Financial Statements of Subsidiaries

Cipla Limited Financial Statements of Subsidiaries

Sr. No. Name of the Company

1 Al-Jabal For Drugs and Medical Appliances Company Limited

2 Breathe Free Lanka (Private) Limited

3 Cipla (EU) Limited

4 Cipla (Mauritius) Limited

5 Cipla (UK) Limited

6 Cipla Australia Pty. Ltd.

7 Cipla Canada Inc.

8 Cipla Holding B.V.

9 Cipla Croatia d.o.o.

10 Cipla Europe NV

11 Cipla FZE

12 Cipla İlaç Ticaret Anonim Şirketi

13 Cipla Kenya Limited

14 Cipla Malaysia Sdn. Bhd.

15 Cipla Medpro South Africa Proprietary Limited

16 Cipla Medpro ARV Proprietary Limited

17 Cipla Medpro Botswana Proprietary Limited

18 Cipla Medpro Cardio Respiratory Proprietary Limited

19 Cipla Medpro Holdings Proprietary Limited

20 Cipla Medpro Manufacturing Proprietary Limited

21 Cipla Life Sciences Proprietary Limited

22 Cipla Health Care Proprietary Limited

23 Cipla Medpro Research and Development Proprietary Limited

24 Cape to Cairo Exports Proprietary Limited

25 Cipla Dibcare Proprietary Limited


26 Cipla Agrimed Proprietary Limited

27 Cipla Nutrition Proprietary Limited

28 Cipla Personal Care Proprietary Limited

29 Cipla Pharma Lanka (Private) Limited

30 Cipla Quality Chemical Industries Limited

31 Cipla USA Inc.

32 Cipla Vet Proprietary Limited

33 Cipla-Medpro Distribution Centre Proprietary Limited

34 Cipla-Medpro Proprietary Limited

35 Four M Propack Private Limited

36 Galilee Marketing Proprietary Limited

37 Gardian Cipla Proprietary Limited

38 Goldencross Pharma Private Limited

39 Inyanga Trading 386 Proprietary Limited

40 Jay Precision Pharmaceuticals Private Limited

41 Mabpharm Private Limited

42 Medica Pharmaceutical Industries Company Limited

43 Medispray Laboratories Private Limited

44 Meditab Holdings Limited

45 Meditab Pharmaceuticals South Africa Proprietary Ltd.

46 Meditab Specialities New Zealand Limited

47 Meditab Specialities Private Limited

48 Medpro Gen Proprietary Limited

49 Medpro Holdings Proprietary Limited

50 Medpro Pharmaceutica Africa Proprietary Limited


51 Medpro Pharmaceutica Proprietary Limited

52 Medpro-On-Line Proprietary Limited

53 Saba Investment Limited

54 Sitec Labs Private Limited

55 Smith and Couzin Proprietary Limited

56 Xeragen Laboratories Proprietary Limited

1. Al-Jabal For Drugs And Medical Appliances Company Limited

2. Breathe Free Lanka (Private) Limited

3. Cipla (EU) Limited

4. Cipla (Mauritius) Limited

5. Cipla (UK) Limited

6. Cipla Australia Pty Limited

7. Cipla Canada Inc.

8. Cipla Holding B.V.

9. Cipla Croatia d.o.o.

10. Cipla Europe NV

11. Cipla FZE

12. Cipla İlaç Ticaret Anonim Şirketi

13. Cipla Kenya Limited

14. Cipla Malaysia Sdn. Bhd.

15. Cipla Medpro South Africa Proprietary Limited

CONSOLIDATED AND SEPARATEAUDITED FINANCIAL STATEMENTS

for the year ended 31 March 2015

Registration number: 2002/018027/07

S O U T H A F R I C A P T Y L T D .

2

Cipla Medpro South Africa Proprietary Limited

(Registration number: 2002/018027/07)

Financial statements for the year ended 31 March 2015

GENERAL INFORMATION

3




INDEX

4




DIRECTORS’ RESPONSIBILITY STATEMENT

5




DIRECTORS’ REPORT

6




DIRECTORS’ REPORT continued

7





8





11




STATEMENTS OF FINANCIAL POSITION

12




STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

13




STATEMENTS OF CHANGES IN EQUITY

14




STATEMENTS OF CHANGES IN EQUITY continued

15

STATEMENTS OF CHANGES OF CASH FLOWS

16




ACCOUNTING POLICIES

17




ACCOUNTING POLICIES continued

18





19




•

•

•


20





21




•

•


22




•

•


23





24




•

•


25





26





27





28





29





30





31





32





33





34





35





36





37





38





39





40





41





42




NOTES TO FINANCIAL STATEMENTS2. Plant and equipment

43




NOTES TO FINANCIAL STATEMENTS continued

2. Plant and equipment continued

44




2. Plant and equipment continued


45




3. Intangible assets


46




3. Intangible assets continued


47




3. Intangible assets continued


48




4. Investment subsidiaries


49




5. Amounts due (to) from group companies


50




6. Other investments


51




7. Loans receivable


52




8. Deferred tax


53




9. Inventory


54




10. Trade and other receivables


55




11. Share and capital reserves


56




11. Share and capital reserves continued


57




12. Derivatives


58




13. Loans and borrowings


59





13. Loans and borrowings continued

60




14. Deferred consideration


61




15. Trade and other payables


62




16. Revenue


63




17. Results from operating activities


64




18. Net fi nance costs


65




19. Tax expense (income)


66




19. Tax expense (income) continued


67




20. Financial risk management


68




20. Financial risk management continued


69






70






71






72




21. Related parties


73




21. Related parties continued


74




21. Related parties continued


75




22. Commitments and contingencies


76




23. Share options and share-based payments


77




24. Notes to the cashfl ow statements


78




25. Changes in ownership interest


79




26. New standards, amendments and interpretations


80




27. Changes in accounting policies


81




28. Subsequent events

29. Going concern


82




NOTES

83




NOTES

Head O ce Parc du Cap O ce Park, Building 9,

Mispel Street, Bellville, Cape Town, 7530

t. (021) 914 0520

www.cipla.co.za

Gauteng Building 2, Maxwell O ce Park,

Magwa Crescent West, Waterfall City, Midrand, 1686

t. (011) 315 9150

Kwazulu-Natal Suite 8, 15 The Boulevard, Westway

O ce Park, Westville, 3630

t. (031) 275 9700

Port Elizabeth Lynx O ce Park, Cnr Heugh Road and 3rd

Avenue, Walmer, Port Elizabeth, 6001

t. (041) 581 8693

Bloemfontein Building 9, Genius Loci O ce Park, 6 CP

Hoogenhout Street, Langenhovenpark, Bloemfontein, 9330

t. (051) 446 0640

16. Cipla Medpro ARV Proprietary Limited

17. Cipla Medpro Botswana Proprietary Limited

Cipla Medpro Botswana Proprietary Limited

Formerly Suner Centers Proprietary Limited

(Registration number CO2011/4086)

Audited Annual Financial Statements

for the year ended 31 March 2015


Formerly Suner Centers Proprietary Limited(Registration number CO2011/4086)Annual Financial Statements for the year ended 31 March 2015

General Information

Country of incorporation and domicile Botswana

Nature of business and principal activities Marketing and distribution of pharmaceutical products

Directors M W Daly

Registered office P.O. Box 40185

Gaborone

Holding company Cipla Medpro Holdings Proprietary Limited

incorporated in South Africa

Ultimate holding company Cipla Limited

incorporated in India

Auditors KPMG

Registered Auditor

Preparer The annual financial statements were internally compiled by:

A. Gray

Chartered Accountant (SA)

Company registration number CO2011/4086

1



Index

The reports and statements set out below comprise the annual financial statements presented to the shareholder:

Index Page

Directors' Responsibility Statement 3

Directors' Report 4

Independent Auditor's Report 5

Statement of Financial Position 6

Accounting Policies 7 - 8

Notes to the Financial Statements 9 - 10

2



Directors' Report

The directors submit their report for the period ended 31 March 2015.

1. Review of activities

Main business and operations

The company is engaged in marketing and distribution of pharmaceutical products and operates principally in Botswana.

The company has not traded during the current or prior years.

2. Going concern

Despite the directors' intention to liquidate this dormant company in the next financial year, these financial statements areprepared on the basis of accounting policies applicable to a going concern. This basis presumes that funds will be available tofinance future operations and that the realisation of assets and settlement of liabilities, contingent obligations and commitmentswill occur in the ordinary course of business.

3. Events after the reporting period

The directors are not aware of any matter or circumstance arising since the end of the period until the date of this report thathas a material impact on the annual financial statements.

4. Authorised and issued share capital

There were no changes in the authorised or issued share capital of the company during the period under review.

5. Dividends

No dividends were declared or paid to the shareholder during the period under review.

6. Directors

The directors of the company during the period under review and to the date of this report were as follows:

Name ChangesM J V L Sadie Resigned 30 September 2014M W Daly

7. Secretary

The company had no secretary during the period under review.

8. Holding company

The company's holding company is Cipla Medpro Holdings Proprietary Limited, incorporated in South Africa.

9. Ultimate holding company

The company's ultimate holding company is Cipla Limited, incorporated in India.

10. Auditors

KPMG will continue in office in accordance with the Companies Act of Botswana.

4

KPMG, Chartered Accountants

Audit Plot 67977, Off Tlokweng Road,

Fairground Park

PO Box 1519, Gaborone, Botswana

Telephone +267 391 2400

Fax +267 397 5281

Web http://www.kpmg.com/

ABCD

Independent Auditor’s Report To the Member of Cipla Medpro Botswana Proprietary Limited We have audited the financial statements of Cipla Medpro Botswana Proprietary Limited, which comprise the statement of financial position at 31 March 2015 and a summary of significant accounting policies and other explanatory information as set out on pages 6 to 10. Directors’ Responsibility for the Financial Statements The company’s directors are responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements give a true and fair view of the financial position of Cipla Medpro Botswana Proprietary Limited as at 31 March 2015 in accordance with International Financial Reporting Standards. KPMG Certified Auditors Gaborone Per practicing member: AG Devlin (19960060:23) 13 May 2015

5

KPMG, a partnership domiciled in Botswana and a member firm of

the KPMG network of independent member firms affiliated with

KPMG International Cooperative (“KPMG International”), a Swiss

entity.

Partners: AG Devlin* NP Dixon-Warren FJ Roos**

*British ** South African

VAT Number: P03623901112



Statement of Financial Position as at 31 March 2015

Figures in Pula Notes 2015 2014

Assets

Current Assets

Loans to group companies 4 100 -

Cash and cash equivalents 2 - 10 046

100 10 046

Total Assets 100 10 046

Equity and Liabilities

Equity

Stated capital 3 100 100

Liabilities

Current Liabilities

Loans from group companies 4 - 9 946

Total Equity and Liabilities 100 10 046

6



Accounting Policies

1. Presentation of Annual Financial Statements

The financial statements have been prepared in accordance with IFRS (International Financial Reporting Standards).

The financial statements have been prepared in accordance with the going concern and the historical cost bases, exceptwhere otherwise indicated.

The financial statements are presented in Botswana Pula, which is the company's functional currency.

The accounting policies set out below have been applied consistently to all periods presented in these financial statements.

1.1 Financial instruments

Classification

Non-derivative financial instruments

Non-derivative financial instruments comprise only of cash and cash equivalents and loans to / (from) group companies.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profitor loss, any directly attributable transaction costs. Subsequent to initial recognition non-derivative financial instruments aremeasured as described below.

A financial instrument is recognised if the company becomes a party to the contractual provisions of the instrument.Financial assets are derecognised if the company’s contractual rights to the cash flows from the financial assets expire or ifthe company transfers the financial asset to another party without retaining control or substantially all risks and rewards ofthe asset. Regular way purchases and sales of financial assets are accounted for at trade date, i.e. the date that thecompany commits itself to purchase or sell the asset. Financial liabilities are derecognised if the company’s obligationsspecified in the contract expire or are discharged or cancelled.

Loans and receivables

Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active market.Such assets are recognised initially at fair value plus directly attributable transaction costs. Subsequent to initialrecognition, loans and receivables are measured at amortised cost, using the effective interest method, less anyimpairment losses.

Loans from group companies

These include loans from holding companies, fellow subsidiaries, subsidiaries, joint ventures and associates and arerecognised initially at fair value plus direct transaction costs.

Loans from group companies are classified as financial liabilities measured at amortised cost.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances. Cash and cash equivalents are measured at fair value.

7



Accounting Policies

1.2 Impairment

Non-derivative assets

A financial asset not measured at fair value through profit or loss is assessed at each reporting date to determine whetherthere is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidenceindicates that one or more events have had a negative effect on the estimated future cash flows of that asset, that can beestimated reliably. Objective evidence that financial assets are impaired includes significant financial difficulties of thedebtor, indications that a debtor will enter bankruptcy, defaults of payments and national and industry-specific economicconditions.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between itscarrying amount and the present value of the estimated future cash flows discounted at the original effective interest rate.

Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets areassessed collectively in groups that share similar credit risk characteristics.

All impairment losses and reversals of impairment losses are recognised in profit or loss. An impairment loss is reversed ifthe reversal can be related objectively to an event occurring after the impairment loss was recognised.

1.3 Share capital and equity

Ordinary shares

Ordinary shares are classified as equity and carried at original cost. Incremental costs directly attributable to the issue ofnew shares are recognised as a deduction from equity, net of any tax effects.

8



Notes to the Financial Statements

Figures in Pula 2015 2014

2. Cash and cash equivalents

Cash and cash equivalents consist of:

Cash on hand - 10 046

3. Stated capital

Issued

100 Ordinary shares at no par value 100 100

4. Loans to/(from) group company

Fellow subsidiary

Medpro Pharmaceutica Proprietary Limited 100 (9 946)

The loan is unsecured and interest free. The loan is repayable on demand.

Current assets 100 -Current liabilities - (9 946)

100 (9 946)

Credit quality of loan from group company

The credit quality of the loan from Medpro Pharmaceutica Proprietary Limited has been assessed with reference to a reviewof detailed profit forecasts of the company, and management assesses the ability of the company to repay the loan as high.

Fair value of loan from group company

The loan is interest free and has no repayment terms. The amount has been classified as a current liability, and the carryingvalue therefore approximates its fair value.

5. Taxation

No provision has been made for tax as the company has no taxable income.

9



Notes to the Financial Statements

Figures in Pula 2015 2014

6. Related parties

Relationships

Fellow subsidiary Medpro Pharmaceutica Proprietary Limited

Related party balance

Loan from related party

Medpro Pharmaceutica Proprietary Limited - (9 946)

Loan to related party

Medpro Pharmaceutica Proprietary Limited 100 -

7. Statements of comprehensive income, cash flows and changes in equity

The company did not trade during the period under review and therefore the statements of comprehensive income,statement of cash flows and changes in equity have not been presented.

8. Events after the reporting period

There is no matter or circumstance which is material to the financial affairs of the company, which has occurred between 31March 2015 and the date of the approval of the financial statements, that has not been otherwise dealt with in the financialstatements.

9. New Standards and Interpretations

9.1 Standards and interpretations not yet effective:

The directors have reviewed all standards and interpretations published and mandatory, for the company's accountingperiods beginning on or after 1 April 2015. None of these are expected to have a material impact on the company's results.

10

18. Cipla Medpro Cardio Respiratory Proprietary Limited

19. Cipla Medpro Holdings Proprietary Limited

20. Cipla Medpro Manufacturing Proprietary Limited

21. Cipla Life Sciences Proprietary Limited

22. Cipla Health Care Proprietary Limited

23. Cipla Medpro Research and Development Proprietary Limited

24. Cape To Cairo Exports Proprietary Limited

25. Cipla Dibcare Proprietary Limited

26. Cipla Agrimed Proprietary Limited

27. Cipla Nutrition Proprietary Limited

28. Cipla Personal Care Proprietary Limited

29. Cipla Pharma Lanka (Private) Limited

30. Cipla Quality Chemical Industries Limited

31. Cipla USA Inc.

32. Cipla Vet Proprietary Limited

33. Cipla-Medpro Distribution Centre Proprietary Limited

34. Cipla-Medpro Proprietary Limited

35. Four M Propack Private Limited

INDEPENDENT AUDITOR’S REPORT

To the Members of Four M Propack Private Limited

Report on the financial Statements

We have audited the accompanying financial statements of Four M Propack Private Limited (“the Company”) which comprise the Balance Sheet as at March 31, 2015 the Statement of Profit and Loss and the Cash Flow Statement for the year ended and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for financial statements:

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial Statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) rules, 2014. 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. Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and the matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance 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 the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial control system over financial reporting and the operating effectiveness of such controls. An audit also

includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the company’s directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2015;

(b) In the case of Statement of Profit and Loss, of the profit for the year ended on that date; and

(c) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 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 explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b. 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

c. The Balance Sheet, Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. In our opinion, the aforesaid Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e. On the basis of written representations received from the directors as on March 31, 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015, from being appointed as a director in terms of sub- section (2) of Section 164 of the Companies Act, 2013.

f. 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, in our opinion and to the best of our information and according to the explanations given to us:

I. The company does not have any pending litigations which would impact its financial position.

II. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

III. There were no amounts which were required to be transferred to the Investor Education and protection fund by the company.

For V. Sankar Aiyar & Co.,

Chartered Accountants

Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai

Date : 25th May 2015 Membership No: 17748

ANNEXURE TO INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory Requirements” of our report of even date to the members of Four M Propack Private Ltd for the year ended 31st March, 2015)

I. In respect of its fixed assets:

a. The Company has maintained proper records showing particulars including quantitative details and situation of fixed assets on the basis of available information.

b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such physical verification.

II. In respect of its inventories :

a. As explained to us, inventories have been physically verified by the management at regular intervals during the year.

b. In our opinion and according to the information and explanation given to us, the procedures for physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. The Company has maintained proper records of inventory. As explained to us there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

III. According to the information and explanations provided to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the Register maintained under section 189 of the Companies Act, 2013. Therefore, clause III of the Order is not applicable to the company for the current year.

IV. In our opinion and according to the information and explanations given to us, having regard to the explanation that purchase of certain items of inventory and fixed assets are for the Company’s specialized requirements, and similarly, certain goods sold are for the specialized requirements of the buyers and suitable alternate source are not available to obtain comparable quotations, there is generally adequate internal control system commensurate with the size of the Company and the nature of its business for purchase of inventory and fixed assets and for the sale of goods and services. In our opinion, and according to the information and explanations given to us, we have not observed any major weakness during the course of audit.

V. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public within the meaning of section 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Accordingly, Clause V of the order is not applicable.

VI. According to the information and explanations given to us, the central government has not prescribed maintenance of cost records under section 148(1) of the companies Act, 2013 in respect of the products, manufactured by the company. Therefore, clause VI of the Order is not applicable to the company.

VII. In respect of statutory Dues:

a. According to the information and explanations provided to us and the records of the Company examined by us, in our opinion, the Company was regular in depositing undisputed Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other material statutory dues applicable to it. There were no undisputed dues that were outstanding as at March 31, 2015 for a period of more than six months from the date they became payable.

b. According to the information and explanations given to us and based on the records of the Company examined by us, as on 31st March 2015, there were no dues in respect of Income Tax, Wealth Tax, Excise Duty, Service Tax, Custom Duty Cess and Sales Tax that have not been deposited with the appropriate authorities on account of dispute.

c. There were no amounts which were required to be transferred to Investor Education and Protection Fund.

VIII. The company has accumulated losses which are less than fifty percent of its net worth. The company has not incurred any cash losses during the financial year under audit and had incurred cash losses of INR 37, 89,805 in the immediately preceding financial year.

IX. The Company does not have any borrowings from banks and financial Institutions or debenture holders. Therefore, Clause IX of the Order is not applicable to the company.

