Sanofi Consumer Healthcare India Ltd Auditor Reports

TO THE MEMBERS OF SANOFI CONSUMER HEALTHCARE INDIA LIMITED

Report on the Audit of the Ind AS Financial Statements

Opinion

We have audited the accompanying Ind-AS financial statements of SANOFI CONSUMER HEALTHCARE INDIA LIMITED (“the Company”), which comprise the Balance Sheet as at December 31, 2025, the Statement of and Loss (including Other Comprehensive Income), the Statement of Changes in Equity, the Statement of Cash Flows for the year then ended and the Notes to the Ind- AS financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “Ind-AS financial statements”)

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind-AS 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 the Companies (Indian Accounting Standard) Rules, 2015, as amended, (“Ind-AS”) and with other accounting principles generally accepted in India, of the state of affairs of the Company as at December 31, 2025, the profit, total comprehensive income, changes in equity and its cash

Basis for Opinion

We conducted our audit of the Ind-AS financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Ind-AS Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the Ind-AS financial statements under the provisions of the Companies

Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

We draw attention to Note 36 to the financial statements, which states that the Company, pursuant to the approval Profit of the Audit Committee and the Board of Directors, had obtained shareholders approval for material related party transactions for export of goods to Opella Healthcare International SAS up to 1,100 million. During the year, the Audit Committee and the Board approved an enhancement of the aforesaid limit by 900 million, subject to shareholders approval.

Pending receipt of such shareholders approval, the Company exported goods amounting to 111 million to Opella Healthcare Internationalstatementsgivetheinformationrequired SAS during the period from October 10 to October 28, 2025, which approval was obtained on October 29, 2025.

In the opinion of Management, the transactions for export of goods amounting to 111 million to Opella Healthcare International SAS during the period from October 10 to October 28, 2025, do not require prior shareholder approval since they fall within the threshold of material as prescribed in the Companys Related Party Transactions for yearendedonthatdate. Policy formulated in accordance with Regulation 23 of the SEBI Listing Regulations.

Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Ind-AS financial statements of the current period. These matters were addressed in the context of our audit of the

Ind-AS financial opinion thereon, we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matter to be communicated in our report.

Key Audit Matter Description	How the scope of our audit addressed the Key Audit Matter
1. Related Party Transactions and Disclosure
The Company has undertaken transactions with its related parties in the normal course of business. These include	Our audit procedures, included the following:
Sale and Purchase of goods, providing and receiving fees for services provided by/to related parties of the Company etc. as disclosed in Note no. 36 of the financial statements. •	Obtained, read and assessed the Companies policies, processes and procedures in respect of identifying related parties, evaluating of arms length, obtaining necessary approvals, recording and disclosure of related party transactions, including compliance of transactions and disclosures in accordance with regulations.
We identified the accuracy and completeness of related party transactions and its disclosure as set •out in respective notes to the financial statements as a key audit matter due to the significance of transactions with related parties during the year ended December 31, 2025, and regulatory •compliance thereon.	We tested, on a sample basis, related party transactions with the underlying contracts and other supporting documents for appropriate authorization and approval for such transactions.
	We read minutes of Board of Directors and its relevant committee meetings in connection with transactions with related parties affected during the year and assessment of the Company related to related party transactions being in the ordinary course of business at arms length and in accordance with the Companies Act, 2013.
	Assessed and tested the disclosures made in accordance with the requirements of Ind AS 24 and the Companies Act, 2013.

Information Other than the Ind-AS financial

Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the other information. The other information comprises the Directors Report, Management Discussion and Analysis Report, Business Responsibility & Sustainability Report and Report on Corporate Governance but does not include the Ind-AS financial statements and our auditors report thereon

Our opinion on the Ind-AS financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Ind-AS financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Ind-AS financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated statementsas If, based on the work we have performed, we conclude thatwhole,andinformingour there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Managements Responsibility for the Ind-AS financial Statements

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these Ind-AS financial statements that give a true and fair view of the financial position, financial performance, changes equity and the cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind-AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Ind-AS financial statements, Management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Ind-AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the Ind-AS financial 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 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 influence the economic decisions of users taken on the basis of these Ind-AS financial statements.

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 financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not 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 Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.

• Conclude on the appropriateness of Managements 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 significant doubt on the Companys ability 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 financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of the users of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the results of our work; and

(ii) to evaluate the effect of any identified misstatements in the Ind-AS financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies 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 significance in the audit of the Ind-AS financial statements of the current period 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 benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. A s required by the Companies (Auditors Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by section 143(3) of the Act, we report that:

a) We have sought obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books, except with reference to the back-up of the books of account and other relevant books and papers in electronic mode, kept on servers physically located in India on a daily basis, as under-

In respect of the financial accounting ERP system, during the year, there were a few instances where daily backups did not take place.

