We have audited the accompanying Ind-AS financialstatements of GILLETTE INDIA LIMITED (“theCompany”), which comprise the Balance Sheetas at March 31, 2025, the Statement of Profit andLoss (including Other Comprehensive Income), theStatement of Changes in Equity, the Statement ofCash Flows for the nine month period ended March31, 2025 (“nine month period”) and the Notes to theInd-AS financial statements, including a summary ofmaterial accounting policies and other explanatoryinformation (hereinafter referred to as ‘Ind-ASfinancial statements’).
In our opinion and to the best of our informationand according to the explanations given to us, theaforesaid Ind-AS financial statements give theinformation required by the Companies Act, 2013,(“the Act”) in the manner so required and give a trueand fair view in conformity with the Indian AccountingStandards prescribed under Section 133 of theAct read with the Companies (Indian AccountingStandards) Rules, 2015, as amended, (Ind-AS) andwith other accounting principles generally acceptedin India, of the state of affairs of the Company asat March 31, 2025, the profit, total comprehensiveincome, changes in equity and its cash flows for thenine month period ended on that date.
We conducted our audit of the Ind-AS financialstatements in accordance with the Standards onAuditing (SAs) specified under Section 143(10) of theAct. Our responsibilities under those Standards arefurther described in the Auditor’s Responsibilitiesfor the Audit of the Ind-AS Financial Statementssection of our report. We are independent of theCompany in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants ofIndia (‘ICAI’) together with the ethical requirementsthat are relevant to our audit of the Ind-AS financialstatements under the provisions of the Act and theRules thereunder, and we have fulfilled our otherethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe thatthe audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.
Key audit matters are those matters that, in ourprofessional judgment, were of most significancein our audit of the Ind-AS financial statements ofthe current period. These matters were addressedin the context of our audit of the Ind-AS financialstatements as a whole, and in forming our opinionthereon, and we do not provide a separate opinionon these matters.
We have determined the matters described below tobe the key audit matters to be communicated in ourreport.
Sr.
Key Audit Matter
Auditor’s Response
1.
Revenue Recognition - Discounts andPromotions (note no. 2.3(a) and 20 to theInd-AS financial statements)
Revenue is measured net of discounts,rebates, incentives and promotions(‘discounts and promotions’).
The estimation of discounts andpromotions related to sales made duringthe nine month period is material and itinvolves Management exercising significantjudgement owing to the varying terms ofagreements with customers. In addition,the value and timing of promotions forproducts varies from period to period,and the activity can span over a financialreporting period end.
Past experience is used to estimate theprovision for discounts and promotionsconsidering the terms of the underlyingschemes and arrangements with customers.
Our audit procedures included:
(a) Assessing the appropriateness of the revenuerecognition accounting policies, including thoserelating to discounts and promotions, by comparingthe same with applicable accounting standards.
(b) Reviewing the Company’s general IT controls includingreview of the independent service auditor’s reportand other relevant information.
(c) Testing the design, implementation and operatingeffectiveness of key controls including those atthe third-party service organization by reviewingthe independent service auditor’s report and otherrelevant information with respect to discounts andpromotions.
(d) Performing substantive procedures by selectingsamples of discounts and promotions recorded duringthe nine month period, including period end accrualsby verifying underlying supporting documentation.
Sr. Key Audit Matter
Considering the materiality of amounts
(e)
Performing an analysis of past accrual and actual
involved and significant judgements related
expenses incurred there against.
to estimation of discounts and promotions,
(f)
Considering the adequacy of the Company’s
the same has been considered as a keyaudit matter.
disclosures as per the requirements of IND AS 115.
2. Provisions and Contingent Liabilities
Our
audit procedures included:
relating to taxation matters. (note no 3.2, 27
(a)
Understanding the process followed by the Company
and 36 to the Ind - AS financial statements)
in estimating the quantum of provisions for taxation
The Company is subject to a range of tax
matters and disclosure of contingent liabilities where
risks and periodic assessments by local
it is considered that there could be a possibility that
tax authorities on various tax matters.
the obligation may arise.
Applicable tax laws and regulations are
(b)
Discussing the status and potential exposures
subject to differing interpretations and
in respect of significant tax litigations with the
the resolution of a final tax position can
Management including their views on the likely
take several years to complete. Where the
outcome of each assessment / litigation and
amount of tax payable is uncertain, theCompany estimates provisions based on
magnitude of potential exposure.