X. According to the information and explanations given to us and the representations made by the management, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

XI. The Company has not obtained any term loans during the year. Therefore, clause XI of the Order does not apply.

XII. In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported by the Company during the year.



Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai


Particulars Note 2015 2014

EQUITY AND LIABILITIES

(1) Shareholders' Funds(a) Share Capital 2 580,000 580,000 (b) Reserves and Surplus 3 149,895,503 139,213,816

(2) Non-Current Liabilities(a) Deferred Tax Liabilities (Net) 4 1,249,690 1,901,249 (b) Long Term Provisions 5 839,757 711,259

(3) Current Liabilities(a) Trade Payables 6 4,658,106 4,151,860 (b) Other Current Liabilities 7 1,578,759 1,130,709 (c) Short Term Provisions 8 45,474 49,888

TOTAL 158,847,289 147,738,781

ASSETS

(1) Non-Current Assets(a) Fixed Assets - Tangible Assets 9 89,965,857 97,709,891 - Intangible Assets 391,913 - Intangible Asset under Development - 391,713 (b) Long term Loans and Advances 10 7,398,850 8,337,252 (c) Other Non-Current Assets 11 15,773,703 291,029

(2) Current Assets (a) Current Investments 12 1,581,912 4,899,837

(b) Inventories 13 7,205,945 10,066,545 (c) Trade Receivables 14 13,366,607 5,527,250 (d) Cash and Bank Balances 15 20,039,209 18,195,577 (e) Short Term Loans and Advances 16 3,123,293 2,319,687

Significant Accounting Policies

Notes to Accounts1 to 29

TOTAL 158,847,289 147,738,781

As per our report of even date (0.33) 0.00

For V. Sankar Aiyar & Co. For and on behalf of the Board of DirectorsChartered Accountants(Firm Reg No. 109208W)

V. Mohan Krishnan Iyer Sanjay Marathe(Partner) (Director) (Director)Membership No. 17748

Place : Mumbai Place : Mumbai Place : MumbaiDate : 25/05/2015 Date : 25/05/2015 Date : 25/05/2015

FOUR M PROPACK PRIVATE LIMITED

Balance Sheet as at 31st March, 2015

Particulars Note 2015 2014Income

Revenue from Operations 17 110,951,920 85,574,080 Other Income 18 1,244,551 2,588,647

112,196,471 88,162,727

Expenses

Cost of Materials Consumed 19 50,947,551 58,002,153

Changes in Inventories of Finished Goods, Work-in-

Process and Stock-in-Trade

20 (27,865) (1,024,217)

Employee Benefit Expenses 21 7,919,839 7,393,598 Depreciation and Amortization Expenses 14,643,525 11,424,531 Other Expenses 22 27,227,895 27,580,998

100,710,945 103,377,063

Profit / (Loss) before tax 11,485,526 (15,214,336)

Tax Expense:(1) Current tax 1,450,000 - (2) Deferred tax (651,559) (82,713)

Profit / (Loss) after tax 10,687,085 (15,131,623)

Earnings per share of face value Rs. 10 each fully paidBasic and Diluted 29 184.26 (260.89)


Notes to Accounts 1 to 29

As per our report of even date

For V. Sankar Aiyar & Co. For and on behalf of the Board of DirectorsChartered Accountants(Firm Reg No. 109208W)




Statement of Profit and Loss for the year ended 31st March, 2015

A Cash Flow From Operating ActivitiesNet Profit Before Tax 11,485,526 (15,214,337) Adjustments for :Depreciation 14,643,525 11,424,531 Dividend Income (114,125) (904,366) Foreign Exchange Gains 5,803 462 Interest Income (1,042,199) (1,188,646)

13,493,004 9,331,981 Operating Profit Before Working Capital Changes 24,978,530 (5,882,356) Adjustments For :(Decrease)/Increase in trade payables and other liabilities 1,078,380 1,170,857 Decrease/(Increase) in inventories 2,860,601 (5,063,385) Decrease /(Increase) in trade and other receivables (7,845,160) 3,679,479 Decrease /(Increase) in Loans and Advances (15,646,567) 11,055,184

(19,552,746) 10,842,135 Cash Generated From Operations 5,425,784 4,959,780 Direct taxes paid (Net) (1,151,310) (200,600) Net Cash From Operating Activities ‐ (A) 4,274,474 4,759,180

B Cash Flow From Investing Activities

Purchase of Fixed Assets/Capital Work‐in‐Process (6,905,090) (10,974,453) Receipt of Government grant ‐ Subsidy ‐ ‐ Purchase of Mutual Funds ‐ (7,994,684) Sales of Mutual Funds 3,317,925 26,500,228

3,317,925 18,505,544 Dividend Received 114,125 904,366 Interest Received 1,042,199 1,188,646 Net Cash used in Investing Activities ‐ (B) (2,430,841) 9,624,102

C Cash Flow from Financing Activities

Net Cash from/(used in) Financing Activities ‐ (C) ‐ ‐

Net Increase/(Decrease) in Cash and Cash Equivalents ‐ (A)+(B)+(C) 1,843,633 14,383,282

18,195,577 3,812,295 20,039,209 18,195,577

Note:‐ Cash and Cash Equivalents represent cash and bank balances(1) (1)

As per our report of even date (2)For V. Sankar Aiyar & Co. For and on behalf of the Board of DirectorsChartered Accountants(Firm Reg No. 109208W)


Place : Mumbai Place : Mumbai Place : MumbaiDate : 25/05/2015 Date : 25/05/2015 Date: 25/05/2015

Cash and Cash Equivalents as at the end of the year


Cash Flow Statement for the year ended 31st March, 2015

2014

Cash and Cash Equivalents as at the beginning of the year

2015

1 SIGNIFICANT ACCOUNTING POLICIES

A BASIS OF PREPARATION:

B USE OF ESTIMATES:

C FIXED ASSETS:

D BORROWING COSTS:

E DEPRECIATION:i

Category YearsSoftware 10

Depreciation on tangible fixed assets is provided on the Written Down Value Method over the useful life of assetsas prescribed under part C of schedule II of the Companies Act 2013("Act").

In case of assets whose useful life is already exhausted as on 1 st April, 2014, the carrying value, net of residualvalue and deferred tax has been adjusted in retained earnings in accordance with the requirements of Schedule IIof the Act Depreciation is calculated on a pro‐rata basis from the date of installation till the date the assets are sold ordisposed.Cost of leasehold land including premium is amortised over the primary period of lease

The financial statements have been prepared and presented under the historical cost convention on an accrualbasis of accounting and in accordance with Generally Accepted Accounting Principles (GAAP) in India. GAAPcomprises mandatory Accounting Standards as prescribed under section 133 of the Companies Act, 2013, readwith Rule 7 of the Companies (Accounts) Rules , 2014.

The preparation of financial statements requires the management of the company to make estimates andassumptions that affect the reported balance of assets & liabilities, revenue and expenses and disclosures relatingto contingent liabilities. The management believes that the estimates used in the preparation of the financialstatements are prudent and reasonable. Future results could differ from these estimates. Any revision ofaccounting estimates is recognized prospectively in the current and future periods.

Fixed assets are stated at the cost of acquisition, less accumulated depreciation and impairment losses if any. Costof fixed assets comprises purchase price, non‐refundable taxes, levies and any directly attributable cost of bringingthe asset to its working condition for the intended use.

Capital work‐in‐progress includes cost of fixed assets that are not ready for their intended use.

Intangible assets are stated at the cost of acquisition, less accumulated amortisation and impairment losses if any.Cost of intangible assets comprises purchase price, non‐refundable taxes, levies and any directly attributable costof making the asset ready for its intended use.

Borrowing costs consists of interest, ancillary costs and other costs in connection with the borrowing of funds andexchange differences arising from foreign currency borrowings to the extent that they are regarded as anadjustment to interest costs.

Borrowing costs attributable to acquisition and/or construction of qualifying assets are capitalised as a part of thecost of such assets, up to the date such assets are ready for their intended use. Other financing/ borrowing costsare charged to the Statement of Profit and Loss.


Notes to Accounts for the year ended 31st March, 2015

Intangible assets are amortised on a systematic basis over the best estimate of their useful lives, commencingfrom the date the asset is available to the Company for its use.

The management estimates the useful lives for the various intangible assets as follows:

F VALUATION OF INVENTORIES:

G

H FOREIGN EXCHANGE TRANSACTIONS:

I PROVISIONS, CONTINGENT LIABILITIES & CONTINGENT

J REVENUE RECOGNITION:

K EMPLOYEE BENEFITS:

A provision is recognised when the company has a present obligation as a result of a past event, it is probable thatan outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can bemade. Provisions are not discounted to its present value and are determined based on best estimate required tosettle the obligation at the balance sheet date.

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may,but probably will not, require an outflow of resources. Where there is possible obligation or a present obligationin respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.Contingent assets are neither recongnised nor disclosed in the financial statements.

Non monetary foreign currency items are carried at the rate prevailing on the date of the transaction.

Cost of finished goods includes excise duty, wherever applicable.

Raw materials and packing materials are valued at lower of cost and net realisable value after providing forobsolescence, if any. However, these items are considered to be realisable at cost if the finished products, inwhich they will be used, are expected to be sold at or above cost.

Work‐in‐process and finished goods are valued at lower of cost and net realisable value. Finished goods and work‐in‐progress include costs of raw material, labour, conversion costs and other costs incurred in bringing theinventories to their present location and condition.

Revenue from sale of goods is recognised when significant risks and rewards of ownership of the goods have beenpassed to the buyer, which ordinarily coincides with despatch of goods to customers. Revenues are recorded atinvoice value, net of sales tax, returns and trade discounts.

Dividend income is recognised when the right to receive is established.

Interest income is recognised on time proportion basis.

Post retirement benefit plans such as gratuity and leave encashment are determined on the basis of actuarialvaluation made by an independent actuary as at the balance sheet date. Actuarial gains and losses are recognisedimmediately in the Statement of Profit and Loss.

Liability on account of short term employee benefits is recognised on an undiscounted and accrual basis duringthe period when the employee renders service/vesting period of the benefit.

Post retirement contribution plans such as Employees' Pension Scheme and Employee Providend Fund arecharged to the Statement of Profit and Loss Account for the year when the contributions to the respective fundsaccrue.

Revenue is recognised to the extent that is probable that the economic benefits will flow to the company and therevenue can be reliably measured.

INVESTMENTS :

Transactions in foreign currencies are recorded at the exchange rates prevailing on the date of the transaction.Exchange differences arising on the settlement of foreign currency monetary items or on reporting Company'sforeign currency monetary items at rates different from those at which they were initially recorded during theyear or reported in the previous financial statements, are recognised as income or expense in the year in whichthey arise.

Long Term Investments are stated at Cost, less any provision for permanent diminution in value. Current investments are stated at lower of cost and fair value.

Cost of Inventories is computed on Weighted Average Basis.

L INCOME TAX:

M IMPAIRMENT OF ASSETS:

N EARNING PER SHARE:

The Company offsets, on a year‐on‐year basis, the current tax assets and liabilities, where it has a legallyenforceable right and where it intends to settle such assets and liabilities on a net basis.

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equityshareholders by the weighted average number of equity shares outstanding during the period. For the purpose ofcalculating diluted earnings per share, the net profit attributable to equity shareholders and the weighted averagenumber of shares outstanding are adjusted for the effect of all dilutive potential equity shares from the exercise ofoptions on unissued share capital. The number of equity shares is the aggregate of the weighted average numberof equity shares and the weighted average number of equity shares which would be issued on the conversion of allthe dilutive potential equity shares into equity shares.

At each Balance Sheet date, the Company assesses whether there is any indication that any asset may beimpaired. If any such indication exists, the carrying value of such assets is reduced to its estimated recoverableamount and the amount of such impairment loss is charged to the Statement of Profit and Loss. If, at the BalanceSheet date there is an indication that a previously assessed impairment loss no longer exists, the recoverableamount is reassessed and the asset is reflected at the recoverable amount subject to a maximum of depreciatedhistorical cost.

Deferred income taxes reflect the impact of current year timing differences between taxable income andaccounting income of the year and reversal of timing differences of earlier years. Deferred tax is measured basedon the tax rates and the tax laws enacted or substantively enacted at the balance sheet date.

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with theprovisions of local Income Tax laws as applicable to the financial year.

( Amount in Rs. )2 SHARE CAPITAL 2015 2014

Authorised

70,000 (Previous year 70,000) Equity Shares of Rs. 10/‐ each 700,000 700,000 700,000 700,000

Issued, Subscribed & Paid‐up58,000 (Previous Year 58,000) Equity Shares of Rs.10 each fullypaid‐up

580,000 580,000

580,000 580,000

i) There is no change in the shares outstanding at the beginningand at the end of the reporting date and immediately precedingreporting date.

ii) Of the Above:58,000 (Previous year 58,000) Equity shares are held by theHolding Company i.e. Goldencross Pharma Pvt. Ltd. including 6(Previous year 6) equity shares held by its nominee.

Terms and Rights attached to Equity SharesIn the event of liquidation of the Company, the holders ofEquity shares will be entitled to receive remaining assets of theCompany, after distribution of all preferential amounts. Thedistribution will be in proportion to the number of Equity sharesheld by the shareholder.

3 RESERVES AND SURPLUS 2015 2014

Securities Premium Reserve 170,170,000 170,170,000

Surplus / (Deficit) in Statement of Profit and LossAs per last Balance Sheet (30,956,184) (15,824,561) Less: Depreciation Amended as per Companies Act, 2013 (5,398) ‐ Add: Profit / (Loss) for the year 10,687,085 (15,131,623) Balance at the end of the Year (20,274,497) (30,956,184)

149,895,503 139,213,816

4 DEFERRED TAX LIABILITIES (NET) 2015 2014

Depreciation 1,584,853 2,198,713 Expenditure allowable on payment basis under Income Tax Act (335,163) (297,464)

1,249,690 1,901,249

5 LONG TERM PROVISIONS 2015 2014

Employee Retirement benefit obligations ‐ Gratuity 518,647 360,184 Employee Retirement benefit obligations ‐ Leave Encashment 321,110 351,075

839,757 711,259

6 TRADE PAYABLES 2015 2014

Micro, Small and Medium Enterprises ‐ ‐ Others 4,658,106 4,151,860

4,658,106 4,151,860

2015 2014 i The principal amount and the interest due thereon remaining

unpaid to Suppliersa Principal ‐ ‐ b Interest due thereon ‐ ‐

ii a The delayed payments of principal paid beyond the appointeddate during the entire accounting year ‐ ‐

b Interest actually paid under section 16 of the Micro, Small andMedium Enterprises Development Act, 2006 ‐ ‐

iii a Normal interest accrued during the year, for all the delayedpayments, as per the agreed terms ‐ ‐

b Normal interest payable for the period of delay in makingpayment, as per the agreed terms ‐ ‐

iv a Total interest accrued during the year ‐ ‐ b Total interest accrued during the year and remaining unpaid

‐ ‐

7 OTHER CURRENT LIABILITIES 2015 2014

Statutory Dues 690,682 194,294 Outstanding Payables 838,077 886,415 Sundry Deposits 50,000 50,000

1,578,759 1,130,709

8 SHORT TERM PROVISIONS 2015 2014

Provision for employee benefits ‐ Gratuity 7,155 1,047 Provision for employee benefits ‐ Leave Encashment 38,319 48,841

45,474 49,888

10 LONG TERM LOANS AND ADVANCES 2015 2014

Unsecured, Considered GoodCapital Advances 5,594,110 6,233,822 Advance Taxes and TDS (Net of Provision for Tax Rs.14,50,000/‐;Previous year Rs. 50,000/‐ )

1,804,740 2,103,430

7,398,850 8,337,252

11 OTHER NON‐CURRENT ASSETS 2015 2014

OthersFixed Deposits as Margin Money (with maturity more than 12 months)

15,773,703 291,029

15,773,703 291,029

The details of amounts outstanding to Micro, Small and Medium Enterprises based on available information with the Company is as under

9 FIXED ASSETS

As at01‐04‐2014

Addition Deduction /Adjustment

As at31‐03‐2015

As at01‐04‐2014

Addition Opening Impact

Deduction /Adjustment

As at31‐03‐2015

As at31‐03‐2015

As at31‐03‐2014

Tangible AssetsFreehold land 12,707,026 ‐ ‐ 12,707,026 ‐ ‐ ‐ ‐ 12,707,026 12,707,026

Plant and Equipment 107,440,472 6,904,890 ‐ 114,345,362 45,892,223 12,197,328 5,399 ‐ 58,094,950 56,250,412 61,548,249

Office Equipment 363,374 ‐ ‐ 363,374 98,292 119,473 ‐ ‐ 217,765 145,609 265,082

Furniture and fixture 970,957 ‐ ‐ 970,957 492,835 123,786 ‐ ‐ 616,621 354,336 478,122

Buildings 36,677,195 ‐ ‐ 36,677,195 13,981,330 2,156,107 ‐ ‐ 16,137,437 20,539,758 22,695,865

Vehicles 40,000 ‐ ‐ 40,000 24,453 4,855 ‐ ‐ 29,308 10,692 15,547

Intangible AssetSoftware ‐ 391,913 ‐ 391,913 ‐ 41,976 ‐ ‐ 41,976 349,937 ‐

Total 158,199,024 7,296,803 ‐ 165,495,827 60,489,133 14,643,525 5,399 ‐ 75,138,057 90,357,770 97,709,891

Previous Year 147,616,284 10,582,740 ‐ 158,199,024 49,064,602 11,424,531 ‐ 60,489,133 97,709,891 98,551,682

ParticularsGross Block Depreciation/Amortisation Net Block

12 CURRENT INVESTMENTS 2015 2014Valued at Lower cost or realisable value

Birla Sun Life Mutual Fund Cash Plus ‐ Growth ‐ Direct Plan

1,581,912 4,899,837

7,047.983(23,863.124) units

1,581,912 4,899,837 Aggregate amount of unquoted investments ‐ Rs.1,581,912 (Previous year ‐ 4,899,837 )

13 INVENTORIES 2015 2014Valued at Lower cost or realisable valueRaw and Packing materials 4,517,664 7,406,129 Finished goods 2,688,281 2,660,416

7,205,945 10,066,545

14 TRADE RECEIVABLES 2015 2014

Unsecured, Considered Good Outstanding more than six months ‐ ‐ Others 13,366,607 5,527,250

13,366,607 5,527,250

15 CASH AND BANK BALANCES 2015 2014

Cash and Cash EquivalentsBalances with banks 20,020,207 3,634,153 Cash on hand 19,002 5,031 Fixed Deposit as Margin Money (Maturity less than 3 months) ‐ 14,556,393

20,039,209 18,195,577

16 SHORT TERM LOANS AND ADVANCES 2015 2014

UnsecuredOther Loans & Advances Balances with Statutory / Revenue Authorities 48,356 19,553 Others * 3,074,937 2,300,134

3,123,293 2,319,687

17 REVENUE FROM OPERATIONS 2015 2014

Sale of Products 110,590,430 85,212,896

Other Operating incomeScrap Sales 361,490 361,184

110,951,920 85,574,080

Breakup of RevenueManufactured Goods 2015 2014Pet Bottles 50,228,124 56,960,191 HDPE Container 47,307,716 16,676,520 HDPE Screw Cap 13,054,590 11,576,185

110,590,430 85,212,896

*Includes Advances to sundry creditors and prepaid expenses

18 OTHER INCOME 2015 2014

Interest income 1,042,199 1,188,646 Dividend Income (on Current Investment) 114,125 904,366 Miscellaneous income 20,277 405,545 Net Gain on Sale of Current Investment 67,950 90,091 Net Gain on Foreign Currency Translation and Transaction ‐ ‐

1,244,551 2,588,648

19 COST OF MATERIALS CONSUMED 2015 2014

Consumption of Raw and Packing materialOpening Stock 7,406,129 3,366,961 Add: Purchases 48,059,086 62,041,321 Less: Closing stock 4,517,664 7,406,129

50,947,551 58,002,153

Breakup of Material Consumed 2015 2014

HDPE granules 43,310,994 47,433,477 Packing material 7,189,392 9,889,408 Others 447,165 679,268

50,947,551 58,002,153

Consumption of Raw and Packing materials 2015 2014 Value % Value %

Raw and Packing materialsPurchased indigeneously 50,947,551 100 58,002,153 100Imported Nil Nil Nil Nil

50,947,551 100 58,002,153 100

20 CHANGES IN INVENTORIES OF FINISHED GOODS, WORK‐IN‐PROCESS AND STOCK‐IN‐TRADE

2015 2014

Opening Stock‐Work in process ‐ ‐ ‐Finished goods 2,660,416 1,636,199

2,660,416 1,636,199

Less: Closing Stock‐Work in process ‐ ‐ ‐Finished goods 2,688,281 2,660,416

2,688,281 2,660,416

(27,865) (1,024,217)

Breakup of InventoryFinished GoodsPet Bottles 789,373 589,934 HDPE Container 1,811,427 1,201,106 HDPE Screw Cap 87,481 869,376

2,688,281 2,660,416

2015 2014

21 EMPLOYEE BENEFIT EXPENSES 2015 2014

Salaries and Wages 6,660,904 6,119,520 Contribution to Provident fund and other funds 444,955 485,175 Staff Gratuity 164,571 157,318 Staff welfare expenses 649,409 631,585

7,919,839 7,393,598

Employee Benefits

i Short Term Employee Benefits

ii Long Term Employee BenefitsThe disclosures as per the revised AS‐15 are as under:

A : Brief description of the Plans

i. Defined Contribution Plans ‐ Provident Fund ‐ State Defined Contribution Plans ‐ Employers Contribution to Employees State Insurance ‐ Employers Contribution to Employees Pension Scheme

i. Based on contribution2015 2014

Employees’ Pension Scheme 149,772 225,199 Employees’ State Insurance ‐ 85,908 Provident Fund 295,183 173,468

444,955 484,575

ii. Actuarial valuation for Compensated Absences is done as at the year end and the provision is made as perCompany's rules with corresponding charge to the Statement of Profit and Loss amounting to Rs. (38,333/‐)(Previous year Rs. 131,554 ) and it covers all regular employees.

ii. The Company provides for Gratuity, a defined Benefit plan based on actuarial valuation as of the BalanceSheet date, based upon which, the Company contributes all the ascertained liabilities to the Insurer ManagedFunds.

