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Lupin Ltd.

BSE: 500257 Sector: Health care
NSE: LUPIN ISIN Code: INE326A01037
BSE 00:00 | 21 Sep 889.75 -19.25
(-2.12%)
OPEN

916.65

HIGH

931.50

LOW

851.00

NSE 00:00 | 21 Sep 890.25 -19.10
(-2.10%)
OPEN

919.80

HIGH

931.50

LOW

853.60

OPEN 916.65
PREVIOUS CLOSE 909.00
VOLUME 388001
52-Week high 1090.00
52-Week low 723.55
P/E 28.33
Mkt Cap.(Rs cr) 40,230
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 916.65
CLOSE 909.00
VOLUME 388001
52-Week high 1090.00
52-Week low 723.55
P/E 28.33
Mkt Cap.(Rs cr) 40,230
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Lupin Ltd. (LUPIN) - Auditors Report

Company auditors report

TO THE MEMBERS OF LUPIN LIMITED

Report on the Audit of the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statementsof Lupin Limited ("the Company") which comprise the Balance Sheet as at 31March 2018 the Statement of Profit and Loss the Statement of Changes in Equity and theStatement of Cash Flows for the year then ended and summary of the significant accountingpolicies and information (herein after referred to as "Standalone Ind AS financialstatements").

Management's Responsibility for the Standalone Ind AS FinancialStatements

The Company's Board of Directors is responsible for the mattersstated in Section 134(5) of the Companies Act 2013 ("the

Act") with respect to the preparation of these standalone Ind ASfinancial statements that give a true and fair view of the state of affairs profit/lossand other comprehensive income changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) prescribed under section 133 of the Act.

This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding the assets of theCompany and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequateinternalfinancialcontrols that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone Ind

AS financial statements that give a true and fair view and are freefrom material misstatement whether due to

In preparing the financial statements management is responsible forassessing the Company's ability to continue concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone Ind ASfinancial statements based on our audit.

We have taken into account the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone Ind AS financial statements 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 standalone Ind AS financialstatements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence aboutthe amounts and the disclosures in the standalone

Ind AS financialstatements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement ofthe standalone Ind AS financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial controls relevant to theCompany's preparation of the standalone Ind AS financial statements that give a trueand fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by theCompany's Directors as well as evaluating the overall presentation of the standalone

Ind AS financial statements.

We are also responsible to conclude on the appropriateness ofmanagement's use of the going concern basis of accounting and based on the auditevidence obtained whether a material uncertainty exists related to events or conditionsthat may cast significant doubt on the entity's ability to continue as a goingconcern. If we conclude that a material we are required to draw attention in theauditor's report to the related disclosures in the financial statements or if suchdisclosures are inadequate to modify the opinion. Our conclusions are based on the auditevidence obtained up to the date of the auditor's report. However future events orconditions may cause an entity to cease to continue as a going concern.

We believe that the audit evidence we have obtained is sufficientandappropriate to provide a basis for our audit opinion on the standalone Ind AS financialstatements.

Opinion

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone Ind

AS financial statements give the information required by the Act in themanner 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 31March 2018 its profit and other comprehensive income changes in equity and its cashflows for the year ended on

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016("the Order") issued by the Central Government in terms of Section 143(11) ofthe Act we give in "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act we report that:

a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss Statement ofChanges in Equity and the Cash Flow Statement dealt with by this Report are in agreementwith the books of account.

d) In our opinion the aforesaid standalone Ind AS financial statementscomply with the Indian Accounting Standards prescribed under section 133 of the Act.

e) On the basis of the written representations received from thedirectors as on 31 March 2018 and taken on record by the Board of Directors none of thedirectors is disqualified as on 31 March 2018 from being appointed as a director in termsof Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls withreference to financial statements of the Company and the operating effectiveness of suchcontrols refer to our separate Report in "Annexure B".

g) With respect to the other matters to be included in theAuditor'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 theexplanations given to us:

i) The Company has disclosed the impact of pending litigations on itsfinancial position in its standalone Ind AS financial statements - Refer Note 36 to thestandalone Ind AS financial statements;

ii) The Company has made provision as required under the applicablelaw or accounting standards for material foreseeable losses if any on long-termcontracts including derivative contracts - Refer Note 59 to the standalone

Ind AS financial statements;

iii) There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company; and

iv) statementsThedisclosures regardingthestandaloneIndASfinancialholdings as well as dealings in specified bank notes during the period from 8 November2016 to 30 December 2016 has not been made since they do not pertain to the financial yearended 31 March 2018.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Venkataramanan Vishwanath
Place : Mumbai Partner
Dated : May 15 2018 Membership No: 113156

ANNEXURE – A TO THE INDEPENDENT AUDITOR'S REPORT – 31MARCH 2018

(Referred to our report of even date)

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of the fixed assets.

