Zim Laboratories Ltd Auditor Reports

- The Companys Board of Directors is responsible
for the other information. The other information
comprises the information included in the Directors
report, Management Discussion and Analysis and
Corporate Governance report but does not include the
consolidated financial statements, standalone financial
statements and our auditors report thereon.

- Our opinion on the standalone 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 standalone financial
statements, our responsibility is to read the other
information and, in doing so, consider whether the other
information is materially inconsistent with the standalone
financial statements or our knowledge obtained during
the course of our audit or otherwise appears to be
materially misstated.

- If, based on the work we have performed, 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.

The Companys Board of Directors is responsible for the
matters stated in section 134(5) of the Act with respect to
the preparation of these standalone financial statements that
give a true and fair view of the financial position, financial
performance including other comprehensive loss, cash
flows and changes in equity of the Company in accordance
with the accounting principles generally accepted in India,
including Ind AS 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 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 financial statements that give a true and
fair view and are free from material misstatement, whether
due to fraud or error.

In preparing the standalone financial statements, management
and Board of Directors are 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 the Board of
Directors either intend to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

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

Our objectives are to obtain reasonable assurance about
whether the standalone 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 standalone
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 standalone 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 financial controls
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 Company
has adequate internal financial controls with reference
to standalone financial statements 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 the 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 standalone 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 standalone financial statements, including the
disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone
financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
knowledgeable user of the standalone 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 standalone
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 financial controls 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 standalone 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.

The standalone financial statements of the Company for the
year ended 31 March 2025, were audited by another auditor
who expressed an unmodified opinion on those statements
on 20 May 2025.

Our opinion on the standalone financial statements is not
modified in respect of this matter.

1. As required by Section 143(3) of the Act, based on our

audit, we report, 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.

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 for matters stated in (i)(vi) below.

c) The Balance Sheet, the Statement of Profit and
Loss including Other Comprehensive Income,
the Statement of Cash Flows and Statement of
Changes in Equity dealt with by this Report are in
agreement with the books of account.

d) In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified under
Section 133 of the Act.

e) On the basis of the written representations
received from the directors as on 31 March 2026
taken on record by the Board of Directors, none of
the directors is disqualified as on 31 March 2026
from being appointed as a director in terms of
Section 164(2) of the Act.

f) The observation relating to the maintenance of
accounts and other matters connected therewith,
are as stated in paragraph (b) above.

g) With respect to the adequacy of the internal
financial controls with reference to standalone
Financial statements of the company and the
operating effectiveness of such controls,refer to
our separate Report in "Annexure A". Our report
expresses an unmodified opinion on the adequacy
and operating effectiveness of the Companys
internal financial controls with reference to
standalone financial statements.

h) With respect to the other matters to be included
in the Auditors Report in accordance with the
requirements of section 197(16) of the Act, as
amended, in our opinion and to the best of our
information and according to the explanations
given to us, the remuneration paid by the Company
to its directors during the year is in accordance with
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, as amended 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
standalone financial statements - Refer Note
44 to the standalone 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. (a) The Management has represented that,

to the best of its knowledge and belief,
as disclosed in the note 15(ii) to the
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(s) or entity(ies), including
foreign entities ("Intermediaries"), with
the understanding, whether recorded

in writing or otherwise, that the
Intermediary shall, 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) The Management has represented,
that, to the best of its knowledge and
belief, as disclosed in the note 15(iii) to
the 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 the audit procedures
performed 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), as provided
under (a) and (b) above, contain any
material misstatement.

v. The company has not declared or paid
any dividend during the year and has not
proposed final dividend for the year.

vi. Based on our examination, which included
test checks, the Company has used an
accounting software for maintaining its books
of account for the year ended 31 March 2026
which has a feature of recording audit trail
(edit log) facility and the audit trail feature at
the application level has operated throughout
the year for all relevant transactions recorded
in the software. During the course of our
audit we did not come across any instance of
audit trail feature being tampered with other
than the consequential impact of audit trail

feature which was not enabled at database 2
level to log any direct data changes. Hence,
we are unable to comment on whether the
audit trail feature at the database level of
the said software was enabled and operated
throughout the year and preserved for
all relevant transactions recorded in the
software. However, subsequent to the year
ended 31 March 2026, audit trail has been
enabled at the database level to log any direct
data changes.

Additionally, the audit trail that was enabled
and operated at application level for the year
ended 31 March 2026 has been preserved
by the Company as per the statutory
requirements for record retention. Also refer
Note 51 to standalone financial statements

As required by the Companies (Auditors Report) Order,
2020 ("the Order") issued by the Central Government
in terms of Section 143(11) of the Act, we give in
"Annexure B" a statement on the matters specified in
paragraphs 3 and 4 of the Order.