All employee benefits payable wholly within twelve months of rendering the service are classified as shortterm employee benefits. Benefits such as salaries, wages, short terms compensated absences, etc., and theexpected cost of bonus, ex‐gratia are recognised in the period in which the employee renders the relatedservice.

The employees of the Company are also entitled to leave encashment and compensated absences as per theCompany’s Policy.

B: Charge to Statement of Profit and Loss

The Company has classified the various benefits provided for the employees as under:

C: Disclosures for defined benefit plans based on actuarial reports as on 31st March 2015

Particulars 2015 2014

Gratuity (Funded

Plan) Gratuity (Funded

Plan) i. Change in defined benefit obligation

Opening defined benefit obligation 361,231 203,913 Interest cost 33,631 16,313 Current service cost 118,325 105,214 Actuarial (Gains)/Losses on Obligations ‐ Due to Change in Demographic Assumptions

(29,808) ‐

Actuarial (Gains)/Losses on Obligations ‐ Due to Change in Financial Assumptions

39,969 ‐

Actuarial (Gains)/Losses on Obligations ‐ Due to Experience 2,454 35,791 Benefit paidLiability at the end of the year 525,802 361,231

ii. Change in fair value of assetsOpening fair value of plan assets ‐ ‐ Expected return on plan assets ‐ ‐ Actuarial gain/(loss) ‐ ‐ Contributions by employer ‐ ‐ Transfer of plan assets ‐ ‐ Benefits paid ‐ ‐ Closing fair value of plan assets ‐ ‐

iii. Amount recognised in Balance SheetPresent value of obligations as at year end 525,802 361,231 Fair value of plan assets as at year end ‐ ‐ Net (asset)/liability recognised 525,802 361,231

iv. Expenses recognised in Statement of Profit and LossCurrent service cost 118,325 105,214 Interest on defined benefit obligation 33,631 16,313 Expected return on plan assets ‐ ‐ Net actuarial (gain)/loss recognised in the current year 92,343 35,791 Transfer of plan assetsTotal expense recognised in Statement of Profit and Loss 244,299 157,318

v. Actual return on plan assets:Expected return on plan assets ‐ ‐ Actuarial gain/(loss) on plan assets ‐ ‐ Actual return on plan assets ‐ ‐

vi. Asset informationInsurer managed funds ‐ ‐

vii. Principal Actuarial assumptions usedDiscounted rate (per annum) 7.94% 9.31%

Expected rate of return on plan assets (per annum) 0.00% 0.00%

The estimates of future salary increases, considered in Actuarial valuation, take account of inflation, seniority, Promotion and other relevant factors, such as supply and demand in employment market

5.00% p.a. for thenext 5 years, & 4.00%p.a. thereafter,starting from the 6th

5.00%

viii. Experience adjustmentsDefined benefit obligation 525,802 361,231 Plan assets ‐ ‐ Deficit/(Surplus) 525,802 361,231 Experience adjustment on Plan Liabilities ‐(gain)/loss 2,454 35,791 Experience adjustment on Plan Assets ‐ gain/(loss) ‐ ‐

ix. Expected employer's contribution for the next year ‐ ‐

Amount for Current and previous four periods are as follows :2015 2014 2013 2012 2011

GratuityDefined benefit obligation 525,802 361,231 203,913 166,245 71,549 Plan assets ‐ ‐ ‐ ‐ ‐ Deficit/(Surplus) 525,802 361,231 203,913 166,245 71,549 Experience adjustment on Plan Liabilities ‐(gain)/loss 2,454 35,791 (54,792) (203,048) ‐ Experience adjustment on Plan assets ‐(gain)/loss ‐ ‐ ‐ ‐ ‐

22 OTHER EXPENSES 2015 2014

Manufacturing expenses 222,510 42,201 Stores and Spares 1,617,252 1,808,932 Power and Fuel 6,818,312 8,172,518 Repairs and Maintenance‐ Machinery 494,525 1,162,110 ‐ Buildings 137,661 566,503

Housekeeping 1,658,049 1,717,743 Travelling Expenses 37,843 1,757 Rates and Taxes 200,010 357,639 Freight and Forwarding 10,244,278 7,351,837 Conveyance and Vehicle Expenses 356,099 356,636 Rent 147,475 ‐ Insurance 381,770 520,942 Remuneration to Auditors‐ Audit Fees 67,416 67,416 ‐ Tax Audit Fees 22,472 22,472

Professional Fees 2,386,968 2,200,334 Telephone, Postage and Telegram 84,183 72,211 Loss on Sale of Investment ‐ ‐ Contract Labour Charges 2,137,833 2,116,182 Printing and Stationery 78,814 101,786 EDP Expenses 38,550 126,954 Miscellaneous Expenses 95,875 814,825

27,227,895 27,580,998

23 VALUE OF IMPORTS ON CIF BASIS 2015 2014

Components/Spare Parts 431,944 201,519 Capital Goods ‐ 5,338,629

431,944 5,540,148

24 FOREIGN EXCHANGE DERIVATIVES AND EXPOSURES OUTSTANDING AT THE YEAR END

2015 2014

Unhedged foreign exchange exposures:Advances paid ‐ 1,283

25 SEGMENT INFORMATION

a

b Secondary segment information:

26 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)

2015 2014

Contingent liabilities ‐ GuaranteesTowards export obligation 10,332,118 10,332,118 Towards receipt of subsidy ‐ 3,000,000 Other Commitments 9,100,000 ‐

19,432,118 13,332,118

Information about primary business segments:The Company is excusively in Manufacturing of Packing Material Business.

There are no reportable geographical segment as the company caters mainly to customer in India.

27 RELATED PARTY DISCLOSURES

i

a Ultimate Holding Company, Holding Company and Fellow subsidiary companies:


Ultimate Holding Company1 Cipla Ltd

Holding Company 1 Golden Cross Pharma Pvt. Ltd.

Fellow Subsidiary Companies1 Cipla FZE, Dubai2 Cipla (Mauritius) Limited, Mauritius3 Cipla Medpro South Africa Proprietary Ltd.4 Cipla Holding B.V., Netherlands5 Cipla (EU) Limited, UK6 Saba Investment Limited, U.A.E (w.e.f. – 02/10/2014)7 Cipla (UK) Limited, UK8 Cipla Australia Pty Ltd., Australia9 Meditab Holdings Limited, Mauritius10 Meditab Specialities New Zealand Limited, New Zealand11 Meditab Pharmaceuticals South Africa Proprietary Ltd.12 Cipla İlaç Ticaret Anonim Şirketi13 Cipla USA Inc., USA14 Cipla Kenya Limited, Kenya15 Cipla Malaysia Sdn. Bhd., Malaysia16 Cipla Europe NV, Belgium17 Cipla Quality Chemical Industries Limited, Uganda18 Cipla Croatia d.o.o. (Formerly known as Celeris d.o.o.) (w.e.f. – 04/12/2014)19 Inyanga Trading 386 Proprietary Limited, South Africa20 Xeragen Laboratories Proprietary Limited, South Africa21 Galilee Marketing Proprietary Limited, South Africa22 Cipla Medpro Manufacturing Proprietary Limited, South Africa23 Cipla Medpro Holdings Proprietary Limited, South Africa24 Cipla Nutrition Proprietary Limited, South Africa25 Cipla Health Care Proprietary Limited, South Africa26 Cipla‐Medpro Distribution Centre Proprietary Limited, South Africa27 Cipla‐Medpro Proprietary Limited, South Africa28 Medpro Pharmaceutica Proprietary Limited, South Africa29 Cipla Life Sciences Proprietary Limited, South Africa30 Cipla Personal Care Proprietary Limited, South Africa31 Cipla Vet Proprietary Limited, South Africa32 Cipla Agrimed Proprietary Limited, South Africa33 Cipla Dibcare Proprietary Limited, South Africa34 Cipla Medpro Botswana Proprietary Limited, South Africa35 Med Man Care Proprietary Limited, South Africa36 Medpro Pharmaceutica Africa Proprietary Limited, South Africa37 Cape to Cairo Exports Proprietary Limited, South Africa38 Cipla Medpro ARV Proprietary Limited, South Africa39 Cipla Medpro Cardio Respiratory Proprietary Limited, South Africa40 Cipla Medpro Research and Development Proprietary Limited, South Africa41 Gardian Cipla Proprietary Limited, South Africa42 Medpro Gen Proprietary Limited, South Africa43 Medpro Holdings Proprietary Limited, South Africa44 Medpro‐On‐Line Proprietary Limited, South Africa45 Smith and Couzin Proprietary Limited, South Africa46 Breathe Free Lanka (Private) Limited , Sri Lanka (w.e.f. – 16/06/2014)

As per AS‐18, "Related Party Disclosures" the related parties where control exists or where significant influence exists and with whom transaction have taken place are as below

47 Cipla Canada Inc., Canada (w.e.f. – 27/08/2014)48 Medica Pharmaceutical Industries Company Limited, Yemen (w.e.f. – 02/10/2014)49 Al‐Jabal For Drugs and Medical Appliances Company Ltd., Yemen (w.e.f. – 02/10/2014)50 Cipla Pharma Lanka (Private) Limited, Sri Lanka (w.e.f. – 17/11/2014)51 Cipla Pharma Nigeria Ltd., Nigeria (w.e.f. – 06/02/2015)52 Meditab Specialities Pvt. Ltd.53 Sitec Labs Pvt. Ltd.54 Mabpharm Private Limited ( w.e.f. 17/07/2014)55 Jay Precision Pharmaceuticals Private Limited (w.e.f. 26/02/2015)56 Medispray Laboratories Private Limited

II

ParticularsUltimate Holding Company

2015 2014 2015 2014 2015 2014 2015 2014

Purchase of Fixed Assets ‐ 391,713 ‐ ‐ ‐ 391,713

Purchase of Goods ‐ 19,459 2,025 ‐ 21,484

Testing & Analysis Charges Paid ‐ ‐ 11,204 10,337 11,204 10,337

Sale of Goods 104,163,690 78,863,272 2,147,718 7,536,346 ‐ 106,311,408 86,399,618

Recovery of freight charges ‐ 3,671,186 246,715 ‐ ‐ 3,917,901

Reimbursement of expenses 11,065 55,388 ‐ 15,285 ‐ 26,350 55,388

Balances at end of the yearOutstanding Receivables 10,598,241 5,503,971 ‐ ‐ 10,598,241 5,503,971

Balances at end of the year ‐ Outstanding Payables ‐ ‐ ‐ ‐ 26,913 26,913

TotalHolding Company

Transactions during the year with related parties :

Fellow Subsidiary Companies

Disclosures in respect of material related party transactions during the year :

2015 2014

1 Purchase of Fixed Assets from Cipla Ltd. ‐ 391,713

2 Purchase of goods Cipla Ltd. ‐ 19,459 Meditab Specialities Pvt Ltd. ‐ 2,025

3 Testing & Analysis Charges paid to Sitec Labs Pvt Ltd. 11,204 10,337

4 Sale of GoodsCipla Ltd. 104,163,690 78,863,272 Golden Cross Pharma Pvt. Ltd. 2,147,718 7,536,346

5 Recovery of freight chargesCipla Ltd. ‐ 3,671,186 Golden Cross Pharma Pvt. Ltd. ‐ 246,715

6 Reimbursement of expensesCipla Ltd 11,065 55,388 Meditab Specialities Pvt Ltd 15,285 ‐

7 Outstanding ReceivablesCipla Ltd. 10,598,241 5,503,971

8 Outstanding PayablesSitec Labs Pvt Ltd 11,628 ‐ Meditab Specialities Pvt Ltd 15,285 ‐

28 The Company has its factory in Himachal Pradesh where excise duty has been exempted due to area based exemption in Himachal Pradesh region under notification number 50/2003.

29 BASIC & DILUTED EARNINGS PER SHARE (EPS) 2015 2014Profit / ( Loss ) After Tax (Rs.) 10,687,085 (15,131,623) Weighted Average No. of Shares Outstanding 58,000 58,000 Basic and Diluted EPS (Rs.) 184.26 (260.89) Face Value per Share (Rs.) 10 10

As per our report of even dateFor V. Sankar Aiyar & Co. For and on behalf of the Board of DirectorsChartered Accountants(Firm Reg No. 109208W)



36. Galilee Marketing Proprietary Limited

37. Gardian Cipla Proprietary Limited

38. Goldencross Pharma Private Limited


To the Members of Golden Cross Pharma Private Limited


We have audited the accompanying financial statements of Golden Cross Pharma Private Limited (“the Company”) which comprise the Balance Sheet as at March 31, 2015 the Statement of Profit and Loss and the Cash Flow Statement for the year ended and a summary of significant accounting policies and other explanatory information.







Opinion













f. 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, in our opinion and to the best of our information and according to the explanations given to us:

I. The company does not have any pending litigations which would impact its financial position.





Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai



(Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory Requirements” of our report of even date to the members of Golden Cross Pharma Private Ltd for the year ended 31st March, 2015)








III. According to the information and explanations provided to us, the Company has granted unsecured loans aggregating to INR 12.50 crores to two parties during the year which are covered in the Register maintained under section 189 of the Companies Act, 2013 and amount outstanding at the end of the year is INR 12 crores. Receipt of principal and interest is regular and reasonable steps have been taken by the company for recovery of principal and interest.


V. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from the public within the meaning of section 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Accordingly, Clause V of the order is not applicable

VI. The central government has prescribed maintenance of cost records under section 148(1) of the companies Act, 2013 in respect of the products, manufactured by the company. We have broadly

reviewed the accounts and records of the company and are of the opinion, that prima- facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.





VIII. The company has no accumulated losses. The company has not incurred any cash losses during the financial year under audit or in the immediately preceding financial year.







Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai


GOLDEN CROSS PHARMA PVT LTDBalance Sheet as at 31st March, 2015

Particulars Note No 2015 2014

EQUITY AND LIABILITIES(1) Shareholders' Funds

(a) Share Capital 2 459,660 459,660 (b) Reserves and Surplus 3 2,477,213,851 2,295,714,307

(2) Non-Current Liabilities(a) Deferred Tax Liabilities (Net) - - (b) Long Term Provisions 4 10,291,917 -

(3) Current Liabilities(a) Short-term borrowings - - (b) Trade payables 5 313,174,806 141,205,793 (c) Other current liabilities 6 53,517,098 23,335,314 (d) Short-term provisions 7 6,275,149 11,663,458

2,860,932,481 2,472,378,532

ASSETS

(1) Non-current assets(a) Fixed assets (i) Tangible assets 8 963,787,644 1,118,584,317 (ii) Intangible assets 6,347,076 - (iii) Capital Work in Progress Tangible 14,924,871 5,803,259 (iv) Capital Work in Progress Intangible - 6,938,914 (a) Non-current investments 9 143,050,895 143,050,895 (b) Deferred tax assets (Net) 10 10,413,000 1,015,000 (c ) Long term loans and advances 11 26,696,724 63,113,040 (d) Other non-current assets 12 462,302,151 462,254,986

(2) Current assets(a) Current investments 13 50,000,000 - (b) Inventories 14 297,514,066 378,565,979 (c) Trade receivables 15 178,136,911 230,357,067 (d) Cash and cash balances 16 504,583,249 3,268,577 (e) Short-term loans and advances 17 203,175,894 59,426,498

Significant Accounting Policies 22

2,860,932,481 2,472,378,532

As per our report of even dateFor V. Sankar Aiyar & Co.Chartered Accountants(Firm No. 109208W)

V. Mohan(Partner)Membership No. 17748

Place : MumbaiDate : 25th May 2015

For and on behalf of Board of Directors

Davinder Singh Rupesh Shah ( Director) (Director)


GOLDEN CROSS PHARMA PVT LTDStatement of Profit and Loss for the year ended 31st March, 2015

Particulars Note No 2015 2014

INCOMERevenue from Operations (Gross) 18 2,419,883,896 2,501,742,128 Less: Excise duty 155,454,091 176,600,049 Revenue from operations (Net) 2,264,429,805 2,325,142,079 Other Income 19 1,907,109 3,997,153

Total Revenue 2,266,336,914 2,329,139,232

EXPENSES 0.58 0.57

Cost of materials consumed 20A 1,377,826,457 1,400,995,203 Purchase of Stock-in-Trade 20B 28,279,212 25,515,277 Changes in inventories of finished goods, work-in-progress and

Stock-in-Trade 20C (8,391,392) (5,572,177) Employee benefit expense 21 191,941,911 152,712,553 Financial costs 22 230,217 6,880,685 Depreciation 23 177,647,907 155,080,206 Other expenses 24 276,872,754 351,712,775

Total Expenses 2,044,407,066 2,087,324,522

Profit before Tax 221,929,848 241,814,710

Tax expense: 25(1) Current tax 47,000,000 50,800,000 (2) Deferred tax (9,398,000) 3,496,000

Profit for the year 184,327,848 187,518,710

Earning per share of face value of Rs. 10 eachBasic and Diluted 4,010 4,080 Significant Accounting PoliciesNotes to Accounts 2

As per our report of even dateFor V. Sankar Aiyar & Co.Chartered Accountants(Firm No. 109208W)

V. Mohan(Partner)Membership No. 17748Place : MumbaiDate : 25th May 2015

Davinder Singh Rupesh Shah (Director) (Director)



A Cash Flow From Operating ActivitiesNet Profit Before Tax 221,929,848 241,814,710

Adjustments for :Depreciation on Tangible Assets 176,853,569 155,080,206

Amortisation of Intangible Assets 794,338 -

Finance Costs 230,217 6,880,685

Interest Income (561,000) (369,413)

Unrealised foreign exchange loss ( Net ) 572,470 (285,789)

Loss on sale /discard of fixed assets ( Net ) 147,232 849,298

178,036,826 162,154,987

Operating Profit Before Working Capital Changes 399,966,674 403,969,697

Adjustments For :(Decrease)/Increase in trade payables and other liabilities 232,641,216 108,752,039

Decrease / (Increase) in Inventories 81,051,913 (38,493,306)

Decrease/(Increase) in trade and other receivables 19,693,225 (162,256,277)

Decrease/(Increase) Loans and advances (10,821,346) 42,325,842

322,565,008 (49,671,702)

Cash Generated From Operations 722,531,682 354,297,995

Direct Taxes Paid ( Net ) (17,144,085) (44,431,246)

Net Cash From Operating Activities (A) 705,387,597 309,866,749


Purchase of Fixed Assets/Capital Work-in-Progress and Intangibles (34,425,876) (33,479,076)

Sale of Fixed Assets 69,333 144,231

Purchase of current Investments (50,000,000) -

Loan repaid by / ( given to ) Subsidiary (120,000,000) Investment in Wholy owned Subsidiary - -

Interest Received 513,835 323,659

(203,842,707) (33,011,187)

Net Cash used in Investing Activities (B) (203,842,707) (33,011,187)

501,544,890 276,855,562


Interest paid (230,217) (6,880,685)

Loans Received from / ( Repaid to ) Holding Company - (273,545,100)

(230,217) (280,425,785)

Net Cash used in Financing Activities (C) (230,217) (280,425,785)

Net Increase/(Decrease) in Cash and Cash Equivalents (A)+(B)+(C) 501,314,673 (3,570,223)

Cash and Cash Equivalents as at the beginning of the year 3,268,577 6,838,799

Cash and Cash Equivalents as at the end of the year 504,583,249 3,268,577

Note : Cash & Cash Equivalents represent cash and bank balances.


For V. Sankar Aiyar & Co.Chartered Accountants(Firm Reg. No. 109208W)

V. Mohan(Partner)Membership No. 17748

Place : Mumbai

(Director) (Director)

Place : Mumbai

GOLDEN CROSS PHARMA PRIVATE LIMITED

2015 2014

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2015


Davinder Singh Rupesh Shah


A BASIS OF PREPARATION

B USE OF ESTIMATES

C FIXED ASSETS

D DEPRECIATIONi

ii

iii

iviv


E VALUATION OF INVENTORIESi

ii

iiiiv

NOTES TO ACCOUNTS FOR THE PERIOD ENDED 31ST MARCH, 2015

The preparation of financial statements requires the management of the company to make estimates and

assumptions that affect the reported balance of assets & liabilities, revenue and expenses and disclosures relating to

contingent liabilities. The management believes that the estimates used in the preparation of the financial statements

are prudent and reasonable. Future results could differ from these estimates. Any revision of accounting estimates is

recognised prospectively in the current and future periods.

Cost of Leashold Land including premium is written off over the primary period of lease.

All individual items of Fixed Assets whose actual cost does not exceed Rs. 5,000/- have been written off entirely in the

year of acquisition.

In case of assets whose useful life is already exhausted as on 1 st April, 2014, the carrying value, net of residual value

has been adjusted in retained earnings in accordance with the requirements of Schedule II of the Act


The financial statements have been prepared and presented under the historical cost convention on an accrual basis

of accounting and in accordance with Generally Accepted Accounting Principles (GAAP) in India. GAAP comprises

comprises mandatory Accounting Standards as prescribed under section 133 of the Companies Act, 2013, read with

Rule 7 of the Companies (Accounts) Rules , 2014.

