AstraZeneca Pharma India Limited
Report on the Audit of the financial statements
1. We have audited the accompanying financial statements of AstraZeneca Pharma India Limited (“the Company”), which comprise the Balance Sheet as at March 31,
2026, and the Statement of Profit and Loss (including Other comprehensive income), the Statement of changes in equity and the Statement of cash flows
for the year then ended, and notes to the financial statements, including material accounting policy information and other explanatory information.
2. 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 (“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, 2026, and total comprehensive income (comprising of profit and other comprehensive income), changes in equity and its cash flows for the year then ended.
3. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the “Auditor’s 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 our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
4. Key audit matters are those matters that, in our professional judgement, 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.
Key audit matter
How our audit addressed the key audit matter
Appropriateness of provisions recognised and
Our procedures included the following:
contingencies disclosed with regard to certain tax
•
Understood, evaluated and tested the design and operating
and regulatory matters
effectiveness of controls over the recognition, measurement,
(Refer to the Note 19 “Provisions”, “Note 20 “Current tax
presentation and disclosure made in the financial statements
liabilities (net)” and Note 32(b) “Contingent liabilities” to
in respect of tax disputes and regulatory matters;
the financial statements)
Obtained a listing of the litigation matters and agreed the
As at March 31,2026, the Company has tax demands pertaining to direct and indirect tax matters aggregating to ' 1,692.5 (including interest and penalties, where applicable), of which ' 86.7 has been provided for and ' 1,212.3 along with regulatory demand of ' 1,573.9
relevant matters with the corresponding disclosures made in the financial statements.
Evaluated the Company’s accounting policy for recognising provisions for liabilities in respect of ongoing litigations or disclosure of contingent liabilities as per the requirements of the relevant accounting standards.
has been disclosed as contingent liabilities, which are significant to the financial statements.
Perused the correspondence with tax and regulatory authorities and where relevant, the advice received by the
The Company has filed appeals with various appellate
management from its external experts (management’s
forums against the tax demands, and with the High Court
experts);
of Delhi on the regulatory matter against the National
Evaluated the independence, objectivity, capability and
Pharmaceutical Pricing Authority (‘NPPA’), which are
competence of the management’s experts involved;
currently pending adjudication.
Significant management judgement is involved in
Along with auditor’s tax and regulatory experts: o Assessed the current status of litigations and determined
impact, if any, based on recent rulings and latest
evaluation of the likelihood of ultimate outcome of the
developments in respective laws.
tax and regulatory disputes and the probable amount of
o Evaluated management’s assessment on the probability
the provisions to be recognised and contingent liability to
of outcome and the magnitude of potential outflow of
be disclosed in the financial statements. Accordingly, we have determined this to be a key audit matter.
economic resources in respect of:
(i) provisions for uncertain tax exposures based on case
history and other available evidence to challenge the valuation and completeness of the provisions recognised by the management; and
(ii) the regulatory matter.
Obtained the Company’s internal legal counsel’s evaluation of the litigations and examined their evaluation to confirm our understanding of the outstanding litigations;
Evaluated the adequacy of disclosures made in the financial statements.
Disposal of manufacturing unit at Bengaluru and
Our audit procedures included the following:
appropriateness of accounting for the related
Evaluated the management’s process for assessing the
costs and adequacy of disclosures in the financial
restructuring costs and need for further provision, and
statements
the identification of the assets of the facility and their
(Refer Note 19 “Provisions”, Note 8B “Assets classified
classification as held for sale.
as held for sale” and Note 27B on “Exceptional items” to
Evaluated the design and tested the operating effectiveness
of controls over provision for restructuring costs, identification
The Company’s operations at the manufacturing facility
and disclosure of non-current assets held for sale including
located in Bengaluru (the “facility”) were shut down
the assessment of management’s estimates involved, the
during the year pursuant to the Board of Directors plan
timing of utilisation of the provision, estimation of fair values
approved in the prior financial year. Consequently,
and related disclosures.
the Company paid ' 509.1 million during the year on
Evaluated the management’s plan for restructuring, pursuant
account of severance compensation to its employees
to which payments have been made, and further provisions
and continues to carry a provision of ' 139.7 as at March
have been recognised and the non-current assets relating to
31,2026 for related costs based on the management’s
the facility have been classified as held for sale.
assessment in line with Ind AS 19 ‘Employee Benefits’
Verified the accuracy and completeness of the provision for
read with Ind AS 37 ‘Provisions, Contingent Liabilities
restructuring cost by assessing the basis of restructuring
and Contingent Assets’. Certain restructuring costs
provision and the mathematical accuracy of the computation.
have been presented as under ‘Exceptional items’ in the
Corroborated independently the fair values of the relevant
Statement of Profit and Loss based on the management’s
assets considered by the management as non-current assets
judgment in identifying such items and in accordance
held for sale with the publicly available information.
with the accounting policy of the Company.
