We have audited the accompanying standalone financial statements
of Sai Life Sciences Limited (the “Company”), which comprise the
Balance Sheet as at 31st March 2025, and the Statement of Profit and
Loss (including Other Comprehensive Income), the Statement of Cash
Flows and the Statement of Changes in Equity for the year ended on
that date, and notes to the financial statements, including a summary
of material accounting policies and other explanatory information.

In our opinion and to the best of our information and according
to the explanations given to us, 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, (“Ind AS”) and other accounting principles
generally accepted in India, of the state of affairs of the Company as at
31st March 2025, and its profit, total comprehensive income, its cash
flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements
in accordance with the Standards on Auditing (“SA”s) specified
under section 143(10) of the Act. Our responsibilities under those
Standards are further described in the Auditor's Responsibility for the
Audit of the Standalone 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
(“ICAI”) together with the ethical requirements that are relevant to
our audit of the standalone financial statements under the provisions
of the Act and the Rules made thereunder, and we have fulfilled our
other ethical responsibilities in accordance with these requirements
and the ICAI's Code of Ethics. We believe that the audit evidence
obtained by us is sufficient and appropriate to provide a basis for our
audit opinion on the standalone financial statements.

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 Financial Statements and

Auditor’s Report Thereon

• The Company's Board of Directors is responsible for the other
information. The other information comprises the Director's
report, Corporate Governance Report and Management
Discussion and Analysis Report (but does not include the
consolidated financial statements, standalone financial
statements and our auditor's report thereon) which we obtained
prior to the date of this auditor's report, and the Annual report,
which is expected to be made available to us after that date.

• Our opinion on the standalone financial statements does not
cover the other information and will 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 on the other
information that we obtained prior to the date of this auditor's
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 Annual report, if we conclude that there is a
material misstatement therein, we are required to communicate
the matter to those charged with governance as required
under SA 720 ‘The Auditor's responsibilities Relating to
Other Information'.

Responsibilities of Management and Board of Directors 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 including other
comprehensive income, 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 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 the Board of Directors either intend to
liquidate the Company or to cease operations, or has no realistic
alternative but to do so.

The Company's Board of Directors is also responsible for overseeing
the Company's financial reporting process.

Auditor’s Responsibility for the Audit of the Standalone
Financial Statements

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 auditor's
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 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
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 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.

Report on Other Legal and Regulatory Requirements

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 which are companies
incorporated in India so far as it appears from our
examination of those books.

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 relevant
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 31st March 2025 taken on record by
the Board of Directors, none of the directors is disqualified
as on 31st March 2025 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 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 Company's
internal financial controls with reference to standalone
financial statements.

g) With respect to the other matters to be included in the
Auditor's 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.

h) 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. The Company has disclosed the impact of pending
litigations on its financial position in its standalone
financial statements - Refer note 41 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 were no amounts which were 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, other than
as disclosed in the note 42 to the standalone
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, other than
as disclosed in the note 42 to the standalone
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 31st March 2025 which has a
feature of recording audit trail (edit log) facility and
the same has operated throughout the year for

all relevant transactions recorded in the software.
Further, during the course of our audit, we did not
come across any instance of the audit trail feature
being tampered with.

Additionally audit trail has been preserved by the
Company as per the statutory requirements for
record retention.

2. As required by the Companies (Auditor's 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.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

(Firm's Registration No. 117366W/W-100018)

Sathya P. Koushik

(Partner)

Place: Hyderabad (Membership No.206920)

Date: 13 May 2025 (UDIN 25206920BMJHID7510)

SPK/RK/2025