Fixed assets are stated at the cost of acquisition, less accumulated depreciation and impairment losses if any. Cost of

fixed assets comprises purchase price, non-refundable taxes, levies and any directly attributable cost of bringing the

asset to its working condition for the intended use.

Capital work-in-progress includes cost of fixed assets that are not ready for their intended use.

Intangible assets are stated at the cost of acquisition, less accumulated amortisation and impairment losses if any.

Cost of intangible assets comprises purchase price, non-refundable taxes, levies and any directly attributable cost of

making the asset ready for its intended use.

Depreciation on tangible fixed assets has been provided on written down value basis over the useful life of assets as

prescribed under part C of schedule II of the Companies Act 2013("Act").

Cost of finished goods includes excise duty, wherever applicable.

Intangible assets are amortized on a systematic basis over the best estimate of their useful lives, commencing from

the date the asset is available to the Company for its use.

Raw materials and packing materials are valued at lower of cost and net realisable value after providing for

obsolescence, if any. However, these items are considered to be realisable at cost if the finished products, in which

they will be used, are expected to be sold at or above cost.

Cost of Inventories is computed on Weighted Average Basis.

Work-in-process and finished goods are valued at lower of cost and net realisable value. Finished goods and work-in-

progress include costs of raw material, labour, conversion costs and other costs incurred in bringing the inventories to

their present location and condition.

F PROVISIONS, CONTINGENT LIABILITIES & CONTINGENT ASSETS :i

ii

iii

G EMPLOYEE BENEFITS :i

ii

iii

H REVENUE RECOGNITION :i

ii

iii

iv

v

vi

I INVESTMENTS :

Provisions are recognised when the Company has a present obligation as a result of a past event and it is probable

that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be

made. Provisions are not discounted to its present value and are determined based on best estimate required to

settle the obligation at the Balance Sheet date.

Contigent Assets are neither recognised nor disclosed in the financial statements

Long Term Investments are stated at Cost, less any provision for permanent diminution in value.

Current investments are stated at lower of cost or fair value.

Disclosure of contingent liabilities is made when there is a possible obligation or a present obligation that may, but

probably will not, require an outflow of resources. Where there is possible obligation or a present obligation in

respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Liability on account of short term employee benefits is recognised on an undiscounted and accrual basis during the

period when the employee renders service/vesting period of the benefit.

Post retirement contribution plans such as Employees' Pension Scheme and Employee Providend Fund are charged to

the Statement of Profit and Loss Account for the year when the contributions to the respective funds accrue.


Post retirement benefit plans such as gratuity and leave encashment are determined on the basis of actuarial

valuation made by an independent actuary as at the balance sheet date. Actuarial gains and losses are recognised

immediately in the Statement of Profit and Loss.

Revenue from rendering of services are recognised on completion of services.


Revenue is recognised to the extent that is probable that the economic benefits will flow to the Company and the

revenue can be reliably measured.

Revenue from sale of goods is recognised when significant risks and rewards of ownership of the goods are

transferred to the buyer, which ordinarily coincides with despatch of goods to customers. Revenues are recorded at

invoice value net of excise duty, sales tax, returns and trade discounts.

Benefits on account of entitlement of export incentives are recognised as and when the right to receive is established.

J INCOME TAX :i

ii

iii

K BORROWING COSTS :

L FOREIGN EXCHANGE TRANSACTIONS :

M IMPAIRMENT OF ASSETS :

N GOVERNMENT GRANTS & SUBSIDIES:

O

The Company offsets, on a year-on-year basis, the current tax assets and liabilities, where it has a legally enforceable

right and where it intends to settle such assets and liabilities on a net basis.

At each Balance Sheet date, the Company assesses whether there is any indication that any asset may be impaired. If

any such indication exists, the carrying value of such assets is reduced to its estimated recoverable amount and the

amount of such impairment loss is charged to the Statement of Profit and Loss. If, at the Balance Sheet date, there is

an indication that a previously assessed impairment loss no longer exists,the recoverable amount is reassessed and

the asset is reflected at the recoverable amount subject to a maximum of depreciated historical cost.

Capital subsidy/Government grants are accounted for where it is reasonably certain that the ultimate collection will

be made. Capital subsidy/Government grants related to specific depreciable assets are shown as deduction from the

gross value of the asset concerned in arriving at its book value. The grant / subsidy is thus recognised in the profit and

loss statement over the useful life of such depreciable assets by way of a reduced depreciation charge.

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity

shareholders by the weighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit attributable to equity shareholders and the

weighted average number of shares outstanding are adjusted for the effect of all dilutive potential equity shares from

the exercise of options on unissued share capital. The number of equity shares is the aggregate of the weighted

average number of equity shares and the weighted average number of equity shares which would be issued on the

conversion of all the dilutive potential equity shares into equity shares.

Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transaction.

Foreign currnacy monetary assets & liabilities are restated at year end exchange rates. Exchange differences arising on

the settlement of foreign currency monetary items or on reporting Company's foreign currency monetary items at

rate different from those at which they were initially recorded during the year or reported in the previous financial

statements, are recognised as income or expense in the year in which they arise.

Non monetary foreign currency items are carried at the rate prevailing on the date of the transaction.

EARNINGS PER SHARE :

Borrowing costs attributable to acquisition and/or construction of qualifying assets are capitalised as a part of the cost

of such assets, up to the date such assets are ready for their intended use. Other financing/ borrowing costs are

charged to the Statement of Profit and Loss.

Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting

income of the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates

and the tax laws enacted or substantively enacted as at the Balance Sheet date.

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the

provisions of local Income Tax Laws as applicable to the financial year.

2 SHARE CAPITAL 2015 2014

Authorised Share capitalEquity Share Capital1,00,000 Equity Shares of Rs.10 each (Previous Year 1,00,000 Equity

Shares of Rs. 10 each) 1,000,000 1,000,000

Preference Share Capital3,90,000 Redeemable Preference Shares of Rs. 100 each (Previous Year

3,90,000 Redeemable Preference Shares of Rs 100 each) 39,000,000 39,000,000

Issued Subscribed & Paid-up Share Capital 459,660 459,660 45,966 (Previous Year 45,966) Equity Shares of Rs.10 each fully paid-up

i) Of the Above Issued Equity Shares:45,966 (Previous Year 45,966 ) Equity shares are held by Cipla Limited,

100% Holding Company including 6 (Previous Year 6) equity shares held

by its nomineeTotal 459,660 459,660

ii)

3 RESERVES & SURPLUS

2015 2014

Capital Redemption Reserves 24,000,000 24,000,000

Securities Premium Reserves 1,425,144,540 1,425,144,540

General Reserve - -

Surplus in the Statement of Profit and Loss - Balance as per Last Balance Sheet 846,569,767 659,051,057 Less: Adjustments for Depreciation of Prior Years 2,828,304 - Add: Profit for the year 184,327,848 187,518,710 - Balance as at the end of the Year 1,028,069,311 846,569,767

2,477,213,851 2,295,714,307

4 LONG TERM PROVISIONS

2015 2014

Provision for employee benefits - Leave Encashment 10,291,917 - Employee Retirement benefit obligations - Gratuity - - ( Refer note no. 21 )

10,291,917 -

In the event of Liquidation of the Company , the holders of Equity Shares will be entitled to receive remaining assets of the

Company,after distribution of all prefertential amounts. The distribution will be in proportion to the number of Equity Shares

held by the Shareholder.

There is no Change in the Shares Outstanding as at the beginning and as at the end of the reporting date and in the

immediately preceding reporting date

The Company has only one class of Equity Shares having a par Value of Rs 10 per share. Each holder of Equity Share is

entitled to one vote per share

5 TRADE PAYABLES

2015 2014

- Micro, Small and Medium Enterprises - -

- Others 313,174,806 141,205,793

313,174,806 141,205,793

The details of amounts outstanding to Micro, Small and Medium

Enterprises based on available information with the Company is as

under:

Particulars 2015 2014

iThe principal amount and the interest due thereon remaining unpaid to

Suppliers a Principal - - b Interest due thereon - -

ii aThe delayed payments of principal paid beyond the appointed date

during the entire accounting year - -

bInterest actually paid under section 16 of the Micro, Small and Medium

Enterprises Development Act, 2006 - -

iii aNormal interest accrued during the year, for all the delayed payments, as

per the agreed terms - -

bNormal interest payable for the period of delay in making payment, as

per the agreed terms - - iv a Total interest accrued during the year - - b Total interest accrued during the year and remaining unpaid - -

6 OTHER CURRENT LIABILITIES

2015 2014

Current maturities of long term debt - -

Other Payables Statutory Dues 9,055,953 5,590,997 Employee Dues 626,232 3,175,733 Outstanding Payables 29,473,930 10,666,394

Creditors for Capital Expenditure - 1,145,648 Bank Book Overdraft 14,160,983 -

Advance from customers - 2,556,542 Sundry Deposits 200,000 200,000

53,517,098 23,335,314

7 SHORT - TERM PROVISIONS

2015 2014

Provision for employee benefits - Leave Encashment 1,394,982 7,698,400 Employee Retirement benefit obligations - Gratuity 1,766,351 1,060,993

Provision for employee benefits - Bonus 3,113,816 2,904,065 ( Refer note no. 21 )

6,275,149 11,663,458

Particulars Net Block Net BlockAs on Additions Deductions As on As on Adjustments Additions Deductions As on As on As on

01-04-2014 during the during the 31-03-2015 01-04-2014 during the during the during the 31-03-2015 31-03-2015 31-03-2014year year year year year

Tangible AssetsOwnLeasehold Land 52,189,612 7,686,300 - 59,875,912 3,454,902 - 532,143 - 3,987,045 55,888,867 48,734,710

Plant & Machinery 1,323,889,075 15,952,703 - 1,339,841,778 673,989,982 365,771 130,736,908 - 805,092,661 534,749,117 649,899,093

Office Machinery 16,550,058 598,275 256,500 16,891,833 6,582,851 2,462,533 3,375,934 39,943 12,381,375 4,510,458 9,967,207

Furniture & Fixtures 43,120,171 864,481 - 43,984,652 25,349,444 - 4,773,535 - 30,122,979 13,861,673 17,770,728

Buildings 659,350,186 - - 659,350,186 268,680,777 - 36,953,117 - 305,633,894 353,716,292 390,669,409

Vehicles 2,769,509 - - 2,769,509 1,226,339 - 481,932 - 1,708,271 1,061,238 1,543,170

Intangible AssetsOwnSoftware - 7,141,413 - 7,141,413 - - 794,338 - 794,338 6,347,075 -

Total 2,097,868,612 32,243,172 256,500 2,129,855,283 979,284,295 2,828,304 177,647,907 39,943 1,159,720,563 970,134,720 1,118,584,317

Previous Year 2,077,712,197 21,610,890 1,454,494 2,097,868,593 824,665,034 155,080,206 460,965 979,284,275 1,118,584,317 1,253,047,162

GOLDEN CROSS PHARMA PRIVATE LIMITED

SCHEDULES TO THE ACCOUNTS

Note-8: Fixed Assets

Gross Block Depreciation

9 NON-CURRENT INVESTMENTS

2015 2014

Investments in Equity instruments (Unquoted):Other Investments ( Unquoted ,valued at cost unless otherwise stated )

-

Investment in Wholly Owned Subsidiary 143,050,895 143,050,895

58,000 ( Previous year 58,000 ) Equity shares of Rs 10/- each of Four M

Propack Pvt Limited

143,050,895 143,050,895

10 DEFERRED TAX ASSET (NET)

2015 2014

Timing Difference on account of Depreciation 11,022,000 2,255,000

Expenses allowable on payment basis under Income Tax Act (609,000) (1,240,000)

10,413,000 1,015,000

11 LONG TERM LOANS & ADVANCES

2015 2014

Unsecured considered goodCapital Advances 917,271 7,477,672

Advance Tax & TDS ( Net of Provision for Tax RS. 22,41,00,000 ; Previous

Year RS. 17,51,00,000) 25,779,453 55,635,368

26,696,724 63,113,040

12 OTHER NON CURRENT ASSETS

2015 2014

Fixed Deposit with Bank ( Maturity More than 12 Month ) 603,182 556,017 Capital Subsidy Receivable 461,698,969 461,698,969

462,302,151 462,254,986

13 CURRENT INVESTMENTS

2015 2014

Investments in Mutual Funds (Unquoted): -

Franklin Templeton Mutual Fund Franklin India Treasury Management Account- Institutional - Daily

Dividend Re Investment - Growth 23,950.89 Units ( Previous Year Nil)

50,000,000 -

50,000,000 -

14 INVENTORIES

2015 2014

(Valued at cost or Net Realisable value which is less)Raw materials including Packing Materials 247,470,914 339,654,928

Work in process 43,248,684 19,829,994

Finished goods 4,053,759 19,081,057

Consumable Stores 2,740,709

297,514,066 378,565,979

15 TRADE RECEIVABLES

2015 2014

Unsecured, Considered Good Outstanding over six months - -

Others 178,136,911 230,357,067

178,136,911 230,357,067

16 CASH & BANK BALANCES

2015 2014

Cash and Cash EquivalentsBalances with banks 4,469,755 3,012,590

Cash on hand 113,494 255,987

Other Bank Balances

Fixed Deposit ( Maturity Less than 12 Months ) 500,000,000 -

504,583,249 3,268,577

17 SHORT TERM LOANS & ADVANCES

2015 2014

Unsecured, Considered Good InterCorporate Loan given to Related Party 120,000,000 -

Interest Accrued on Inter Corporate Loan to Related Party 455,670 - Balance with statutory /Government authorities 27,023,287 28,019,847 Others * 55,696,937 31,406,651

203,175,894 59,426,498 *Includes primarily Advances to sundry creditors and Insurance Receivable


Sale of Products 2,323,108,073 2,464,906,318

Sale of Services 92,224,217 32,873,096

Other operating revenuesScrap Sales 4,551,606 3,962,714

Revenue from Operations - (Gross) 2,419,883,896 2,501,742,128

Less: Excise Duty 155,454,091 176,600,049

Revenue from Operations - (Net) 2,264,429,805 2,325,142,077

Details of Products Sold

MANUFACTURED GOODS 2015 2014

CAPSULES 181,656,314 293,644,996

TABLETS 338,387,658 265,491,560 DRY SYRUPS 301,739,384 386,514,521 DRY POWDER INJECTIONS 493,184,193 459,348,337 SHAMPOOS 152,102,167 194,041,095 REDIUSE 94,093,415 115,649,106 ORAL LIQUIDS 446,012,747 487,366,020 CREAMS / GELS 151,908,329 140,926,328 PET BOTTLES & ROTA CAPS 116,640,041 96,221,441 OTHERS - TOTAL 2,275,724,248 2,439,203,404

TRADED GOODS 2015 2014

OTHERS 47,383,824 25,702,915

TOTAL 47,383,824 25,702,915 2,323,108,072 2,464,906,318

19 OTHER INCOME

2015 2014

Interest income 561,000 369,413

Applicable Loss on foreign currency transactions 851,584 2,901,728

Other non-operating income (net of expenses directly attributable to

such income Sundry Balances Written Back - 374,897

Miscl Receipts 494,525 351,115

1,907,109 3,997,153

20A COST OF MATERIALS CONSUMED

2015 2014

Consumption of Raw Material including Packing materialOpening Stock 339,654,928 306,733,799

Add: Purchases 1,285,642,443 1,433,916,332

Less: Closing stock 247,470,914 339,654,928

1,377,826,457 1,400,995,203

BREAKUP OF MATERIAL CONSUMED 2015 2014CLASS OF GOODSBULK DRUGS 905,400,827 808,435,016 PACKING MATERIALS 411,153,332 522,151,303 OTHERS [ NONE OF WHICH INDIVIDUALLY ACCOUNTS FOR MORE THAN

10PERCENT OF TOTAL CONSUMPTION) 142,143,357 218,212,108

LESS : RECOVERABLE DUTIES (INCLUDED IN THE ABOVE COST) 80,871,059 147,803,224 TOTAL CONSUMPTION (NET OF CENVAT) 1,377,826,457.00 1,400,995,203.32

CONSUMPTION - RAW MATERIAL INCLUDING PACKING MATERIAL 2015 2014

CLASS OF GOODS Value % Value %

Purchased indigenously 191377625 13.12 1234840270 79.73

Imported 1267319891 86.88 313958157 20.27

TOTAL 1458697516 100.00 1548798428 100.00LESS : RECOVERABLE DUTIES (INCLUDED IN THE ABOVE COST) 80871059 147803224 TOTAL CONSUMPTION ( NET OF CENVAT ) 1377826457 1400995203

20B PURCHASES OF STOCK IN TRADE 28,279,212 25,515,277

20C CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROCESS

AND STOCK-IN-TRADE 2015 2014

Opening Stock Work in Process 19,829,994 31,305,174

Finished goods 19,081,057 2,033,700 38,911,051 33,338,874

Closing Stock

Work in Process 43,248,684 19,829,994

Finished goods 4,053,759 19,081,057 47,302,443 38,911,051

(8,391,392) (5,572,177)

BREAKUP OF INVENTORIES 2015 2014CLASS OF GOODS Value Value

Work in progressBulk Drugs - - Formulations 43,248,684 19,829,994 Finished goodsBulk Drugs - - Formulations 4,053,759 19,081,057

TOTAL 47,302,443 38,911,051


Salaries and wages 169,549,130 136,968,203

Contribution to provident and other funds 9,639,105 8,446,487

Staff Gratuity 705,358 925,365

Staff welfare expenses 12,048,318 6,372,498

191,941,911 152,712,553

EMPLOYEE BENEFITS

i Short Term Employee Benefits.

All employee benefits payable wholly within twelve months of rendering

ii Long Term Employee Benefits

The disclosures as per the revised AS-15 are as under:

A Brief description of the PlansThe Company has classified the various benefits provided for the

i Defined Contribution Plans - Provident Fund - State Defined Contribution Plans - Employers Contribution to Employees Pension Scheme.

ii The Company provides for Gratuity, a defined Benefit plan based on

iii The employees of the Company are also entitled to leave encashment

B i. Charged to Profit & Loss Account based on Contributions 2015 2014

Provident Fund 4,857,568 4,484,485

Employees’ State Insurance 707,542 845,115

Employees’ Pension Scheme 3,167,708 2,346,965

8,732,818 7,676,565

ii. Actuarial valuation for Compensated Absences is done as at the year end and the provision is made as per Company's rules

with corresponding charge to the Statement of Profit and Loss amounting to Rs. 11,686,899 (Previous year Rs. 2,174,353 )

and it covers all regular employees.

