To the Members of Biocon Limited
Report on the Standalone Indian Accounting Standards (''''Ind AS'''') Financial Statements
We have audited the accompanying standalone Ind AS financial statements of Biocon Limited (''''the Company''''), which comprise the balance sheet as at 31March 2017, the statement of profit and Loss (including other comprehensive income), the statement of cash flows and the statement of changes in equity for the year then ended and a summary of the significant accounting policies and other explanatory information (herein after referred to as “standalone Ind AS financial statements”).
Management''''s Responsibility for the Standalone Ind AS 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 Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Ind AS prescribed under Section 133 of the Act read with relevant rules issued there under
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor''''s Responsibility
Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor''''s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''''s preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''''s Directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, including the Ind AS, of the financial position of the Company as at 31 March 2017, and its financial performance including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.
Other matters
The comparative financial information of the Company for the year ended 31 March 2016 and the transition date opening balance sheet as at 1 April 2015 included in these standalone Ind AS financial statements, are based on the previously issued statutory financial statements prepared in accordance with the Companies (Accounting Standards) Rules, 2006 audited by the predecessor auditor whose report for the year ended 31 March 2016 and 31 March 2015 dated 26 April 2016 and 29 April 2015 respectively expressed an unmodified opinion on those standalone financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have been audited by us.
Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''''s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specified in the paragraph 3 and 4 of the Order.
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, the statement of cash flows and statement of changes in equity dealt with by this report are in agreement with the books of account;
(d) in our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act read with relevant rules issued there under;
(e) o n the basis of the written representations received from the directors as on 31 March 2017 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2017 from being appointed as a director in terms of Section 164(2) of the Act;
(f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”; and
(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 has disclosed the impact of pending Litigations on its financial position in its standalone Ind AS financial statements. Refer note 36 to the standalone Ind AS financial statements;
ii. provision has been made in the financial statements, as required under the applicable Law or accounting standards, for the material foreseeable Losses, if any, on Long-term contracts including derivative contracts. Refer note 39 to the standalone Ind AS financial statements;
iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company; and
iv. the Company has provided requisite disclosures in its standalone Ind AS financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8 November 2016 to 30 December 2016. Based on audit procedures and relying on the management representation we report that the disclosures are in accordance with books of account maintained by the Company and as produced to us by the Management. Refer note 37 to the standalone Ind AS financial statements.
Annexure - A to the Independent Auditor''''s Report
The Annexure referred to in Independent Auditors'''' Report to the members of the Company on the standalone Ind AS financial statements of Biocon Limited for the year ended 31 March 2017. We report that:
(i) (a) T he Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment.
(b) T he 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 our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this programme, certain property, plant and equipment were verified during the year and no material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and basis our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company except for one immovable property amounting to Rs. 35 million as at 31 March 2017 for which the Company is in the process of obtaining registration.
(ii) Inventories apart from goods in transit and inventories Lying with outside parties have been physically verified by the Management during the year and the discrepancies noticed on such verification between the physical stock and book records were not material. In our opinion, the frequency of such verification is reasonable. Inventories Lying with outside parties has been substantially confirmed by them as at the year-end and no material discrepancies were noticed in respect of such confirmations.
(iii) The Company has granted Loan to a Company covered in the register maintained under Section 189 of the Companies Act, 2013 (''''the Act'''').
(a) I n our opinion, the rate of interest and other terms and conditions on which the Loan had been granted to the company Listed in the register maintained under Section 189 of the Act was not, prima facie, prejudicial to the interest of the Company.
(b) I n the case of the Loan granted covered in the register maintained under Section 189 of the Act, the borrower has been reguLar in the payment of the principal and interest as stipulated.
(c) There are no overdue amounts in respect of the Loan granted to a company covered in the register maintained under Section 189 of the Act.
(iv) I n our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of the Act, with respect to the Loans given, investments made and, guarantees and securities given.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of accounts maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014 as amended, prescribed by the Central Government under Section 148 of the Act and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. However we have not made a detailed examination of such records.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales tax, value added tax, duty of customs, excise duty, service tax, cess and other material statutory dues have been regularly deposited during the year with the appropriate authorities.
