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AUDITOR'S REPORT

Cohance Lifesciences Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 32889.30 Cr. P/BV 19.24 Book Value (₹) 44.68
52 Week High/Low (₹) 1360/848 FV/ML 1/1 P/E(X) 122.78
Bookclosure 09/08/2024 EPS (₹) 7.00 Div Yield (%) 0.00
Year End :2025-03 

1. We have audited the accompanying standalone financial
statements of Cohance Lifesciences Limited (formerly
known as Suven Pharmaceuticals Limited) ('the Company'),
which comprise the Standalone Balance Sheet as at 31
March 2025, the Standalone Statement of Profit and Loss
(including Other Comprehensive Income), the Standalone
Statement of Cash Flow and the Standalone Statement of
Changes in Equity for the year then ended, and notes to
the standalone financial statements, including material
accounting policy information and other explanatory
information, in which are included the returns for the
year ended on that date audited by the branch auditor
of the Company's branch located at New Jersey, United
States of America.

2. In our opinion and to the best of our information and
according to the explanations given to us, and based
on the consideration of the report of the branch auditor
as referred to in paragraph 15 below, the aforesaid
standalone 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 Indian Accounting Standards ('Ind
AS') specified under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015 and
other accounting principles generally accepted in India, of
the state of affairs of the Company as at 31 March 2025,
and its profit (including other comprehensive income), its
cash flows and the changes in equity for the year ended
on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards
on Auditing 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 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 ('ICAO 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 together with the audit
evidence obtained by the branch auditor, in terms of their
report referred to in paragraph 15 of the Other Matter
section below is sufficient and appropriate to provide a
basis for our opinion.

Key Audit Matters

4. Key audit matters are those matters that, in our
professional judgment, and based on the consideration of
the report of the branch auditor as referred to paragraph
15 below, 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.

5. We have determined the matter described below to be the key audit matter to be communicated in our report..

Key audit matter

How our audit addressed the key audit matter

Revenue Recognition

Our audit procedures included, but were not limited to, the

(Refer note 2.11 to the accompanying Standalone Financial

following:

Statements for material accounting policy information on

Obtained an understanding of the management's process

revenue recognition and note 26 for the related disclosure

for revenue recognition and assessed the appropriateness

made during the year)

of the accounting policy on revenue recognition in

The Company derives revenues primarily from manufacture and

accordance with Ind AS 115;

sale of Active Pharma Ingredients (API) including intermediates

Evaluated the design and tested the operating

and contract research services. The Company recognises the

effectiveness of key controls over the recognition and

revenue from contracts with customers in accordance with

measurement of revenue;

Ind AS 115 "Revenue from Contracts with Customers" ('Ind AS

Performed substantive analytical procedures on revenue

115') when the performance obligation is satisfied, which in
case of sale of goods is determined to be at the point of time
and in case of contract research services is determined to be

such as ratio analysis, region-wise sale analysis, etc to
identify any unusual and/or material variances;

over time, when the customer obtains controls of the goods
and services. The revenue towards a performance obligation
is measured based on the transaction price specified in the

Performed substantive testing on a selected samples
of revenue transactions recorded during the year, and
transactions recorded during a specific period before and
after year end, by inspecting supporting documents such
as invoices, agreements, dispatch memos, etc., to ensure

contract, net of discounts, returns and goods and services tax.

Revenue is a key performance indicator and with the diverse
terms of contracts with customers, revenue is determined to be
an area involving significant risk in line with the requirements

revenue is recognised in the correct period and with
correct amounts;

of Standards on Auditing, and hence, requires significant
auditor attention. Further, the application of Ind AS 115

Evaluated the appropriateness of the management's
assessment that the performance obligations arising
from the contract research satisfy the criteria for revenue

requires management to make certain significant judgements/
estimates, such as determining the timing of revenue

recognition over time, in accordance with Ind AS 115;

recognition and transaction price, including the impact of

Tested the calculations of the profit share accounted on

variable consideration in the form of profit shares as per the

expected value method to underlying arrangements with

terms of contracts with the customers.

customers and other supporting documents;

Considering the diverse terms of contracts with customers,

Tested all the manual sales-related adjustments made

volume of the transactions, materiality of the amount involved,

to revenue to ensure the appropriateness of revenue

and significant attention required by the auditor as mentioned

recognition during the year; and

above, revenue recognition has been identified as a key audit

Assessed the adequacy and appropriateness of related

matter for the current year audit.

disclosures made in the standalone financial statements
with respect to revenue recognized during the year in
accordance with the applicable accounting standards.

Information other than the Standalone Financial Statements and Auditor's Report thereon

6. The Company's 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 standalone financial statements and our 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.

