pfizer share price Auditors report


To the Members of Pfizer Limited Report on the Audit of the Financial Statements

OpiniOn

We have audited the financial statements of Pfizer Limited (the "Company") which comprise the balance sheet as at 31 March 2023, profitand loss thestatement (including other comprehensive income), statement of changes in equity and statement of cash year then ended, and notes to the financial statements, including a summary of significant other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 ("Act") in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2023, and its profit and other comprehensive income, changes in equity date. anditscash

BASiS FoR oPinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act

Our responsibilities under those SAs are further described in the Auditors Responsibilities for the Audit of the 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 financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled for the our other ethical responsibilities in accordance with these accountingpoliciesand requirements and the Code of Ethics. We believe that the audit evidence sufficient and we have obtained is appropriate to provide a basis for our opinion on the 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 financial statements of the current 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.

Revenue Recognition See notes 3(a) and 25 to financial statements

The key audit matter

How the matter was addressed in our audit

Revenue from the sale of products is recognized at a point in time when control over goods is transferred to a customer. The actual point in time when revenue is recognised varies depending on the specific terms and conditions of the sales contracts entered into with customers. There is a risk of revenue being overstated as management, to achieve its performance targets, may recognize revenue on sale of products though control may not have transferred to the customer.

in view of the significance of the matter we applied the following audit procedures in this area, among others to obtain sufficient appropriate audit evidence:

Assessing the appropriateness of the policies in respect of revenue recognition by comparing with applicable accounting standards;

Testing the design, implementation and operating effectiveness of the Companys internal controls including general IT controls and key IT application controls over timely and accurate recognition of revenue in the correct period;

Accordingly, we identified recognition of revenue as a key audit matter.

On selected statistical samples of transactions, testing the underlying documents, which include testing contractual terms of sale contracts/ invoices, shipping documents and lead time/ proof of delivery to test evidence for transfer of control;

Assessing the reasonability of lead time determined by management to recognise revenue transactions near the year end;

Testing any unusual non-standard manual journal entries impacting revenue recognised during the year.

Litigations with sales tax authorities

The key audit matter

How the matter was addressed in our audit

As at 31 March 2023, the Company has pending litigation with sales tax authorities for several financial years which are at various stages and pending at different forums.

in view of the significance following audit procedures in this area, among others to obtain sufficient

These litigations are pertaining to non-submission of documentary evidence at the time of assessment, litigations involving question of law and certain disallowance made by authorities in assessment orders.

Understanding the process followed by the Company for assessment and determination of the amount of provisions and contingent liabilities;

Evaluating the design and implementation and testing review controls) around the recognition and measurement of provisions and re-assessment of contingent liabilities; Inquiring the status in respect of significant contingent liabilities with the Companys inhouse team;

The amounts involved are significant andtheapplication operating effectiveness of key internal controls (including of accounting principles of IND AS 37 Provisions,

Contingent Liabilities and Contingent Assets, to determine whether a recognition of provision or a disclosure of contingent liability is required, is inherently subjective, and needs careful evaluation/ judgement by the Company. Key judgements are made by the Company taking into consideration the related legal advice including those relating to interpretation of laws/ regulations, in estimating the provisions and/ or contingent liabilities related to aforementioned litigations.

Reading the correspondence between the Company and the various indirecttaxauthoritiesforsignificantmatters;
Challenging the Companys estimate of the possible outcome of the disputed cases based on applicable indirect tax laws by involving our specialists; and

Considering the degree of judgement, significance of the amounts involved, this matter has been identifiedas a key audit matter.

Assessing the adequacy of the Companys disclosures in respect of contingent liabilities and provision for indirect tax matters.