(b) The Company has a regular program of physical verification of itsfixed assets by which all fixed assets are verified in a phased manner over a period ofthree years. In accordance with this program a portion of the fixed assets has beenphysically verified by the management during the year and no material discrepancies havebeen noticed on such verification. In our opinion this periodicity of physicalverification is reasonable having regard to the size of the Company and the nature of itsassets.

(c) According to the information and explanations given to us and basedon the examination of the registered sale deed / transfer deed / conveyance deed / sharecertificate / other documents evidencing title and provided to us we report that thetitle deeds of immovable properties of land and building which are freehold as disclosedin Note

2 to the standalone Ind AS financial statements are held in the nameof the Company except for the following:

(Rs in million)

Particulars of the land and building Gross Block (as at 31 March 2018) Net Block (as at 31 March 2018) Remarks
Freehold land located in Maharashtra admeasuring 7 Hectare and 70.91 Acre 29.6 29.6 The title deeds are in the name of the erstwhile Company that was amalgamated with the Company pursuant to the Scheme of amalgamation sanctioned by the Hon'ble Bombay High Court.
Freehold building located in Maharashtra admeasuring 8038 sqft 133.9 93.5 The title deeds are in the name of erstwhile Company that was amalgamated with the Company pursuant to the Scheme of amalgamation sanctioned by the Hon'ble Bombay High Court.

Immovable properties of land whose title deeds have been pledged assecurity for loans taken in earlier years are held in the name of the Company based on theconfirmations directly received by us from the lenders.

In respect of immovable properties of land and buildings that have beentaken on lease and disclosed as fixed asset in Note 2 to the standalone Ind AS financialstatements the lease agreements are in the name of the Company where the Company is thelessee in the agreement except the following:

(Rs in million)

Particulars of the building Gross Block (as at 31 March 2018) Net Block (as at 31 March 2018) Remarks
Leasehold building located in Delhi admeasuring 1628 sqft 2.8 2.4 The title deeds are in the name of erstwhile Company that was amalgamated with the Company pursuant to the Scheme of amalgamation sanctioned by the Hon'ble Bombay High Court.

In respect of immovable properties of land and buildings which aredisclosed as fixed asset in the standalone Ind AS financial statements the originaldocuments for the following assets are not available for

(Rs in million)

Particulars of the land and building Gross Block Net Block
(as at 31 March 2018) (as at 31 March 2018)
Building located in Maharashtra 7.5 5.3
Land located in Uttarakhand 0.3 0.3

(ii) Inventories apart from goods in transit and inventories lyingwith outside parties havebeenphysicallyverifiedby the

Management during the year and the discrepancies noticed on suchverification between the physical stock and book records were not material. In ouropinion the frequency of such verification is reasonable. Inventories lying with outsideparties has been substantially confirmed by them as at the year-end and no materialdiscrepancies were noticed in respect of such confirmations.

(iii) According to information and explanations given to us theCompany has not granted any loans secured or unsecured to companies firms LimitedLiability Partnerships or other parties covered in the register maintained under section189 of the Companies Act 2013 (‘the Act'). Accordingly paragraph 3(iii) of theOrder is not applicable to the Company.

(iv) According to the information and explanation given to us theCompany has complied with the provisions of Section 185 and 186 of the Act in respect ofthe investments made and guarantees provided as applicable. The Company has not grantedany loans or provided any security to the parties covered under Section 185 and 186 of theAct.

(v) According to the information and explanations given to us theCompany has not accepted any deposits as per the directives issued by the Reserve Bank ofIndia under the provisions of Sections 73 to 76 or any other relevant provisions of theAct and the rules framed there under. Accordingly paragraph 3(v) of the Order is notapplicable to the Company.