CDisclosures for defined benefit plans based on actuarial reports as on

31st March 2015 2015 2014

i. Change in defined benefit obligationOpening defined benefit obligation 6,654,083 5,356,220 Interest cost 619,495 428,498 Current service cost 2,238,995 2,368,147 Actuarial (gain)/loss on obligations (1,363,434) (1,498,782)Benefit paidLiability at the end of the year 8,149,139 6,654,083

ii. Change in fair value of assetsOpening fair value of plan assets 5,593,090 5,220,592 Expected return on plan assets 520,717 417,647 Actuarial gain/(loss) 268,981 (45,149)Contributions by employer - Transfer of plan assets - Benefits paid - Closing fair value of plan assets 6,382,788 5,593,090

iii. Amount recognised in Balance SheetPresent value of obligations as at year end 8,149,139 6,654,083 Fair value of plan assets as at year end 6,382,788 5,593,090 Net (asset)/liability recognised 1,766,351 1,060,993

iv. Expenses recognised in Profit and Loss AccountCurrent service cost 2,238,995 2,368,147 Interest on defined benefit obligation 619,495 428,498 Expected return on plan assets (520,717) (417,647)Net actuarial (gain)/loss recognised in the current year (1,632,415) (1,453,633)Transfer of plan assetsTotal expense recognised in Profit and Loss Account 705,358 925,365

v. Actual return on plan assets:Expected return on plan assets 520,717 417,647 Actuarial gain/(loss) on plan assets 268,981 (45,149)Actual return on plan assets 789,698 372,498

vi. Asset informationInsurer managed funds 100% 100%

vii. Principal Actuarial assumptions usedDiscounted rate (per annum) 8.09% 9.31%Expected rate of return on plan assets (per annum) 8.09% 9.31%The estimates of future salary increases, considered in Actuarial

2015 2014viii. Experience adjustments

Defined benefit obligation (8,149,139) (6,654,083)Plan assets 6,382,788 5,593,090 ( Deficit ) / Surplus (1,766,351) (1,060,993)Experience adjustment on Plan Liabilities -(gain)/loss (212,588) (212,588)Experience adjustment on Plan Assets -(gain)/loss 268,981 (45,149)

ix. Expected employer's contribution for the next year 4,403,892 3,299,988

Amount for Current and previous four periods are as follows :Gratuity 2014-15 2013-14 2012-13 2011-12 2010-11

Defined benefit obligation ( 9949189 ) ( 6654083 ) ( 5356220 ) ( 3058296 ) NilPlan assets 6382788 5593090 ( 5220592 ) ( 2929904 ) NilSurplus / ( Deficit ) ( 3566401 ) ( 1060993 ) ( 135628 ) ( 128384 ) NilExperience Adjustment on

Plan Liabilities ( 212588 ) ( 212588 ) 590503 734975 NilExperience Adjustment on

Plan Liabilities 268981 ( 45149 ) 41646 59862 Nil

22 FINANCE COSTS 2015 2014

Interest expenses 230,217 6,880,685

230,217 6,880,685

23 DEPRECIATION & AMORTISATION EXPENSE 2015 2014

Depreciation on Tangible Assets 176,853,569 155,080,206 Amortisation of Intangible Assets 794,338 -

177,647,907 155,080,206


Manufacturing Miscellaneous expenses 27,280,770 36,120,940 Stores & Spares 14,706,672 16,314,931 Service Charges- Contract Labour 55,395,253 64,875,076 Power & Fuel 88,440,157 85,566,079 Rent, rates and taxes 5,154,307 3,976,130 Repairs and maintainence : -Buildings 6,044,736 29,512,634 -Machinery 16,350,620 24,158,860 Insurance 3,031,099 4,492,663 Jobwork charges 10,032,755 47,559,107 Housekeeping Expenses 17,048,185 6,524,009 Travelling Expenses 664,698 847,297 Conveyance & Vehicle Expenses 12,756,233 12,348,612 Postage and Telephone 471,552 491,837 Printing and stationery 4,645,824 3,070,378 Legal and Professional charges 2,383,845 1,689,840 Auditors remuneration - Statutory Audit 134,832 137,978 - Tax Audit 22,472 22,472 - Other matters - - - Out of pocket expenses - - Packing Freight & Forwarding Expenses 41,897 743,414 Loss on Sale of Assets 147,232 849,298 Excise Duty Others 10,688,391 7,453,605 Licensing & Filing Fees 315,927 400,644 Bank charges 56,370 74,982 EDP Expenses 769,930 4,328,943

Sundry Balances Written Back 8,995

C.S.R Expenses [ Refer Note 26 ] - - Miscellaneous expenses 280,003 153,046

276,872,754 351,712,775

25 Tax Expense 2015 2014

Current income tax 47,000,000 50,800,000 Deferred tax (9,398,000) 3,496,000

37,602,000 54,296,000

26 Information regarding expenditure incurred on Corporate Social

Responsibility (CSR) - (Notes to the statement of Profit and loss)

a Expenditure debited to the profit and loss account:

Nature of expenses Schedule in the Amount (in Rs.)

Donation to the trusts set for CSR purposesOthers expenses,

schedule No. 24NIL

Administrative expenses incurred in connection with supervising the

projects handled by the trusts

Salaries and wages,

schedule No. 21NIL

Total NIL

b. Information pursuant to guidance note issued by the ICAI: (Notes to Accounts)

Following is the information regarding projects undertaken and

expenses incurred on CSR activities during the year ended March 31,

i. Gross amount required to be spent by the Company during the year - Rs. 39,57,333ii. Amount spent during the year on: (by way of contribution to the trusts and projects undertaken)

Particulars Amount paid in cash Amount yet to be paid Total amount (Rs.)Construction/acquisition of any asset NIL NIL NIL

Total NIL NIL NIL

The CSR committee constituted by the board of directors of the Company under section 135 of the Act supervises all

the expenditure incurred for CSR purposes. The Company makes contribution to 2 trusts being set up to execute and

manage the projects being undertaken as directed and monitored by the CSR committee.

The Company has incurred a total expenditure of Rs. NIL, which is being debited to the profit and loss account for

the year ended March 31, 2015

27 SEGMENT INFORMATIONi Information about primary business segments:

The Company is exclusively in the pharmaceutical business segment

ii Secondary segment information:There are no reportable geographical segments as company caters mainly to customers in India.

28 VALUE OF IMPORTS ON CIF BASIS 2015 2014RAW MATERIAL / PACKING MATERIALS 107,270,666 313,774,993 COMPONENTS & SPARES PARTS 3,001,560 7,731,964 CAPITAL GOODS 3,436,759 3,824,060

113,708,985 325,331,017

29 FOREIGN EXCHANGE DERIVATIVES AND EXPOSURES OUTSTANDING AT

THE YEAR END 2015 2014

Unhedged foreign exchange exposures:Receivables - (Foreign Debtors) 16,039,643 3,706,162 Payables - (Foreign Creditors) 15,798,311 229,593 Advance Received from Foreign Debtors

30 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT

PROVIDED FOR2015 2014

Contingent liabilitiesClaims against the company not acknowledged as debt - -

Guarantees - -

Other money for which the company is contingently liable - -

Sub Total - -

CommitmentsEstimated amount of contracts unexecuted on capital account 6,602,237 10,977,200

Other commitments 141,785,317 85,687,243

Sub Total 148,387,554 96,664,443

Total 148,387,554 96,664,443.00

31 Loans and Advances in the nature of Loans given to Subsidiaries and Sr. No. Name of the Company Nature 2015 Maximum Balance 2014 Maximum Balance during the year during the year

1. Medispray Laboratories Pvt. Ltd Fellow Subsidiary 12,00,00,000 12,00,00,000 NIL NILNotes:-

i All the above loans have been given for business purposes.

ii The loans and advances shown above, fall under the category of ‘Short

Term Loans & Advances’ and are re-payable on Demand.

iii The above Loans and Advances are interest bearing.

iv The Company has not given any guarantee or provided any security in

connection with a loan to any other body corporate or person.

32 RELATED PARTY DISCLOSURESi

aName of the CompanyHolding Company

1 Cipla Limited

Subsidiary Company 1 Four M Propack Pvt. Ltd.

Fellow Subsidiaries1 Cipla FZE, Dubai2 Cipla (Mauritius) Limited, Mauritius3 Meditab Specialities Private Limited, India4 Cipla Medpro South Africa Proprietary Limited, South Africa5 Cipla Holding B.V.6 Mabpharm Private Limited wef 24th July 20147 Cipla (EU) Limited, UK8 Saba Investment Limited, U.A.E9 Jay Precision Pharmaceuticals Private Limited wef 26th February 2015

10 Cipla (UK) Limited, UK11 Cipla Australia Pty Ltd., Australia12 Medispray Laboratories Private Limited, India 13 Sitec Labs Private Limited, India14 Meditab Holdings Limited, Mauritius15 Meditab Specialities New Zealand Limited, New Zealand16 Meditab Pharmaceuticals South Africa Proprietary Limited, South Africa17 Cipla İlaç Ticaret Anonim Şirketi, Turkey18 Cipla USA Inc., USA19 Cipla Kenya Limited, Kenya20 Cipla Malaysia Sdn. Bhd., Malaysia21 Cipla Europe NV, Belgium22 Cipla Quality Chemical Industries Limited23 Cipla Croatia d.o.o., ( Formerly Known as Celeris d.o.o )24 Inyanga Trading 386 Proprietary Limited25 Xeragen Laboratories Proprietary Limited26 Galilee Marketing Proprietary Limited

Holding Company, Subsidiary Company , Fellow Subsidiary Companies , Associate Companies & Joint Venture:

As per AS-18 , "Related Party Disclosures " , the related parties where control exists or where significant influence exists and

with whom transactions have taken place are as below :

Fellow Subsidiaries ( Cont. )27 Cipla Medpro Manufacturing Proprietary Limited28 Cipla Medpro Holdings Proprietary Limited29 Cipla Nutrition Proprietary Limited30 Cipla Health Care Proprietary Limited31 Cipla-Medpro Distribution Centre Proprietary Limited32 Cipla-Medpro Proprietary Limited33 Medpro Pharmaceutica Proprietary Limited34 Cipla Life Sciences Proprietary Limited35 Cipla Personal Care Proprietary Limited36 Cipla Vet Proprietary Limited37 Cipla Agrimed Proprietary Limited38 Cipla Dibcare Proprietary Limited39 Cipla Medpro Botswana Proprietary Limited40 Med Man Care Proprietary Limited41 Medpro Pharmaceutica Africa Proprietary Limited42 Cape to Cairo Exports Proprietary Limited43 Cipla Medpro ARV Proprietary Limited44 Cipla Medpro Cardio Respiratory Proprietary Limited45 Cipla Medpro Research and Development Proprietary Limited46 Gardian Cipla Proprietary Limited47 Medpro Gen Proprietary Limited48 Medpro Holdings Proprietary Limited49 Medpro-On-Line Proprietary Limited50 Smith and Couzin Proprietary Limited51 Breathe Free Lanka (Private) Limited 52 Cipla Canada Inc.53 Medica Pharmaceutical Industries Company Limited54 Al-Jabal For Drugs and Medical Appliances Company Limited55 Cipla Pharma Lanka (Private) Limited56 Cipla Pharma Nigeria Ltd.57 Aspen-Cipla Australia Pty Ltd.58 Cipla Chanelle Pharma Ltd.59 Stempeutics Research Private Limited60 Biomab Holding Ltd.61 Jiangsu Cdymax Pharmaceuticals Co. Ltd.

Particulars Holding

Company

Subsidiary

Company

Fellow

Subsidiary

Companies

Entities over

which

Significant

influence is

exercised

Total

2015 2014 2015 2014 2015 2014 2015 2014 2015 2014

Loan Repayment - 267,500,000 - - - - - - - 267,500,000

Loans Given - - - - 125,000,000 - - - 125,000,000 -

Loans Given Received Back - - - - 5,000,000 - - - 5,000,000 -

Interest Received - - - - 513,081 - - - 513,081 -

Interest Paid - 6,703,822 - - - - - - - 6,703,822

Purchase of Miscl Items - 6,938,914 - - - - - - - 6,938,914

Purchase of Goods 21,553,879 22,322,144 2,007,295 7,536,346 - 5,252 155,866 - 23,717,040 29,863,742

Sale of Goods 2,371,752,584 2,520,699,949 - - 4,094,027 - 143,238 - 2,375,989,848 2,520,699,949

Processing Charges Received 91,163,655 32,299,919 - - 234,284 - 126,278 - 91,524,217 32,299,919

Reimbursement received of

operating/other expenses 5,045,965 4,666,550 - - 37,089 - - -

5,083,054 4,666,550

Reimbursement of operating/other

expenses 55,686 1,522,938 - - - 246,715 - -

55,686 1,769,653

Testing and Analysis Charges Paid - - - - 750,261 666,252 - - 750,261 666,252

Processing charges Paid - - - - - - - - - -

Balances at end of the year:-

Outstanding Payables 11,928,912 12,041,500 - - 572,517 141,939 - - 12,501,429 12,183,439

Outstanding Receivables 172,757,296 239,432,608 140,423 - 4,391,734 - 782,887 1,805,529 178,072,340 241,238,136

i. Transactions during the year with related parties :

Disclosures in respect of material related party

transactions during the year : 2015 2014

1 Loans Repaid to Cipla Limited - 267,500,000

2 Interest Received from Mabpharm 6,780 -

3 Loans Given to Mabpharm Pvt Ltd 5,000,000 -

4 Loans Repaid by Mabpharm Pvt Ltd 5,000,000 -

5 Loans Given to Medispray Laboratories Pvt Ltd 120,000,000 -

6 Purchase of Miscll Assets from Cipla - 6,938,914

7 Interest Paid to Cipla - 6,703,822

8 Interest Received from Medispray 506,301 -

9 Purchase of Goods a Cipla Limited 21,553,879 22,322,144

b Medispray Laboratories Pvt Limited - -

b Meditab Specialities Pvt Limited - 5,252

c Okasa Pharma Pvt Limited - -

d Okasa Pvt Limited 155,866 -

e Four M Propack Limited 2,007,295 7,536,346

10 Testing & Analysis Charges Paid Sitec Labs Pvt Limited 750,261 666,252

11 Sale of Goods a Cipla Limited 2,371,752,584 2,520,699,949

b Medispray Laboratories Pvt Limited 4,071,167 -

c Meditab Specialities Pvt Limited - 46,145

d Four M Propack Pvt Limited - -

e Okasa Pharma Pvt Limited - -

f Okasa Pvt Limited 143,238 -

g Sitec Labs Pvt Limited 22,860 -

12 Processing Charges Received a Cipla Limited 91,163,655 32,299,919

b Medispray Laboratories Pvt Limited 234,284 -

c Okasa Pvt Limited 126,278 -

13 Processing Charges Paid to Okasa Pvt Limited - -

14 Freight Paid to Four M Propack Pvt Limited - 246,715

15 Reimbursement received of operating/other expenses from a Cipla Limited 5,045,965 4,666,550

b Medispray Laboratories Pvt Limited 31,000

c Meditab Specialities Pvt Limited 6,089

16 Reimbursement of operating/other expensesa Cipla Limited 55,686 1,522,938

17 Outstanding Payables as of March 31st 2015 include a Cipla Limited 11,928,912 12,041,500

b Medispray Laboratories Pvt Limited - -

c Meditab Specialities Pvt Limited 31,027 31,027

d Okasa Pharma Pvt Limited - -

e Okasa Pvt Limited - -

f Sitec Labs Pvt Limited 541,490 110,912

g Four M Propack Pvt Limited - -

18 Outstanding Receivables as of March 31st 2015 include a Cipla Limited 172,757,296 239,432,608

b Medispray Laboratories Pvt Limited 4,391,734 -

c Meditab Specialities Pvt Limited - -

d Okasa Pharma Pvt Limited - 922,379

e Okasa Pvt Limited 782,887 883,150

f Sitec Labs Pvt Limited - -

g Four M Propack Pvt Limited 140,423 -

33 BASIC AND DILUTED EARNINGS PER SHARE HAS BEEN COMPUTED AS

UNDER : 2015 2014WEIGHTED AVERAGE NO OF SHARES OUTSTANDING 45,966 45,966 PROFIT AFTER TAX 184,327,848 187,518,710 BASIC - DILUTED EPS 4,010 4,080 FACE VALUE PER SHARE Rs 10.00 Rs 10.00

As per our report of even date For and on behalf of Board of DirectorsFor V. Sankar Aiyar & Co.Chartered Accountants(Firm No. 109208W)

V. Mohan Davinder Singh Rupesh Shah(Partner) Membership No. 17748 (Director) (Director)Place : MumbaiDate : 25th May 2015 Date : 25th May 2015

Place : Mumbai

39. Inyanga Trading 386 Proprietary Limited

40. Jay Precision Pharmaceuticals Private Limited

MUMBAI : Mulratna, 1st Floor, 334,Narshi Natha Street, Mumbai 400009. Ph:022-23400882 email: [email protected]:B/5,Shardaram Park,34 Sasson Road,Near Jahangir Hospital,Pune-411001Ph.-95-20-26113265 email: [email protected]

Anand Mehta & Associates Chartered Accountants LLPCHARTERED ACCOUNTANTS

INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF JAY PRECISION PHARMACEUTICALS PRIVATE LIMITED

REPORT ON THE FINANCIAL STATEMENTS

MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

AUDITOR'S RESPONSIBILITY

Our responsibility is to express an opinion on these financial statements based on our audit.

OPINION

i) In the case of the Balance Sheet, of the State of affairs of the Company as at 31st March, 2015

ii) In the case of the Statement of Profit and Loss, of the Profit, for the year ended on that date; and

iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

We have audited the accompanying financial statements of JAY PRECISION PHARMACEUTICALS PVT. LTD., which comprises the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.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.

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

We conducted our audit in accordance 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 the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, includingthe assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true andfair viewin order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.



REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1)

2) As required by section 143(3) of the Act, we report that:

a)

b)

c)

d)

e)

f)

For

CHARTERED ACCOUNTANTS

FR. No. 127305W

Punit Golwala

Partner

M. No. 106439

Place: MUMBAI

Date:

As required by the Companies (Auditor's Report) Order, 2015 issued by the MInistry of Corporate Affairs in terms of Section 143 of Companies Act,2013 and on the basis of such checks of the books and records as we considered appropriate and to the best of our knowledge and according to the information and explanations given to us during the course of the audit, we give below in the annexure Statement on the matter specified in Paragraph 3 and 4 of the said order, to the extent applicable to the Company.

We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

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.

The Balance Sheet,the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act,read with Rule 7 of the Companies (Accounts) Rules, 2014.

On the basis of the written representations received from the directors as on 31st March, 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2015 from being appointed as a director in terms of Section 164 (2)of theAct.

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, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements – Refer Note 26 to the financial statements.

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

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

Anand Mehta & Associates Chartered Accountants LLP

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ANNEXURE TO AUDITOR'S REPORT

I) a)

b)

ii a)

b)

c)

iii)

iv)

v)

vi)


Annexure referred to in Paragraph 1 of the Auditor's report to the share holders of JAY PRECISION PHARMACEUTICALS PVT. LTD.,on the accounts for the year ended 31st March, 2015.

The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

As explained to us, physical verification of all fixed assets has been conducted by the management at appropriate intervals. In our opinion, the programme is reasonable having regard to the size of the Company and the nature of the fixed assets. No material discrepancies has been noticed between the book records and physical record except the discrepancies, if any in case of small and minor fixed assets.

The inventories have been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

In our opinion and according to the information and explanations given to us, the procedures of physical verification of stocks followed by the management were reasonable and adequate in relation to the size of the company and the nature of its business.

As per the information and explanations given to us, the Company has maintained proper records of inventory and the discrepancies noticed on verification between the physical stock and book-records were not material in relation to the operations of the company.

The Company has not granted any loans to Companies, firms, or other parties listed in the Register maintained under sec. 189 of the Companies Act, 2013 and hence the clause (a) to (b) of Paragraph 3(iii) of the Order are not applicable.

In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business, for purchase of fixed assets, inventories and for the sale of goods and services. During the course of our audit, no major weakness have been noticed in the internal control in respect of these areas.

The Company has not accepted any deposits from the public to which the directives issued by the Reserve Bank of India or the provisions of section 73 to 76 or any other relevant provisions of the Companies Act,2013 and rules framed there under are applicable. According to the information and explanation given to us, no order has been passed by Company Law Board or the National Company Law Tribunal or any other Tribunal in regard to the above provisions.

We have broadly reviewed books of account relating to materials, labour and other items of cost maintained by the company pursuant to the rules made by the Central Government for maintenance of cost records under section 148 of the Companies Act,2013 and we are of the opinion that prima facie prescribed accounts and records, have been made and maintained we have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.


vii) a)

i) TDS on Works Contract amounting to Rs 1,82,613 ( Previous Year Rs.. NIL )

which was outstanding as at year end for a period of more than 6 months from the date it became payable.

b)

Nature of the Statute Nature of Dues Cur. Yr.

Excise Duty Excise Duty CESTAT 12,886,158

viii)

ix)

x)

xi)

xii)

For CHARTERED ACCOUNTANTS FR. No. 127305W

Place: MUMBAI Punit Golwala

Date Partner

M. No. 106439

According to the information and explanations given to us, the Company was generally regular in depositing with appropriate authority undisputed statutory dues in respect of Provident fund, Investor Education and protection fund, Employee’s state Insurance, Wealth tax, Service tax, custom duty, Excise duty, Cess and other statutory dues as may be applicable.There was no arrears in respect of any undisputed statutory liability except.

According to the information and explanations given to us, there was no disputed dues in respect of Income tax, Sales tax, Custom duty, Wealth tax, Service Tax, Excise Duty except in respect of the particulars given here under :

From Where Dispute is Pending

Period to which amount relates

August 2004 to March 2006

The Company is registered for a period of less than five years as on the date of Balance sheet and therefore paragraph 3 (viii) of the Order is not applicable to the company

The Company has not availed any loans from financial institutions, banks or issued any debentures and hence there is no question of default in repayment of the same.

According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

The Company has not availed any term loan from bank or financial institution during the year and hence question of application of the funds is not applicable.

During the course of examination of books of accounts carried out in accordance with the auditing standards generally accepted in India and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the period nor have we been informed of any such case by the management.