 

Ltigations under drug (Prices Control) orders (dPCo) See note 3(i) and 41(a) to financial statements

The key audit matter

How the matter was addressed in our audit

The Company is engaged in manufacturing, marketing, trading and export of pharmaceutical products. DPCO has issued various orders/ notification for fixing the price of various pharma products. With respect to the sales of the pharmaceutical products covered by the aforementioned DPCO orders, in earlier years, the Company has received demand notices for overcharging price. The Company has challenged these demands from DPCO and the cases are pending at various courts in India.

in view of the significance following audit procedures in this area, among others to obtain sufficient

Understanding the process followed by the Company for assessment and determination of the amount of provisions and contingent liabilities relating to pending cases and demand notices under DPCO;

Evaluating the design and implementation and testing operating effectiveness of key internal controls (including review controls) around the recognition and measurement of provisions and re-assessment of contingent liabilities;

The amounts involved are significant and the application of accounting principles of IND AS 37 Provisions, Contingent Liabilities and Contingent Assets, to determine whether a recognition of provision or a disclosure of contingent liability is required, is inherently subjective, and needs careful evaluation/ judgement by the Company. Key judgements are made by the Company taking into consideration the related legal opinion including those relating to interpretation of laws/ regulations, in estimating the provisions and/ or contingent liabilities related to aforementioned litigations.

Inquiring the status in respect of significant contingent liabilities with the Companys inhouse team;
Reading the correspondence between the Company and legal authorities and legal opinions, where applicable, for significant matters and rolled out legal counsel;
Challenging the Companys estimate of the possible outcome of the disputed cases based applicable legal precedence and legal opinions; and

Considering the degree of judgement, significance the amounts involved, this matter has been identifiedas a key audit matter.

Assessing the adequacy of the Companys disclosures of in respect of contingent liabilities and provision for legal matters.

other information

The Companys Management and Board of Directors are responsible for the other information. The other information comprises the information included in the annual report, but does not include the financial statements and auditors report thereon. The annual report is expected to be made available to us after the date of this auditors report.

Our opinion on the 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 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 Companys annual report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions, as applicable and under the relevant laws and regulations.

Managements and Board of directorsResponsibilities for the Financial Statements

The Companys Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the state of and other comprehensive income, affairs, profit/ changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (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 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. In preparing the financial statements, the Management and Board of Directors are responsible for assessing the Companys 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 is also responsible for overseeing the Companys financial reporting process.

Auditors 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 auditors 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 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 to provide a basis thatis 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 controls 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 the Management and Board of Directors.

Conclude on the appropriateness of the Management and Board of Directors use of the going concern basis of accounting in preparation of financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to 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.

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 any significant deficiencies 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 auditors 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. other Matter

The financial statements of the Company for the year ended 31 March 2022 were audited by the predecessor auditor who had expressed an unmodified opinion on 20 May 2022.

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2020 ("the Order") issued by the Central Government of India in terms of Section 143(11) 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.

2 A. 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, except that the back-up of the books of account and other relevant books and papers in electronic mode has not been kept on servers physically located in India on a daily basis during 11 August 2022 till 22 February 2023.

c. The balance sheet, the statement of profit and loss (including other comprehensive income), the statement of changes in equity and the statement of cash flows dealt with by this Report are in agreement with the books of account. findings, including control d. Inthat ourweopinion, the aforesaid 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 01 April 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2023 from being appointed as a director in terms of Section 164(2) of the Act. f. The remarks relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 2(A) (b) above. g. With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".

B. With respect to the other matters to be included in the Auditors 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:

a. The Company has disclosed the impact of pending litigations as at 31 March 2023 on its financial position in its financial statements - Refer Note 41 to the financial statements

b. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

c. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company. d

(i) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 45

(vi) to the 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") any guarantee, security or the like on behalf of the Ultimate Beneficiaries

(ii) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 45

(vii) to the 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 Parties ("Ultimate Beneficiaries") any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(iii) 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

(i) and

(ii) above, contain any material misstatement.

e. The final dividend paid by the Company during the year, in respect of the same declared for the previous year, is in accordance with Section 123 of the Act to the extent it applies to payment of dividend. The interim dividend declared and paid by the Company during the year and until the date of this audit report is in accordance with Section 123 of the Act.

As stated in Note 43 to the financial statements, the Board of Directors of the Company has 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. f. As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Company only with effect from 1 April 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is not applicable.

C. With respect to the matter to be included in the Auditors Report under Section 197(16) of the Act: In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) of the Act which are required to be commented upon by us.