Management’s judgement of the likelihood
Evaluating the impact of change in tax regulations,
of settlement being required.
Given the complexity of judgements involved
which could materially impact the amounts recordedin the Ind-AS financial statements.
in estimating the relevant provisions
(c)
Involving our tax specialists to evaluate and challenge
required, including assessments previously
the appropriateness of Management's assessment
made by authorities, this was considered as
and judgements to estimate the provisions held in
a key audit matter.
respect of the open tax assessments. We also re¬assessed the provisions made in the Ind-AS financialstatements based on the outcome of prior andongoing tax assessments.
(d)
We have also assessed the adequacy of the Company'sdisclosures in the Ind-AS financial statementsin respect of provisions and contingent liabilitiesrelating to taxation matters.
The Company’s Board of Directors is responsible for the other information. The other information comprisesthe information included in the annual report but does not include the Ind-AS financial statements and ourauditor’s report thereon. The annual report is expected to be made available to us after the date of thisauditor’s report.
Our opinion on the Ind-AS financial statements does not cover the other information and we do not expressany form of assurance conclusion thereon.
In connection with our audit of the Ind-AS financial statements, our responsibility is to read the other informationidentified above and, in doing so, consider whether the other information is materially inconsistent with theInd-AS financial statements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated.
When we read the annual report, if we conclude that there is a material misstatement therein, we are requiredto communicate the matter to those charged with governance and describe actions applicable under theapplicable laws and regulations.
Responsibilities of Management and Those Charged with Governance for the Ind-AS Financial Statements
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act withrespect to the preparation of these Ind-AS financial statements that give a true and fair view of the financial
position, financial performance, changes in equityand cash flows of the Company in accordance withthe accounting principles generally accepted inIndia, including the Accounting Standards specifiedunder Section 133 of the Act. This responsibilityalso includes maintenance of adequate accountingrecords in accordance with the provisions of theAct for safeguarding the assets of the Companyand for preventing and detecting frauds andother irregularities; selection and application ofappropriate accounting policies; making judgmentsand estimates that are reasonable and prudent;and design, implementation and maintenance ofadequate internal financial controls, that wereoperating effectively for ensuring the accuracy andcompleteness of the accounting records, relevantto the preparation and presentation of the Ind-ASfinancial statements that give a true and fair viewand are free from material misstatement, whetherdue to fraud or error.
In preparing the Ind-AS financial statements,the Board of Directors is responsible for assessingthe Company’s ability to continue as a goingconcern, disclosing, as applicable, matters relatedto going concern and using the going concernbasis of accounting unless the Board ofDirectors either intends to liquidate the Company orto cease operations, or has no realistic alternativebut to do so.
The Board of Directors is also responsible foroverseeing the Company’s financial reporting process.
Our objectives are to obtain reasonable assuranceabout whether the Ind-AS financial statements as awhole are free from material misstatement, whetherdue to fraud or error, and to issue an auditor’s reportthat includes our opinion. Reasonable assuranceis a high level of assurance, but is not a guaranteethat an audit conducted in accordance with SAswill always detect a material misstatement when itexists. Misstatements can arise from fraud or errorand are considered material if, individually or in theaggregate, they could reasonably be expected toinfluence the economic decisions of users taken onthe basis of these Ind-AS financial statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material
misstatement of the Ind-AS financial
statements, whether due to fraud or error,design and perform audit procedures responsiveto those risks, and obtain audit evidence that issufficient and appropriate to provide a basis forour opinion. The risk of not detecting a materialmisstatement resulting from fraud is higherthan for one resulting from error, as fraud mayinvolve collusion, forgery, intentional omissions,misrepresentations, or the override of internalcontrol.
• Obtain an understanding of internal controlrelevant to the audit in order to designaudit procedures that are appropriate in thecircumstances. Under Section 143(3)(i) theAct, we are also responsible for expressing ouropinion on whether the Company has adequateinternal financial controls system in place andthe operating effectiveness of such controls.
• Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by Management.