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JAY PRECISION PHARMACEUTICALS PVT. LTD.Balance Sheet as at 31st March, 2015

Particulars Note No

AMOUNT AMOUNT` `


Shareholder's Funds

Share Capital 3 40,100,000 100,000

Share Capital Suspense 4 - 40,000,000

Reserves and Surplus 5 358,641,040 189,039,692

398,741,040 229,139,692

- -

Non-Current Liabilities

Long-Term Borrowings 6 490,000,000 49,976,197

Deferred Tax Liabilities (Net) 7 7,666,101 16,376,910

Other Long Term Liabilities 8 1,913,708 65,639,163

Long term provision 9 363,580 -

499,943,389 131,992,270

Current Liabilities

Short-Term Borrowings -

Trade Payables 10 38,744,570 159,933,944

Other Current Liabilities 11 28,066,695 368,251,230

Short-Term Provisions 12 21,219,322 6,807,997

88,030,587 534,993,170

TOTAL 986,715,016 896,125,131

ASSETS

Non-current assets

Fixed Assets

Tangible Assets 13 730,419,860 475,063,382

Capital Work-In-Progress 13 6,607,646 215,036,563

Other Non-Current Assets

14 19,022,549 15,301,938 756,050,055 705,401,883

Current Assets

Inventories 15 31,049,044 38,295,953

Trade Receivables 16 168,951,779 97,206,838

Cash And Bank Balances 17 4,283,226 18,529,767

Other Current Assets 18 26,380,912 36,690,690

230,664,961 190,723,248

TOTAL 986,715,016 896,125,131

Notes to the Accounts 1 to 37

As Per Our Report of Even Date



FR. No. 127305W

Punit Golwala

Partner XERXES RAO NIKHIL S.LALWANI

M. No. 106439 Managing Director Director

Place ; Mumbai Place ; Mumbai

Date : Date :

As at

31st March, 2015

As at

31st March, 2014


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JAY PRECISION PHARMACEUTICALS PVT. LTD.Statement of Profit and Loss for the year ended 31st March, 2015

Particulars Note No

AMOUNT AMOUNT

` `

Revenue from Operations 19 778,392,727 304,176,611

Other Income 20 660,904 3,494,224

TOTAL REVENUE 779,053,631 307,670,835

Expenses:

Cost of Materials Consumed 21 244,224,976 74,387,306

Changes in Inventories of Finished Goods, Work-In-Progress and Stock-In-Trade22 (7,849,062) (186,161)

Employee Benefit Expense 23 20,962,720 26,564,051

Financial Costs 25 799,880 558,131

Depreciation and Amortization Expense 13 121,931,077 9,171,850

Other Expenses 24 132,822,864 110,360,936

TOTAL EXPENSES 512,892,455 220,856,113

Profit before tax 266,161,177 86,814,722

Tax expense:

(1) Current tax 103,220,000 30,283,590

(2) Deferred tax (8,710,810) 16,863,416

(3) Short / (Excess) Provision of Earlier Years -

Profit/(Loss) for the period 171,651,987 39,667,716

Earning per equity share: 33

(1) Basic 270.46 3,966.77

(2) Diluted 270.46 29.53

Notes to the Accounts 1 to 37




FR. No. 127305W

Punit Golwala XERXES RAO NIKHIL S.LALWANI

Partner Managing Director Director

M. No. 106439

Place: MUMBAI Place:MUMBAI

Date : Date :

As at

31st March, 2015

As at

31st March, 2014


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JAY PRECISION PHARMACEUTICALS PVT. LTD.Cash Flow Statement for the year ended on 31st March,2015

Current Year

AMOUNT AMOUNT

CASH FLOWS FROM OPERATING ACTIVITIES ` `

Profit After Tax 171,651,987

Adjustments to reconcile profit before tax to cash provided by operating activities

Add:

Depreciation 121,931,077

Provision for Taxation 103,220,000

Provision for Gratuity 371,119

Finance cost 799,880

Less:

Provision for Deferred Tax (8,710,810)

Exchange Gain (425,363)

Interest Income (210,041) 216,975,863

388,627,849

(Increase)/Decrease in Current assets and Increase/(Decrease) in liabilities

Trade Receivable (71,744,941)

Inventories 7,246,909

Trade Payables (121,189,373)

Other Current Assets 6,589,167

Other Current Liabilities (338,210,971)

Cash Generated from Operations (128,681,360)

Less : Taxes Paid (82,000,000)

Add : Foreign Exchange Gain/ (Loss) 425,363

(74,115,001)

A. NET CASH GENERATED (USED) BY OPERATING ACTIVITIES (284,370,998)

CASH FLOWS FROM FINANCING ACTIVITIES

Increase / (Decrease) in Share Capital -

Increase/(Decrease) in Secured Loans -

Increase / (Decrease) in Unsecured Loans Term Loans

From Holding Company 350,000,000

From Director 90,023,803

Interest paid 799,880

-

B. NET CASH GENERATED (USED) BY FINANCING ACTIVITIES 440,823,683 -

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase Of Fixed Assets (164,301,622)

Capital Advances for Fixed Assets (6,607,646)

Interest Income 210,041

-

C. NET CASH GENERATED (USED) BY INVESTING ACTIVITIES (170,699,227)

D. NET CASH INFLOW (OUTFLOW) (A+B+C) (14,246,541)

Cash And Cash EquivalentsAt the beginning of the period 18,529,767

At the end of the period 4,283,226

NET (DECREASE) / INCREASE DURING THE PERIOD (14,246,541)

NOTES ON THE STATEMENT OF CASH FLOWS

1. Cash flow statement has been prepared under "Indirect Method", set out in AS 3, issued by the The Institute of Chartered Accountants of India.

2. Cash and cash equivalents represent cash and cash on deposit with banks which are considered to be highly liquid.

As Per Our Report of Even Date



FR. No. 127305W


Partner Managing Director Director

M. No. 106439

Place :MUMBAI Place: MUMBAI

Date: Date:

Add : Adjustment on account of demerger, Current assets and liabilities transferred from demerged company


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JAY PRECISION PHARMACEUTICALS PVT. LTD.

Notes to Financial Statements for the year ended 31st March, 2015

1 Corporate information

The company's operating business includes Manufacturing and selling of Dose Counter Actuator Plastic Model and other Respiratory devices

2 Basis of preparation

a) Use of estimates

b) Change in Accounting Policy

c) Tangible fixed assets

d) Capital Work - in - progress

e)Depreciation on tangible Fixed Assets

I)

II)

JAY PRECISION PHARMACEUTICALS PVT. LTD.(the company) is a private company domiciled in India and incorporated under the provisions of the Companies Act, 1956.

The financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounts) Rules, 2014, (as amended) and the relevant provisions of the Companies Act, 2013. The financial statements have been prepared on an accrual basis and under the historical cost convention, The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below.

The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the management's best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

During the year, the company has changed its method of valuation of raw materials, work -in-progress and finished goods from FIFO(First In First Out) method to Weighted Average Method.

Had the Company continued to use FIFO method of inventory valuation, the inventories and profit for the year would have been higher by Rs 29.47 Lacs

All the Tangible fixed assets are stated at cost acquisition or construction, after reducing accumulated depreciation till the date of the Balance sheet. The cost of an item of fixed asset comprises of its purchase price, including import duties and other non-refundable taxes or levies and any directly attributable cost of bringing the asset to its working condition for its intended use; any trade discounts and rebates are deducted in arriving at the purchase price and includes borrowing cost relating to any specific borrowing attributable to the qualifying asset in accordance with AS -16 “Borrowing Cost" issued by ICAI.

Advances paid to acquire Capital Assets and the cost incurred for the Capital Assets not ready to put to use on or before the balance sheet date are disclosed under capital work-in-progress.

Depreciation on all the depreciable assets has been provided under written Down Value (WDV) Method at the rates and manner prescribed in Schedule II to the Companies Act, 2013.

In Accordance with the provision of Schedule II of the Act,in case of Fixed assets which have completed their usefull life as at 1st April 2014,the carrying value (net of Residual value) amounting to Rs.2,050,638 as a transitional provision has been recognised in the retained Earnings.



f) Inventories :

Raw-materials :

Work-in -progress:

Finished goods:

Stock of Finished goods is valued at lower of Cost or Net Realizable Value. Cost includes the taxes and duty paid / payable thereon.

g) Revenue Recognition:

i) Sale of Goods :

ii) Interest Income:

Interest income is recognized on time proportion basis taking into account the principal amounts outstanding and the rate of interest.

iii) Property Rental Income:

Income from letting-out of property is accrued on time proportionate basis taking in to account the rate and other terms and conditions agreed.

f) Foreign Exchange Transaction

Stock of Raw-materials, Packing-materials and Stores and spares are valued at lower of Cost or Net Realizable Value. The cost comprises of all cost of purchases other than refundable duties/taxes and other incidental cost incurred in bringing the inventories to their present condition and location. The cost is worked out on weighted average basis.

The work in Progress is valued at lower of Cost or Net Realizable Value. Cost of work-in-progress comprises of cost of material, cost of conversion and other cost incurred in bringing the inventory to their present location and condition.

Revenue in respect of Sales of goods are recognized when goods are supplied in accordance with the terms of sale and are recorded net of trade discounts, rebates.

These are translated at the rate prevailing on the date of the transaction and diffrence between the date of transaction and realisation date or year end (in case of transaction is not over during the year) is debited or credited to statement of profit or loss ,under the Exchange diffrence for the year by adjusting corresponding figure of asset or liability if necessary.



g) Taxes on Income:

Taxes on Income are accounted in accordance with AS – 22 “ Taxes on Income”. Taxes on Income comprise both current tax and deferred tax.

i)

ii)

h) Earning Per Share:

I) Provisions

j) Contingent liabilities

k)Cenvat Accounting

Provision for current tax for the year is determined considering the disallowance, exemptions and deductions and/or liabilities / credits and set off available as laid down by the tax law and interpreted by various authorities.

Deferred tax being the tax effect of timing difference representing the difference between taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent period (s).Difference between Taxable income and Accounting Income is in nature of permanent and hence there will not be any deferred tax asset or liability.

The company reports basic and diluted Earnings per share in accordance with accounting standard 20 “Earning per Share”. Basic earnings per share are computed by dividing the net profit or loss after tax for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per shares outstanding during the year by the weighted average number of equity shares outstanding during the year as adjusted for the effects of all dilutive potential equity shares except where the result are anti - dilutive.

A provision is recognized when the company has a present obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.Where the company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of profit and loss net of any reimbursement.

Contingent Liabilities are disclosed by way of notes to the Balance Sheet. Provision is made in the accounts in respect of those liabilities which are materialized after the year end, till the finalization of accounts and have material effect on the position stated in the balance sheet.

Modvat benefit is being accounted for on accrual basis on consumption of materials and capital goods in accordance with the Guidance Note on “ Accounting Treatment for “MODVAT” issued by ICAI.

JAY PRECISION PHARMACEUTICALS PVT. LTD.Notes to Financial Statements as at 31st March, 2015

Note No

3 Share Capital

Equity Share Capital

Authorised Share capital

4,500,000 Equity Shares of Rs. 10 each 45,000,000 10,000,000

Issued, subscribed & fully paid share capital

4,010,000 Equity Shares of Rs. 10 each, fully paid up . 40,100,000 100,000

Total 40,100,000 100,000

a)Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period

No of shares outstanding at the beginning of the year 10,000 10,000

Fresh allotment 4,000,000 -

No of shares outstanding at the end of the year 4,010,000 10,000

b) Details of Shareholders holding more than 5% shares in the company

No. of Shares % holding in class No. of Shares % holding in class

Equity Shares of ` 10 fully paid up.

1 Cipla Ltd 2,405,997 60.00% 0 0.00%

2 Xerxes Rao 1,283,199 32.00% 8,000 80.00%

3 Smita X Rao 320,800 8.00% 2,000 20.00%

4 Share Capital Suspense

Equity Shares

- 40,000,000

Total - 40,000,000

5 Reserves and Surplus

i. Capital Reserves

Balance as per Last Financial Statements 148,789,084 -

- 148,789,084

Closing Balance 148,789,084 148,789,084

ii. Surplus / Deficit as per the statement of Profit / Loss

Balance as per Last Financial Statements 40,250,607 582,891

Profit for the Year 171,651,987 39,667,716

Less : Appropriations - -

Transfer to General Reserve - -

(2,050,638) -

Total Appropriation 169,601,348 -

Net Surplus in the Statement of Profit & Loss 209,851,956 40,250,607

Total 358,641,040 189,039,691

As at 31st March, 2015 As at 31st March, 2014

Pursuant to a scheme of arrangement ('the Scheme') under Section 391 to 394 of the Companies Act, 1956 duly sanctioned by Honorable High Court of Bombay, M/s. Jay Precision Products (India) Pvt. Ltd. has demerged its Pharma Business into the Company and as per the scheme of the arrangement 4,000,000 shares of above were alloted to the shareholders of Jay Precision Products(India) Pvt. Ltd. without payment being received in cash.

The Company has only one class of equity shares having a par value of ` 10 per share. Each holder of the equity share, as reflected in the records of the company as of the date of the shareholders meeting, is entitled to one vote in respect of each share held for all matters submitted to vote in the shareholders meeting in case of vote by Ballot. In case of vote by show of hands, each shareholder will have only one vote.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remaining assets of the Company, after the distribution of all Outside liabilities and the preferential amounts. However as on date no such outside liabilities or preferential amounts exists. The distribution will be in proportion to the number of equity shares held by the shareholders.

As at 31st March, 2015 As at 31st March, 2014

As per the records of the company including its register of Shareholders / members other than declarations received from shareholders regarding beneficial interest, the above shareholding represents both beneficial and the legal ownership of shares.

4,000,000 shares of ` 10 each, fully paid up (issued during the year without payment being received in cash pursuant to scheme of arrangement (Refer Note 27 )

Add : Transferred pursuant to the scheme of arrangement (Refer Note 27 )

Fixed Assets Balances written off as per Schedule II of Companies Act,2013 ( Refer Note 2(e)(II) )


Note NoAs at 31st March, 2015 As at 31st March, 2014

6 Long-term borrowingsUnsecured Borrowings

From Holding Company 350,000,000 -

From Directors 140,000,000 49,976,197

Total 490,000,000 49,976,197

Loans from Holding company / Director carries interest at the rate of 11% per annum.

7 Deferred Tax Liabilities (Net)

Deferred Tax Liabilities

16,376,911 18,249,503

Others - -

Deferred Tax Liability 16,376,911

Deferred Tax Assets

Other Expediture Deferred As per Income Tax Act ,1961 8,710,810 1,872,592

Deferred Tax Assets (8,710,810) 16,376,911

Total 7,666,101 16,376,911

8 Other long term liabilities

Advances from Demerged Company - 65,639,163

Other Long term liabilities 1,913,708 -

Total 1,913,708 65,639,163

9 Long-Term Provisions

Provision for employee benefits 363,580 -

Total 363,580 -

10 Trade payables

Creditors for Purchases

Due to Micro, Small and Medium Enterprises ( Ref Note No.34 )

- -

Due to Related parties - 119,225,163

Due to Others 30,011,993 30,011,993 18,219,855 137,445,018

Creditors for Expenses

Due to Micro, Small and Medium Enterprises ( Ref Note No.34 )

- -

Due to Related parties - 13,033,942

Due to Others 8,732,578 8,732,578 9,454,984 22,488,926

Total 38,744,570 159,933,944

11 Other current liabilities

Other Liabilities 19,272,904 353,030,000

Interest accrued on borrowings 265,808 -

Statutory Dues 8,527,983 15,221,230

Total 28,066,695 368,251,230

12 Short-term provisions

Provision for employee benefits 7,539

Provision for Taxation (Net off Advance Tax & TDS) 21,211,782 6,807,996

Total 21,219,321 6,807,996

Fixed Assets : Impact of difference between tax depreciation and depreciation and amortization



14 Other Non Current Assets

Balance with Government Authorities 13,484,235 11,137,998

Deposits / Balances with Sales Tax Authorities 2,217,849 1,493,640

Security Deposits 3,320,465 2,670,300

Sub Total

Total 19,022,549 15,301,938

15 Inventories

Raw materials and Packaging Material 16,130,801 31,226,772

Work in progress 14,918,243 5,188,671

Finished goods - 1,880,510

Total 31,049,044 38,295,953

16 Trade receivablesUnsecured Debts considered good

Over Six Months - -

Other Debts 168,951,779 97,206,838

Total 168,951,779 97,206,838

17 Cash and Bank Balances

Cash and Cash Equivalent

Cash Balances

Cash on hand - -

Balances with banks :

* In Current Account (7,652,777) 3,266,637

In Auto Sweep Account 11,936,003 15,263,130

Total 4,283,226 18,529,767

* Credit due to clearing of cheques which has not been presented for payment

18 Other current assets

Advances for Expenses and purchases 916,707 4,450,937

Balances with Authorities 25,464,205 32,237,132

Prepaid Expenses - 26,380,912 2,621 36,690,690

Total - 26,380,912 36,690,690

Where no due date is specifically agreed upon, the normal credit period allowed by the Company should be taken into consideration for computing the due date which may vary depending upon the nature of goods or services sold and the type of customers, etc.



19

Revenue from – Sale of products (Net of Sales Tax) 836,255,871 325,473,561

Less: Excise Duty (57,863,144) 778,392,727 (21,296,950) 304,176,611

Total 778,392,727 304,176,611

20 Other Income

Interest income 210,041 1,770,863

Foreign Exchange Gain 425,363 1,723,361

Rent income 25,500 -

Total 660,904 3,494,224

21 Cost of Goods Consumed

Opening Stock 31,226,772 227,520

- 24,252,159

Add: Purchases and Incidental expenses

Imported 22,627,584 6,057,888

Other 193,679,933 71,585,985

Less: Closing Stock (16,130,801) 231,403,488 31,226,772 70,896,780

Packing Material 12,821,488 3,490,526

TOTAL 244,224,976 74,387,306

22 Changes in WIP & FG

Opening Stock of Pre – Finished Goods 5,188,671 1,258,552

- 5,609,908

Less : Closing Stock of Pre – Finished Goods (14,918,243) (9,729,572) (5,188,671) 1,679,789

Opening Stock of Finished Goods 1,880,510

14,560

Less : Closing Stock of Finished Goods - 1,880,510 -1880510 (1,865,950)

TOTAL (7,849,062) (186,161)

23 Employee Benefits Expense

Salaries and Commission to Director 10,667,184 19,478,969

Salaries and wages 8,533,888 6,553,289

Contribution to provident and other funds 140,743 34,310

Provision for Gratuity 371,119 -

Other Perquisites 244,500 295,548

Staff Welfare 1,005,286 201,936

TOTAL 20,962,720 26,564,051

Revenue from Operations (for companies other than a finance company)

Add : Stock transferred pursuant to the scheme of arrangement (Refer 27 )

Add : Stock transferred pursuant to the scheme of arrangement (Refer Note 27 )

Add : Stock transferred pursuant to the scheme of arrangement (Refer Note 27 )



24 Other Expenses

Stores , Spares & consumable Components 5,029,043 1,082,551

Labour / Processing charges 48,126,278 83,587,099

Lease Rentals 15,952,482 7,020,083

Electricity & Fuel 35,371,204 11,749,539

Freight, Octroi & Transportation 5,729,166 3,099,632

Rent, Rates & Taxes 6,836,687 763,218

Auditors Remuneration For Audit 597,755 232,597

Professional Fees 1,713,071 14,607

House Keeping Expenses 1,224,916 322,202

Security Expenses 981,288 206,983

Other Expenses 2,592,226 361,533

Service and Maintenance 776,191 -

Printing, Stationery & Postage 540,517 149,086

Repairs to Machinery 375,710 -

Telephone Expense 481,373 -

Repairs to Building - 99,008

Donation 61,200 34,414

Demerger expense 3,993,059 -

Loading & Unloading Charges 630,636 120,936

Bank Charges 130,826 54,516

Travelling Expenses 1,679,236 1,462,932

Total 132,822,864 110,360,936

25 Finance Costs

Interest on Delayed payment to Creditors 504,538 558,131Interest on borrowings 295,342 -

Total 799,880 558,131

26 Contingent liabilities and commitments

(to the extent not provided for)

Excise Duty(liability of august 2004 to march 2006) 12,886,158 13,457,358

12,886,158 13,457,358

27 Scheme of arrangement

Capital Reserve 148,789,874

Share Capital Suspense( Alloted during the year) 40,000,000

188,789,874

During the year, pursuant to a scheme of arrangement ('the Scheme') under Section 391 to 394 of the Companies Act, 1956, M/s. Jay Precision Products (India) Pvt. Ltd. has demerged its Pharma Business into the Company. The Scheme became effective on 12th December,2014 ('the effective date'), with an appointed date of January 01, 2014 ('the appointed date'), after receiving the sanction of the Honorable High Court of Bombay and filing of the certified copy of the Scheme with the Registrar of Companies was completed. The Scheme has been accounted for in the financial statements for the period ending 31st March,2014 in terms of the Court Orders and alterations or modifications as approved by the Board of Directors of M/s. Jay Precision Products (India) Pvt. Ltd. held and the Company as provided for in the scheme

The Company has reimbursed and indemnified M/s. Jay Precision Products (India) Pvt. Ltd. against all liabilities and obligations incurred by M/s. Jay Precision Products (India) Pvt. Ltd. In legal, taxation and other proceedings in so far as such liabilities and obligations relates to period prior to the Appointed date i.e. January 01, 2014 in respect of the demerged undertaking as definded in the Scheme of Arrangement approved by the Honorable High Court of Bombay.

As per the Scheme, During the period between the Appointed date and the effective date (12th December,2014), Jay Precision Products (India) Private Limited is deemed to have carried on its business and activities relating to the demerged undertaking and shall stand possessed of all its assets and properties in “trust” on behalf of the company. Further all profit or income earned and losses and expense incurred toward the demerged undertaking for the year, shall for all puurpose, be deemed to be profit or income or losses or expenditure respectively, of the company.