In respect of the surround systems managed by backups are maintained the on servers physically located outside India. As stated in Note 52 to the Financial Statements,

Management is in the process of evaluating options to comply with the regulatory requirement of maintaining backups of books of account on servers physically located in India on a daily basis.

Further, backups were migrated to new servers from May 2025 and documentation regarding backups prior to May 2025 is not available.

In respect of a SaaS (Software as a Service) application, in the absence of relevant information in the SOC Type 2 Report, we are unable to comment if the daily backups are kept on servers physically located in India.

The Management is in the process of liaising with the SaaS vendors to ensure compliance with the regulatory requirements in the future.

c) The Balance Sheet, the Statement of Profit and

Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity, dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid Ind-AS financial statements comply with the Accounting

Standards specified under Section 133 of the Act, read with relevant rules issued thereunder.

e) On the basis of the written representations received from the Directors of the Company as on December 31, 2025, taken on record by the Board of Directors, none of the Directors of the Company are disqualified as on December 31, 2025, from being appointed as a Director in terms of Section 164 (2) of the Act.

f) The modification relating to the maintenance of account and other mattes connected therewith are as stated in Para 2 (b) above on the reporting under section 143 (3) (b) of the Act and Para 2 (i) (vi) below on reporting under Rule 11 (g) of the Companies (Audit and Auditors) Rules, 2014.

g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.

h) According to information and explanations given to us and based on our examination of the records of the Company, the Company has paid / provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 of the Act.

i) 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 Company has disclosed the impact of pending litigations on its financial position in its Ind-AS financial statements Refer Note 51 to the Ind-AS financial statements.

ii) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses

iii) There has been no delay in transferring amounts, required to be transferred, to the

Investor Education and Protection Fund by the Company.

iv) The Management has represented that: a) to the best of its knowledge and belief, other than as disclosed in the Ind-AS financial statements, 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 Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

b) to the best of their knowledge and belief, other than as disclosed in the Ind-AS Financial Statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

c) Based on such audit procedures performed by us that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule

11 (e) of the Rules as provided under a) and (b) above contain any material misstatement.

v) The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Companies Act 2013 to the extent it applies to payment of dividend.

The Board of Directors of the Company have proposed a final dividend for the year ended December 31, 2025, which is subject to the approval of the members at the ensuing

Annual General Meeting. The amount of dividend proposed is in accordance with section 123 of the Act, as applicable.

vi) Based on our examination which included test checks, the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility, except for:

As stated above, and as detailed in Note 53 to the Financial Statements, the Company uses an ERP together with various surround systems which have a feature of recording audit trail (edit log) facility at the application level. The surround systems include third-party Software-as-a-Service (SaaS) application as well as certain applications hosted on Sanofi Groups global servers

With reference to the SaaS application, Service Organisation Controls (SOC) Report is available for the period from October

01, 2024, to September 30, 2025. For the period not covered by the SOC Report, Management has obtained and relied on a Bridge Letter from the SaaS vendors.

However, in the absence of a SOC Report for the period October 01, 2025, to December 31, 2025, we are unable to comment on the compliance for the said period.

With reference to the financial accounting ERP, audit trail is maintained for the standard tables. Further, Management identified 16 customized tables, for which the logging was enabled with effect from 31-Jul-2025. In respect of 2 applications, only the most recent record is maintained while the previous records are overwritten.

Accordingly, the regulatory requirement for maintenance of an audit trail has not been complied with.

Further, no audit trail was enabled for direct access to the databases of the Companys main ERP application and 2 surround applications. Also, for the SaaS application, as specified in the SOC Report, audit trail is available for direct access to the database for the period from October 2024 upto September 2025. For the period not covered by the SOC Report, Management has obtained and relied on a Bridge Letter from the SaaS vendors. However, in the absence of a SOC Report for the period October 01, 2025, to December 31, 2025, we are unable to comment on the compliance for the said period.

Except as stated above, the audit trail at application level as well as at database level have operated throughout the year for all relevant transactions recorded in the software programs. We have not observed instances of the audit trail feature having been tampered with during the period for which these records were available.

The audit trail has been preserved by the

Company as per the statutory requirements for record retention, except as mentioned above.

Annexure A to Independent Auditors Report

Referred to in in Para 1 ‘Report on Other Legal and Regulatory Requirements in our Independent Auditors Report to the members of the Company on the Ind AS financial statements for the year ended December 31, 2025.