According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees’ state insurance, income tax, sales tax, value added tax, duty of customs, excise duty, service tax, cess and other material statutory dues were in arrears as at 31 March 2017 for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us, there are no dues of income tax, sales tax, value added tax, service tax, duty of customs, duty of excise which have not been deposited with the appropriate authorities on account of any disputes other than the following dues:
Name of the statute
|
Nature of dues
|
Amount disputed (Rs. in millions)
|
Amount paid under protest (Rs. in millions)
|
Period to which the amount relates
|
Forum where dispute is pending
|
Income-tax Act, 1961
|
Income Tax
|
4
|
4
|
1996-97
|
Supreme Court
|
Income-tax Act, 1961
|
Income Tax
|
1,207
|
111
|
2009-10, 2012-13 & 2013-14
|
Commissioner (Appeals)
|
Income-tax Act, 1961
|
Income Tax
|
1,053
|
117
|
2008-09, 2010-11, & 2011-12
|
Income Tax Appellate Tribunal ("ITAT")
|
Income-tax Act, 1961
|
Income Tax
|
4
|
4
|
1997-98
|
High Court
|
Finance Act, 1994
|
Service Tax
|
54
|
|
March 2010,
April 2009 to March 2013. March 2009 to December 2011, July 2009 to March 2013
|
Commissioner (Appeals)
|
Finance Act, 1994
|
Service Tax
|
91
|
|
May 2006 to September 2010, October 2010 to March 2011, March 2006 to March 2010. 2007-08
|
Customs, Excise and Service Tax Appellate Tribunal ("CESTAT")
|
Finance Act, 1994
|
Service Tax
|
1
|
-
|
January 2009 to May 2012, June 2010 to June 2012
|
Additional Commissioner
|
Finance Act, 1994
|
Service Tax
|
11
|
-
|
April 2014 to March 2015
|
Principal Commissioner, LTU
|
Value added tax Act, 2005
|
Value Added Tax
|
1
|
-
|
2006-07
|
Commissioner (Appeals)
|
The Central Excise Act, 1944
|
Excise Duty
|
361
|
53
|
April 2005 to March 2008 2006-07 to 2008-09 2009-10 to 2012-13
|
CESTAT
|
The Central Excise Act, 1944
|
Excise Duty
|
1
|
-
|
2009-10 to 2012-13
|
Commissioner (Appeals)
|
The Central Excise Act, 1944
|
Excise Duty
|
15
|
|
2007-08 to 2011-12 September 2013 to October 2013
|
Commissioner (Appeals)
|
The Customs Act, 1962
|
Customs Duty
|
4
|
3
|
1994 till 2008
|
CESTAT
|
The Customs Act, 1962
|
Customs Duty
|
4
|
4
|
2005 till 2011
|
Commissioner (Appeals)
|
(viii) I n our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks, financial institutions or government. The Company did not have any borrowings during the year by way of debentures.
(ix) According to the information and explanations given to us, the Company has not raised any money by way of public issue or further public offer (including debt instruments) during the year. The term Loans raised by the Company have been applied for the purpose for which they were raised.
(x) According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/ provided for managerial remuneration in accordance with the requisite approvals as per provisions of Section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with Sections 177 and 188 of the Act, where applicable and details of such transactions have been disclosed in the standalone Ind AS financial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and based on 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 para 3 (xiv) of the Order is not applicable.
(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him.
(xvi) According to the information and explanations given to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.
Annexure - B to the Independent Auditor''''s Report of even date on the standalone financial statements of Biocon Limited
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
We have audited the internal financial controls over financial reporting of Biocon Limited (''''the Company''''), as of 31 March 2017 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.
Management''''s Responsibility for Internal Financial Controls
The Company''''s management is responsible for establishing and maintaining internal financial controls 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 on Audit of Internal Financial Controls over Financial Reporting (''''Guidance Note'''') issued by the Institute of Chartered Accountants of India (''''ICAI''''). 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 Company''''s 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 Companies Act, 2013.