(vi) We have broadly reviewed the records maintained by the Companypursuant to the rules prescribed by Central Government for maintenance of cost recordsunder Section 148 (1) of the Act and are of the opinion that prima facie the prescribedaccounts and records have been made and maintained. However we have not made a detailedexamination of the records.

(vii) (a) According to the information and explanations given to us andon the basis of our examination of the records of the Company amounts deducted/accrued inthe books of account in respect of undisputed statutory dues including Provident fundEmployees' state insurance Income tax Value added tax Sales tax Service tax dutyof Customs duty of Excise Goods and Service tax Cess and other material statutory dueshave generally been regularly deposited during the year by the Company with theappropriate authorities.

According to the information and explanations given to us noundisputed amounts payable in respect of Provident fund Employees' state insuranceIncome tax Value added tax Sales tax Service tax duty of Customs duty of ExciseGoods and Service tax Cess and other material statutory dues were in arrears as at 31March 2018 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us thereare no dues of Income tax Sales Tax Value added tax Service tax duty of Customs dutyof Excise Goods and Service tax and Cess which have not been deposited with theappropriate authorities on account of any dispute other than those mentioned in Annexure Ito this report.

(viii) According to the information and explanations given to us theCompany has not defaulted in repayment of loans or borrowings to banks or government. TheCompany has not taken any loans or borrowings from financial institutions and has notissued any debentures.

(ix) The Company has not raised any money by way of initial publicoffer further public offer (including debt instruments) and term loans during the year.Accordingly paragraph 3(ix) of the Order is not applicable to the Company.

(x) During the course of our examination of the books and records ofthe company carried out in accordance with generally accepted auditing practices inIndia and according to the information and explanations given to us we have neither comeacross any instance of material fraud by the Company or on the Company by its officers oremployees noticed or reported during the year nor have we been informed of any suchcases by the Management.

(xi) According to the information and explanations give to us and basedon our examination of the records of the Company the Company has paid/provided formanagerial remuneration in accordance with the requisite approvals mandated by theprovisions of Section 197 read with Schedule V to the Act.

(xii) According to the information and explanations given to us theCompany is not a Nidhi company and the Nidhi Rules 2014 are not applicable to it.Accordingly paragraph 3(xii) of the Order is not applicable to the Company.

(xiii) According to the information and explanations given to us andbased on our examination of the records of the Company transactions with related partiesare in compliance with the provisions of Sections 177 and 188 of the Act whereapplicable. The details of such related party transactions have been disclosed in thestandalone Ind AS financial statements as required under Indian Accounting Standard (IndAS) 24 Related Party Disclosures specified under

Section 133 of the Act read with the relevant rules issued thereunder.

(xiv) According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year. Accordingly paragraph 3(xiv) of the Order is not applicableto the Company.

(xv) According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not entered intonon-cash transactions with its directors or persons connected with them. Accordinglyparagraph 3(xv) of the Order is not applicable to the Company.

(xvi) In our opinion and according to the information and explanationsgiven to us the Company is not required to be registered under Section 45-IA of theReserve Bank of India Act 1934. Accordingly paragraph 3 (xvi) of the Order is notapplicable to the Company.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Venkataramanan Vishwanath
Place : Mumbai Partner
Dated : May 15 2018 Membership No: 113156

ANNEXURE – I TO THE INDEPENDENT AUDITOR'S REPORT – 31MARCH 2018

Amounts of dues of Income tax Sales tax Value added tax Service taxduty of Customs duty of Excise which have not been deposited with the appropriateauthorities on account of any dispute