For

Chartered Accountants

Firms Registration no.:101248W/W-100022

Sadashiv Shetty

Partner

Membership No.: 048648

iCAi udin:23048648BGWAnF9239

Place: Mumbai

Date: 15 May 2023

to the independent Auditors Report

on the Financial Statements of Pfizer Limited

for the year ended 31 March 2023

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements section of our report of even date) (i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

(B) The Company has maintained proper records showing full particulars of intangible assets. (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has a regular programme of physical verification of its Property, Plant and Equipment by which all property, plant and equipment are verified in a phased manner over a period of three years. In accordance with this programme, certain property, plant and equipment were verified during the year. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the financial statements are held in the name of the Company.

(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings initiated or pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.

(ii)

(a) The inventory, except stocks lying with third parties, has been physically verified by the management during the year.For stocks lying with third parties at the year-end, written confirmations have been obtained. In our opinion, the frequency of such verification is reasonable and procedures and coverage as followed by management were appropriate. No discrepancies were noticed on verification between the physical stocks and the book records that were more than 10% in the aggregate of each class of inventory

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not been sanctioned any working capital limits in excess of five banks and financial institutions on the basis of security of current assets at any point of time of the year. Accordingly, clause 3

(ii)

(b) of the Order is not applicable to the Company.

(iii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any investments, provided guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, limited liability partnerships or any other parties during the year. Accordingly, provisions of clauses 3(iii)(a) to 3(iii) (f) of the Order are not applicable to the Company. (iv) According to the information and explanations given to us and on the basis of our examination of records of the Company, the Company has neither made any investments nor has it given loans or provided guarantee or security and therefore the relevant provisions of Sections 185 and 186 of the Companies Act, 2013 ("the Act") are not applicable to the Company. Accordingly, clause 3(iv) of the Order is not applicable.

(v) The Company has not accepted any deposits or amounts which are deemed to be deposits from the public. Accordingly, clause 3(v) of the Order is not applicable.

(vi) We have broadly reviewed the books of accounts maintained by the Company pursuant to the rules prescribed by the Central Government for maintenance of cost records under Section 148(1) of the Act in respect of its manufactured goods and services provided by it and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However, we have not carried out a detailed examination of the records with a view to determine whether these are accurate or complete.

(vii) (a) The Company does not have liability in respect of Service tax, Duty of excise, Sales tax and Value added tax during the year since effective 1 July 2017, these statutory dues has been subsumed into GST.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion amounts deducted / accrued in the books of account in respect of undisputed statutory dues including Goods and Service Tax, Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs or Cess or other statutory dues have generally been regularly deposited with the appropriate authorities, though there have been slight delays in a few cases of Provident Fund.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, no undisputed amounts payable in respect of Goods and Service Tax, Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs or Cess or other statutory dues were in arrears as at 31 March 2023 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, statutory dues relating to Goods and Service Tax, Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs or Cess or other statutory dues which have not been deposited on account of any dispute are as follows:

Name of Statute

Nature of the dues Amount (Rs. in crores) Amount paid under protest (Rs. in crores) Period to which the amount relates Forum where dispute is pending

income Tax Act,

Tax, Interest 74.48 52.18 1991-1992, 1993-1994, Assessing Officer

1961

and Penalty 1994-1995, 1996-1997,
1997-1998, 2000-2001 to
2002-2003, 2004-2005,
2007-2008 to 2010-2011, and
2019-2020 to 2021-2022

The income Tax Act, 1961

Tax, Interest and Penalty 145.58 44.40 1992-1993, 1995-1996, 2003-2004, 2005-2006, 2006-2007, 2011-2012 to 2019-2020 Commissioner of Income Tax, Appeals

The income Tax Act, 1961

Tax, Interest and Penalty 250.17 186.76 1984-1985, 1994-1995, 1999- 2000, 2002-2003 to 2009-2010, Income Tax Appellate Tribunal
2011-2012, and 2014-2015 to 2016-2017

