<dhhead>Independent Auditors Report</dhhead>
To the Members of
AstraZeneca Pharma India Limited
Opinion
Basis for Opinion
obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
period. These matters were addressed in the context of our audit of the financial statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Rs.In Million
Key audit matter |
How our audit addressed the key audit matter |
Appropriateness of provisions recognised and contingencies disclosed with regards to certain tax and regulatory matters (Refer to the note 19 · Provisions, Note 20 · Current tax liabilities (net) and Note 32(b) Contingent liabilities to the financial statements) |
Our procedures included the following: |
There are certain direct, indirect tax cases and regulatory matters pending against the Company. |
Understood, evaluated and tested the design and operating effectiveness of controls over the recognition, measurement, presentation and disclosure made in the financial statements in respect of these matters; |
As at March 31, 2025, the Company has tax demands pertaining to direct and indirect tax matters aggregating to 1,740.9 million (including interest and penalties where applicable) of which 88.6 million has been provided for and 984.1 million along with regulatory demand of 1,573.9 million has been disclosed as contingent liabilities, which are significant to the financial statements. |
Obtained a listing of the litigation matters and, read the correspondence with tax and regulatory authorities and where relevant, the advice received by the management from its external experts; |
The Company has filed appeals against these tax demands with various appellate forums and with The Honourable High Court of Delhi on the NPPA matter which are currently pending adjudication. |
Evaluated the independence, objectivity and competence of the management experts involved; |
Management judgement is involved in evaluation of the likelihood of ultimate outcome of the tax and regulatory disputes and the probable amount of the provisions to be recognised and contingent liability to be disclosed and is hence determined to be a key audit matter. |
Along with Auditors tax and regulatory experts: |
a. Gained an understanding of the current status of litigations through our inquiries with the management and determined impact, if any, based on recent rulings and latest developments in respective laws. |
|
b. Evaluated managements assessment on the probability of outcome and the magnitude of potential outflow of economic resources in respect of: |
|
(i) provisions for uncertain tax exposures based on case history and other available evidence to challenge the valuation and completeness of the provisions recognised by the Management, and (ii) regulatory matter. |
|
c. Examined the evaluation obtained from the Companys internal legal counsel to confirm our understanding of outstanding cases; |
|
d. Evaluated the adequacy of disclosures made in the financial statements. |
|
Appropriateness of restructuring provision |
Our audit procedures relating to provision for restructuring included the following: |
(Refer Note 19 Provisions and Note 27B on Exceptional items to the financial statements) |
Obtained an understanding and evaluated the managements process for assessing the need for restructuring cost provision. |
The Companys management has approved a plan to shut down and dispose of its manufacturing facility located in Bengaluru. Management has prepared a detailed plan for the closure of the manufacturing facility. |
Evaluated the design and tested the operating effectiveness of financial controls over provision for restructuring costs including the assessment of the estimates involved and the timing of utilization of the provision. |
Accordingly, a provision relating to such restructuring cost has been accounted for in the books amounting to 613.2 million. The expense related to the restructuring of 636.4 million has been presented as an Exceptional item in the Statement of Profit and Loss. |
Understood and evaluated the managements plan for restructuring, which gave rise to a constructive obligation on the Company resulting in recognition of restructuring cost provision. |
Significant management judgement is involved in estimation of the provision for restructuring, which is based on the Companys policy, past history of settlements and best estimates of current expectations. |
Verified the accuracy and completeness of the provision for restructuring cost by assessing the basis of restructuring provision and the mathematical accuracy of the computation. |
Hence, this has been considered as a key audit matter. |
Assessed the accounting principles applied by the Company to measure and recognise the restructuring cost provision. |
Verified the adequacy of disclosures in accordance with the Indian Accounting Standards and Companies Act Schedule III requirements. |
Other Information
Our opinion on the 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 financial statements, our responsibility is to read the other information 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. 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 financial statements
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 Indian 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 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.
Auditors responsibilities for the audit of the
financial statements
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 financial statements.
draw attention in our auditors report to the related disclosures in the 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.
Report on other legal and regulatory requirements
so far as it appears from our examination of those books, except for the requirement of maintaining back up of certain books of account and other books and papers (which, however, have been maintained from January 20, 2025) and the matters stated in paragraph 15(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended) ("the Rules") including the related backup of audit trail.
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:
the applicable law or Indian Accounting Standards, as it does not have any material foreseeable losses on long-term contract. The Company did not have any derivative contracts as at March 31, 2025.
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, 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;
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; and
As stated in Note 46 to the financial statements, the Board of Directors of the Company have proposed final dividend for the year which is subject to the approval
of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.
trail is maintained for direct database changes from October 1, 2024 onwards; and in another software, in the absence of any information pertaining to audit trail for direct database changes in the independent service auditors report, we are unable to comment on the audit trail (edit log) feature in that accounting software.