Responsibilities of Management and Those Charged

with Governance for the Standalone Financial

Statements

7. The accompanying standalone financial statements have
been approved by the Company's Board of Directors.
The Company's Board of Directors are responsible for the
matters stated in section 134(5) of the Act with respect
to the preparation and presentation of these standalone
financial statements that give a true and fair view of the
financial position, financial performance including other
comprehensive income, changes in equity and cash flows
of the Company in accordance with the Ind AS specified
under section 133 of the Act and other accounting
principles generally accepted in India. 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.

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

9. 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

10. 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 Standards on Auditing 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.

11. As part of an audit in accordance with Standards on
Auditing, specified under section 143(10) of the Act 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 management;

• Conclude on the appropriateness of Board of Directors'
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 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; and

• Obtain sufficient appropriate audit evidence regarding
the business activities and financial statements of the
Company which includes financial information of
its branch, to express an opinion on the standalone
financial statements. We are responsible for the
direction, supervision and performance of the audit of
financial statements of the Company, of which we are
the independent auditors. For the branch, included in
the standalone financial statements, which have been
audited by the branch auditor, such branch auditor
remain responsible for the direction, supervision and
performance of the audits carried out by them. We
remain solely responsible for our audit opinion.

12. 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.

13. 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.

14. 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.

Other Matter

15. We did not audit the financial statement or one branch
included in the standalone financial statements of
the Company whose financial statement reflects total
assets of C2.18 Crores as at 31 March 2025, and the total
revenues of CNil and net cash inflows of C0.78 Crores
for the year ended on that date. This financial statement
has been audited by the branch auditor whose report
has been furnished to us by the management, and our
opinion on the standalone financial statements, in so far
as it relates to the amounts and disclosures included in
respect of these branch and our report in terms of sub¬
section (3) of section 143 of the Act in so far as it relates to
the aforesaid branch, is based solely on the report of such
branch auditor.

Further, the above branch is located outside India whose
financial statements and other financial information have
been prepared in accordance with accounting principles
generally accepted in their respective country and which
has been audited by branch auditor under generally
accepted auditing standards applicable in its respective
country. The Company's management has converted the
financial statements of such branches from accounting
principles generally accepted in their respective country
to accounting principles generally accepted in India.
We have audited these conversion adjustments made
by the Company's management. Our opinion on the
standalone financial statements, in so far as it relates to
the amounts and disclosures included in respect of such
branch, is based on the report of branch auditor and the
conversion adjustments prepared by the management of
the Company and audited by us.

Our opinion above on the standalone financial statements,
and our report on other legal and regulatory requirements
below, are not modified in respect of the above matters
with respect to our reliance on the work done by and the
report of the branch auditor.

16. The standalone financial statements of the Company
for the year ended 31 March 2024 were audited by
the predecessor auditor, M/s Karvy & Co., Chartered
Accountants who have expressed an unmodified opinion
on those standalone financial statements vide their audit
report dated 30 May 2024.

17. The comparative financial information presented in the
accompanying standalone financial statements includes
the financial information of Casper Pharma Private
Limited, the erstwhile subsidiary company (hereinafter

referred to as "Transferor Company"), for the year ended
31 March 2024, pursuant to the scheme of amalgamation
between the Company and the Transferor Company as
explained in Note 58 to the accompanying standalone
financial statements. Such financial information of the
Transferor Company for the year ended 31 March 2024
has been audited by K. Nagaraju & Associates, who
have expressed unmodified opinion on those financial
information vide their audit report dated 24 May 2024,
which have been furnished to us by the management and
have been relied upon by us for the purpose of our audit
of the accompanying standalone financial statements. Our
opinion is not modified in respect of the above matter.

Report on Other Legal and Regulatory Requirements

18. As required by section 197(16) of the Act, based on our
audit, we report that the Company has paid remuneration
to its directors during the year in accordance with the
provisions of and limits laid down under section 197 read
with Schedule V to the Act.

19. As required by the Companies (Auditor's Report) Order,
2020 ('the Order1) 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.

20. Further to our comments in Annexure A, as required
by section 143(3) of the Act based on our audit, and on
the consideration of the report of the branch auditor as
referred to in paragraph 15 above, we report, to the extent
applicable, 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 of
the accompanying standalone financial statements;

b) Except for the matters stated in paragraph 20(i)(vi)
below on reporting under Rule 11(g) of the Companies
(Audit and Auditors) Rules, 2014 (as amended), 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 and proper
returns adequate for the purposes of our audit have
been received from the branch not visited by us;

c) The report on the accounts of the branch office of the
Company audited under section 143(8) of the Act by
the branch auditor has been sent to us and have been
properly dealt with by us in preparing this report;

d) The standalone financial statements dealt with by this
report are in agreement with the books of account
and with the return received from the branch not
visited by us;