The income Tax

Tax, Interest 18.68 4.55 2006-2007 to 2010-2011, Honble High

Act, 1961

and Penalty 2012-2013 Court of Bombay

The Central excise Act, 1944

Tax 6.31 0.78 2004-2005 to 2006-2007 Honble High Court of Bombay

Customs Act, 1962

Tax 0.01 - 1995 Commissioner (Appeals)

Customs Act, 1962

Tax 1.31 1.31 2012-2013 Customs Excise Service Tax
Appellate Tribunal (CESTAT)

Customs Act,

Tax 1.00 0.08 2015-2016 Customs Excise

1962

Service Tax
Appellate Tribunal (CESTAT)

 

Name of Statute

Nature of the dues Amount (Rs. in crores) Amount paid under protest (Rs. in crores) Period to which the amount relates Forum where dispute is pending

Customs Act, 1962

Tax 0.39 0.05 1996-1997 Honble Supreme Court of India

Value Added

Tax, Interest 0.65 0.32 2011-12, 2012-13, 2014-15, Assessing Officer

Tax Act and State and

and Penalty 2015-16, 2016-17, 2017-18

Central Sales Tax

Value Added Tax Act and

Tax, Interest and Penalty 31.43 5.41 1997-98, 1998-99, 2002-03, 2008-09, 2009-10, 2010-11, Additional commissioner

State and

2013-14, 2014-15, 2015-16,

Central Sales

2016-17, 2017-18

Tax

Value Added

Tax, Interest 0.77 0.14 1986-87, 2004-05, 2010-11, Assistant

Tax Act and

and Penalty 2011-12, 2013-14, 2014-15, Commissioner

State and

2015-16, 2016-17

Central Sales

Tax

Value Added

Tax, Interest 22.73 8.12 1993-94, 1994-95, 1995-96, Deputy

Tax Act and

and Penalty 1996-97, 2001-02, 2002-03, Commissioner

State and

2003-04, 2005-06, 2006-07,

Central Sales

2007-08, 2008-092009-10,

Tax

2010-11, 2011-12, 2012-13,
2013-14, 2013-15, 2014-15,
2015-16, 2016-17, 2017-18

Value Added Tax Act and

Tax, Interest and Penalty 176.79 68.12 1987-88, 1994-95, 1995-96, 1996-97, 1997-98, 1998-99, Joint Commissioner

State and

1999-2000, 2000-01, 2001-02,

Central Sales

2003-04, 2004-052005-06,

Tax

2005-11, 2006-07, 2007-08,
2008-09, 2009-10, 2010-11,
2011-12, 2012-13, 2013-14,
2013-15, 2014-15, 2015-16,
2016-17, 2017-18

Value Added Tax Act and State and

Tax, Interest and Penalty 0.10 - 1992-93 Honble Supreme Court

Central Sales Tax

Value Added Tax Act and

Tax, Interest and Penalty 233.29 65.22 1996-97, 2000-01, 2001-02, 2004-05, 2005-06, 2005-09, Various Tribunals

State and Central Sales Tax

2006-07, 2007-08, 2008-09, 2009-10, 2010-112011-12, 2012-13, 2012-14, 2013-14,
2014-15, 2015-16, 2016-17,
2017-18

(viii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the books of account, in the tax assessments under the Income Tax Act, 1961 as income during the year.

(ix) (a) According to the information and explanations given to us, the amount of Rs. 2.50 Crores represents purchase consideration payable to related party John Wyeth and Brother Limited, UK for the transfer of its undertaking in India to erstwhile Wyeth Limited. The amount has been retained as an interest free unsecured loan as per the directives of the Reserve Bank of India in this regard pending appropriate clearance from the income tax authorities.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not been declared a wilful defaulter by any bank or financial institution or government or government authority.

(c) According to the information and explanations given to us by the management, the Company has not obtained any term loans during the year. Accordingly, clause 3(ix)(c) of the Order is not applicable.

(d) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long-term purposes by the Company. (e) The Company does not hold any investment in any subsidiaries, associates or joint ventures (as defined under the Act) during the year ended 31 March 2023. Accordingly, clause 3(ix)(e) is not applicable.

