To the Members of Senores Pharmaceuticals Limited
1. Revenue Recognition (Refer Note 28 to standalone Ind AS financial statements)
| Description | Our response and results |
| Revenue comprises development and manufacturing of wide range of pharmaceutical products predominantly for Regulated Markets across major therapeutic areas and dosage forms including critical care injectables and APIs. | Assessed appropriateness of revenue recognition policies (discounts, incentives); obtained understanding of process and assessed design, implementation, operating effectiveness of key internal controls; tested controls over timing of revenue recognition; tested sample of specific revenue transactions around year end for appropriate period; inspected key customer contracts/purchase orders for acceptance, right to return; assessed revenue recognition policies against prevailing accounting standards; assumed disclosures per Ind AS 115. |
? Consolidated annual financial results include audited financial results of subsidiary: total assets (before consolidation adjustments) ?1,297.26 crores as at March 31, 2026; total revenue ?579.05 crores; total net profit after tax ?102.91 crores; net cash outflows ?12.84 crores. Audited by independent auditors; reports furnished by management. Opinion based solely on reports of such auditors.
? As required by Section 197(16): remuneration paid by holding company to directors in accordance with Section 197.
? Report on Other Legal and Regulatory Requirements: a. Obtained all information and explanations necessary. b. Proper books of account maintained. c. Balance Sheet, Statement of Profit and Loss, Statement of Changes in Equity, Statement of Cash Flow in agreement with books of account. d. Financial statements comply with Ind AS. e. None of Directors disqualified as on March 31, 2026 under Section 164(2). f. Internal financial controls with reference to standalone Ind AS financial statements - separate report in Annexure B; unmodified opinion. g. Other matters per Rule 11 of Companies (Audit and Auditors) Rules, 2014: I. Disclosed impact of pending litigations (Refer Note 40). II. No long-term contracts including derivative contracts with material foreseeable losses. III. No amounts required to be transferred to Investor Education and Protection Fund. IV. No funds advanced/loaned/invested to Intermediaries with understanding to lend/invest in Ultimate Beneficiaries; no funds received from Funding Parties with understanding to lend/invest in Ultimate Beneficiaries; representations not containing material misstatement. V. No interim dividend declared/paid; no final dividend proposed. VI. Accounting software has audit trail (edit log) facility operated throughout year; no instance of tampering; audit trail preserved per statutory requirements.
Signed: For Pankaj R Shah & Associates, Chartered Accountants (Firm Regn.No.107361W); CA Nilesh Shah, Partner, Membership No.107414, UDIN: 26107414RSSXGO981
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements)
(i)(a)(A) Proper records showing full particulars, including quantitative details and situation of Property, plant and equipment maintained. (i)(a)(B) Proper records showing full particulars of intangible assets maintained. (i)(b) Regular programme of physical verification of Property, Plant and Equipment; all verified in phased manner over three years. Certain PPE verified during year. Periodicity reasonable. No material discrepancies. (i)(c) Title deeds of immovable properties (including right to use assets) held in name of Company (other than properties where Company is lessee and lease agreement duly executed in favour of lessee). (i)(d) Details of proceedings initiated/pending against Company for holding benami property: Not applicable. (ii) Inventories: Physical verification conducted by management at reasonable intervals; no material discrepancies; procedures of physical verification reasonable; proper records maintained.
(iii)(a) Loans and advances in nature of loans:
| \uf0b7 Provided loans & guarantees to Subsidiaries. \uf0b7 Aggregate amount during year and balance outstanding: Particulars | Loans | Advances in nature of loans | Guarantees | Security |
| Subsidiaries | 124.54 | - | 45.09 | - |
| Balance outstanding as at balance sheet date (Including Interest) | 360.98 | - | 197.66 | - |
| Subsidiaries | ||||
| Company has not given Loans/advances/guarantees/security to parties other than Subsidiaries, joint ventures and associates. |
(iii)(b) Terms and conditions of investments made, loans granted and guarantees provided not prejudicial to Companys interest. (iii)(c) Schedule of repayment stipulated; repayments/receipts regular as per stipulations. (iii)(d) No amount overdue for more than ninety days at end of year. (iii)(e) No loan granted which has fallen due, renewed/extended/fresh loans granted to settle overdues. (iii)(f) Company has granted loans repayable on demand or without specifying terms/period of repayment:
| Particulars | Promoters | All parties | Related parties |
| Aggregate amount loan during year and year | NIL | 22.31 | 22.31 |
| Percentage to total loans granted during year | NIL | 6.18% | 6.18% |
(iv) Complied with Section 185 and 186 of Companies Act 2013 with respect to loans granted, investments and guarantees provided. (v) No deposits accepted from public; clause 3(v) not applicable. (vi) Central Government has not prescribed maintenance of records under Section 148(1); clause (vi) not applicable. (vii)(a) No liability in respect of Service Tax, Duty of excise, Sales tax, VAT since July 1, 2017 subsumed into GST. (vii)(b) Statutory dues of Income Tax and Goods & Service tax not deposited on account of dispute:
