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Procter & Gamble Hygiene and Health Care Ltd.

BSE: 500459 Sector: Consumer
NSE: PGHH ISIN Code: INE179A01014
BSE 11:01 | 20 Jul 10288.00 -29.10
(-0.28%)
OPEN

10343.35

HIGH

10343.35

LOW

10250.00

NSE 10:49 | 20 Jul 10275.15 -62.05
(-0.60%)
OPEN

10448.30

HIGH

10448.30

LOW

10255.55

OPEN 10343.35
PREVIOUS CLOSE 10317.10
VOLUME 35
52-Week high 10965.40
52-Week low 7891.00
P/E 81.84
Mkt Cap.(Rs cr) 33,395
Buy Price 10286.10
Buy Qty 4.00
Sell Price 10338.15
Sell Qty 4.00
OPEN 10343.35
CLOSE 10317.10
VOLUME 35
52-Week high 10965.40
52-Week low 7891.00
P/E 81.84
Mkt Cap.(Rs cr) 33,395
Buy Price 10286.10
Buy Qty 4.00
Sell Price 10338.15
Sell Qty 4.00

Procter & Gamble Hygiene and Health Care Ltd. (PGHH) - Auditors Report

Company auditors report

INDEPENDENT AUDITORS' REPORT

To the Members of

Procter & Gamble Hygiene and Health Care Limited

Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of Procter & GambleHygiene and Health Care Limited ("the Company") which comprise the BalanceSheet as at June 30 2017 and the Statement of Profit and Loss (including OtherComprehensive Income) the Cash Flow Statement and the Statement of Changes in Equity forthe year then ended and a summary of the significant accounting policies and otherexplanatory information.

Management's Responsibility for the Ind AS Financial Statements

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 Ind AS financial statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash flows andchanges in equity of the Company in accordance with the accounting principles generallyaccepted in India including the Indian Accounting Standards (Ind AS) specified underSection 133 of the Act.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgements and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the Ind ASfinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these Ind AS financial statements basedon our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act. Those Standards requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the Ind AS financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS financial statements. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of theInd AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the Ind AS financial statements that give a true and fair view in order todesign audit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company's Directors as well as evaluating theoverall presentation of the Ind AS financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at June 30 2017 and its profit total comprehensive income its cash flows and thechanges in equity for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit we report to theextent applicable 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 including Other ComprehensiveIncome the Cash Flow Statement and Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

(d) In our opinion the aforesaid Ind AS financial statements comply with the IndianAccounting Standards prescribed under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on June30 2017 taken on record by the Board of Directors none of the directors is disqualifiedas on June 30 2017 from being appointed as a director in terms of Section 164(2) of theAct.

(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure A". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

(g) 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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its Ind AS financial statements.

ii. The Company did not have any long–term contracts including derivativecontracts for which there were any material foreseeable losses.

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

iv. The Company did not have any holdings or dealings in Specified Bank Notes asdefined in the Notification S.O. 3407(E) dated the November 8 2016 of the Ministry ofFinance during the period from November 8 2016 to December 30 2016.

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

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

Sd/-
Shyamak R Tata
Partner
(Membership No. 038320)
MUMBAI August 23 2017

ANNEXURE – "A" TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

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

We have audited the internal financial controls over financial reporting of Procter& Gamble Hygiene and Health Care Limited ("the Company") as of June 30 2017in conjunction with our audit of the Ind AS financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India ("ICAI"). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to Company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing prescribed under Section 143(10) of the Companies Act 2013to the extent applicable to an audit of internal financial controls. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A Company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the Company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the Company are being made only in accordance with authorisations ofManagement and Directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper Management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at June 30 2017 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

(Firm's Registration No. 117366W/W-100018)

Sd/-

Shyamak R Tata

Partner

(Membership No. 038320)

MUMBAI August 23 2017

ANNEXURE – "B" TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

(i) a. The Company has maintained proper records showing full particulars includingquantitative details and situation of the property plant and equipment. b. The propertyplant and equipment 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 property plant and equipment at reasonable intervals.According to the information and explanations given to us no material discrepancies werenoticed on such verification. c. According to the information and explanations given to usand the records examined by us and based on the examination of the registered sale deed /transfer deed / conveyance deed provided to us we report that the title deedscomprising all the immovable properties of land and buildings other than self-constructedbuildings are held in the name of the Company as at the balance sheet date. In respect ofimmovable property of land that have been taken on lease and disclosed as non-current /current assets in the financial statements the lease agreements are in the name of theCompany where the Company is the lessee in the agreement.

