1. We have audited the accompanying financial statements ofAlivus Life Sciences Limited (formerly known as GlenmarkLife Sciences Limited) (‘the Company'), which comprisethe Balance Sheet as at 31 March 2025, the Statement ofProfit and Loss (including Other Comprehensive Income),the Statement of Cash Flow and the Statement of Changesin Equity for the year then ended, and notes to thefinancial statements, including material accounting policyinformation and other explanatory information.
2. In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidfinancial statements give the information required by theCompanies Act, 2013 (‘the Act') in the manner so requiredand give a true and fair view in conformity with the IndianAccounting Standards (‘Ind AS') specified under section133 of the Act read with the Companies (Indian AccountingStandards) Rules, 2015 and other accounting principlesgenerally accepted in India, of the state of affairs of theCompany as at 31 March 2025, and its profit (includingother comprehensive loss), its cash flows and the changesin equity for the year ended on that date.
3. We conducted our audit in accordance with the Standardson Auditing specified under section 143(10) of the Act.Our responsibilities under those standards are furtherdescribed in the Auditor's Responsibilities for the Auditof the Financial Statements section of our report. We areindependent of the Company in accordance with the Codeof Ethics issued by the Institute of Chartered Accountantsof India (‘ICAI') together with the ethical requirementsthat are relevant to our audit of the financial statementsunder the provisions of the Act and the rules thereunder,and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the Codeof Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis forour opinion.
4. Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of thefinancial statements of the current period. These matterswere addressed in the context of our audit of the financialstatements as a whole, and in forming our opinion thereon,and we do not provide a separate opinion on these matters.
5. We have determined the matter described below to be thekey audit matter to be communicated in our report.
Key audit matter
How our audit addressed the key audit matter
The Company's revenue principally comprises of sales of activepharmaceutical ingredients and is recognised in accordancewith the accounting policy described in Note 2.4 to theaccompanying financial statements. Refer Note 16 for detailsof revenue recognised during the year.
The Company recognises revenue in accordance with theprinciples of Ind AS 115, Revenue from Contracts withCustomers when control of the goods is transferred tothe customer, which is determined in accordance with thearrangement with the customers and occurs at the time ofshipment to or receipt of goods by the customer, as the casemaybe.
The Company records revenue net of taxes or duties collectedon behalf of the government and applicable discounts andallowances which includes variable consideration whichCompany will be entitled in exchange for goods sold.
Our key audit procedures around revenue recognition
included, and not limited to, the following:
1) Obtained an understanding of the Company's processof revenue recognition and assessed the design,implementation and tested operating effectiveness ofmanagement's key internal financial controls in relation torevenue recognition;
2) Assessed the appropriateness of the revenue recognitionaccounting policy and its compliance with Ind AS 115;
3) Performed substantive testing by selecting samplesof revenue transactions pertaining to sale of productsduring the year, and verified the underlying supportingdocuments including sales invoices and dispatch/shippingdocuments, terms of the contracts, agreements;
4) For contracts which included variable consideration,verified the computation of revenue to be recognisedduring the reporting period as per the contractualarrangements and satisfaction of performance obligation;
We have identified recognition of revenue as key audit mattersince;
1) The Company and its external stakeholders focus onrevenue as a key performance measure, which couldcreate an incentive for revenue to be overstated orrecognised before control has been transferred.
2) Due to the aforesaid factors and as per the requirements ofStandards of Auditing, revenue recognition is determinedto be an area involving significant risk and hence, requiredsignificant auditor attention.
5) Performed cut-off testing procedures by testing samplesof revenue transactions recorded in specific periodsbefore and after year end to conclude such revenue hasbeen recorded in the correct period;
6) Performed analytical review procedures on revenuerecognised during the year to identify any unusual and/ormaterial variances;
7) Obtained the manual entries recorded along with natureand verified the same on sample basis with underlyingsupporting documents in relation to revenue recognition;
8) Evaluated the adequacy of disclosures made in thefinancial statements in accordance with applicableaccounting standards.
6. The Company's Board of Directors are responsible forthe other information. The other information comprisesthe information included in the Annual Report, but doesnot include the financial statements and our auditor'sreport thereon. The Annual Report is expected to be madeavailable to us after the date of this auditor's report.