• Conclude on the appropriateness ofManagement’s use of the going concern basisof accounting and, based on the audit evidenceobtained, whether a material uncertainty existsrelated to events or conditions that may castsignificant doubt on the Company’s ability tocontinue as a going concern. If we conclude thata material uncertainty exists, we are requiredto draw attention in our auditor’s report tothe related disclosures in the Ind-AS financialstatements or, if such disclosures are inadequate,to modify our opinion. Our conclusions are basedon the audit evidence obtained up to the date ofour auditor’s report. However, future events orconditions may cause the Company to cease tocontinue as a going concern.
• Evaluate the overall presentation, structureand content of the Ind-AS financial statements,including the disclosures, and whether the Ind-AS financial statements represent the underlyingtransactions and events in a manner thatachieves fair presentation
Materiality is the magnitude of misstatements in
the Ind-AS financial statements that, individually orin aggregate, makes it probable that the economicdecisions of the users of the Ind-AS financialstatements may be influenced. We considerquantitative materiality and qualitative factorsin (i) planning the scope of our audit work and inevaluating the results of our work; and (ii) to evaluatethe effect of any identified misstatements in the Ind-AS financial statements.
We communicate with those charged with governanceregarding, among other matters, the planned scopeand timing of the audit and significant audit findings,including any significant deficiencies in internalcontrol that we identify during our audit.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence, and tocommunicate with them all relationships and othermatters that may reasonably be thought to bear onour independence, and where applicable, relatedsafeguards.
From the matters communicated with those chargedwith governance, we determine those matters thatwere of most significance in the audit of the Ind-AS financial statements of the current period andare therefore the key audit matters. We describethese matters in our auditor’s report unless law orregulation precludes public disclosure about thematter or when, in extremely rare circumstances, wedetermine that a matter should not be communicatedin our report because the adverse consequences ofdoing so would reasonably be expected to outweighthe public interest benefits of such communication.
The Board of Directors of the Company have, vide acircular resolution dated January 23, 2025, resolved tochange the financial year end from June 30 to March31. Accordingly, the Ind-AS financial statements forthe current financial year of the Company as perthe provisions of section 2(41) of the CompaniesAct, 2013, is for a period of nine months from July1, 2024, to March 31, 2025. Further, as the said Ind-AS financial statements are only for a period of ninemonths, the figures for the current period are notcomparable with those of the previous financial yearended June 30, 2024.
Our opinion on the Ind-AS financial statements is notmodified in respect of the above matter.
1. As required by the Companies (Auditor'sReport) Order, 2020, (“the Order”), issued by theCentral Government of India in terms of sub¬section (11) of Section 143 the Act, we give inthe “Annexure A” a statement on the mattersspecified in paragraphs 3 and 4 of the said Order,to the extent applicable.
2. As required by Section143(3) of the Act, we reportthat:
a) We have sought and obtained all theinformation and explanations which tothe best of our knowledge and belief werenecessary for the purpose of our audit.
b) In our opinion, proper books of accountas required by law have been kept bythe Company so far as appears from ourexamination of those books, except for thematter stated in paragraph 2(h)(vi) below onreporting under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014.
c) The Balance Sheet, the Statement of Profitand Loss (including Other ComprehensiveIncome), the Statement of Changes in Equityand the Cash Flow Statement dealt with bythis Report are in agreement with the booksof account.
d) In our opinion, the aforesaid Ind-AS financialstatements comply with the AccountingStandards specified under Section 133 ofthe Act, read with relevant rules issuedthereunder.
e) On the basis of the written representationsreceived from the Directors of the Companyas on March 31, 2025, and taken on record bythe Board of Directors, none of the Directorsof the Company are disqualified as on March31, 2025, from being appointed as a Directorin terms of Section 164(2) of the Act.
f) The observation relating to the maintenanceof accounts and other matters connectedtherewith are as stated in paragraph 2(b)above on reporting under Section 143(3)(b)and paragraph 2(h)(vi) below on reportingunder Rule 11(g) of the Companies (Audit andAuditors) Rules, 2014.
g) With respect to the adequacy of the internalfinancial controls with reference to theInd-AS financial statements of the Companyand the operating effectiveness of suchcontrols, refer to our separate Report in“Annexure B”.