| Sr. No. Name of Statute | Nature of Dues | Financial Year | Forum where dispute pending | Amount (\u20b9 crores) net of payment |
| 1 Goods & Service Tax | GST | 2022 | Assistant Commissioner, Central GST & Central Excise | 0.50 |
(viii) No transactions not recorded in books of account surrendered or disclosed as income during year in tax assessments under Income Tax Act, 1961. (ix)(a) No default in repayment of loans or borrowings or interest thereon to any lender. (ix)(b) Not declared wilful defaulter by any bank or financial institution or other lender. (ix)(c) Term loans applied for purpose for which raised. (ix)(d) Funds raised on short-term basis not used for long-term purposes. (ix)(e) No funds raised on long-term basis used for short-term purposes. (ix)(f) No preferential allotment or private placement of shares or convertible debentures during year. (x)(a) No fraud by Company; no fraud on Company by officers/employees. (x)(b) No report under sub-section (12) of Section 143 filed in Form ADT-4. (xi)(a) Adequate internal audit system commensurate with size and nature of business. (xi)(b) All recommendations made by internal auditor during year accepted and implemented. (xii) Provisions of Section 177(4) relating to audit committee applicable; Company has constituted Audit Committee. (xiii) No non-cash transactions with directors or persons connected with them. (xiv)(a) Company registered under Section 45-IA of Reserve Bank of India Act, 1934: Not Applicable. (xiv)(b) Not required to be registered under Section 45-IA; no activities requiring such registration. (xv) No direct or indirect liability under Section 186 of Companies Act, 2013. (xvi)(a) Company not required to be registered under Section 45-IA; not applicable. (xvi)(b) No core investment company; not applicable. (xvi)(c) No infrastructure company; not applicable. (xvi)(d) No core investment company within Group; not applicable. (xvii) No cash losses during financial year and immediately preceding financial year. (xviii) No resignation of statutory auditors during year. (xix) No material uncertainty as on date of audit report regarding Companys ability to meet liabilities existing at balance sheet date. (xx)(a) No transfer to Investor Education and Protection Fund required. (xx)(b) No amount required to be transferred to Investor Education and Protection Fund by Company. (xxi) No qualifications or adverse remarks in CARO reports of Holding Company and Indian Subsidiaries included in Consolidated Financial Statements except:
| Sr. No. | Name | CIN | Holding Company/Subsidiary/Associate/Joint Venture | Clause Number of CARO Report qualified/adverse |
| 1 | Apanar Pharma Private Limited | U731006J2014PTC081520 | Subsidiary Company | Clause XVII* |
*Reporting regarding cash loss based on Audited Financial Statement for full financial year. Holding Company acquired APPL on January 16, 2026, and consolidated financials from that date. No cash loss incurred by APPL during period till end of financial year.
Signed: For Pankaj R Shah & Associates, Chartered Accountants (Firm Regn.No.107361W); CA Nilesh Shah, Partner, Membership No. 107414, UDIN: 26107414HRSXGO6981
? Place: Ahmedabad; Date: 14-05-2026
Independent Auditors Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of Companies Act, 2013
To the Members of Senores Pharmaceuticals Limited
? Audited internal financial controls with reference to Standalone Ind AS financial statements as at and for year ended March 31, 2026.
? Managements Responsibility: Board responsible for establishing and maintaining internal financial controls based on criteria established by Company considering essential components of internal control stated in Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by ICAI.
? Auditors Responsibility: Express opinion on Companys internal financial controls with reference to standalone Ind AS financial statements based on audit. Conducted audit in accordance with Guidance Note and Standards on Auditing. Audit involved obtaining understanding of internal financial controls, assessing risk of material weakness, testing and evaluating design and operating effectiveness.
? Meaning of Internal Financial Controls with Reference to Standalone Ind AS Financial Statement: Process designed to provide reasonable assurance regarding reliability of financial reporting and preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
? Inherent Limitations: Possibility of collusion or improper management override of controls; material misstatements due to error or fraud may occur and not be detected; projections subject to risk.
? Opinion: Company has, in all material respects, adequate internal financial controls system with reference to standalone Ind AS financial statements and such controls were operating effectively as at March 31, 2026, based on criteria established by Company considering essential components of internal control stated in Guidance Note issued by ICAI.
Signed: For Pankaj R Shah & Associates, Chartered Accountants (Firm Reg.No.107361W); CA Nilesh Shah, Partner, Membership No. 107414, UDIN: 26107414HRSXGO6981
? Place: Ahmedabad; Date: 14-05-2026
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