During the course of performing our procedures, other than the aforesaid instances of audit trail not maintained where the question of our commenting does not arise, we did not notice any instance of audit
trail feature being tampered with. Further, the audit trail, to the extent maintained in the prior financial year, has been preserved by the Company as per the statutory requirements for record retention.
For Price Waterhouse & Co Chartered Accountants LLP Firm Registration Number: 304026E/E-300009
Sharmila Ramaswamy
Partner
Place: Bengaluru Membership Number: 215131 Date: May 30, 2025 UDIN: 25215131BMNPYU4040
Annexure A to Independent Auditors Report
Referred to in paragraph 15(g) of the Independent Auditors Report of even date to the members of AstraZeneca Pharma India Limited on the financial statements as of and for the year ended March 31, 2025
Report on the Internal Financial Controls with reference to Financial Statements under clause (i) of sub-section 3 of Section 143 of the Act
Managements Responsibility for Internal Financial Controls
for ensuring the orderly and efficient conduct of its business, including adherence to 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 Act.
Auditors Responsibility
and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements was established and maintained and if such controls operated effectively in all material respects.
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.
controls system with reference to financial statements.
Meaning of Internal Financial Controls with
reference to financial statements
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.
Inherent Limitations of Internal Financial Controls
with reference to financial statements
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 financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
financial controls with reference to financial statements were operating effectively as at March 31, 2025, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by ICAI.
For Price Waterhouse & Chartered Accountants LLP Firm Registration Number: 304026E/E-300009
Sharmila Ramaswamy
Partner
Place: Bengaluru Membership Number: 215131 Date: May 30, 2025 UDIN: 25215131BMNPYU4040
Annexure B to Independent Auditors Report
Referred to in paragraph 14 of the Independent Auditors Report of even date to the members of AstraZeneca Pharma India Limited on the financial statements as of and for the year ended March 31, 2025.
In terms of the information and explanations sought by us and furnished by the Company, and the books of account and records examined by us during the course of our audit, and to the best of our knowledge and belief, we report that:
(B) The Company is maintaining proper records
showing full particulars of Intangible Assets.
a period of three years which, in our opinion,
is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of the Property, Plant and Equipment has been physically verified by the Management during the year and no
material discrepancies have been noticed on such verification.
Note 3A to the financial statements, are held in the
name of the Company.
the revaluation is based on the valuation by a Registered Valuer, or specifying the amount of change, if the change is 10% or more in the
aggregate of the net carrying value of each class of
Property Transactions Act, 1988 (as amended in 2016) (formerly the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)) and Rules made thereunder, and therefore the question of our commenting on whether the Company has
appropriately disclosed the details in the financial
statements does not arise.
5 crores, in aggregate from banks and financial institutions on the basis of security of current assets and accordingly, the question of our commenting on whether the quarterly returns or statements are in agreement with the unaudited books of account of the Company does not arise.
(in million)
Property, Plant and Equipment (including Right of Use assets) or Intangible Assets does not arise.
(e) Based on the information and explanations
Aggregate amount granted/ provided during the year
Balance outstanding as at
4.0 0.7
2.9 0.3
furnished to us, no proceedings have been initiated on (or) are pending against the Company for holding benami property under the Prohibition of Benami balance sheet (Also, refer Note 4 and Note 8 to the financial statements)
The Company has not made any investments, granted secured loans or stood guarantee or provided security to any parties. Accordingly, to this extent, the reporting under clause 3(iii)(a), (iii)(b), (iii)(c), (iii)(d), (iii)(e) and (iii)(f) of the Order is not applicable to the Company.
Therefore, the reporting under clause 3(iv) of the Order are not applicable to the Company.
in respect of its products. We have broadly reviewed the same and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.