(f) The Company does not hold any investment in any subsidiaries, associates or joint ventures (as defined under the Act) during the year ended 31 March 2023. Accordingly, clause 3(ix)(f) is not applicable.

(x) (a) The Company has not raised any moneys by way of initial public offer or further public offer (including debt instruments). Accordingly, clause 3(x)(a) of the Order is not applicable. (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, clause 3(x)(b) of the Order is not applicable. (xi) (a) Based on examination of the books and records of the Company and according to the information and explanations given to us, no fraud by the Company or on the Company has been noticed or reported during the course of the audit.

(b) According to the information and explanations given to us, no report under sub-section (12) of Section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of the Companies (Audit and Auditors) Rules, 2014 with the Central Government.

(c) We have taken into consideration the whistle blower complaints received by the Company during the year while determining the nature, timing and extent of our audit procedures. (xii) According to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, clause 3(xii) of the Order is not applicable. (xiii) In our opinion and according to the information and explanations given to us, the transactions with related parties are in compliance with Section 177 and 188 of the Act, where applicable, and the details of the related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) (a) Based on information and explanations provided to us and our audit procedures, in our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(b) We have considered the internal audit reports of the Company issued till date for the period under audit.

(xv) In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with its directors or persons connected to its directors and hence, provisions of Section 192 of the Act are not applicable to the Company.

(xvi) (a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) of the Order is not applicable.

(b) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(b) of the Order is not applicable.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi) (c) of the Order is not applicable.

(d) The Company is not part of any group (as per the provisions of the Core Investment Companies (Reserve Bank) Directions, 2016 as amended). Accordingly, the requirements of clause 3(xvi)(d) are not applicable.

(xvii) The Company has not incurred cash losses in the current and in the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, clause 3(xviii) of the Order is not applicable.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, Aging and expected dates of realisation of financial assets and payment of financial liabilities, our knowledge of the Board of Directors and management plans 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.

Also refer to the Other Information paragraph of our main audit report which explains that the other information comprising the information included in annual report is expected to be made available to us after the date of this auditors report. (xx) (a) In our opinion and according to the information and explanations given to us, there is no unspent amount under sub-section (5) of Section 135 of the Act pursuant to any project other than ongoing projects. Accordingly, clause 3(xx)(a) of the Order is not applicable.

(b) In respect of ongoing projects, the Company has transferred the unspent amount to a Special Account within a period of 30 days from the end of the financial year in compliance with Section 135(6) of the said Act.

For B S R & Co. LLP

Chartered Accountants

Firms Registration no.:101248W/W-100022

Sadashiv Shetty

Partner

Membership No.: 048648

iCAi udin:23048648BGWAnF9239

Place: Mumbai

Date: 15 May 2023

Annexure B

independent Auditors Report

on the financial statements of Pfizer Limited for the year ended 31 March 2023 (Referred to in paragraph 2(A)(g) under ‘Report on other Legal and Regulatory Requirements section of our report of even date) opinion

We have audited financialcontrols with the internal Pfizer Limited ("the referencetofinancial

Company") as of 31 March 2023 in conjunction with our the Company for the auditofthe financial year ended on that date.

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial controls were operating effectively as at 31 March 2023, based withon the referenceinternaltofinancial financial by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the "Guidance Note").

Managements and Board of directors Responsibilities

sufficient and appropriate to for internal Financial Controls

The Companys Management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively 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

Our responsibility is to express an opinion on the Companys internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the

Standards on Auditing, prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements were established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of internal financial controls with reference to financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on 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. We believe that the audit evidence we have obtained is a basis for our audit opinion on the Companys internal financial controls with reference to financial statements.

Meaning of internal Financial Controls with Reference to Financial Statements

A companys internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to financial statements include those policies and procedures that (1) pertain to the maintenance of records that, 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

Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material 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.

For B S R & Co. LLP

Chartered Accountants

Firms Registration no.:101248W/W-100022

Sadashiv Shetty

Partner

Membership No.: 048648

iCAi udin:23048648BGWAnF9239

Place: Mumbai

Date: 15 May 2023