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AUDITOR'S REPORT

Natco Pharma Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 14925.23 Cr. P/BV 1.96 Book Value (₹) 424.71
52 Week High/Low (₹) 1505/727 FV/ML 2/1 P/E(X) 7.92
Bookclosure 19/08/2025 EPS (₹) 105.26 Div Yield (%) 0.72
Year End :2025-03 

We have audited the standalone financial statements of NATCO
Pharma Limited (the “Company”) which comprise the standalone
balance sheet as at 31 March 2025, and the standalone
statement of profit and loss (including other comprehensive
income), standalone statement of changes in equity and
standalone statement of cash flows for the year then ended,
and notes to the standalone financial statements, including
material accounting policies and other explanatory information.

In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid standalone
financial statements give the information required by the
Companies Act, 2013 (“Act”) in the manner so required and
give a true and fair view in conformity with the accounting
principles generally accepted in India, of the state of affairs of
the Company as at 31 March 2025, and its profit and other
comprehensive loss, changes in equity and its cash flows for
the year ended on that date.

Revenue Recognition

See Note 3(d) and Note 23 to standalone financial statements

Basis for Opinion

We conducted our audit in accordance with the Standards
on Auditing (SAs) specified under Section 143(10) of the Act.
Our responsibilities under those SAs are further described in
the Auditor’s Responsibilities for the Audit of the Standalone
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
standalone 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 on the standalone financial statements.

Key Audit Matter(s)

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the standalone
financial statements of the current period. These matters were
addressed in the context of our audit of the standalone financial
statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.

The key audit matter

How the matter was addressed in our audit

Revenue is recognised when the control of the products being sold
has transferred to the customer. The Company has a large number of
customers operating in various geographies and sale contracts with
customers have a variety of different terms relating to the recognition
of revenue. Control is usually transferred upon shipment/ delivery
to/ upon receipt of goods by the customer, in accordance with the
delivery and acceptance terms agreed with the customers.

We identified the recognition of revenue from sale of products
as a key audit matter because the Company and its external
stakeholders focus on revenue as a key performance indicator.
There could be a risk that revenue is recognised before the
control has been transferred to the customer.

The Company also enters into product supply agreements which
also requires revenue to be recognised on profit sharing basis in
certain cases. The nature of these arrangements are inherently
complex. Considering the complexity involved, recognition of
revenue from such contracts has also been considered as a key
audit matter.

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

1. Assessed the appropriateness of the revenue recognition
accounting policies by comparing with applicable
accounting standards.

2. Tested design, implementation and operating effectiveness
of the Company’s key controls over measurement, timing
and recognition of revenue in accordance with customer
contracts.

3. Performed substantive testing (including year-end cut¬
off testing) by selecting samples of revenue transactions
recorded during the year (and before and after the financial
year end), by verifying the underlying documents, which
included sales invoices, contracts and shipping documents,
as applicable.

The key audit matter

How the matter was addressed in our audit

The Company routinely enters into development and
commercialisation arrangements relating to research and
development of new products in the pharmaceutical sector
including collaboration with other pharmaceutical companies
leading to recognition of revenue from sale of services.
Considering the complexity involved, recognition of revenue from
such contracts has also been considered as a key audit matter.

4. We have verified the terms of the agreement, invoices,
confirmations and payments received by the Company for
revenues recognised during the year in relation to product
supply agreements.

5. Analysed the terms of development and commercialisation
arrangements to determine that revenue is recognised for
the rights transferred under the contract having regard to
the performance obligations under the contract.

6. Tested manual journals posted to revenue to identify
unusual transactions.

Deferred tax asset on Minimum Alternate Tax (‘MAT’) credit entitlement

See Note 30 (D) and (E) to standalone financial statements

The key audit matter

How the matter was addressed in our audit

The Company operates in a complex tax jurisdiction in India
with various tax exemptions available. The Company has paid
minimum alternate tax (MAT) under Section 115JB of the Income-
tax Act, 1961. The MAT paid would be available as offset over a
period of 15 years. The MAT credit is recognised as a deferred
tax asset that will be available for offset when the Company pays
regular taxes under the provisions of Income-tax Act, 1961.