Auditors'''' Responsibility
Our responsibility is to express an opinion on the Company''''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. 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 over financial reporting was 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 system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, 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 auditor''''s judgment, 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 sufficient and appropriate to provide a basis for our audit opinion on the Company''''s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company''''s internal financial control over financial reporting 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 company''''s internal financial control over financial reporting includes 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 authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''''s assets that could have a material effect on the Ind AS financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent Limitations of internal financial controls over financial reporting, 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 over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2017, 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 on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India.
for B S R & Co. LLP
Chartered Accountants
Firm registration number: 101248W/W-100022
S Sethuraman
Partner
Membership number: 203491
Place: Bangalore
Date: 27 April 2017
We have audited the accompanying standalone financial statements of
Biocon Limited ("the Company"), which comprise the Balance Sheet as at
March 31, 2016, the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanation/information
Management''''s Responsibility for the 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 and
cash flows of the Company in accordance with accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014,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 the design,
implementation and maintenance of adequate internal financial control
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
Auditor''''s Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made there under We conducted our
audit in accordance with the Standards on Auditing, issued by the
Institute of Chartered Accountants of India, as specified under Section
143(10) of the Act, Those Standards require that we com ply with
ethical requirements and plan and perform the audit to obtain reasonable
assurance a bout whether the financial statements are free from material
misstatement
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements, The procedures
selected depend on the auditor''''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company''''s
preparation of the financial statements that give a true and fair view
in order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by the Company''''s Directors, as well as evaluating the
overall presentation of the financial statements. We believe that the
audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the standalone financial
statements
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the standalone financial statements give the
information required by the 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 March 31,2016, its profit, and its cash flows for the year ended on
that date
Report on Other Legal and Regulatory Requirements
1, As required by the Companies (Auditor''''s Report) Order, 2016 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of Section 143 of the Act, we give in the Annexure 1 a
statement on the matters specified in paragraphs 3 and 4 of the Order
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
purpose of our audit;
(b) In our opinion proper books of account as required bylaw have been
kept by the Company so far as it appears from our examination of those
books;
(c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
(d) In our opinion, the aforesaid standalone financial statements com
ply 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 written representations received from the directors
as on March 31,2016, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31,2016, from being
appointed as a director in terms of Section 164(2) of the Act;
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating effectiveness
of such controls, refer to our separate Report in'''' Annexure 2"to this
report;
(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 has disclosed the impact of pending litigations on its
financial position in its financial statements- Refer note 35 to the
financial statements;
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
losses;
ii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company
Annexure 1 to the Auditors'''' Report
The Annexure referred to in our report to the Members of Biocon Limited
(''''the Company'''') for the year ended March 31,2016. We report that:
0) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets
(b) All fixed assets have not been physically verified by the
management during the year but there is a regular programme of
verification, intended to cover a the fixed assets of the Company over
a period, which in our opinion, 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) Based on our audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to information and explanations given by the management, the
title deeds of immovable properties are held in the name of the Company
except for five number of immovable properties aggregating Rs.271
million as at March 31, 2016 for which the Company is in process of
obtaining registration. Also, according to information and explanations
given by the management immovable properties aggregating million
for which the title is in dispute and issue-judicious at March 31,2016