(ii) As explained to us the inventories were physically verified during the year bythe Management at reasonable intervals and no material discrepancies were noticed on suchphysical verification.

(iii) The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the Register maintained underSection 189 of the Companies Act 2013.

(iv) In our opinion and according to the information and explanation given to us theCompany has complied with the provisions of Section 185 and 186 of the Companies Act 2013in respect of grant of loans making investments and providing guarantees and securitiesas applicable.

(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) The maintenance of cost records has beenprescribed by the Central Government under Section 148(1) of the Companies Act 2013 inrespect of specified products of the Company. For such products we have broadly reviewedthe cost records maintained by the Company pursuant to the Companies (Cost Records andAudit) Rules 2014 as amended and are of the opinion that prima facie the prescribedcost records have been made and maintained. We have however not made a detailedexamination of the cost records with a view to determine whether they are accurate orcomplete.

(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 has beenregular in depositing undisputed statutory dues including Provident Fund Employees' StateInsurance Income Tax Sales Tax Service Tax Customs Duty Excise Duty Value Added TaxCess and other material statutory dues as applicable to it with the appropriateauthorities. b. As at June 30 2017 the following are the particulars of dues on accountof Income Tax Sales Tax Service Tax Custom Duty Excise Duty and Value Added Taxmatters 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 Laws as per statutes applicable in various states Sales Tax Appellate 1997-98 to 2 615
Authority – upto 2001-02
Commissioners/ 2003-04 to
Revisional 2014-2015
authorities level
Appellate 1996-97 710
Authority – 2001-02
Tribunal 2005-06 to
2007-08
and
2012-13
High Court 1990-91 to 137
1997-98
2002-03 and
2006-07 to
2009-10
Sub-total 3 462

 

Name of Statute Nature of dues Forum where dispute is pending Period to which the amount relates* Amount involved ( Rs. in lakhs)
The Central Excise Excise Duty Customs Excise 2004-05 to 10
Act 1944 and Service 2008-09
Tax Appellate
Tribunal
Sub-total 10
Custom Act 1962 Custom Duty Commissioner of 1998-99 19
Customs
Sub-total 19
Finance Act 1994 Service Tax Appellate 2006-07 to 1 225
Authority - upto 2012-13
Commissioners/
Revisional
authorities level
Sub-total 1 225
Income Tax Act Income Tax Income Tax 2008-09 5 864
1961 Appellate 2009-10 and
Tribunal 2011-12
Sub-total 5 864
Total 10 580

*generally the year refers to the period April to March.

Out of the total disputed dues aggregating Rs. 10 580 lakhs as above Rs. 5 864 lakhshas been stayed for recovery by the relevant authorities.

(viii) The Company has not taken any loans or borrowings from financial institutionsbanks and government or has not issued any debentures and hence reporting under clause(viii) of the Order is not applicable to the Company. (ix) The Company has not raisedmoneys by way of initial public offer or further public offer (including debt instruments)or term loans and hence reporting under clause (ix) of the Order is not applicable. (x) Tothe best of our knowledge and according to the information and explanations given to usno fraud by the Company and no material fraud on the Company by its officers or employeeshas been noticed or reported during the year.

(xi) In our opinion and according to the information and explanation given to us theCompany has paid / provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of theOrder is not applicable.

(xiii) In our opinion and according to the information and explanation given to us theCompany is in compliance with Section 177 and 188 of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactions have been disclosed in the financial statements etc. as required by theapplicable accounting standards.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence reporting underclause (xiv) of the Order is not applicable to the Company.

(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsdirectors or directors of its Holding Company or persons connected with them and henceprovisions of section 192 of the Companies Act 2013 are not applicable. The Company didnot have any subsidiary or associate company during the year.

(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

(Firm's Registration No. 117366W/W-100018)

Sd/-

Shyamak R Tata

Partner

(Membership No. 038320)

MUMBAI August 23 2017