Chartered Accountants
(Firms Registration No.: 117366W/W-100018)

Partner

(Membership No. 117654)
(UDIN: 26117654HWTMZH6647)

Place: Mumbai
Date: 19 May 2026

To The Members of Zim Laboratories Limited for the year ended 31 March 2026

(Referred to in paragraph 1(g) under Report on Other Legal and Regulatory Requirements section of our report
of even date)

We have audited the internal financial controls with reference
to standalone financial statements of Zim Laboratories Limited
(the "Company") as at 31 March 2026 in conjunction with our
audit of the standalone financial statements of the Company
for the year ended on that date.

The Companys management and Board of Directors are
responsible for establishing and maintaining internal financial
controls with reference to standalone financial statements
based on the internal control with reference to standalone
financial statements 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 issued by the Institute
of Chartered Accountants of India. 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
its business, including adherence to the 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.

Our responsibility is to express an opinion on the Companys
internal financial controls with reference to standalone
financial statements of the Company based on our audit.
We conducted our audit in accordance with the Guidance
Note on Audit of Internal Financial Controls Over Financial
Reporting (the "Guidance Note") issued by the Institute
of Chartered Accountants of India and the Standards on
Auditing prescribed under Section 143(10) of the Companies
Act, 2013, to the extent applicable to an audit of internal
financial controls with reference to standalone financial
statements. 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 standalone financial statements was 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
with reference to standalone financial statements and their
operating effectiveness. Our audit of internal financial
controls with reference to standalone financial statements
included obtaining an understanding of internal financial
controls with reference to standalone 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 judgement, 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 with
reference to standalone financial statements.

A companys internal financial control with reference to
standalone financial statements is a process designed to
provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. A companys internal financial control
with reference to standalone 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 financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
authorisations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorised acquisition, use, or
disposition of the companys assets that could have a material
effect on the financial statements.

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

In our opinion, to the best of our information and according
to the explanations given to us, the Company has, in all
material respects, an adequate internal financial controls
with reference to standalone financial statements and such
internal financial controls with reference to standalone
financial statements were operating effectively as at
31 March 2026 based on the criteria for internal financial
control with reference to standalone financial statements
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 issued by the Institute of Chartered Accountants
of India.

Chartered Accountants
(Firms Registration No.: 117366W/W-100018)

Partner

(Membership No. 117654)
(UDIN: 26117654HWTMZH6647)

Place: Mumbai
Date: 19 May 2026

To The Members of Zim Laboratories Limited for the year ended 31 March 2026

(Referred to in paragraph 1(f) under Report on Other Legal and Regulatory Requirements section of our report of even date)

In terms of the information and explanations sought by us and
given by the Company and the books of account and records
examined by us in the normal course of audit and to the best
of our knowledge and belief, we state that:

i. In respect of the Companys property, plant and

equipment, and intangible assets:

(a) (A) The Company has maintained proper records

showing full particulars, including quantitative
details and situation of property, plant and
equipment, capital work-in-progress, and
relevant details of right of use assets.

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

(b) Some of the Property, Plant and Equipment
were physically verified during the year by the
Management in accordance with a programme
of verification, which in our opinion provides for
physical verification of all the Property, Plant and
Equipment at reasonable intervals having regard
to the size of the Company and the nature of
its activities. According to the information and
explanations given to us, no material discrepancies
were noticed on such verification.

(c) Based on the examination of the registered sale
deed provided to us, we report that, the title
deeds of all the immovable properties (other
than immovable properties where the Company
is the lessee and the lease agreements are duly
executed in favour of the Company) disclosed
in the financial statements included in property,
plant and equipment, are held in the name of the
Company as at the balance sheet date.

(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
31 March 2026 for holding any benami property
under the Benami Transactions (Prohibition)
Act, 1988 (as amended in 2016) and rules
made thereunder.

ii. (a) The inventories, except for goods-in-transit,
were physically verified during the year by
the Management at reasonable intervals. In
our opinion and based on the information

and explanations given to us, the coverage
and procedure of such verification by the
Management is appropriate having regard to
the size of the Company and the nature of its
operations. In respect of goods in transit, the
goods have been received subsequent to the
year end. No discrepancies of 10% or more
in the aggregate for each class of inventories
were noticed on such physical verification of
inventories when compared with the books
of account.

(b) According to the information and explanations
given to us, the Company has been sanctioned
working capital limits in excess of Rs. 5 crores,
in aggregate, at points of time during the
year, from banks or financial institutions on
the basis of security of current assets. In our
opinion and according to the information and
explanations given to us, the quarterly returns
or statements filed by the Company with such
banks or financial institutions are in agreement
with the unaudited books of account of the
Company of the respective quarters.

iii. a) The Company has not provided any loans

or advances in the nature of loans or stood
guarantee, or provided security to any
other entity during the year, and hence
reporting under clause 3(iii)(a) of the Order is
not applicable.

b) The investments made, during the year
are, in our opinion, not prejudicial to the
Companys interest.

c) The Company does not have any outstanding
loans and advances in the nature of loans
as at the beginning of the current year nor
has granted any loans or advances in the
nature of loans during the year. Accordingly,
reporting under clauses 3(iii)(c), 3(iii)(d), 3(iii)
(e) and 3(iii)(f) of the Order is not applicable
to the Company.