Name of the Statute Nature of Dues Forum where dispute is pending Period to which amount relates Amount demanded (Rs in million) Amount unpaid (Rs in million)
Income tax Act 1961 Income tax Commissioner of Income tax (Appeals) 2004-2015 952.1 622.0
Central Excise Act 1944 Excise duty Debonding matters Customs Excise and Service Tax Appellate Tribunal (CESTAT) 2010 2011 and 2012 581.6 13.4
Excise duty -Others Customs Excise and Service Tax Appellate Tribunal (CESTAT) Various 52.9 49.6
Excise duty -Others Commissioner Appeals Various 98.8 98.8
Excise duty -Others Commissioner Various 6.9 6.9
Excise duty -Others Joint Commissioner Various 26.4 10.0
Excise duty -Others Additional Commissioner 2001-04 7.7 7.7
Excise duty -Others Assistant Commissioner 2004-05 & 2011 5.6 5.6
Service Tax Matters Customs Excise and Service Tax Appellate Tribunal (CESTAT) Various 55.6 55.3
Commissioner Appeals 2006 0.2 0.2
Service Tax Matters Commissioner 2005-08 7.4 7.4
Central and Sales tax Sales Tax Tribunal 2000-01 32.3 26.7
various States' Value added tax 2003-04
Sales Tax Acts 2004-05
and various 2005-06
States' Value 2009-10
Added Tax Acts 2010-11
Supreme Court 2000-01 7.8 0.5
2002-03
2003-04
2005-06
High Court 2002-03 11.6 5.3
2004-05
Commissioner of Sales Tax (Appeal) 2001-02 2.1 2.0
2002-03
2004-05
2005-09
2012-13
2014-15
Joint Commissioner 2001-02 7.7 7.5
2013-14
2015-16
Deputy Commissioner 1994-95 6.6 6.6
2000-01
2013-14
Additional Commissioner 1994-95 18.1 15.6
2010-11
2012-13
2015-16
Assistant Commissioner 2000-01 0.5 0.1
2003-04
The Customs Act 1962 Customs duty Customs Excise and Service Tax Appellate Tribunal (CESTAT) 2010-2011 0.8 0.8

ANNEXURE - B TO THE INDEPENDENT AUDITOR'S REPORT – 31 MARCH2018 ON STANDALONE IND AS FINANCIAL STATEMENT

Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls with reference tofinancial statements of Lupin Limited ("the Company") as of 31 March 2018 inconjunction with our audit of the standalone Ind AS financial statements of the Companyfor the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing andmaintaining internal financial controls based on the internal control with reference tofinancial statements criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls with reference to Financial Reporting (the "Guidance Note") issued bythe Institute of Chartered Accountants of India ("ICAI"). These responsibilitiesinclude the design implementation and maintenance of adequate internal financialcontrolsthat were operating effectively for ensuring including adherence to company'spolicies the safeguarding of its assets theorderlyandefficient the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 ("the Act").

Auditor's Responsibility

Our responsibility is to express an opinion on the Company'sinternal financial controls with reference to financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingissued by

ICAI and deemed to be prescribed under section 143(10) of the Act tothe extent applicable to an audit of internal financial controls both applicable to anaudit of Internal Financial Controls and both issued by the ICAI. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlswith reference to financial statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system with reference to financialstatements and their operating effectiveness. Our audit of internal financial controlswith reference to financial statements included obtaining an understanding of internalfinancial financial statements assessing the risk that a material weakness exists andtesting and evaluating effectiveness of internal controls based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the standalone Ind AS financial statements whether dueto fraud or error.

We believe that the audit evidence we have obtained is sufficientandappropriate to provide a basis for our audit opinion on the Company's internalfinancial control system with reference to financial statements.

Meaning of Internal Financial Controls with reference to FinancialStatements

A company's internal financialcontrol with referencefinancialstatements is a process designed to provide reasonable to assurance regarding thereliability of financial reporting and the preparationoffinancialstatements for externalpurposes in accordance with generally accepted accounting principles. A company'sinternal financialcontrols with reference to financial statements includes those policiesand procedures that (1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflectthe transactions and dispositions of the assets of thecompany; (2) provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company are being madeonly in accordance with authorisations of management and directors of the company; and (3)provide reasonable assurance regarding prevention or timely detection of unauthorisedacquisition use or disposition of the company's assets that could have a materialeffect on the financial statements.

Inherent Limitations of Internal Financial Controls with reference toFinancial Statements

Because of the inherent limitations of internal financial controls withreference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the internal financial control with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequateinternal financial control system with reference to financial statements and such internalfinancial controls with reference to financial statements were operating effectively as at31 March 2018 based on the internal controls with reference to financial statementscriteria established by the Company considering the essential components of internalcontrols stated in the Guidance Note issued by the ICAI.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Venkataramanan Vishwanath
Place : Mumbai Partner
Dated : May 15 2018 Membership No: 113156