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year. In our opinion, the
frequency of verification is reasonable. No material discrepancies were
noticed on such physical verification. Inventories lying with outside
parties have been confirmed by them as at yea rend and no material
discrepancies were noticed in respect of such confirmations
(iii) (a) The Company has granted loans to two companies covered in the
register maintained under Section 189 of the Companies Act, 2013, In
our opinion anc according to the information and explanations given to
us, the terms and conditions of the loans not prejudicial to the
Company''''s interest
(b) In respect of loans granted to companies covered in the register
maintained under Section 189 of the Companies Act, 2013, repayment of
the principal amount is as stipulated and payment of interest has been
regular
(c) There is no overdue amount of loans granted to companies listed in
the register maintained under Section 189 of the Companies Act, 2013
(iv) In our opinion and according to the information and explanations
given to us, provisions of Section 185 and 186 of the Companies Act,
2013 in respect of loans and advances given, investments made and,
guarantees, and securities given have been complied with by the Company
(v) The Company has not accepted any deposits from the public
(vi) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under Section 148(1) of the Companies Act
7013, related to the manufacture of biopharmaceuticals and
biotechnology products and are of the opinion that prima facie, the
specified accounts and records have been made and maintained. We have
not, however, made a detailed examination of the same
(vii) (a) The Company is generally regular in depositing with
appropriate authorities undisputed statutory dues including provident
fund, employees'''' state insurance, income-tax, sales-tax, wealth-tax,
service tax, customs duty, excise duty, value added tax, cess and other
material statutory dues applicable to it
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund,
employees'''' state insurance, income- tax, wealth-tax, service tax,
sales-tax, customs duty, excise duty, value added tax, cess and other
material statutory dues were outstanding, at the yea rend, for a period
of more than six months from the date they became payable
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, value added tax and cess on account of any dispute, are as
follows:
Name of the
Statute Nature of dues Amount Payment
under Period to
which the Forum where
dispute is
pending
Claimed
(Rs.Mn) protest
(Rs.Mn) amount
relates
The Central
Excise Act,
1944 Excise Duty 1 1 1994-1995 Assistant
Collector of
Central Excise
The Central
Excise Act,
1944 Excise Duty 20 - 2009-2014 Commissioner
(Appeals)
The Central
Excise Act,
1944 Excise Duty 243 7 2005-2008
and
2009-2013 Customs,
Excise and
Service Tax
Appellate
Tribunal
The Central
Excise Act,
1944 Excise Duty 1 - 2009-2011 Revision
application
before
Central
Government
The Customs
Act, 1962 Customs Duty 46 45 2004-2005,
2007-2008
and Customs,
Excise and
Service Tax
Appellate
2009-2012 Tribunal
The Customs
Act, 1962 Customs Duty 23 23 2008-2009
to
2011-2012 Commissioner
(Appeals)
Finance Act,
1944 Service Tax 91 - FY 2006 to
FY 2011 Customs,
Excise and
Service Tax
Appellate
Tribunal
Finance Act,
1944 Service Tax 1 - FY 2009 to
FY 2011 Commissioner
(Appeal)
Income-tax
Act, 1961 Income Tax 4 4 FY1996-
1997 Supreme Court
Income-tax
Act, 1961 IncomeTax 93 86 FY 1997-
1998 and
FY High Court of
Karnataka
2002-2007
Income-tax
Act, 1961 IncomeTax 154 - FY 2007-
2009 and
FY Income Tax
Appellate
Tribunal
2010-2011
Icome-tax
Act, 1961 IncomeTax 1.483 - FY 2009-
2010 Commissioner
(Appeals)
Income-tax
Act, 1961 IncomeTax 319 - FY 2011-
2012 Dispute
Resolution
Panel
Income-tax
Act, 1961 Withholding
tax 45 16 FY 2003-
2004 to
FY 2006- Income Tax
Appellate
Tribunal
2007 and
FY
2011-2012
Income-tax
Act, 1961 Withholding tax 8 - FY 2012-
2013 Commissioner
(Appeals)
(viii) Based on our audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to information and explanations given by the management, we
are of the opinion that the Company has not defaulted in repayment of
dues to a financial institution, bank or government. The Company does
not have any borrowing by way of debenture
(x) Based on our audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to the information and explanations given by the management
and on an overall examination of the balance sheet, we report that
monies raised by way of term loan was applied for the purpose vnich the
loan was obtained, though funds amounting to Rs.1,326 million received
by the Company on March 31,2016, which were not required for immediate
utilisation have been invested in fixed deposit and current account
with bank. No monies were raised, during the year, by the Company by
way of initial public offer or further public offer (including debt
instruments)
(x) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to the information and explanations given by the management,
we report that no fraud by the Company or material fraud on the Company
by its the officers or employees of the Company has been noticed or
reported during the year
(xi) Based on our audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to the information and explanations given by the management,
we report that the managerial remuneration has been paid / provided in
accordance with the requisite approvals mandated by the provisions of
Section 197 read with Schedule V to the Companies Act, 2013
(xii) In our opinion, the Company is not a nidhi company Therefore, the
provisions of clause 3(xii) of the Order are not applicable to the
Company and hence not commented upon