and services tax and other statutory dues, as applicable, with the appropriate authorities. Also, refer Note 45 to the financial statements regarding managements assessment on certain matters relating to provident fund
employees state insurance, sales tax, duty of excise and value added tax which have not
been deposited on account of any dispute. The particulars of other statutory dues referred to in sub-clause (a) as at March 31, 2025 which have not been deposited on account of a dispute, are as follows:
Rs.In Million
Name of the statute |
Nature of dues |
Gross demand (in million) |
Amount paid under protest (in million |
Net amount (in million) |
Period to which the amount relates |
Forum where the dispute is pending |
The Income Tax Act, 1961 |
Income Tax |
28.5 |
5.1 |
23.4 |
2009-10 |
Assistant Commissioner of Income Tax, Bangalore |
Income Tax* |
23.1 |
6.2 |
16.9 |
2010-11 |
||
Income Tax* |
201.9 |
201.9 |
- |
2013-14 |
Honourable High Court of Karnataka |
|
Income Tax* |
141.4 |
141.4 |
- |
2014-15 |
Income Tax Appellate Tribunal, Bangalore |
|
The Income Tax Act, 1961 |
Income Tax* |
156.1 |
53.7 |
102.4 |
2015-16 |
Assistant Commissioner of Income Tax, Bangalore |
Income Tax |
312.1 |
3.5 |
308.6 |
2016-17 |
Income Tax Appellate Tribunal, Bangalore |
|
Income Tax* |
48.9 |
19.5 |
29.4 |
2017-18 |
||
Income Tax |
23.2 |
-- |
23.2 |
2019-20 |
Commissioner of Income Tax (Appeals), Bangalore |
|
Income Tax |
161.5 |
37.0 |
124.5 |
2019-20 |
Income Tax Appellate Tribunal, Bangalore |
|
Income Tax |
196.8 |
40.0 |
156.8 |
2020-21 |
||
Customs Act, 1962 |
Duty of customs |
21.2 |
- |
21.2 |
2005-06 |
Deputy Commissioner of Customs, Mumbai |
The Finance Act, 1994 |
Service Tax# |
25.6 |
1.8 |
23.8 |
2006-07 to 2011-12 |
Customs Excise and Service Tax Appellate Tribunal, Bangalore |
4.9 |
0.2 |
4.7 |
2012-13 |
|||
1.5 |
0.1 |
1.4 |
April 2016 to June 2017 |
|||
51.6 |
1.9 |
49.7 |
December 2012 to March 2016 |
|||
Service Tax## |
3.4 |
1.5 |
1.9 |
2013-14 to 2015-16 |
||
The Finance Act, 1994 |
Central Excise and Service Tax# |
49.7 |
24.8 |
24.9 |
April 2016 to June 2017 |
Customs Excise and Service Tax Appellate Tribunal, Bangalore |
Goods and Services Tax Act, 2017 |
Goods and Services Tax## |
51.7 |
2.1 |
49.6 |
2017-18 |
Joint Commissioner of State Tax (Appeals), Thane |
211.0 |
9.2 |
201.8 |
2018-19 |
|||
10.4 |
- |
10.4 |
April 2019 to March 2023 |
Joint Commissioner of Commercial Taxes (Appeals), Bengaluru |
||
Goods and Services Tax# |
16.4 |
- |
16.4 |
April 2016 to June 2017 |
||
Bruhat Bangalore Mahanagara Palike (BBMP) |
Improvement charges |
70.8 |
- |
70.8 |
2014 |
Honourable High Court of Karnataka |
*Amount paid includes refunds due to the company which have been adjusted by the assessing officer, towards demands pending for other financial years. The amount paid in the table above has been restricted to the extent of the disputed amount.
#Includes penalty
##includes interest and penalty.
not raised funds on short-term basis. Accordingly, reporting under clause 3(ix)(d) of the Order is not applicable to the Company.
given to us and procedures performed by us, we report that the Company did not have any subsidiaries, joint ventures or associate
companies during the year. Accordingly, reporting under clause 3(ix)(e) and 3(ix)(f) of the Order is not applicable to the Company.
(x) (a) The Company has not raised any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, the reporting under clause 3(x)(a) of the Order is not applicable to the Company.
(xi) (b) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, a report under Section 143(12) of the Act, in Form ADT-4, as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 was not required to be filed with the Central Government. Accordingly, the reporting under clause 3(xi)(b) of the Order is not applicable to the Company.
(xi) (c) During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, the Company has received whistle-blower complaints during the year, which
have been considered by us for any bearing on our audit and reporting under this clause. As explained by the management, there were certain complaints in respect of which investigations are ongoing as on the date of our report and our consideration of the complaints having any bearing on our audit is based on the information furnished to us by the management.
(xiv) (a) In our opinion, the Company has an internal audit system commensurate with the size and nature of the business.
(xiv) (b) The reports of the Internal Auditor for the period
under audit have been considered by us.
Section 45-IA of the Reserve Bank of India Act,
? 138
by the Management.
1934. Accordingly, the reporting under clause 3(xvi)
of the Group. Accordingly, the reporting under clause 3(xvi)(d) of the Order is not applicable to the Company.
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 that the 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.
For Price Waterhouse & Chartered Accountants LLP
Firm Registration Number: 304026E/E-300009
Sharmila Ramaswamy
Partner
Place: Bengaluru
Membership Number: 215131 Date: May 30, 2025
UDIN: 25215131BMNPYU4040
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