Auditor Report of Gian Life Care Ltd.

Mar 31, 2025

We have audited the accompanying statement of quarterly and year to date standalone financial results
of M/s. Gian Lifecare Limited (the “Company”) for the quarter ended March 31,2025, and for the year
ended March 31,2025 (the “Statement”), attached herewith, being submitted by the Company pursuant
to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended (the "Listing Regulations”).

Our Opinion is Qualified for.

1. According to section no. 27 of The Companies Act, 2013, a company shall not at any
time, vary the terms of a contract referred to in the prospectus or objects for which the
prospectus was issued, except subject to the approval of, or except subject to an
authority given by the company in general meeting by way of special resolution. The
company has so far not spent the entire proceeds of IPO on the proposed object of the
IPO.

2. As disclosed in the financial statements, the Company has maintained a significantly high
balance of cash amounting to ? 693.86 lacs as at the balance sheet date, despite having
outstanding statutory dues aggregating to ? 421.99 lacs, as summarized below:

Particular	(? in lacs)
Income Tax Liability Fy 21-22	150.59
INCOME TAX PAYBLE Fy 22-23	54.30
Provision For Income Tax FY 2023-24	161.32
Provision for Income Tax FY 24-25	12.85
ESI Payable	2.18
Provident Fund Payable	16.89
TDS Payable	23.87
Total Statutory Dues	421.99

On 5th March 2025, the following loans were classified as Non-Performing Assets (NPAs) due
to non-payment of interest and/or principal instalments.

PARTICULARS	CATEGORY	(? IN LACS)
INDIAN BANK C/C A/C 50414752880	BANK OD	21.69
Indian Bank Term Loan A/C No 7187207036	TERM LOAN	181.03
Allahabad Bank Housing Loan 50458542973	TERM LOAN	118.59
Toyota Financial Services India Ltd.	TERM LOAN	26.24

We were unable to obtain sufficient and appropriate audit evidence to explain the rationale for
maintaining such high levels of cash without settling these obligations. Further, we were unable to
physically verify the cash balance as at year-end due to restrictions imposed, and alternative audit
procedures to confirm the existence and condition of cash could not be performed. Accordingly,
we are unable to determine whether any adjustments to the financial statements might have been
necessary in respect of the cash balance and related disclosures.

Subject to above in our opinion and to the best of our information and according to the explanations
given to us, the Statement.

I. Is presented in accordance with the requirements of Regulation 33 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, as amended; and

II. gives a true and fair view in conformity with the recognition and measurement principles
laid down in the Indian Accounting Standards and other accounting principles generally
accepted in India of the net profit and other comprehensive profit and other financial
information for the quarter ended March 31, 2025, as well as year to date results for the
period from April 1,2022 to 31 March 2025.

Basis for Opinion

We conducted our audit in accordance with the Standard on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013 (the Act). Our responsibility under those Standards is further
described in the Auditor’s Responsibility for the Audit of the Standalone Financial Results 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 financial statement 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 of our opinion.

Management’s Responsibilities for the Standalone Financial Results

The Statement have been prepared on the basis of the standalone financial statements. The Company’s
Board of Directors are responsible for the preparation of the Statement that give a true and fair view of
the net profit and other comprehensive profit and other financial information in accordance with the
recognition and measurement principles laid down in Indian Accounting Standard prescribed under
Section 133 of the Act read with relevant rules issued thereunder and other accounting principles
generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. 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 Statement that give a true and fair view and are free from material misstatement, whether due to
fraud or error.

In preparing the standalone financial results, the 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 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 Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the statement as a whole is 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 results. As part of an audit in accordance with SAs, we exercise

• Identify and assess the risks of material misstatement of the statement, 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 Act, we
are also responsible for expressing our opinion on whether the Company has adequate internal
financial control with reference to financial statements in place and operating effectiveness of
such control.

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

• Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast 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 financial results 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 statement, including the
disclosures, and whether the financial results 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.

Other Matter

The Statement includes the results for the quarter ended March 31, 2025, being the balancing figure
between the audited figures in respect of the full financial year ended March 31, 2025, and the unaudited
year - to date figures up to the third quarter of the current financial year as per books of accounts.

Our conclusion on the Statement is not modified in respect of this matter.

Report on other legal and regulatory requirements.

1. 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 A” a statement on the
matters specified in paragraphs 3 and 4 of the Order.

2. 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.

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

d) In our opinion, the aforesaid standalone financial statements comply with the Indian
Accounting Standards prescribed under Section 133 of the Act, read with Companies (Indian
Accounting Standards) Rule 2015, as amended.

e) On the basis of the written representations received from the directors as on March
31, 2025, taken on record by the Board of Directors, none of the directors is disqualified as on
March 31, 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 over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate Report in
“Annexure B”. Our report expresses an unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls over financial reporting.

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:

h) 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 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 does not have any pending litigations which would impact on its
financial position.

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,
no funds (which are material either individually or in the aggregate) 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) The Management has represented, that, to the best of its knowledge and belief,
no funds (which are material either individually or in the aggregate) have been
received by the Company from any person or entity, including foreign entity
("Funding Parties”), with the understanding, whether recorded in writing or
otherwise, that the Company shall, whether, 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 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. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books
of account using accounting software which has a feature of recording audit trail
(edit log) facility is applicable to the Company with effect from April 1, 2023, and
accordingly, company''s accounting software do not has a feature for recording an
audit trail (edit log) that is non-configurable and operational throughout the year for
all transactions recorded in the software.