In assessing whether the deferred tax assets will be realised,
the Company considers whether some portion or all of the
deferred tax assets will not be realised. The ultimate realisation
of the deferred tax assets is dependent upon the generation of
future taxable income during the periods in which the temporary
differences become deductible. The extent of recognition of
deferred tax asset on account of MAT credit requires significant
judgment regarding the Company’s future taxable income which
will result in utilisation of the MAT credit within the time limits
available under the applicable Income-tax laws and accordingly
the same has been considered as a key audit matter.

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

1. Tested the design, implementation and operating
effectiveness of the Company’s key controls over
recognition of deferred tax asset relating to MAT credit.

2. Challenged the key business assumptions like profit
margins in the foreseeable future years against historical
data and trends, to assess their reasonableness.

3. Analysed origination of MAT credit entitlement and assessed
the reasonableness of Company’s assessment in relation
to its utilisation within the period allowed for carry forward
and set off against foreseeable forecast taxable income
streams.

4. Evaluated appropriateness of taxation disclosures in the
financial statements, including the disclosures made in
respect of the utilisation period of deferred tax assets in
relation to MAT credit entitlement.

Impairment of Property, plant and equipment of Agro chemicals segment (identified as cash generating
unit (‘CGU’)

See Note 5 to standalone financial statements

The key audit matter

How the matter was addressed in our audit

The Company has significant property, plant and equipment
with respect to Agro Chemical Segment (‘CGU’). Owing to the
continuous losses in the CGU, there is a risk of impairment that
the carrying amount of the aforesaid assets are lower than its
recoverable value.

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

1. Tested the design, implementation and operating
effectiveness of the Company’s key controls over
impairment analysis of CGU.

The key audit matter

How the matter was addressed in our audit

The identification of impairment event and the determination of
impairment charge requires application of significant judgement by
the Company. The value in use is determined based on a discounted
cash flow model. It involves making certain assumptions, in
particular, with respect to the timing and amount of future cash
flows of the asset and using estimates like long term growth rate
and applicable discounting rates, due to the inherent uncertainty
and judgment in forecasting and discounting future cash flows.

Accordingly, impairment assessment of property, plant and
equipment in the CGU is identified as a key audit matter.

2. Tested budgeting procedures upon which the cash flow
forecasts were based. We also compared the actual past
performances with the budgeted figures.

3. Involved valuation specialists to assist us in evaluating
the key assumptions and methodology used by the
Company, in particular those relating to the forecast of the
revenue growth, profit margins, terminal growth rate and
discount rate. The valuation specialists also compared the
assumptions to externally derived data in relation to key
inputs such as projected economic growth, competition,
cost of inflation and discount rates.

4. Assessed the sensitivity of the outcome of impairment
assessment to changes in key assumptions.

5. Assessed the adequacy of the disclosures in accordance
with the applicable accounting standards.

Other Information

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

Our opinion on the standalone financial statements does not
cover the other information and we will not express any form of
assurance conclusion thereon.

In connection with our audit of the standalone financial
statements, our responsibility is to read the other information
identified above when it becomes available and, in doing
so, consider whether the other information is materially
inconsistent with the standalone financial statements or our
knowledge obtained in the audit, or otherwise appears to be
materially misstated.

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

Management's and Board of Directors'
Responsibilities for the Standalone Financial
Statements

The Company’s Management and Board of Directors are
responsible for the matters stated in Section 134(5) of the Act
with respect to the preparation of these standalone financial
statements that give a true and fair view of the state of affairs,
profit/ loss and other comprehensive income, changes in

equity and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Indian Accounting Standards (Ind AS) specified under Section
133 of the Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions
of the Act for safeguarding of the assets of the Company and for
preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the standalone financial
statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, the
Management and Board of Directors are 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 the Board
of Directors either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the
Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the
Standalone Financial Statements

Our objectives are to obtain reasonable assurance about
whether the standalone 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 standalone financial statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:

• Identify and assess the risks of material misstatement of
the standalone 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 the Management and
Board of Directors.

• Conclude on the appropriateness of the Management
and Board of Directors use of the going concern basis
of accounting in preparation of standalone financial
statements 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 standalone 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 standalone financial statements, including the
disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.

We communicate with those charged with governance
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including
any significant deficiencies in internal control that we identify
during our audit.