(xiii) Based on our audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to the information and explanations given by the management,
transactions with the related parties are in compliance with Section
177 and 188 of Companies Act, 2013 where applicable and the details
have been disclosed in the notes to the financial statements, as
required by the applicable accounting standards
(xiv) According to the information and explanations given to us and on
an overall examination of the balance sheet, the Company has not made
any preferential allotment or private placement of shares or fully or
partly convertible debentures during the year under review and hence
not commented upon
(xv) Based on our audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to the information and explanations given by the management,
the Company has not entered into any non-cash transactions with
directors or persons connected with him
(xvi) According to the information and explanations given to us, the
provisions of Section 45-1A of the Reserve Bank of India Act, 1934 a re
not applicable to the Company
zor S.R. Batliboi & Associates LLP
Chartered Accountants
CAI Firm registration number: 101049W
oerAditya Vikram Bhauwala
Dartner
Membership No: 208382
Nace: Bengalun
Date: April 26,2016
We have audited the accompanying standalone financial statements of
Biocon Limited ("the Company"), which comprise the balance sheet as at
March 31,2015, the statement of profit and loss and cash flow statement
for the year then ended, and a summary of significant accounting
policies and other explanatory information.
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 and
cash flows of the Company in accordance with accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. 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 the design,
implementation and maintenance of adequate internal financial control
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.
Auditor''s Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made thereunder. We conducted our
audit in accordance with the Standards on Auditing, issued by the
Institute of Chartered Accountants of India, as specified under Section
143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgement, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company''s
preparation of the financial statements that give a true and fair view
in order to design audit procedures that are appropriate in the
circumstances but not for the purpose of expressing an opinion on
whether the Company has in place an adequate internal financial
controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by the Company''s Directors, as well as
evaluating the overall presentation of the financial statements. We
believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone
financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the standalone financial statements give the
information required by the 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 March 31,2015, its profit and its cash flows for the year ended on
that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure1 a
statement on the matters specified in paragraphs 3 and 4 of the Order.
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
purpose 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, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
(d) In our opinion, the aforesaid standalone 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 March 31, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31,2015
from being appointed as a director in terms of Section 164 (2) of the
Act; and
(f) 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 has disclosed the impact of pending litigations on its
financial position in its financial statements - Refer note 35(i)(a) to
the financial statements.
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
losses.
iii. There has been no delay in transferring amounts to the Investor
Education and Protection Fund by the Company.
Annexure to the Auditors'' Report
The Annexure referred to in our report to the members of Biocon Limited
(''the Company'') for the year ended March 31,2015. We report that:
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) All fixed assets have not been physically verified by the
management during the year but there is a regular programme of
verification, intended to cover all the fixed assets of the Company
over a period, which in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. No material
discrepancies were noticed on such verification.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year. In our opinion, the
frequency of verification is reasonable. Inventories lying with outside
parties have been confirmed by them as at year end.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory.
Discrepancies noted on physical verification of inventories were not
material, and have been properly dealt with in the books of account.
(iii) (a) The Company has granted unsecured loans to a company covered
in the register maintained under section 189 of the Companies Act,
2013. In respect of loans granted, repayment of the principal amount
and payment of interest is as stipulated in the agreement.
(b) There is no overdue amount of loans granted to company listed in
the register maintained under section 189 of the Companies Act, 2013.
(iv) In our opinion and according to the information and explanations
given to us, as well as taking into consideration the management
representation that certain items of fixed assets and inventories are
of special nature for which alternative quotations are not available,
there is an adequate internal control system commensurate with the size
of the Company and the nature of its business, for the purchase of
fixed assets and inventory and for the sale of goods and services.