For MS NT & ASSOCIATES LLP

Chartered Accountants

Firm Registration No.018542C/C400322

Navodit Tyagi
Partner

Membership No.-533375
UDIN No: 25533375BMOKNR6185
Place: Noida
Date: 14/08/2025

---

Mar 31, 2024

We have audited the accompanying statement of quarterly and year to date standalone
financial results of M/s. Gian Lifecare Limited (the “Company”) for the quarter ended March
31,2024, and for the year ended March 31, 2024 (the “Statement”), attached herewith, being
submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “Listing
Regulations”).

In our opinion and to the best of our information and according to the explanations given to
us, the Statement.

I. Is presented in accordance with the requirements of Regulation 33 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, as amended; and

II. gives a true and fair view in conformity with the recognition and measurement
principles laid down in the Indian Accounting Standards and other accounting
principles generally accepted in India of the net profit and other comprehensive
profit and other financial information for the quarter ended March 31,2024, as well
as year to date results for the period from April 1,2023 to 31 March 2024.

Basis for Opinion

We conducted our audit in accordance with the Standard on Auditing (SAs) specified under
section 143(10) of the Companies Act, 2013 (the Act). Our responsibility under those
Standards is further described in the Auditor''s Responsibility for the Audit of the Standalone
Financial Results 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 financial statement 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 of our opinion.

Emphasis of Matter:

Maintaining Unreasonably High Balance of Cash in Hand

We draw attention to the Note relating to “Cash and Bank balances” in the financial
statements, which describes the Company''s policy of maintaining an unreasonably high
balance of cash throughout the year. As auditors, it is our responsibility to express an opinion
on whether the financial statements are prepared, in all material respects, in accordance with
the applicable financial reporting framework.

While there is no inherent impropriety in maintaining a high cash balance, it is important to
note that the Company''s practice of consistently holding an unreasonably high amount of cash
may have significant implications on the financial position and operations.

Management is responsible for the determination of the appropriate cash levels required to
meet the Company''s operational needs, liquidity requirements, and risk management
objectives. We recommend that the Company evaluates its cash management policies and
practices, considering factors such as opportunity costs, potential investment returns, and
potential alternative uses of funds to optimize the utilization of available resources.

Our opinion is not modified with respect to this matter, and we do not express a separate
opinion on the Company''s cash management policies and practices. However, we consider it
important to draw the users'' attention to this matter, as it may have a significant impact on the
financial position and performance of the Company.

Management’s Responsibilities for the Standalone Financial Results

The Statement have been prepared on the basis of the standalone financial statements. The
Company’s Board of Directors are responsible for the preparation of the Statement that give
a true and fair view of the net profit and other comprehensive profit and other financial
information in accordance with the recognition and measurement principles laid down in Indian
Accounting Standard prescribed under Section 133 of the Act read with relevant rules issued
thereunder and other accounting principles generally accepted in India and in compliance with
Regulation 33 of the Listing Regulations. 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
Statement that give a true and fair view and are free from material misstatement, whether due
to fraud or error.

In preparing the standalone financial results, the 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 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 Company’s financial reporting
process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the statement as a whole is
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 results. 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 statement, 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
Act, we are also responsible for expressing our opinion on whether the Company has
adequate internal financial control with reference to financial statements in place and
operating effectiveness of such control.

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

• Conclude on the appropriateness of the Board of Directors’ use of the going concern
basis of accounting and, based on the audit evidence obtained, whether a material

uncertainty exists related to events or conditions that may cast 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 financial results 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 statement, including the
disclosures, and whether the financial results 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.

Other Matter

The Statement includes the results for the quarter ended March 31,2024, being the balancing
figure between the audited figures in respect of the full financial year ended March 31, 2024,
and the unaudited year - to date figures up to the third quarter of the current financial year as
per books of accounts.

Our conclusion on the Statement is not modified in respect of this matter.

Report on other legal and regulatory requirements.

1. 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 A” a
statement on the matters specified in paragraphs 3 and 4 of the Order.

2. 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.

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

d) In our opinion, the aforesaid standalone financial statements comply with the Indian
Accounting Standards prescribed under Section 133 of the Act, read with Companies
(Indian Accounting Standards) Rule 2015, as amended.

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”. Our report expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company’s internal financial controls over financial
reporting.

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:

h) 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 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 does not have any pending litigations which would impact on
its financial position.

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, no funds (which are material either individually or in the aggregate)
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) The Management has represented, that, to the best of its knowledge and
belief, no funds (which are material either individually or in the aggregate)
have been received by the Company from any person or entity, including
foreign entity (“Funding Parties”), with the understanding, whether recorded
in writing or otherwise, that the Company shall, whether, 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 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. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for

maintaining books of account using accounting software which has a feature
of recording audit trail (edit log) facility is applicable to the Company with
effect from April 1, 2023, and accordingly, company''s accounting software
do not has a feature for recording an audit trail (edit log) that is non¬
configurable and operational throughout the year for all transactions
recorded in the software._

For MSNT & ASSOCIATES LLP

Chartered Accountants

Firm Registration NO.018542C/C400322

Navodit Tyagi
Partner

Membership No.-533375
UDIN No: 24533375BKFJMJ4053
Place: Noida
Date: 30/05/2024