e) In our opinion, the aforesaid standalone financial
statements comply with Ind AS specified under
section 133 of the Act;

f) On the basis of the written representations received
from the directors and 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;

g) The qualification relating to the maintenance of
accounts and other matters connected therewith are
as stated in, paragraph 20(b) above on reporting under
section 143(3)(b) of the Act and paragraph 20(i)(vi)
below on reporting under Rule 11(g) of the Companies
(Audit and Auditors) Rules, 2014 (as amended);

h) With respect to the adequacy of the internal financial
controls with reference to financial statements of the
Company as on 31 March 2025 and the operating
effectiveness of such controls, refer to our separate
report in Annexure B wherein we have expressed an
unmodified opinion; and

i) 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 and based on the consideration of
the report of the branch auditor as referred to in
paragraph 15 above:

(i) The Company, as detailed in note 37 to the
standalone financial statements, has disclosed
the impact of pending litigations on its financial
position as at 31 March 2025;

(ii) The Company did not have any long-term
contracts including derivative contracts for which
there were any material foreseeable losses as at
31 March 2025;

(iii) There were no amounts which were required
to be transferred to the Investor Education and
Protection Fund by the Company during the year
ended 31 March 2025;

(iv)

a. The management has represented that, to the
best of its knowledge and belief, as disclosed in
note 57(i) to the standalone financial statements,
no funds have been advanced or loaned or
invested (either from borrowed funds or securities
premium or any other sources or kind of funds) by
the Company to or in any person(s) or entity(ies),
including foreign entities ('the 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 ('the
Ultimate Beneficiaries') or provide any guarantee,
security or the like on behalf the Ultimate
Beneficiaries;

b. The management has represented that, to the best
of its knowledge and belief, as disclosed in note
57(ii) to the standalone financial statements, no
funds have been received by the Company from any
person(s) or entity(ies), including foreign entities
('the 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 performed as

considered reasonable and appropriate in the
circumstances, nothing has come to our notice
that has caused us to believe that the management
representations under sub-clauses (a) and (b)
above contain any material misstatement.

(v) The Company has not declared or paid any
dividend during the year ended 31 March 2025.

(vi) As stated in Note 44 to the standalone
financial statements and based on our
examination which included test checks,
except for instances/matters mentioned below,
the Company, in respect of financial year
commencing on or after 1 April 2024, has used
accounting software for maintaining its books
of account which have a feature of recording
audit trail (edit log) facility and the same have
been operated throughout the year for all
relevant transactions recorded in the software.
Further, during the course of our audit we did
not come across any instance of audit trail
feature being tampered with, other than the
consequential impact of the exceptions given
below. Furthermore, except for instances/
matters mentioned below the audit trail has
been preserved by the Company as per the
statutory requirements for record retention.

Nature of exception noted

Details of Exception

Instances of accounting software for maintaining books
of account which did not have a feature of recording
audit trail (edit log) facility.

The accounting software (ADP) used for maintenance of payroll
records of the Company did not have a feature of recording audit trail
(edit log) facility.

Instances of accounting software for maintaining books
of account for which the feature of recording audit trail
(edit log) facility was not operated throughout the year
for all relevant transactions recorded in the software.

The audit trail feature was not enabled at the database level for
accounting software (SAP) to log any direct data changes, used for
maintenance of accounting records.

Nature of exception noted

Details of Exception

Instances of accounting software maintained by a third
party where we are unable to comment on the audit trail
feature at database level.

The accounting software used for maintenance of accounting
software (Tally) is operated by a third-party software service provider.
In the absence of any information on existence of audit trail (edit logs)
for any direct changes made at the database level in the 'Independent
Service Auditor's Assurance Report on the Description of Controls,
their Design and Operating Effectiveness' ('Type 2 report' issued in
accordance with SAE 3402, Assurance Reports on Controls at a Service
Organization), we are unable to comment on whether audit trail
feature with respect to the database of the said software was enabled
and operated throughout the year.

Instance of accounting software for maintaining books
of account for which the feature of recording audit trail
(edit log) facility was not operated effectively during the
reporting period.

The accounting software used for maintenance of payroll records
(Darwin Box) is operated by a third-party software service provider.
The 'Type 2 report' issued by the Independent Service Auditor in
accordance with SAE 3402 (Revised), did not demonstrate whether
the audit trail feature specifically captures the details of what data was
changed at the database level for a third-party accounting software
used for maintenance of employee records of the Company.

For Walker Chandiok & Co LLP

Chartered Accountants
Firm's Registration No.: 001076N/N500013

Ashish Gupta

Partner

Membership No.: 504662
UDIN: 25504662BMOOFZ1943

Place: Hyderabad
Date: 28 May 2025

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