During the course of our audit, we have not observed any major weakness
or continuing failure to correct any major weakness in the internal
control system of the Company in respect of these areas.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 148(1) of the Companies Act,
2013, related to the manufacture of biopharmaceuticals and
biotechnology products and are of the opinion that prima facie, the
specified accounts and records have been made and maintained. We have
not, however, made a detailed examination of the same.
(vii) (a) The Company is generally regular in depositing with
appropriate authorities undisputed statutory dues including provident
fund, employees'' state insurance, income-tax, sales-tax, wealth-tax,
service tax, customs duty, excise duty, value added tax, cess and
other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, employees''
state insurance, income- tax, wealth-tax, service tax, sales-tax,
customs duty, excise duty, value added tax, cess and other material
statutory dues were outstanding, at the year end, for a period of more
than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, value added tax and cess on account of any dispute, are as
follows:
Name of the Statute Nature of dues Amount Payment under
Claimed (RsMn) protest (RsMn)
The Central Excise
Act, 1944 Excise Duty 1 1
The Central Excise
Act, 1944 Excise Duty 20 -
The Central Excise
Act, 1944 Excise Duty 243 7
The Central Excise
Act, 1944 Excise Duty 1 -
The Customs
Act, 1962 Customs Duty 46 45
The Customs
Act, 1962 Customs Duty 23 23
Finance
Act, 1944 Service Tax 91 -
Finance
Act, 1944 Semice Tax 1 -
Income-tax
Act, 1961 Income Tax 4 4
Income-tax
Act, 1961 Income Tax 94 86
Income-tax
Act, 1961 Income Tax 69 -
Income-tax
Act, 1961 Income Tax 95 -
Income-tax
Act, 1961 Income Tax 38 -
Income-tax
Act, 1961 Withholding tax 45 16
Income-tax
Act, 1961 Withholding tax 8 -
Name of the Statute Period to which Forum where
the amount relates dispute is pending
The Central Excise 1994-1995 Assistant Collector
Act, 1944 of Central Excise
The Central Excise 2009-2014 Commissioner (Appeals)
Act, 1944
The Central Excise 2005-2008 Customs, Excise and
Act, 1944 and 2009-2013 Service Tax
Appellate Tribunal
The Central Excise 2009-2011 Revision application
Act, 1944 before Central
Government
The Customs 2004-2005,2007-2008 and Customs, Excise
Act, 1962 2009-2012 and Service Tax
Appellate Tribunal
The Customs 2008-2009 to Commissioner (Appeals)
Act, 1962 2011-2012
Finance FY 2006 to FY 2011 Customs, Excise and
Act, 1944 Service Tax
Appellate Tribunal
Finance FY 2009 to FY 2011 Customs, Excise and
Act, 1944 Service Tax
Appellate Tribunal
Income-tax FY1996-1997 Supreme Court
Act, 1961
Income-tax FY 1 997-1 998 and High Court of Karnataka
Act, 1961 FY 2002-2008
Income-tax FY 2008-09 Income Tax Appellate
Act, 1961 Tribunal
Income-tax FY 2009-2010 Commissioner (Appeals)
Act, 1961
Income-tax FY 2010-2011 Dispute Resolution Panel
Act, 1961
Income-tax FY 2003-2004 to Income Tax Appellate
Act, 1961 FY 2006-2007 and Tribunal
FY 2011-2012
Income-tax FY 2012-2013 Commissioner (Appeals)
Act, 1961
(d) According to the information and explanations given to us, the
amount required to be transferred to investor education and protection
fund in accordance with the relevant provisions of the Companies Act,
1956 (1 of 1956) and rules made thereunder has been transferred to such
fund within time.
(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred cash losses in the current and
immediately preceding financial year.
(ix) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution and banks. The Company does not have any borrowing by way
of debenture.
(x) According to the information and explanations given to us, the
Company has given guarantee for loans taken by others from banks and
financial institutions, the terms and conditions whereof, in our
opinion, are not prima-facie prejudicial to the interest of the
Company.
(xi) The Company did not have any term loans outstanding during the
year.
(xii) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the year.
For S.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration Number: 101049W
per Aditya Vikram Bhauwala
Partner
Membership Number: 208382
Place: Bengaluru
Date: April 29, 2015