Statement on Matters specified in paragraphs 3 & 4 of Companies (Auditors Report) Order, 2020:

i. a. (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment and relevant details of right-of-use assets.

(B) The Company has maintained proper records showing full particulars of intangible assets.

b. As explained to us, the Property, Plant and

Equipment and right-of-use assets are physically verified by the management according to a phased program designed to cover all the items over a period of two years which, the frequency of which in our opinion, is reasonable having regard to the size of the Company and nature of its assets. Pursuant to the program, the Property, Plant and Equipment has been physically verified by the management during the year and no material discrepancies, were noticed on such verification.

c. According to the information and explanations given to us the Company does not have immovable properties (other than properties where the Company is the lessee, and the lease agreements are duly executed in favour of the lessee).

d. The Company has not revalued any of its Property, Plant and Equipment (including right-of-use assets) and intangible assets during the year.

e. No proceedings have been initiated during the year or are pending against the Company as at

December 31, 2025, for holding any benami property under the Benami Transactions

(Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

ii. a. The inventories, including stocks with third parties, have been physically verified by the management at reasonable intervals and confirmations have been obtained for other inventories lying with third parties. In our opinion, the coverage and procedure of such verification by the management is appropriate; the discrepancies noticed on physical verification of inventory as compared to book records were less than 10% in aggregate for each class of inventory.

b. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not been sanctioned any working capital limits in excess of five crore rupees in aggregate from banks and financial institutions on the basis of security of current assets at any point of time of the year. Accordingly, paragraph 3(ii)(b) of the Order is not applicable to the Company.

iii. a. The Company has during the year not made investment, granted secured/ unsecured loans/ advances in nature of loans, to companies, firms, Limited Liability Partnerships and other parties, other than employee loans (Scooter and Housing Loans). The Company, during the year, did not stand guarantee, or provided security to companies, firms, Limited Liability Partnerships and other parties. The aggregate amount of such loans granted during the year, and balance outstanding at the balance sheet date are as per the table given below:

(Rs In Million)

Particulars	Total
Aggregate amount granted during the period:
- Related Parties	-
- Others (Employees)	1
Balance outstanding at the year-end:
- Related Parties	-
- Others (Employees)	1

b. The Company has not made any investments or provided any guarantee. In respect of the aforesaid loans, the terms and conditions under which such employee loans (Scooter Loan and

Housing Loan) were granted are not prejudicial to the Companys interest.

c. The Company has not granted loans during the year to Companies, Limited Liability Partnerships.

Further, the Company has granted loans (Scooter Loan and Housing Loan) where the schedule of repayment of principal and payment of interest has been stipulated and the repayment or receipts are regular.

d. In respect of the loans, there is no amount which is overdue for more than ninety days.

e There were no loans which fell due during the year . and were renewed/extended. Further, no fresh loans were granted to same parties to settle the existing overdue loans.

f. The loans granted during the year, wherein the terms have been stipulated for repayment of principal and interest and the same were not repayable on demand.

iv. According to the information and explanations given to us, the Company has not made any investments, or given guarantee or provided any security to parties covered under section 185 and 186 of the Companies Act, 2013. In our opinion and according to the information and explanations given to us, the provisions of section 185 and 186 of the Companies Act, 2013, in respect of employee loans given have been complied with by the Company.

v. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits or amounts which are deemed to be deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 of the Act, or any other relevant provisions of the Act and the relevant rules framed thereunder are not applicable.

vi. We have broadly reviewed the books of account and records maintained by the Company in respect of the product covered under the Rules prescribed by the Central Government for the maintenance of cost records, under sub section (1) of Section 148 of the Companies Act, 2013 and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

vii. (a) According to the information and explanations given to us and the records examined by us, the Company is generally regular in depositing undisputed statutory dues including Provident

Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Goods and Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues with the appropriate authorities. According to the information and explanations given to us, there are no arrears of outstanding statutory dues in respect of above as on the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and the records examined by us, there are no material dues of Income Tax, Sales Tax, Service Tax, Goods and Service Tax, Duty of Customs, Duty of Excise, Value added tax and Cess which have not been deposited on account of any dispute.

viii. According to information and explanations given to us and on the basis of our procedures carried out during the course of audit, there were no transactions relating to previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

ix. a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has sanctioned unsecured overdraft and working capital loan from Bank, however the same was not utilised / availed by the Company. Further, the

Company did not have any loans or borrowings from any lender during the year. Accordingly, paragraph 3(ix)(a) of the Order is not applicable to the Company.