h) With respect to the other matters to beincluded in the Auditor’s Report in accordancewith Rule 11 of the Companies (Audit andAuditors) Rules, 2014 (“the Rules”), in ouropinion and to the best of our informationand according to the explanations givento us:
i) The Company has disclosed theimpact of pending litigations on itsfinancial position in its Ind-AS financialstatements - Refer Note 36 to the Ind-AS financial statements.
ii) The Company did not have any long¬term contracts including derivativecontracts for which there were anymaterial foreseeable losses.
iii) There has been no delay in transferringamounts, required to be transferred, tothe Investor Education and ProtectionFund by the Company, except to theextent as stated in Note 17 to theInd- AS financial statements.
iv) The Management has represented that:
a) to the best of its knowledge andbelief, as disclosed in Note 42(a)(v)to the Ind-AS financial statements,no funds have been advanced orloaned or invested (either fromborrowed funds or share premium orany other sources or kind of funds)by the Company to or in any otherperson(s) or entity(ies), includingforeign entity(ies) (“Intermediaries”),with the understanding, whetherrecorded in writing or otherwise,that the Intermediary shall, whether,directly or indirectly lend or invest inother persons or entities identifiedin any manner whatsoever by or onbehalf of the Company (“UltimateBeneficiaries”) or provide anyguarantee, security or the like onbehalf of the Ultimate Beneficiaries;
b) to the best of its knowledge andbelief, as disclosed in Note 42(a)(vi)to the Ind-AS financial statements,no funds have been received bythe Company from any person(s)or entity(ies), including foreignentities (“Funding Parties”), with theunderstanding, whether recordedin writing or otherwise, that theCompany shall, whether, directly orindirectly, lend or invest in otherpersons or entities identified in anymanner whatsoever by or on behalfof the Funding Party (“UltimateBeneficiaries”) or provide anyguarantee, security or the like onbehalf of the Ultimate Beneficiaries;
Based on such audit proceduresperformed by us which are consideredreasonable and appropriate in thecircumstances, nothing has come to ournotice that has caused us to believe thatthe representations under sub-clause(i) and (ii) of Rule 11(e) of the Rules, asprovided under (a) and (b) above, containany material misstatement.
v) As per information and explanationfurnished by Management and basedon the records of the Company, thedividend proposed in the previous year,as well as the interim dividend declaredand paid by the Company during the yearis in accordance with Section 123 of theAct.
The Board of Directors of the Companyhave proposed a final dividend for thenine month period, which is subjectto the approval of the members at theensuing Annual General Meeting. Theproposed dividend is in accordance withSection 123 of the Act.
vi) As detailed in Note No. 44: Notes toFinancial Statements, the Companyuses certain third-party Software-as-a-Service (SaaS) applications as wellas certain applications hosted on P&GGroup's global servers which have afeature of recording audit trail (edit log)facility at the application level.
The audit trail data for direct access tothe database available with the third-party software service providers hasbeen validated through review of ServiceOrganisation Controls (SOC) Reports.However, certain SOC Reports do notcover the full period under audit.
The audit trail at application level aswell as at database level for softwareprograms have operated throughoutthe period for all relevant transactionsrecorded in the software programsexcept in the cases where we are unableto comment whether the audit trailfeature for direct access to the databasein respect of the SaaS applications wasenabled and operated for all relevanttransactions recorded in the softwarein respect of the applications wherethe SOC report did not cover the entireperiod. We have also not observedinstances of the audit trail feature havingbeen tampered with during the periodfor which these records were available.
The audit trail has been preservedby the Company as per the statutoryrequirements for record retention,except for audit trail for direct access tothe database:
o for one of the ‘Inventory Management’applications which is retained witheffect from June 1, 2023 and notfrom April 1, 2023;
o for another ‘Inventory Management’application which is retained witheffect from April 7, 2024 and notfrom April 1, 2023; and
o for SaaS applications, we are unableto comment on preservation ofthe audit trail, in the absence ofconfirmation of the same in the SOCReports.
3. According to information and explanations givento us and based on our examination of therecords of the Company, the Company has paid /provided managerial remuneration in accordancewith the requisite approvals mandated by theprovisions of Section 197 of the Act.
Firm Reg. No.: 104607W / W100166
M. No.: 106548UDIN: 25106548BMKSPE6614
Mumbai: May 26, 2025.