We have audited the accompanying Standalone financial statements
of M/s VIVIMED LABS LIMITED ("the Company") which comprise the
Balance Sheet as at March 31, 2024, the Statement of Profit and Loss
(including other comprehensive income), the Statement of changes in
equity, Statement of cash flows for the year ended and Notes to Financial
Statements, including a summary of significant accounting policies and
other explanatory information.

In our opinion and to the best of our information and according to the
explanations given to us, except for the effects of the matters described
in the "Basis for Qualified Opinion" section of our report, the aforesaid
standalone financial 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 the Companies (Indian
Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other
accounting principles generally accepted in India, of the state of affairs
of "the Company" as at March 31,2024, the loss and total comprehensive
income, changes in equity and its cash flows for the year ended on that
date.

Basis for Qualified Opinion

1. As disclosed in Note 28 of financial statements, The Company has
not recognized interest on an accrual basis, amounting to C453.34
Millions, which is not in compliance with the applicable Indian
Accounting Standards (Ind AS). Consequently, the reported loss
for the period is understated by C453.34 Million. This deviation
from Ind AS requirements impacts the accuracy of the financial
statements, particularly affecting the reported loss for the period.

Further, the Company is engaged in negotiations with Bankers for
settlement. As these negotiations have not yet materialized, any
potential adjustments arising from a finalized settlement have not
been accounted for in the financial statements. Considering the
uncertainties, we are unable to ascertain/quantify the amount of
impact which is required to be stated in the financial statements.

2. The balances related to Trade payables (Note no 21), Trade
Receivables (Note no 8), Other Financial Assets (Note no 11), Other

Current Assets (Note no 13) and Banks including borrowings
are subject to confirmation, as the Company has not provided
external confirmations for these balances. In the absence of such
confirmations, we are unable to verify the accuracy, completeness,
and validity of these balances.

3. As disclosed in the Note 6 of standalone financial statements,
investment carrying amounts are reduced from C 1,543.91 Million
(31/03/2023) to C560.58 Million (31/03/2024). However, the details
of diminution, including the assumptions, methodology, and
supporting evidence used by management to determine the value
for these investments, was not provided to us for verification.

In the absence of sufficient documentation and evidence, we are
unable to evaluate whether the diminution has been appropriately
adjusted in the financial statement.

Going Concern Section
Uncertainty Relating to Going Concern

We draw attention to the certain factors that may indicate potential
uncertainities regarding the Company's ability to continue as a going
concern. During the finnancial year, the Company has incurred cash
losses, has defaulted on its borrowings, and is reporting negative fincial
ratios as at the reporting date. These conditions indicate a concern on
company ability to continue as a going concern.

In evaluting of the going concern assumption, management has
considered factors such as future business prospects, cost cutting
measures and plans to restructure borrowings to improve liquidity (Refer
Notes 2.7A). Based on these actions, management is optimistic that the
Company will be able to meet its obligations and continue its operations
in the foreseeable future. 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 standalone financial
statements of the current period. These matters were addressed in the
context of our audit of the standalone financial statements 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:

Information Other than the Standalone Financial
Statements and Auditor's Report Thereon:

The Company's Board of Directors is responsible for the preparation of
the other information. The other information comprises the information
included in the Management Discussion and Analysis, Board's Report
including Annexure to Board's Report, Business Responsibility Report,
Corporate Governance report and Shareholder's Information, but does
not include the standalone financial statements and our auditor's
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.

Responsibilities of Management and Those Charged
with Governance for the Standalone Financial
Statements

The Company's 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, total comprehensive income,
changes in equity and cash flows of the Company in accordance with
the Ind AS and other 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 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
standalone 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 is
responsible for assessing the Company's 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 is also responsible for overseeing the Company's
financial reporting process.

Auditor's Responsibilities for the Audit of Standalone
Financial statements

Our objective is to obtain reasonable assurance about whether the
financial statements free from material misstatements, whether due to

fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but it is not guarantee
that an audit conducted in accordance with the Standards on Auditing
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
economic decisions of users taken 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 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 management's 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 Company's
ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our
auditor's 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 auditor's 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.

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 financial statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor's 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.

Emphasis of Matter paragraph

1. We draw attention to Note 7 and Note 23 of the financial statements,
which describe the disposal of inventory at the Company's Bidar
plant amounting to ?269.18 Million. Our opinion is not modified in
respect of this matter.

2. Company has received questionnaire from SEBI and is in the process
of compiling/consolidating/drafting the reply. Our opinion is not
modified in this matter.

Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act based on our audit, we
report that the Company has paid remuneration to its directors
during the year in accordance with the provisions of and limits laid
down under section 197 read with Schedule V to the Act.

2. As required by the Companies (Auditor's Report) Order, 2020 ("the
Order"), issued by the Central Government of India in terms of sub¬
section (11) of Section 143 of the Act, we give in the "Annexure A",
a statement on the matters specified in paragraphs 3 and 4 of the
order, to the extent applicable.

3. As required by section 143(3) of the Act based on our audit, 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.

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 including the manner prescribed
in Rule 3(1) of Companies (Accounts) Rules,2014, except that

the audit trail feature was not enabled as reported under Rule
11(g) of the Companies (Audit and Auditors) Rules, 2014 (as
amended).

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

d) In our opinion, the aforesaid financial statements comply
with the Accounting Standards specified under Section 133 of
the Act, read with Rule 7 of the Companies (Accounts) Rules,
2014 as amended except as reported in the "Basis for qualified
opinion" paragraph.

e) On the basis of the written representations received from the
directors as on March 31,2024 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31,
2024 from being appointed as a director in terms of Section
164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating
effectiveness of such controls, refer to our separate Report in
"Annexure B" wherein we have expressed modified opinion;
and.

g) With respect to the other matters to be included in the
Auditor's 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. As detailed in note 33 to standalone financial statements, the
company has disclosed the impact of pending litigations on its
financial position as at 31 March 2024.

ii. As detailed in note 35.1, the Company did not have any long¬
term contracts including derivative contracts for which there
were any material foreseeable losses as at 31 March 2024;

iii. There were no amounts which were required to be transferred
to the Investor Education and Protection Fund by the
Company.

iv. The management has represented that, to the best of its
knowledge and belief, other than as disclosed in the notes

to accounts, 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 persons or entities, 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 ("Ultimate Beneficiaries") by or on
behalf of the Company or provide any guarantee, security or
the like to or on behalf of the Ultimate Beneficiaries.

v. The management has represented, that, to the best of its
knowledge and belief, other than as disclosed in the notes to
accounts, no funds have been received by the Company from
any persons or entities, 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 ("Ultimate Beneficiaries") by or on behalf
of the Funding Party or provide any guarantee, security or the
like from or on behalf of the Ultimate Beneficiaries.

vi. Based on such audit procedures performed as considered
reasonable and appropriate in the circumstances, nothing
has come to our notice that has caused us to believe that the
management representations under sub- clauses (a) and (b)
above contain any material misstatement.

vii. The company has not declared or paid any dividend during
the year.

viii. The Company uses accounting software for maintaining its
books of account which has a feature of recording Audit Trial
(edit log) facility, but the same was not enabled in the software
during the year.

For SVRL & Co Chartered Accountants

Firm's Regn.No:016182S

Sd/-

G Ramakrishna Partner

Place: Hyderabad M No: 213487

Date: 14-11-2024 UDIN: 24213487BKHRAH1614