To the Members of Procter & Gamble Hygiene and Health Care Limited
Report on the Financial Statements
1. We have audited the accompanying financial statements of Procter & GambleHygiene and Health Care Limited ("the Company") which comprise the BalanceSheet as at June 30 2015 the Statement of Profit and Loss and the Cash Flow Statementfor the year then ended and a summary of the significant accounting policies and otherexplanatory information.
Management's Responsibility for the Financial Statements
2. The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgements and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.
3. Our responsibility is to express an opinion on these financial statements based onour audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing specified under Section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.
4. An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the financial statements. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.
5. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.
6. In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at June30 2015 and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
7. As required by the Companies (Auditor's Report) Order 2015 ("the Order")issued by the Central Government in terms of Section 143(11) of the Act we give in theAnnexure a statement on the matters specified in paragraphs 3 and 4 of the Order.
8. 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 bestof' 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 theCompany so far as it appears from our examination of those books.
(c) The Balance Sheet the Statement of Profit and Loss and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.
(d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.
(e) On the basis of the written representations received from the directors as on June30 2015 taken on record by the Board of Directors none of the directors is disqualifiedas on June 30 2015 from being appointed as a director in terms of Section 164(2) of theAct.
(f) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:
a. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements in accordance with Generally Accepted accountingpractice - also Refer Note 25(a) to the financial statements. .
b. The company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
c. There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company.
|For DELOITTE HASKINS & SELLS LLP |
|Chartered Accountants |
|(Firm's Registration No. 117366W/W-100018) |
|Shyamak R. Tata |
|(Membership No. 038320) |
|MUMBAI August 28 2015 |
ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT
(Referred to in paragraph 7 under 'Report on Other Legal and Regulatory Requirements'section of our report of even date)
In our opinion and according to the information and explanations given to us thenature of the Company's business/activities during the year are such that clauses (ix) and(xi) of paragraph 3 and 4 of the Order are not applicable to the Company. In respect ofthe other clauses we report as under:
(i) In respect of its fixed assets:
a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
b. The fixed assets were physically verified during the year by the Management inaccordance with a regular programme of verification which in our opinion provides forphysical verification of all the fixed assets at reasonable intervals. According to theinformation and explanations given to us no material discrepancies were noticed on suchverification.
(ii) In respect of its inventories:
a. As explained to us the inventories were physically verified during the year by theManagement at reasonable intervals.
b. In our opinion and according to the information and explanations given to us theprocedures of physical verification of inventories followed by the Management werereasonable and adequate in relation to the size of the Company and the nature of itsbusiness.
c. In our opinion and according to the information and explanations given to us theCompany has maintained proper records of its inventories and no material discrepancieswere noticed on physical verification.
(iii) The Company has not granted any loans secured or unsecured to companies firmsor other parties covered in the Register maintained under Section 189 of the CompaniesAct 2013.
(iv) In our opinion and according to the information and explanations given to ushaving regard to the explanations that some of the items are of special nature andsuitable alternative sources are not readily available for obtaining comparablequotations there is an adequate internal control system commensurate with the size of theCompany and the nature of its business for purchase of inventory and fixed assets and forthe sale of goods and services. During the course of our audit we have not observed anymajor weakness in such internal control system.
(v) According to the information and explanations given to us the Company has notaccepted any deposit during the year within the meaning of the provisions of Sections 73and 76 or any other relevant provisions of the Companies Act 2013. According to theinformation and explanations given to us no order has been passed by the Company LawBoard or the National Company Law Tribunal or the Reserve Bank of India or any Court orany other Tribunal on the Company.
(vi) We have broadly reviewed the cost records maintained by the Company pursuant tothe Companies (Cost Records and Audit) Rules 2014 as amended and prescribed by theCentral Government under sub-section (1) of Section 148 of the Companies Act 2013 andare of the opinion that prima facie the prescribed cost records have been made andmaintained. We have however not made a detailed examination of the cost records with aview to determine whether they are accurate or complete.
(vii) According to the information and explanations given to us and according to thebooks and records as produced and examined by us in our opinion:
a. The Company is regular in depositing undisputed statutory dues including ProvidentFund Employees' State Insurance Income-Tax Sales Tax Wealth Tax Service Tax CustomsDuty Excise Duty Value Added. Tax Cess and other material statutory dues as applicableto it with the appropriate authorities.
b. As at June 30 2015 the following are the particulars of dues on account ofIncome-Tax Sales Tax Wealth Tax Service Tax Custom Duty Excise Duty Value Added Taxand Cess matters that have not been deposited on account of any dispute:
|Name of Statute ||Nature of dues ||Forum where dispute is pending ||Period to which the amount relates* ||Amount involved (Rs. in lakhs) |
|Sales Tax and VAT Laws as per statutes applicable in various states ||Sales Tax and VAT ||Appellate Authority -upto Commissioners/ Revisional authorities level ||1997-98 to 2001-02 2003-04 to 2013-14 ||2 311 |
| || ||Appellate Authority - Tribunal ||1996-97 2001-02 2002-03 2005-06 2006-07 and 2007-08 ||698 |
| || ||High Court ||1990-91 to 1997-98 and 2002-03 ||17 |
|Sub-total || || || ||3 026 |
|The Central Excise Act 1944 ||Excise Duty ||Customs Excise and Service Tax Appellate Tribunal ||2004-05 to 2008-09 ||10 |
|Sub-total || || || ||to |
|Finance Act 1994 ||Service Tax ||Appellate Authority - upto Commissioners/ Revisional authorities level ||2006-07 to 2012-13 ||1 225 |
|Sub-total || || || ||1 225 |
|The Income - Tax Act 1961 ||Income Tax ||Income Tax Appellate Tribunal ||2008-09 to 2009-10 ||4 003 |
|Sub-total || || || ||4 003 |
|Total || || || ||8 264 |
generally the year refers to the period April to March.
Out of the total disputed dues aggregating Rs. 8 264 lakhs as above Rs. 4 003 lakhshas been stayed for recovery by the relevant authorities.
c. The Company has been regular in transferring amounts to the Investor Education andProtection Fund in accordance with the relevant provisions of the Companies Act 1956 (1of 1956) and Rules made thereunder within time.
(viii) The Company does not have accumulated losses at the end of the financial yearand the Company has not incurred cash losses during the financial year covered by ouraudit and in the immediately preceding financial year.
(ix) According to the information and explanations given to us the Company has notgiven guarantees for loans taken by others from banks and financial institutions.
(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no significant fraud on the Company has beennoticed or reported during the year.
For DELOITTE HASKINS & SELLS LLP
(Firm's Registration No. 117366W/W-100018)
Shyamak R. Tata
(Membership No. 038320)
August 28 2015