b) According to information and explanations given to us and on the basis of our audit procedures, the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not taken any term loans from any lender. Accordingly, paragraph 3(ix)(c) of the Order is not applicable to the Company.

d) According to information and explanations given to us and on the basis of our audit procedures performed by us, and on an overall examination of the financial statements of the Company, the

Company has not raised any funds on short-term basis. Accordingly, paragraph 3(ix)(d) of the Order is not applicable to the Company.

e) According to the information and explanations given to us, representation obtained from Management, and on an overall examination of the financial statements of the Company, the Company does not have any subsidiaries, associates or joint ventures and accordingly reporting on paragraphs 3(ix)(e) and (f) of the Order are also not applicable.

x. a) The Company has not raised money through initial public offer or further public offer (including debt instruments). As no funds were raised, the question of commenting with respect to application for the purposes for which those are raised does not arise.

b) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year. Accordingly, reporting under Clause 3 (x) (b) of the Order is not applicable to the Company.

xi. a) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the Company or no fraud on the Company has been noticed or reported during the year.

b) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT

4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year.

c) We have taken into consideration the whistle blower complaints received by the Company during the year while determining the nature, timing and extent of our audit procedures.

xii. In our opinion and according to the information and explanation given to us, the Company is not a Nidhi Company. Accordingly, provisions of paragraph 3(xii) of the Order are not applicable.

xiii. According to the information and explanations and records made available to us by the Company and audit procedures performed by us, all transactions with related parties are in compliance with sections 177 and 188 of the Act. Details of such transactions during the year have been disclosed in the Ind AS financial statements as required by the applicable AS.

xiv. a) In our opinion and based on our examination, the Company has an adequate internal audit system commensurate with the size and the nature of its business.

b) We have considered the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedures.

xv. According to the information and explanations given to us, in our opinion during the year, the Company has not entered into any non- cash transactions with its directors or persons connected with its directors and hence provisions of Section 192 of the Act are not applicable to the Company.

xvi. a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934, hence the provisions of paragraph 3(xvi)(a), (b) and

(c) of the Order are not applicable

b) In our opinion, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting under clause 3(xvi)(d) of the Order is not applicable.

xvii. The Company has not incurred cash loss during the financial year covered by our audit and the immediately preceding financial year.

xviii. There has been no resignation of the statutory auditors of the Company during the year and accordingly this clause is not applicable.

xix. On the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company.

We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

xx. (a) There are no unspent amounts towards Corporate Social Responsibility (CSR) on projects other than ongoing projects requiring a transfer to a Fund specified in Schedule VII to the Companies Act, 2013 in compliance with second proviso to subsection (5) of Section 135 of the said Act.

(b) There are no unspent amounts in respect of ongoing projects, that are required to be transferred to a special account in compliance of provisions of sub-section (6) of section 135 of the Act.

Annexure B to Independent Auditors Report

Referred to in Para 2 (g) ‘Report on Other Legal and Regulatory Requirements in our Independent Auditors Report to the members of the Company on the Ind AS financial statements for the year ended December 31, 2025.

Report on the Internal Financial Controls with reference to Ind AS statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls with reference to Ind AS financial statements of Sanofi Consumer Healthcare India Limited (“the Company”) as of December 31, 2025, in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control over to financial reporting criteria established by the Company 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”). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of the Companys business, including adherence to 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 financial information, as required under the Companies Act, 2013 (“the Act”).

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls with reference to Ind AS financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the

ICAI. 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 financial controls with reference to Ind AS financial statements were established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to Ind AS financial statements and their operating effectiveness.

Our audit of internal financial controls with reference to Ind AS financial statements included obtaining an understanding of internal financial controls with reference to financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system with reference to Ind AS financial statements.

Meaning of Internal Financial Controls with reference to Ind AS Financial Statements

A Companys internal financial control with reference to Ind AS financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control with reference to Ind AS financial statements includes those policies and procedures that:

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Ind AS financial 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 effect on the Ind AS financial statements.

Inherent Limitations of Internal Financial Controls with reference to Ind AS Financial Statements

Because of the inherent limitations of internal financial controls with reference to Ind AS financial 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 financial controls with reference to financial statements to future periods are subject to the risk that the internal financial control with respect to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial control with reference to Ind AS financial statements and such internal financial controls with reference to Ind AS financial statements were operating effectively as at December 31, 2025, based on the internal control over financial reporting criteria established by the

Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Regn. No.: 104607W/W100166

Sai Venkata Ramana Damarla

PARTNER

Membership No. 107017

UDIN: 26107017VDFANV1398

Place: Gurugram

Dated: February 25, 2026.