We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements
regarding independence, and to communicate with them
all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable,
related safeguards.

From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the standalone 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

1. As required by the Companies (Auditor’s

Report) Order, 2020 (“the Order”) issued by the
Central Government of India in terms of Section
143(11) of the Act, we give in the
“Annexure A”
a statement on the matters specified in paragraphs 3 and
4 of the Order, to the extent applicable.

2 A. As required by Section 143(3) of the Act,

we report that:

a. We have sought and obtained all the information
and explanations which to the best of our
knowledge and belief were necessary for the
purposes of our audit.

b. In our opinion, proper books of account as required
by law have been kept by the Company so far as
it appears from our examination of those books
except for the matter stated in the paragraph
2(B)(f) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014.

c. The standalone balance sheet, the standalone
statement of profit and loss (including other
comprehensive income), the standalone
statement of changes in equity and the
standalone statement of cash flows 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 Ind AS
specified under Section 133 of the Act.

e. On the basis of the written representations
received from the directors as on 01 April 2025
taken on record by the Board of Directors, none
of the directors is disqualified as on 31 March
2025 from being appointed as a director in
terms of Section 164(2) of the Act.

f. the qualification relating to the maintenance
of accounts and other matters connected
therewith are as stated in the paragraph 2(A)
(b) above on reporting under Section 143(3)
(b) of the Act and paragraph 2(B)(f) below on
reporting under Rule 11(g) of the Companies
(Audit and Auditors) Rules, 2014.

g. With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Company and the operating
effectiveness of such controls, refer to our
separate Report in “Annexure B”.

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

a. The Company has disclosed the impact of
pending litigations as at 31 March 2025 on
its financial position in its standalone financial
statements - Refer Note 38 to the standalone
financial statements.

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

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

d (i) The management has represented
that, to the best of their knowledge and
belief, as disclosed in the Note 43(ii) to
the standalone financial statements, no
funds have been advanced or loaned or

invested (either from borrowed funds or
share premium or any other sources or
kind of funds) by the Company to or in
any other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with
the understanding, whether recorded in
writing or otherwise, that the Intermediary
shall directly or indirectly lend or invest in
other persons or entities identified in any
manner whatsoever by or on behalf of the
Company (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.

(ii) The management has represented that,
to the best of their knowledge and belief,
as disclosed in the Note 43(iii) to the
standalone financial statements, no funds
have been received by the Company
from any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with
the understanding, whether recorded in
writing or otherwise, that the Company
shall directly or indirectly, lend or invest in
other persons or entities identified in any
manner whatsoever by or on behalf of the
Funding Parties (“Ultimate Beneficiaries”)
or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.

(iii) Based on the audit procedures that
have been considered reasonable and
appropriate in the circumstances, nothing
has come to our notice that has caused us
to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e), as
provided under (i) and (ii) above, contain
any material misstatement.

e. The interim dividend declared and paid by the
Company during the year and until the date of
this audit report is in accordance with Section
123 of the Act.

f. 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 the same has operated
throughout the year for all relevant transactions
recorded in the software except that the feature

of audit trail facility was not enabled at the
database level to log any direct data changes
for the accounting software used for financial
reporting. Accounting software for which audit
trail feature is enabled and operated, we did
not come across any instance of audit trail
feature being tampered with during the course
of our audit. Additionally, where audit trail
(edit log) facility was enabled and operated
in the previous year, the audit trail has been
preserved by the Company as per the statutory
requirements for record retention.

C. With respect to the matter to be included in the
Auditor’s Report under Section 197(16) of the Act:

In our opinion and according to the information and
explanations given to us, the remuneration paid/
payable by the Company to its directors during the

current year is in accordance with the provisions
of Section 197 of the Act. The remuneration paid/
payable to any director is not in excess of the limit
laid down under Section 197 of the Act. The Ministry
of Corporate Affairs has not prescribed other details
under Section 197(16) of the Act which are required
to be commented upon by us.

For B S R and Co

Chartered Accountants
Firm’s Registration No.:128510W

Amit Kumar Bajaj

Partner

Place: Hyderabad Membership No.: 218685

Date: 28 May 2025 ICAI UDIN:25218685BMMKDJ6981

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