsibility is to express an opinion on the internal nancial controls with reference to consolidated nancial statements of the Group, which are companies incorporated in India, based on our audit. We conducted our audit in accordance with the Guidance Note issued by the ICAI and the Standards on Auditing prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal nancial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal nancial controls with reference to consolidated nancial statements was established and maintained and if such controls operated e ectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal nancial controls with reference to consolidated nancial statements and their operating e ectiveness. Our audit of internal nancial controls with reference to consolidated nancial statements included obtaining an understanding of internal nancial controls with reference to consolidated nancial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating e ectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the consolidated nancial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matter paragraph below, is su cient and appropriate to provide a basis for our audit opinion on the internal nancial controls with reference to consolidated nancial statements of the Group, which are companies incorporated in India.

A Companys internal nancial control with reference to consolidated nancial statements is a process designed to provide reasonable assurance regarding the reliability of nancial reporting and the preparation of consolidated nancial statements for external purposes in accordance with generally accepted accounting principles. A companys internal nancial control with reference to consolidated nancial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reec t the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material e ect on the consolidated nancial stat ements.

Because of the inherent limitations of internal nancial controls with reference to consolidated nancial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal nancial controls with reference to consolidated nancial statements to future periods are subject to the risk that the internal nancial control with reference to consolidated nancial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our aforesaid report under Section 143(3)(i) of the Act on the adequacy and operating e ectiveness of the internal nancial controls with reference to consolidated nancial statements in so far as it relates to 29 subsidiary companies, which are companies incorporated in India, is based on the corresponding reports of the auditors of such companies incorporated in India. Our opinion is not modied in respect of this matter.

ICAI Firm Registration No. 105047W

Partner

Membership No.101739

UDIN: 25101739BMIKGR3385

Place: Mumbai

Date: 27 May 2025