Assessed the Company’s compliance of the applicable
Further, the Company has also classified certain non-
accounting standards to measure and recognise the
current assets amounting to ' 77.4 million related to the
restructuring costs and related provisions, and to classify the
facility as “Assets held for sale” as at March 31,2026
non-current assets of the facility as held for sale.
in accordance with Ind AS 105 ‘Non-current Assets
Evaluated the basis of the Company’s assessment regarding
Held for Sale and Discontinued Operations’. Based on
the likelihood of disposal, i.e., the disposal group being
the management’s assessment of the fair values of the
available for immediate sale in its current state, plans to
assets held for sale, their net realisable value is higher
locate a buyer and high probability of sale taking place with
than the carrying value as at 31 March 2026.
respect to the non current assets held for sale.
Significant management judgement is involved in (i)
Verified the appropriateness and adequacy of classification,
estimation of provision for restructuring, which is based
presentation and disclosures in the financial statements
on the Company’s policy, past history of settlements and
in accordance with the Indian Accounting Standards and
management’s best estimate of current expectations; and
requirements of the Act.
(ii) identification of assets of the facility to be classified as
held for sale and assessment/ re-assessment of the fair
values of such assets. Accordingly, we have determined
this to be a key audit matter.
5. The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Board’s Report, Management Discussion and Analysis Report, Report on Corporate Governance and Business Responsibility and Sustainability Report, but does not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of management and those charged with governance for the financial statements
6. The Company’s Board of Directors is 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 financial position, financial performance, changes in equity and cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
7. In preparing the financial statements, Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
8. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the financial statements
9. 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 auditor’s 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.
10. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional scepticism 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 that is sufficient and appropriate to provide a basis 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 management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether
a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s 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 auditor’s 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.
11. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
12. 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.
13. 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 auditor’s 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.
Report on other legal and regulatory requirements
14. As required by the Companies (Auditor’s Report) Order, 2020 (“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 B a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
15. 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 for the matters stated in paragraph 15(h)
(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended) (“the Rules”) including the related backup of audit trail (edit log) for one accounting application.
(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.
(d) In our opinion, the aforesaid financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on March 31, 2026, taken
on record by the Board of Directors, none of the directors is disqualified as on March 31, 2026, from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the maintenance of accounts and other matters connected therewith, reference is made to our remarks in paragraph 15(b) above and paragraph 15(h)(vi) below.
(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 A”.
(h) 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 (as amended), 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 19 and 32(b) to the financial statements.
ii. The Company was not required to recognise a provision as at March 31, 2026 under
the applicable law or Indian Accounting Standards, as it does not have any material foreseeable losses on long-term contract.
The Company did not have any derivative contracts as at March 31, 2026.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year.
iv. (a) The management has represented that,
to the best of its knowledge and belief, as disclosed in Note 44(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, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 44(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, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(c) Based on such audit procedures that we 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 (a) and (b) contain any material misstatement.
v. 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.
Further, as stated in Note 46 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.
vi. Based on our examination, which included test checks, the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and that has operated throughout the year for all relevant transactions recorded
in the software, except that audit trail is maintained for direct database changes from October 19, 2025 onwards. For another accounting software which is operated by a third party service provider for maintaining books of account, audit trail is maintained and has operated throughout the year for all relevant transactions recorded in the software.
During the course of performing our procedures, other than the aforesaid instances of audit trail not maintained where the question of our commenting does not arise, we did not notice any instance of audit trail feature being tampered with. Further, the audit trail, to the extent maintained in the prior year, has been preserved by the Company as per the statutory requirements for record retention.
16. The Company has paid/provided for managerial
remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
For Price Waterhouse & Co Chartered Accountants LLP
Firm Registration Number: 304026E/E-300009
Sharmila Ramaswamy
Partner
Place: Bengaluru Membership Number: 215131
Date: May 26, 2026 UDIN: 26215131EAGVWT1325