Transfer and vesting of assets and liabilities of the Diversified Business of M/s. Jay Precision Products (India) Pvt. Ltd. to the Company has been effected at the values appearing in the books of M/s. Jay Precision Products (India) Pvt. Ltd. as at January 01, 2014 and recorded as such in the books of account of the Company for the period ending 31stMarch,2014.Excess of assets over liabilities so recorded, amounting to ` 18,87,89,874 is recognized in financial statements ending 31st March,2014, as at January 01, 2014, as reduced by the Share Capital Suspense has been adjusted in terms of the Scheme in the Reserves of the Company as under :



28 The Auditor's Remuneration includes Remuneration for the following services rendered:

Particulars Cur. Yr. Prev. Yr.

a) For Audit 358,653 232,597

b) For Tax Audit 239,102 -

c) Other professional Service 1,235,488 -

TOTAL 1,833,243 232,597

29 The particulars of Managerial Remuneration / Directors Remuneration are as follows:Cur. Yr. Prev. Yr.

Particularsa) Salaries 10,667,184 13,896,620b) Commission - 5,582,351.00

TOTAL 10,667,184.00 19,478,971.00

30 Particulars in respect of operating lease as required by AS –19 “Leases” issued by ICAI are as follows:

I) Gala No 17,Ground Floor,Nanda Industrial Estate,Survey No 65,Hissa No 01,Village Sativali ,Vasai Road(East)

Sr Particulars (per unit) Cur. Yr. Prev. Yr.a) Lease Rental charged to revenue for right to use 23,000b) Future minimum lease payment under non-cancellable operating lease

i) Not later than 1 Year 2,76,000ii) Later than 1 Year but not later than 5 Years 5,29,000iii) Later than 5 Years

c)

ii) Gala No 14,Ground Floor,Nanda Industrial Estate,Survey No 65,Hissa No 01,Village Sativali ,Vasai Road(East)

Sr Particulars (per unit) Cur. Yr. Prev. Yr.a) Lease Rental charged to revenue for right to use 43,000b) Future minimum lease payment under non-cancellable operating lease

i) Not later than 1 Year 5,16,000ii) Later than 1 Year but not later than 5 Years 9,89,000iii) Later than 5 Years

c)

iii) Property at Mira Raod

Sr Particulars (per unit) Cur. Yr. Prev. Yr.

a) Lease Rental charged to revenue for right to use 1,19,880 1,80,058

b) Future minimum lease payment under non-cancellable operating lease

i) Not later than 1 Year - 1,484,000.00

ii) Later than 1 Year but not later than 5 Years - 1,484,000.00

iii) Later than 5 Years - -

c)Company has ceased its operations at this factory and shifted its operations to Vasai Factory accordingly there are no future lease rentals.

The agreement period is 36 Months with renewal clause and also provide for termination at will by either party at a notice of 30 days.

The agreement period is 36 Months with renewal clause and also provide for termination at will by either party at a notice of 30 days.

Unit nos. 2,3,5,7,8,9,10,11 Alfa Industrial Premises Co-Op. Society Ltd., Shiv Silk Mill Compound, Nr. Hotel Prasad International, Kashmira Mira Road (East), Thane 401107.



iv) Plot No. : 40/41, ABCD, Government Industrial Estate, Opp – Ganesh Hotel, Charkop, Kandivali (West), Mumbai – 400 067


a) Lease Rental charged to revenue for right to use 1,45,15,200 62,64,542


i) Not later than 1 Year - -

ii) Later than 1 Year but not later than 5 Years - -

iii) Later than 5 Years


v) K 2,A,126, Shree Arihant Compound ,Kopar, Bhiwandi, Thane


a) Lease Rental charged to revenue for right to use 12,51,401 -


i) Not later than 1 Year - -

ii) Later than 1 Year but not later than 5 Years - -

iii) Later than 5 Years


31 Foreign Exchange Earning and Outgo

The foreign exchange earning and out flow during the year under review was as follows:


a) Earning - -

b) Outflow Raw Material 20,896,508 5,545,967

Capital Goods 6,433,228 69,430,437

32 Value of Import Calculated on CIF basis


a Raw Material 20,896,508 5,545,967

b Captal Goods 6,433,228 69,430,437

33 Earning Per Share


Net Profit available for Equity Shareholders 171,651,987 39,667,716

Weighted average number of equity shares for Basic EPS 634,658 10,000

Weighted average number of equity shares for Diluted EPS 634,658 1,343,333

Face value per share 10 10

Basic EPS 270 3,966.77

Diluted EPS 270 30



34 The disclosure pursuant to Micro, Small and Medium Enterprises Development Act, 2006, [MSMED Act]is as under:

ParticularsCur. Yr. Prev. Yr.

Principal amount payable to suppliers at the year end - -

- -

- -

Amount of interest accrued and remaining unpaid at the end of the accounting year - -

35

36

37 Corresponding figures of the previous year have been regrouped, renamed, reclassified wherever necessary.




FR. No. 127305W


M. No. 106439 Managing Director Director

Place :MUMBAI Place: MUMBAIDate: Date:

Amount of interest paid by the Company in terms of Section 16 of the MSMED, along with the amount of the payment made to the supplier beyond the appinted day during the accounting year

Amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the specified under the MSMED

Note: The information has been given in respect of such vendors to the extent they could be identified as "Micro, Small and Medium" enterprises on the basis of information available with the Company. This has been relied upon by the auditors.

Related Party disclosures have been set out in a statement annexed herewith. The related parties as defined by AS - 18 'Related Party Disclosure' issued by the ICAI, have been identified on the basis of disclosure made by the key managerial persons taken on record by the Board. (Annexure I)

The Company has adopted Accounting Standard 15 (revised 2005)"Employee Benefits",The company has classified various benefits, disclosures of the same have been set out in a statement annexed herewith. (Annexure II). The company has during the year provided the Gratuity as per actuarial valuation as of the Balance sheet date.


ama16

Typewritten Text

26 MAY 2015

ama16

Typewritten Text

ama16

Typewritten Text

26 MAY 2015

Note 13 - Fixed Asset and DepreciationParticular Land Building Mould Computer Other Assets Total

Cost or Valuation

As at 1st April, 2013 267030000 0 12500000 0 - - - - 301817 279831817

Additions - - 33,678,075 171,075,395 - - - - - 204,753,470

Disposals - - - - - - - - -

As at 31st March, 2014 267,030,000 - 46,178,075 171,075,395 - - - - 301,817 484,585,287

Depreciation - - - - - - - - -

As at 1st April, 2013 - - 338,223 6,120,093 - - - - 11,832 6,470,148

Charge for the year - - 2,999,270 - - - - - 52,487 3,051,757

Disposals - - - - - - - - -

As at 31st March, 2014 - - 3,337,493 6,120,093 - - - - 64,319 9,521,905

Net Block - - - - - - - - -

As at 1st April, 2013 267,030,000 - 12,161,777 - - - - - 289,985 279,481,762

As at 31st March, 2014 267,030,000 - 42,840,582 164,955,302 - - - - 237,507 475,063,391

Capital Work-In-Progress - - - - - - - - - 215,036,563

Total

CURRENT YEAR

Cost or Valuation

As at 1st April, 2014 267,030,000 - 46,178,075 171,075,395 - - - - 301,817 484,585,287

Additions - 189,207,810 26,500,000 116,703,709 17,285,355 534,913 23,000,000 85,481 6,020,916 379,338,185

Disposals

As at 31st March, 2015 267,030,000 189,207,810 72,678,075 287,779,104 17,285,355 534,913 23,000,000 85,481 6,322,733 863,923,472

Depreciation

As at 1st April, 2014 - - 3,337,493 6,120,093 - - - - 64,310 9,521,896

Charge for the year - 9,368,293 8,475,199 89,984,935 7,154,953 215,736 5,467,384 11,345 1,322,638 121,931,077

Disposals

As at 31st March, 2015 - 9,368,293 11,812,692.25 96,035,622 7,154,953 215,736 5,467,384 11,345 1,386,948 131,452,973

Charged to retained earnings - - - 2,050,638 - - - - - 2,050,638

Net Block

As at 1st April, 2014 267,030,000.00 - 42,840,581.82 164,955,302 - - - - 237,507 475,063,391

As at 31st March, 2015 267,030,000.00 179,839,516.80 60,865,382.75 189,692,844 10,130,402 319,177 17,532,616 74,136 4,935,785 730,419,860

Capital Work-In-Progress - - - - 2,019,094 - 4,588,552 - - 6,607,646

Total 737,027,506

Plant and Machinery

Air Conditioning

Electrical Installation

Furniture & Fixtures

M/s JAY PRECISION PHARMACEUTICALS PVT. LTD. ANNEXURE- II

Annexure referred to in and forming part of the Notes to Financial Statements as at 31st March, 2015.

The company has during the year adopted Accounting Standard 15 (revised 2005)"Employee Benefits",The company has classified various benefits as under :

I Assumptions as at Valuation Date Valuation Date

31st March, 2015 31st March, 2014

Mortality IALM (2006-08) Ult. IALM (2006-08) Ult.

Discount Rate 7.90%

Rate of increase in compensation 5% & 1%

Rate of return (expected) on plan assets

Withdrawal rates 1%

II Changes in present value of obligations

PVO at beginning of period -

Interest cost -

Current Service Cost 60,484

Benefits Paid . -

Actuarial (gain)/loss on obligation 310,635

PVO at end of period . 371,119

III Changes in fair valur of plan assets

Fair Value of Plan Assets at beginning of period . -

Expected Return on Plan Assets -

Contributions . -

Benefit Paid -

Actuarial gain/(loss) on plan assets -

Fair Value of Plan Assets at end of period . -

IV Fair Value of Plan Assets

Fair Value of Plan Assets at beginning of period -

Actual Return on Plan Asset . -

Contributions -

Benefit Paid -

Fair Value of Plan Assets at end of period -

Funded Status (371,119)

Excess of actual over estimated return on Plan Assets -

V Actuarial Gain/(Loss) Recognized

Actuarial Gain/(Loss) for the period (Obligation) (310,635)

Actuarial Gain/(Loss) for the period (Plan Assets) -

Total Gain/(Loss) for the period (310,635)

Actuarial Gain/(Loss) recognized for the period (310,635)

Unrecognized Actuarial Gain/(Loss) at end of period -

VI Amounts to be recognized in the balance sheet and

statement of profit & loss account

PVO at end of period 371,119

Fair Value of Plan Assets at end of period -

Funded Status (371,119)

Unrecognized Actuarial Gain/(Loss) -

Net Asset/(Liability) recognized in the balance sheet (371,119)

VII Expense recognized in the statement of P & L A/C

Current Service Cost 60,484

Interest cost -

Expected Return on Plan Assets -

Net Actuarial (Gain)/Loss recognized for the period 310,635

Expense recognized in the statement of P & L A/C 371,119

VIII Movements in the Liability recognized in Balance Sheet

Opening Net Liability -

Expenses as above 371,119

Contribution paid -

Closing Net Liability 371,119

IX Experience Anyalisis - Liabilities

Actuarial (Gain)/Loss due to change in bases -

Experience (Gain) / Loss due to Change in Experience 310,635

Total 310,635

Experience Anyalisis - Plan Assets

Experience (Gain) / Loss due to Change in Plan Assets -

X Schedule VI Details

Current Liability 7,539

Non-Current Liability 363,580


Annexure: I referred to in notes to Financial Statements as at 31st March,2015

Disclosure of related party information as required by Accounting Standard 18

Sr. No Particulars

A B C E F G

1 Managerial Remuneration paid Mr. Xerxes K Rao 10,667,184

(13,896,620) 2 Commission paid to Director

Mr. Xerxes K Rao (5,582,351)

3 Purchase of Raw Material Jay Precision Products (India) Private Ltd 6,253,680

(10,344,061)

4 On Account of Job Work Charges Jay Precision Products (India) Private Ltd 5,324,080

(69,311,793) 5 Payment of Rent

Metro Metals Printers Pvt Ltd 14,800 (61,353)

Xerxes K Rao 14530000(7,107,774)

Smita Rao 14800

(61,353)

Zenobia Rao 14800

(61,353)

Kokan Polymers &Addtictive Pvt Ltd 14,800 (61,353)

Zeno hotels Pvt Ltd 13,690 (52,378)

Xal Engineering (India) Pvt Ltd 14,800 (61,353)

Zubin Rao 17,390 (72,089)

6 Salary paid to Relative of Director

Zenobia Rao

(150,442)Zubin Rao

(96,713) 7 Rent Received from

Jay Precision Products (India) Private Ltd 25,500

8 Interest expenses

Cipla Limited 210,958

Mr. Xerxes K Rao 84,383

9 Sale of Product Cipla Limited and Fellow Subsidiary 86,980,554

10 Cenvat Credit Taken on Behalf of us Jay Precision Products (India) Private Ltd

(754,689)

Holding & Subsidiary

Key Management Personnel & Relatives of Key Management Personnel

Individual and group of individual having significant influence over the company and relative of such individual

Enterprise where person in col. E or F has influence

11 Service Tax Credit Taken on Behalf of Jay Precision Products (India) Private Ltd 60,736

12 Excise duty paid on behalf of Company

Jay Precision Products India Private Ltd (6,445,799)

13 E Payment made on our behalf Jay Precision Products (India) Private Ltd 60,783,448

(35,225,917)

14 Re Payment of E Payment Jay Precision Products (India) Private Ltd 60,783,448

(35,225,917)

15 Vat and Cst Set Off Taken on behalf of us Jay Precision Products (India) Private Ltd 741,152

17 Vat and Cst Set Off Taken on behalf of Jay Precision Products (India) Private Ltd 2,910,964

18 Loans Accepted

Cipla Limited 350,000,000

Xerxes K Rao 253,700,000 (32,360,000)

19 Repayment of Loan Accepted Mr. Xerxes K Rao 163,676,197

20 Shares Issued Mr. Xerxes K Rao 32,000,000 - Mrs. Smita Rao 8,000,000

21 Purchase on account of Capital Goods Jay Precision Products (India) Private Ltd 50,772,687

22 Repayment of Advance Cipla Limited 373,030,000

O/S As on 31.3.15 Receivable


Xerxes K Rao (62,420,243)

Jay Precision Products (India) Private Ltd 25,500

Payable

Interest Payable

Cipla ltd 210,958

Jay Precision Products (India) Private Ltd 84,383 -

Loan Outstanding Cipla Limited 350,000,000

Xerxes K Rao 140,000,000

(Figures in bracket indicate previous years' figures)

ama16

Typewritten Text

Note : Names of related parties and description of relationship

Sr. Particulars Name of the Party

1 Cipla Ltd

2 Fellow Subsidiary

Cipla FZE, Dubai

Goldencross Pharma Private Limited, India

Cipla (Mauritius), Limited, Mauritius

Meditab Specialities Private Limited, India

Cipla Medpro South Africa (Pty) Limited, South Africa

Cipla Holding B.V.Netherlands

Mabpharm Private Limited, India

Cipla(EU) Limited, UK

Saba Investment Limited, U.A.E.

Cipla (UK) Limited, UK

Cipla Australia Pty Ltd, Australia

Medispray Laboratories Private Limited, India

Sitec Labs Private Limited, India

Four M Propack Private Limited, India

Meditab Holdings Limited, Mauritius

Meditab Specialities New Zealand Limited, New Zealand

Meditab Pharmaceuticals South Africa (Pty) Limited,South Africa

CiplalacTicaretAnonimSirketi, Turkey

Cipla USA Inc., USA

Cipla Kenya Limited, Kenya

Cipla Malaysia Sdn. Bhd., Malaysia

Cipla Europe NV, Belguim

Cipla Quality Chemical Industries Limited, Uganda

Cipla Croatiad,o.o.,Croatia

Inyanga Trading 386 Proprietary Limited, South Africa

Xeragen Laboratories Proprietary Limited, South Africa

Galilee Marketing Proprietary Limited, South Africa

CiplaMedpro Manufacturing Proprietary Limited, South Africa

CiplaMedpro Holdings Proprietary Limited, South Africa

Cipla Nutrition Proprietary Limited, South Africa

Cipla Healthcare Proprietary Limited, South Africa

Cipla-Medpro Distribution Centre Proprietay Limited, South Africa

Holding ( W.e.f. 26th February,2015)

( W.e.f. 26th February,2015 as Holding company acquired the shares of the company)

Cipla-Medpro Proprietary Limited, South Africa

MedproPharmeceutical Proprietary Limited, South Africa

Cipla Life Sciences Proprietary Limited, South Africa

Cipla Personal Care Proprietary Limited, South Africa

Cipla Vet Proprietary Limited, South Africa

CiplaAgrimed Proprietary Limited, South Africa

CiplaDibcare Proprietary Limited, South Africa

CiplaMedpro Botswana Proprietary Limited, South Africa

Med Man Care Proprietary Limited, South Africa

MedproPharmeceutical Proprietary Limited, South Africa

Cape tp Cairo Exports Proprietory Limited, South Africa

CiplaMedpro ARV Proprietory Limited, South Africa

CiplaMedpro Cardio Respiratory Proprietory Limited, South Africa

GardianCipla Proprietory Limited South Africa

Medpro Gen Proprietary Limited, South Africa

Medpro Holdings Proprietory Limited, South Africa

Medpro-On-Line Proprietary Limited, South Africa

Smith and Couzin Proprietary Limited, South Africa

Breathe Free Lanka (Private) Limited, Sri Lanka

Cipla Canada Inc. , Canada

Medical Pharmaceutical Industries Company Limited, Yemen

CiplaPharma Lanka(Private)Limited, Srilanka

CiplaPharma Nigeria Ltd., Nigeria

2 Associates or joint venture Not Applicable

3

Key Management Personnel&Relatives of Key Management Personnel

Mr. Xerxes K. Rao

Mrs. Smita X Rao

Ms. Zenobia Rao

Mr.Zubin Rao

4

Not Applicable

5 Enterprise where Person in (3)& (4) has influence Jay Precision Products (India) Pvt. Ltd.

Kokan Polymers &Addtictive Pvt Ltd

Metro Metals Printers Pvt Ltd

Xal Engineering (India) Pvt Ltd

CiplaMedpro Research and Development Proprietory Limited South Africa

Al-Jabal for Drugs and Medical Appliances Company Limited, Yemen

Individual and group of individual having significant influence over the company and relative of such individual

41. Mabpharm Private Limited


TO THE MEMBERS OF MABPHARM PRIVATE LIMITED. Report on the Financial Statements I have audited the accompanying financial statements of Mabpharm Private Limited, which comprise the Balance Sheet as at 31st March, 2015, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements The Company’s Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 internal financial control, 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. Auditors’ Responsibility My responsibility is to express an opinion on these financial statements based on our audit. I have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. I have conducted audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards require that I comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

cont………2/-

-2-

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company’s Directors, as well as evaluating the overall presentation of the financial statements. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion on the financial statements. Opinion In my opinion and to the best of information and according to the explanations given to me, the aforesaid financial statements, give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2015;

b) In the case of the Statement of Profit and Loss, of the LOSS for the year ended on the

date; and

c) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on other legal and Regulatory Requirements As required by section 143(3) of the Act, we report that:

a) I have sought and obtained all the information and explanations which to the best of my Knowledge and belief were necessary for the purposes of audit.

b) In my opinion proper books of account as required by law have been kept by the Company so far as appears from my examination of those books.

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

cont………3/-

-3-

d) In my opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of written representations received from the directors as on 31

March, 2015, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2015, from being appointed as a director in terms of Section 164(2) of the Act.

Place: Panaji – Goa

Date: 26-05-2015

______________________________

CA. PRASHANTH KUMAR JAIN

M. NO. 133883

MABPHARM PRIVATE LIMITED CIN: U24239GA2008PTC007374

Annexure to the Auditors’ Report

The Annexure referred to in my report to the members of Mabpharm Private Limited for the year ended on 31st March 2015. I report that: S. No.

Particulars Auditors Remark

(i) (a) whether the company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets;

The Company has maintained proper records showing full particulars, including quantitative details and situation, of all the fixed assets

(b) whether these fixed assets have been physically verified by the management at reasonable intervals; whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt with in the books of account;

The fixed assets of the company are physically verified by the management during the year as per the program of verification drawn up which in my opinion is reasonable having regard to the size of the Company and nature of its assets and there were no discrepancies noticed on such physical verification as compared to the book records. Fixed assets are physically verified by independent Chartered Accountant firm appointed for such purpose.

(ii) (a) whether physical verification of inventory has been conducted at reasonable intervals by the management;

The Inventory have been physically verified by the management at the year end

(b) are the procedures of physical verification of inventory followed by the management reasonable and adequate in relation to the size of the company and the nature of its business. If not, the inadequacies in such procedures should be reported;

In my opinion the procedures physical verification of the aforesaid inventory followed by the management are reasonable and adequate, in relation to the size of the Company and the nature of its business

(c) whether the company is maintaining proper records of inventory and whether any material discrepancies were noticed on physical verification and if so, whether the same have been properly dealt with in the books of account;

In my opinion, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of stocks as compared to the book records were not material and the same have been properly dealt within the books of account

(iii) (iii) whether the company has granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act. If so,

According to the information and explanations given to me and on verification of books, the Company has not taken or granted any loans, secured or unsecured from or to companies, firms or other parties listed in the register maintained under section 189 and therefore the provisions of clause 4(iii) of the said Order are not applicable to the Company.