Our opinion on the financial statements does not coverthe other information and we will not express any form ofassurance conclusion thereon.
In connection with our audit of the financial statements, ourresponsibility is to read the other information identifiedabove when it becomes available and, in doing so, considerwhether the other information is materially inconsistentwith the financial statements or our knowledge obtained inthe audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that thereis a material misstatement therein, we are required tocommunicate the matter to those charged with governance.
7. The accompanying financial statements have beenapproved by the Company's Board of Directors. TheCompany's Board of Directors are responsible forthe matters stated in section 134(5) of the Act withrespect to the preparation and presentation of thesefinancial statements that give a true and fair view of thefinancial position, financial performance including othercomprehensive income, changes in equity and cash flows ofthe Company in accordance with the Ind AS specified undersection 133 of the Act and other accounting principlesgenerally accepted in India. This responsibility also includesmaintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding of theassets of the Company and for preventing and detectingfrauds and other irregularities; selection and application
of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design,implementation and maintenance of adequate internalfinancial controls, that were operating effectively forensuring the accuracy and completeness of the accountingrecords, relevant to the preparation and presentation ofthe financial statements that give a true and fair view andare free from material misstatement, whether due to fraudor error.
8. In preparing the financial statements, the Board ofDirectors is responsible for assessing the Company's abilityto continue as a going concern, disclosing, as applicable,matters related to going concern and using the goingconcern basis of accounting unless the Board of Directorseither intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
9. The Board of Directors is also responsible for overseeingthe Company's financial reporting process.
10. Our objectives are to obtain reasonable assurance aboutwhether the financial statements as a whole are free frommaterial 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 isnot a guarantee that an audit conducted in accordancewith Standards on Auditing will always detect a materialmisstatement when it exists. Misstatements can arise fromfraud or error and are considered material if, individuallyor in the aggregate, they could reasonably be expectedto influence the economic decisions of users taken on thebasis of these financial statements.
11. As part of an audit in accordance with Standards onAuditing, specified under section 143(10) of the Act weexercise professional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material misstatementof the financial statements, whether due to fraud
or error, design and perform audit proceduresresponsive to those risks, and obtain audit evidencethat is sufficient and appropriate to provide a basisfor our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion,forgery, intentional omissions, misrepresentations, orthe override of internal control;
• Obtain an understanding of internal control relevantto the audit in order to design audit procedures thatare appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible forexpressing our opinion on whether the Company hasadequate internal financial controls with referenceto financial statements in place and the operatingeffectiveness of such controls;
• Evaluate the appropriateness of accounting policiesused and the reasonableness of accounting estimatesand related disclosures made by management;
• Conclude on the appropriateness of Board ofDirectors' use of the going concern basis of accountingand, based on the audit evidence obtained, whethera material uncertainty exists related to events orconditions that may cast significant doubt on theCompany's ability to continue as a going concern. Ifwe conclude that a material uncertainty exists, weare required to draw attention in our auditor's reportto the related disclosures in the financial statementsor, if such disclosures are inadequate, to modify ouropinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor'sreport. However, future events or conditions maycause the Company to cease to continue as a goingconcern; and
• Evaluate the overall presentation, structure andcontent of the financial statements, including thedisclosures, and whether the financial statementsrepresent the underlying transactions and events in amanner that achieves fair presentation.; and
12. We communicate with those charged with governanceregarding, among other matters, the planned scope andtiming of the audit and significant audit findings, includingany significant deficiencies in internal control that weidentify during our audit.
13. 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 on ourindependence, and where applicable, related safeguards.
14. From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law orregulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that amatter should not be communicated in our report becausethe adverse consequences of doing so would reasonably beexpected to outweigh the public interest benefits of suchcommunication.
15. As required by section 197(16) of the Act, based on ouraudit, we report that the Company has paid remunerationto its directors during the year in accordance with theprovisions of and limits laid down under section 197 readwith Schedule V to the Act.
16. As required by the Companies (Auditor's Report) Order,2020 (‘the Order') issued by the Central Government ofIndia in terms of section 143(11) of the Act we give inthe Annexure A a statement on the matters specified inparagraphs 3 and 4 of the Order, to the extent applicable.