iv. The Company has complied with the provisions
of Sections 186 of the Companies Act, 2013 in
respect of investments made. The Company has not
granted loans, provided guarantees or securities to
parties that are covered under the provisions of
sections 185 or 186 of the Companies Act, 2013.

v. The Company has not accepted any deposit
or amounts which are deemed to be deposits.
Hence, reporting under clause 3(v) of the Order is
not applicable.

vi. The maintenance of cost records has been
specified by the Central Government under section
148(1) of the Companies Act, 2013. We have
broadly reviewed the books of account maintained
by the Company pursuant to the Companies (Cost
Records and Audit) Rules, 2014, as amended,
prescribed by the Central Government for
maintenance of cost records under Section 148(1)
of the Companies Act, 2013, and are of the opinion
that, prima facie, the prescribed cost records have
been made and maintained by the Company. 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) Undisputed statutory dues, including Goods
and Service tax, Provident Fund, Employees
State Insurance, Income-tax, Sales Tax,
Service Tax, duty of Custom, duty of Excise,
Value Added Tax, cess and other material
statutory dues applicable to the Company
have generally been regularly deposited by
it with the appropriate authorities in all cases
during the year.

There were no undisputed amounts payable
in respect of Goods and Service tax, Provident
Fund, Employees State Insurance, Income-
tax, Sales Tax, Service Tax, duty of Custom,
duty of Excise, Value Added Tax, cess and
other material statutory dues in arrears as at
31 March 2026 for a period of more than six
months from the date they became payable.

(b) Details of statutory dues referred to in sub-clause (a) above which have not been deposited as on 31March
2026 on account of disputes are given below:

viii. There were no transactions relating to previously
unrecorded income that were surrendered or
disclosed as income in the tax assessments under
the Income Tax Act, 1961 (43 of 1961) during
the year.

ix. a) In our opinion, the Company has not defaulted

in the repayment of loans or other borrowings
or in the payment of interest thereon to any
lender during the year.

b) The Company has not been declared wilful
defaulter by any bank or financial institution
or government or any government authority.

c) To the best of our knowledge and belief, in our
opinion, term loans availed by the Company
were, applied by the Company during the
year for the purposes for which the loans
were obtained.

d) On an overall examination of the financial
statements of the Company, funds raised
on short-term basis have, not been used
during the year for long-term purposes by
the Company.

e) On an overall examination of the financial
statements of the Company, the Company has
not taken any funds from any entity or person
on account of or to meet the obligations of
its subsidiaries.

f) The Company has not raised loans during
the year on the pledge of securities held in
its subsidiaries.

x. a) The Company has not raised moneys by way
of initial public offer or further public offer
(including debt instruments) during the year
and hence reporting under clause 3(x)(a) of
the Order is not applicable.

b) The Company has made preferential allotment
of shares during the year. For such allotment
of shares, the Company has complied with
the requirements of Section 42 and 62 of the
Companies Act, 2013, and the funds raised
have been, applied by the Company during
the year for the purposes for which the funds
were raised other than temporary deployment
pending application. The Company has not
made any preferential allotment or private
placement of (fully or partly or optionally)
convertible debentures during the year.

xi. a) To the best of our knowledge, no fraud by

the Company and no material fraud on the
Company by its officers or employees has
been noticed or reported during the year.

b) To the best of our knowledge, 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 and upto
the date of this report.

c) As represented to us by the Management,
there were no whistle blower complaints
received by the Company during the year and
upto the date of this report.

xii. The Company is not a Nidhi Company and hence,
reporting under clause 3 (xii) of the Order is
not applicable.

xiii. In our opinion, the Company is in compliance with
Section 177 and 188 of the Companies Act, where
applicable, for all transactions with the related
parties and the details of related party transactions
have been disclosed in the financial statements as
required by the applicable accounting standards.

xiv. a) In our opinion, 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
issued to the Company during the year and
covering the period upto October 2025 and
the final of the internal audit reports where
issued after the balance sheet date covering
the period upto March 2026 for the period
under audit.

xv. 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 Companies Act, 2013 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, reporting under
clause 3(xvi)(a), (b) and (c) of the Order is
not applicable.

(d) The Group does not have any CIC as part of
the group and accordingly reporting under
clause 3(xvi)(d) of the Order is not applicable.

xvii. The Company has not incurred cash losses 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.

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. The Company has fully spent the required amount
towards Corporate Social Responsibility (CSR)
and there is no unspent CSR amount for the year
requiring a transfer to a Fund specified in Schedule
VII to the Companies Act or special account in
compliance with the provision of sub-section (6) of
section 135 of the said Act. Accordingly, reporting
under clause 3(xx) of the Order is not applicable for
the year.

Chartered Accountants
(Firms Registration No.: 117366W/W-100018)

Partner

(Membership No. 117654)
(UDIN: 26117654HWTMZH6647)

Place: Mumbai
Date: 19 May 2026