INDEPENDENT AUDITOR'S REPORT

To the Members of Vanta Bioscience Limited

Report on the Audit of the Standalone Financial Statements
Opinion:

We have audited the Standalone Financial Statements of Vanta Bioscience Limited which comprise the Balance Sheet as at 31st
March 2023, the Statement of Profit and Loss, Statement of changes in Equity, Statement of Cash Flows for the year then ended,
and Notes to the Standalone 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, 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 accounting principles generally accepted in India:

a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31,2023;

b) In the case of the Statement of Profit and Loss Account, of the profit for the period ended on that date and

c) In the case of the Statement of Cash Flow, of the cash flows, for the period ended on that date.

Basis for Opinion:

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies
Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities 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 together with the ethical requirements that are relevant to our
audit of the Standalone Financial Statements under the provisions of the Companies Act, 2013 and the Rules there under, and
we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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.

Emphasis of Matter:

We draw attention to Note No. 46 of the financial statements, which describes regarding a case filed against the
Company with NCLT, Hyderabad. NCLT, Hyderabad vide their order dated 27.04.2022 has admitted the application of
Operational Creditor and has approved the Corporate Insolvency Resolution Process (“CIRP”). The Operational
Creditor has alleged for total amount of due including principal and interest of Rs. 1,18,65,000/-. The Company has
settled the entire dispute with the operational creditor in the Supreme Court by agreeing to pay an amount of Rs.
90,00,000/- in 4 installments by 15.05.2023. Our opinion is not modified in respect of this matter.

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

The Company's Board of Directors is responsible for the other information. The other information comprises the information
included in the Directors' Report and the Annexures thereto, but does not include the Standalone Financial Statements and our
Auditor's Report thereon. The Directors Report is expected to be made available to us after the date of this Auditor's Report.

Our opinion on the Standalone Financial Statements does not cover the other information and we 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 identified
above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. When we read the
Directors' Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to
those charged with governance and describe actions applicable in the applicable laws and regulations.

Management's Responsibility for the Standalone Financial Statements:

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act")
with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position,
financial performance, changes in equity and cash flows of the Company in accordance with the accounting principles generally
accepted in India, including the Accounting Standards specified under Section 133 of the Act. This responsibility also includes
maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the

Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate
implementation and maintenance of 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 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 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.

Those Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements:

Our objectives are to obtain reasonable assurance about whether the 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 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 internal financial controls system with reference to 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 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.

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 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 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 and on the basis of such checks of the books and records of the company as we
considered appropriate and according to the information and explanation given to us, we give “Annexure-A” a
statement on the matters specified in the paragraphs 3 and 4 of the Order to the extent applicable to the company.

2) As required by Section 143(3) of the Act, 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, and the Statement of Cash Flow dealt with by this Report are
in agreement with the 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.

(e) On the basis of the written representations received from the directors as on 31st March, 2023 taken on record by
the Board of Directors, none of the directors is disqualified as on 31st March, 2023 from being appointed as a
director in terms of Section 164 (2) of the Act.

(f) In our opinion and to the best of our information and according to the explanations given to us, we are of the opinion
that the company has adequate internal financial controls system in place and the operating effectiveness of such
controls. Refer to our separate report in “Annexure - B”.

(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, 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 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 such amounts which were required to be transferred to the Investor Education and Protection
Fund by the Company. There has been no delay in transferring 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 notes

to the 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 person or entity, including
foreign entities (“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, as disclosed in the notes to
the accounts, no funds have been received by the Company from any person or entity, including foreign
entities (“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 such audit procedures that we 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 (a)
and (b) contain any material misstatement.

v. The Company has not declared or paid any dividend during the year hence compliance with provisions of
Section 123 of the Companies Act 2013 does not arise.

vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 (as amended), which provides for books of
account to have the feature of audit trail, edit log and related matters in the accounting software used by the
Company, is applicable to the Company only with effect from financial year beginning April 1, 2023, the
reporting under clause (g) of Rule (11) of the Companies (Audit and Auditors) Rules, 2014 (as amended), is
currently not applicable.

3) 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 read with Schedule V to the Act and is not in excess of the limit laid down under this Section and Schedule V
of the Act.

For MATHESH & RAMANA

CHARTERED ACCOUNTANTS

Place: Hyderabad

Date: 10.08.2023 B. V. RAMANA REDDY

UDIN: 22026967AJYBHX5732 _ M. No. 026967 Partner