17. Further to our comments in Annexure A, as required bysection 143(3) of the Act based on our audit, we report, tothe extent applicable, that:
a) We have sought and obtained all the information andexplanations which to the best of our knowledge andbelief were necessary for the purpose of our audit ofthe accompanying financial statements;
b) Except for the matters stated in paragraph 17(h)(vi)below on reporting under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014 (as amended), in ouropinion, proper books of account as required by lawhave been kept by the Company so far as it appearsfrom our examination of those books;
c) The financial statements dealt with by this report arein agreement with the books of account;
d) In our opinion, the aforesaid financial statementscomply with Ind AS specified under section 133 of theAct;
e) On the basis of the written representations receivedfrom the directors and taken on record by the Boardof Directors, none of the directors is disqualified as on31 March 2025 from being appointed as a director interms of section 164(2) of the Act;
f) The modification relating to the maintenance ofaccounts and other matters connected therewith areas stated in paragraph 17(b) above on reporting undersection 143(3)(b) of the Act and paragraph 17(h)(vi)below on reporting under Rule 11(g) of the Companies(Audit and Auditors) Rules, 2014 (as amended);
g) With respect to the adequacy of the internal financialcontrols with reference to financial statements of theCompany as on 31 March 2025 and the operatingeffectiveness of such controls, refer to our separatereport in Annexure B wherein we have expressed anunmodified opinion; and
h) With respect to the other matters to be included inthe Auditor's Report in accordance with rule 11 ofthe 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, as detailed in note 28 to thefinancial statements, has disclosed the impact ofpending litigations on its financial position as at31 March 2025
ii. The Company did not have any long-termcontracts including derivative contracts for whichthere were any material foreseeable losses as at31 March 2025.;
iii. There were no amounts which were requiredto be transferred to the Investor Education andProtection Fund by the Company during the yearended 31 March 2025;
iv. a. The management has represented that,
to the best of its knowledge and belief,as disclosed in note 36 to the financialstatements, no funds have been advancedor loaned or invested (either from borrowedfunds or securities premium or any othersources or kind of funds) by the Company toor in any person(s) or entity(ies), includingforeign entities (‘the intermediaries'), withthe understanding, whether recorded inwriting or otherwise, that the intermediaryshall, whether, directly or indirectly lend orinvest in other persons or entities identifiedin any manner whatsoever by or on behalf ofthe Company (‘the Ultimate Beneficiaries') orprovide any guarantee, security or the like onbehalf the Ultimate Beneficiaries;
b. The management has represented that, to thebest of its knowledge and belief, as disclosedin note 36 to the financial statements, nofunds have been received by the Companyfrom any person(s) or entity(ies), includingforeign entities (‘the Funding Parties'), withthe understanding, whether recorded inwriting or otherwise, that the Company shall,whether directly or indirectly, lend or investin other persons or entities identified in anymanner whatsoever by or on behalf of theFunding Party (‘Ultimate Beneficiaries') orprovide any guarantee, security or the like onbehalf of the Ultimate Beneficiaries; and
c. Based on such audit procedures performedas considered reasonable and appropriatein the circumstances, nothing has come toour notice that has caused us to believe thatthe management representations under sub¬clauses (a) and (b) above contain any materialmisstatement.
v. As stated in note 11 to the accompanyingfinancial statements, the Board of Directors ofthe Company have proposed final dividend forthe year ended 31 March 2025 which is subjectto the approval of the members at the ensuingAnnual General Meeting. The dividend declared isin accordance with section 123 of the Act to theextent it applies to declaration of dividend.
vi. Based on examination which included testchecks, the Company in respect of financialyear commencing on 1 April 2023, has used anaccounting software for maintaining its books ofaccount which has a feature of recording audittrail (edit log) facility and the same has beenoperated throughout the year for all relevanttransactions recorded in the software exceptthat the audit trail feature was not enabled atdatabase level for accounting software to log anydirect data change, as described in note 36 to thefinancial statements. Further, during the courseof our audit we did not come across any instanceof audit trail features being tampered with inrespect of the accounting software where suchfeature was enabled. Furthermore, the audit trailhas been preserved by the Company as per thestatutory requirements for record retention.
Chartered Accountants
Firm's Registration No.: 001076N/N500013
Partner
Membership No.: 118782
UDIN: 25118782BMOELH7000
Place: Mumbai
Date: 15 May 2025