(a) whether receipt of the principal amount and interest are also regular; and

Clause (iii) (a) of the Order is not applicable.

(b) if overdue amount is more than rupees one lakh, whether reasonable steps have been taken by the company for recovery of the principal and interest;

Clause (iii) (b) of the Order is not applicable.

(iv) is there an adequate internal control system commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. Whether there is a continuing failure to correct major weaknesses in internal control system.

In my opinion and according to the information and explanation given to me, there are adequate internal control procedure commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets.

(v) in case the company has accepted deposits, whether the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under, where applicable, have been complied with? If not, the nature of contraventions should be stated; If an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?

The company has not accepted any deposits from the public to which directives issued by the Reserve Bank of India and the provisions of section 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under apply.

(vi) where maintenance of cost records has been specified by the Central Government under sub-section (1) of section 148 of the Companies Act, whether such accounts and records have been made and maintained;

In my opinion, the company is maintaining proper cost records as per section 148 specified under Companies Act.

(vii) (a) is the company regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as at the last day of the financial year concerned for a period of more than six months from the date they became payable, shall be indicated by the auditor.

According to the information and explanations given to me and on verification of books, the company is regular in depositing with the appropriate authorities statutory dues including provident fund employees state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and any other material statutory dues applicable to it.

(b) in case dues of income tax or sales tax or wealth tax or service tax or duty of customs or duty of excise or value added tax or cess have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending shall be mentioned. (A mere representation to the concerned Department shall not constitute a dispute).

According to the information and explanations given to me and on verification of books, no undisputed amounts payable in respect of, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and any other material statutory dues applicable to it were in arrears as at 31st March, 2015 for a period of more than six months

from the date they became payable.

(c) whether the amount required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder has been transferred to such fund within time.

According to the information and explanations given to me and on verification of books, there are no cases of non deposit of undisputed amounts payable in respect of, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cases and any other material statutory dues applicable to it.

(viii) whether in case of a company which has been registered for a period not less than five years, its accumulated losses at the end of the financial year are not less than fifty per cent of its net worth and whether it has incurred cash losses in such financial year and in the immediately preceding financial year;

(ix) whether the company has defaulted in repayment of dues to a financial institution or bank or debenture holders? If yes, the period and amount of default to be reported;

According to the information and explanations given to me and on verification of books, the company has not defaulted in repayment of dues.

(x) whether the company has given any guarantee for loans taken by others from bank or financial institutions, the terms and conditions whereof are prejudicial to the interest of the company;

According to the information and explanations given to me and on verification of books, the company has not given any guarantee for loans taken by others from bank or financial institutions

(xi) whether term loans were applied for the purpose for which the loans were obtained;

The company has not availed any term loan during the year. As such commenting on whether they were applied for the purpose for which the loans were obtained, does not arise.

(xii) whether any fraud on or by the company has

been noticed or reported during the year; If yes, the nature and the amount involved is to be indicated.

To the best of my knowledge and according to the information and explanations given to me and on verification of books, no incidence of fraud on or by the Company has been noticed or reported during the year.

Place: Panaji – Goa

Date: 26-05-2015

______________________________

PRASHANTH KUMAR JAIN

M. NO. 133883

MABPHARM PVT. LTD.

CIN: U24239GA2008PTC007374

BALANCE SHEET AS AT 31ST MARCH, 2015

(Figures in Rs.)

Note No.

As at

31st March 2015

As at

31st March 2014

I. EQUITY AND LIABILITIES

Shareholders’ funds

Share capital 2 1,00,00,00,000

68,19,43,860

Reserves and surplus 3 38,50,84,179

30,79,36,967

1,38,50,84,179

98,98,80,827

Non-current liabilities

Long-term provisions 4 10,31,615

6,53,128

10,31,615

6,53,128

Current liabilities

Trade payables 5 1,47,09,409

9,01,09,409

Other current liabilities 6 1,59,42,616

10,30,19,515

Short-term provisions 7 5,45,327

13,84,914

3,11,97,352

19,45,13,838

TOTAL 1,41,73,13,146

1,18,50,47,793

II. ASSETS

Non-current assets

Fixed assets

Tangible assets 8 1,10,33,58,871

1,10,97,42,762

Capital work-in-progress 2,19,42,086

10,30,647

Deferred tax asset (net) 9 8,29,92,626

1,28,88,561

Long-term loans and advances 10 73,94,496

74,14,278

Other non-current assets 11 4,90,88,807

4,61,93,973

1,26,47,76,886

1,17,72,70,221

Current assets

Inventories 12 1,20,91,874

68,00,245

Trade Receivables 13 44,29,594

75,977

Cash and bank balances 14 12,04,49,870

2,50,398

Short-term loans and advances 15 1,55,64,922

6,50,952

15,25,36,260

77,77,572

TOTAL 1,41,73,13,146

1,18,50,47,793


Notes to the financial statements 1-31

As per my attached report of even date For and on behalf of the Board of Directors

CA Prashant Jain Sandeep Raktate Chandru Chawla

Membership No. 133883 Whole-Time Director Director

Firm Registration No. 133883 DIN: 03442482 DIN: 06754064

Steven Lehrer Rohan Sawant

Director Chief Financial Officer

DIN: 01454044

Date : 26-05-2015 Date : 26-05-2015

Place : Panaji-Goa Place : Verna-Goa

MABPHARM PVT. LTD.

CIN: U24239GA2008PTC007374

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2015

(Figures in Rs.)

Note No.

Year ended

31st March 2015

Year ended

31st March 2014

Income

Revenue from operations 16

77,22,540

28,22,250

Other income 17

74,49,773

35,67,558

1,51,72,313

63,89,808

Expenditure

Cost of materials consumed 18

29,83,414

14,38,562

Employee benefits expense 19

4,19,78,207

1,44,32,285

Finance costs 20

14,28,365

6,350

Depreciation 21

6,43,32,521

1,97,86,298

Other expenses 22

11,93,94,985

1,95,49,251

23,01,17,492

5,52,12,746

Profit / (Loss) before tax (21,49,45,179)

(4,88,22,938)

Tax expense

Current tax

-

-

Deferred tax

(7,01,04,065)

(1,18,89,783)

Profit (Loss) for the year (14,48,41,114)

(3,69,33,155)

Earnings per equity share of face value of Rs. 10 each

Basic and Diluted

(1.84)

(0.54)


Notes to the financial statements 1-31







DIN: 01454044

Date : 26-05-2015 Date : 26-05-2015


MABPHARM PVT. LTD.

CIN: U24239GA2008PTC007374

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2015

FY 2014-15 FY 2013-14

CASH FLOW FROM OPERATING ACTIVITIES

Net Profit Before Tax and Extraordinary Items

(21,49,45,179) (4,88,22,938)

Adjusted For :

Depreciation 6,43,32,521 2,08,21,959

Interest on ICD

13,32,294 -

Interest Received

(60,28,068) (30,30,516)

Loss on sale of fixed asset 2,93,906 -

Operating Profit Before Working Capital Changes

(15,50,14,526) (3,10,31,495)

Adjustments For :

(Increase)/ Decrease in Inventories (52,91,629) 11,18,440

Increase in Trade Receivables (43,53,618) (75,977)

Loans & Advances (1,67,55,876) (20,84,383)

Decrease / Increase in Trade Payables & Other Liabilities (16,29,37,999) 10,44,83,156

Taxes Paid

(10,33,145) (9,79,437)

Cash from / (Used in) Operating Activities ( A )

(34,53,86,793) 7,14,30,304

CASH FLOW FROM INVESTING ACTIVITIES

Purchase Fixed Assets

(5,88,97,064) (9,81,455)

Sale of fixed assets

3,556 -

Purchase of Capital Work in Progress

(2,09,11,439) -

Project Development Expenditure

- (7,56,18,026)

Interest Received

60,28,068 30,30,516

Net Cash Used in Investing Activities ( B )

(7,37,76,879) (7,35,68,965)

CASH FLOW FROM FINANCING ACTIVITIES

Proceeds from issue of Share Capital

54,06,95,438 -

Interest on ICD

(13,32,294) -

Net Cash Generated From Financing Activities ( C )

53,93,63,144 -

Increase/ (Decrease) in Cash and Cash Equivalents (A + B + C)

12,01,99,472 (21,38,661)

Cash & Cash Equivalents As At Beginning of Year

2,50,398 23,89,059

Cash & Cash Equivalents As At End of the Year

12,04,49,870 2,50,398

1) The above Cash Flow Statement has been prepared under the 'Indirect Method' as set out in the Accounting Standard - 3 on

Cash Flow Statement issued by ICAI.

2) Previous year's figures have been regrouped wherever necessary to confirm the current year's classification.







DIN: 01454044

Date : 26-05-2015 Date : 26-05-2015


MABPHARM PVT. LTD.

CIN: U24239GA2008PTC007374

Notes on Financial Statements for the year ended 31st March, 2015

1 Significant Accounting Policies

A Basis of Accounting

The financial statements have been prepared and presented under the historical cost convention on an accrual basis of accounting and in

accordance with Generally Accepted Accounting Principles (GAAP) in India. GAAP comprises mandatory Accounting Standards as

prescribed under section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules , 2014. The Company has

also re-classified the previous year figures in accordance with the requirements applicable in the current year

B Use of Estimates

The preparation of financial statements in conformity with the Generally Accepted Accounting Principles in India requires, the management

to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and reported

income and expenses during the year. The management believes that the estimates used in preparation of the financial statements are prudent

and reasonable. The actual outcome could differ from these estimates and the differences between the actual and the estimates are recognised

in the periods in which the actuals are known / materialise.

C Fixed Assets

Fixed Assets are stated at cost (net of recoverable taxes & Government grants wherever availed) or construction less accumulated

depreciation. The Company capitalises all direct cost relating to the acquisition and installation of fixed assets.

D Depreciation

Depreciation on Fixed assets is provided on pro-rata basis for the period of useful life, on straight line basis at the rates prescribed in

Schedule II to the Companies Act, 2013. The carrying amount of the asset as on 01.04.2014 is depreciated over the remaining useful life of

the asset after retaining the residual value. Where the remaining useful life of the asset is nil the same as been recognised as retained

earnings.

E Valuation of Inventories

a) Inventories are valued at lower of cost, calculated on weighted average basis or net realizable value. Cost excludes recoverable excise duty

and other taxes but includes appropriate allocation of direct cost and factory overheads.

F Foreign Exchange Transactions

Transactions in foreign currencies are recorded at the exchange rates prevailing on the date of the transaction. Realised gains and losses on

settlement in foreign currency transactions, are recognized in the Statement of Profit and Loss. Foreign currency denominated monetary

assets and liabilities at the year end are translated at the year end exchange rates and the resultant exchange rate difference is recognized in

the Statement of Profit and Loss. Non-monetary foreign currency items are carried at cost.

G Taxes on Income

Tax expense comprise of both Current tax and Deferred Tax, at an applicable enacted or substantively enacted rates. Provision for Current

Tax is made on the basis of estimated taxable income for the current accounting year in accordance with the Income Tax Act, 1961. Current

tax represents the amount of income tax payable/recoverable in respect of taxable income/loss for the reporting year. Deferred tax represents

the effect of timing difference between taxable income and accounting income for the reporting year that originate in one year and are

capable of reversal in one or more subsequent years.

H Employee Benefits

a) The contributions to the provident fund are made monthly at predetermined rates and debited to the Statement of Profit and Loss on

accrual basis.

b) The Company accounts for liability towards gratuity and leave encashment benefits on the basis of Actuarial valuation as required under

Accounting Standard – 15 ‘Employee Benefits’ (Revised 2005). Gratuity is funded with an approved fund. Actuarial gains/losses, if any are

recognised immediately in the Statement of Profit and Loss.

c) During the year Company received Rs. 7,18,863/- towards transfer of ex-employees of Cipla to Mabpharm. The same as been accounted

as Miscellaneous receipts under Note 17.

I Provisions, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past

events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognised but are disclosed in the notes.

Contingent Assets are neither recognized nor disclosed in the financial statements.

J Revenue Recognition

Revenue is recognised to the extent that is probable that the economic benefits will flow to the Company and the revenue can be reliably

measured. Revenue from rendering of services are recognised on completion of services. Interest income is recognized on a time proportion

basis taking into account the amount outstanding and the applicable interest rate

2 Share Capital

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Authorised:

12,50,00,000 ( P.Y 7,00,00,000) Equity shares of Rs. 10/- each

1,25,00,00,000

70,00,00,000

Issued Subscribed and Paid up:

10,00,00,000 (P.Y 6,81,94,386) Equity shares of Rs. 10/- each, fully paid up

1,00,00,00,000

68,19,43,860

Total 1,00,00,00,000

68,19,43,860

A Reconciliation of the shares outstanding at the beginning and at the end of the year

As at 31st March 2015


No. of shares Rupees No. of shares Rupees

As at the beginning of the year 6,81,94,386

68,19,43,860

6,81,94,386

68,19,43,860

Add: Issued during the year 3,18,05,614

31,80,56,140

-

-

As at the end of the year 10,00,00,000

1,00,00,00,000

6,81,94,386

68,19,43,860

B Shareholders holding more than 5% shares in the Company:-



No. of shares % of Holding No. of shares % of Holding

(i) Mabpharm (Singapore) Private Limited and its

nominee

-

-

5,11,45,789

75.00

(ii) Cipla Ltd. and its nominee 10,00,00,000

100.00

1,70,48,597

25.00

3 Reserves & Surplus

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Securities Premium Reserve

34,69,38,949

As per last Balance Sheet

34,69,38,949

Add: Additions during the year 22,26,39,298

56,95,78,247

Surplus / (Deficit) in Statement of Profit & Loss

As per last Balance Sheet

(3,90,01,982)

(20,68,827)

Add: Profit (Loss) for the year (14,48,41,114)

(3,69,33,155)

Depreciation due to change in estimated life

of asset to comply with Companies Act 2013 (6,50,972) (18,44,94,068)

-

Total 38,50,84,179

30,79,36,967

4 Long-term provisions

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Provision for Leave Encashment - Non current

10,31,615

6,53,128

Total 10,31,615

6,53,128

5 Trade Payables

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Trade Payable:

Due to Micro, Small and Medium Enterprises

4,89,328

4,91,099

Others

1,42,20,081

8,96,18,310

Total

1,47,09,409

9,01,09,409

The details of amounts outstanding to Micro, Small and Medium Enterprises based on available information with the Company is as under:

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

i The principal amount and the interest due thereon remaining unpaid to suppliers

a. Principal

4,89,328

4,91,099

b. Interest due thereon

-

-

ii a. The delayed payments of principal paid beyond the appointed date during

the entire accounting year

-

-

b. Interest actually paid under section 16 of the Micro, Small and Medium

Enterprises Development Act, 2006

-

-

iii a. Normal interest accrued during the year, for all the delayed payments, as per

the agreed terms

-

-

b. Normal interest payable for the period of delay in making payment, as per

the agreed terms

-

-

iv a. Total interest accrued during the year -

-

b. Total interest accrued during the year and remaining unpaid

-

-

6 Other Current liabilities

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Deposit from Customer

2,05,000

1,51,000

Advance received towards sale of equipment

-

9,09,18,000

Other Payables

- Statutory Dues

11,31,050

9,95,453

- Payable to Employees

13,75,378

37,21,536

- Payable towards purchase of Fixed Assets

1,32,31,188

72,33,151

- Employee recoveries payable -

375

Total

1,59,42,616

10,30,19,515

7 Short Term Provisions

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Provision for employee benefits

- Gratuity

4,15,701

5,42,431

- Leave Encashment

1,29,626

8,42,483

Total

5,45,327

13,84,914

8 FIXED ASSETS - Tangible assets

GROSS BLOCK DEPRECIATION NET BLOCK

PARTICULARS As at Additions Deletions As at Up to

Retained

earnings For the year Deletions As at As at As at

1-Apr-14 31-Mar-15 1-Apr-14 31-Mar-15 31-Mar-15 31-Mar-14

Factory Building 26,17,78,763 3,85,580 - 26,21,64,343 28,98,509 - 82,95,990 - 1,11,94,499 25,09,69,844 25,88,80,254

Buildings - Guest Houses

1,55,28,193 - - 1,55,28,193 8,70,808 - 2,45,244 - 11,16,052 1,44,12,141 1,46,57,385

Machinery

82,66,54,154 5,60,63,372 3,04,001 88,24,13,525 1,45,01,932 - 5,18,56,970 7,967 6,63,50,935 81,60,62,590 81,21,52,222

Computers

86,31,164 19,58,025 28,551 1,05,60,638 30,81,684 6,50,972 18,27,071 27,123 55,32,604 50,28,034 55,49,480

Office Machinery

2,63,470 2,08,091 - 4,71,561 64,631 - 80,634 - 1,45,265 3,26,296 1,98,839

Motor Vehicles

10,24,491 - - 10,24,491 3,48,777 - 1,41,230 - 4,90,007 5,34,484 6,75,714

Furniture & Fixtures

2,06,10,307 2,81,996 - 2,08,92,303 29,81,439 - 18,85,382 - 48,66,821 1,60,25,482 1,76,28,868

Total 1,13,44,90,542 5,88,97,064 3,32,552 1,19,30,55,054 2,47,47,780 6,50,972 6,43,32,521 35,090 8,96,96,183 1,10,33,58,871 1,10,97,42,762

Previous year 2,85,47,301 1,10,59,43,241 1,13,44,90,542 39,25,821 - 2,08,21,959 - 2,47,47,780 1,10,97,42,762 2,46,21,480

9 Deferred Tax Asset (net)

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Deferred Tax Asset

Expenses allowable in installments as per Income Tax Act 4,02,739

5,36,985

Accrual for expenses allowable only on payment 1,48,991

-

Loss for the period 13,26,48,049

3,49,28,388

13,31,99,779

3,54,65,373

Deferred Tax Liability

Fixed assets: Impact of difference between tax depreciation and

depreciation/amortisation charged for the financial reporting 5,02,07,153

2,25,76,812

5,02,07,153

2,25,76,812

Total

8,29,92,626

1,28,88,561

10 Long Term Loans & Advances

(Unsecured, considered good)

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Capital Advances

26,06,659

56,45,898

Security Deposits

3,00,000

4,80,000

Other Loans and advances

- VAT Credit Receivable

6,22,388

5,05,812

- Service Tax Credit Receivable

38,65,449

7,42,658

- Entry tax receivable

-

39,910

Total

73,94,496

74,14,278

11 Other Non-current Assets

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Bank deposits (with more than 12 months maturity) 4,90,88,807

4,61,93,973

(Pledged to Banks for bank guarantee issued towards EPCG)

Total

4,90,88,807

4,61,93,973

12 Inventories

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Raw & Packing materials 1,20,91,874

68,00,245

Total

1,20,91,874

68,00,245

13 Trade Receivables

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Unsecured, Considered Good

Outstanding over six months

From Cipla Ltd. (Holding Co.)

1,50,731

From Others

2,118

1,52,849

-

Others

From Cipla Ltd. (Holding Co.)

29,76,156

25,000

From Others

13,00,589

42,76,745

50,977

Total

44,29,594

75,977

14 Cash and Bank Balances

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Cash & Cash Equivalents:

- Cash on Hand 14,096

20,353

- Balance in bank accounts 15,56,102

2,30,045

Other Bank Balances:

- Fixed Deposits offered as security to Letter of Credit

(maturity less than 6 months)

37,16,544

-

- Fixed Deposits (maturity less than 12 months) 11,51,63,128

-

Total 12,04,49,870

2,50,398

15 Short Term Loans and Advances

(Unsecured, considered good)

As at

31st March 2015

As at

31st March 2014

Rupees

Rupees

Balances with Revenue Authorities 10,33,145

3,16,120

Other Short Term Loans & Advances

- Prepaid expenses 14,32,307

3,09,493

- Advance towards Licence fees 1,25,18,160

-

- Advances to Sundry Creditors 5,81,310

25,339

Total

1,55,64,922

6,50,952

16 Revenue from Operations

Year ended

31st March 2015

Year ended

31st March 2014

Sale of Products & Services

77,22,540

28,22,250

Total 77,22,540

28,22,250

17 Other Income

Year ended

31st March 2015

Year ended

31st March 2014

Interest on bank deposits (Gross) 60,28,068

30,30,516

Rent 6,01,400

4,64,200

Scrap Income

85,722

72,842

Interest on Income tax refund 15,720

-

Miscellaneous receipts

7,18,863

Total 74,49,773

35,67,558

18 Cost of materials consumed

Year ended

31st March 2015

Year ended

31st March 2014

Consumption of Raw and Packing Materials

Opening Stock 68,00,245

79,18,686

Add: Purchases 82,75,043

3,20,121

1,50,75,288

82,38,807

Less: Closing Stock 1,20,91,874

68,00,245

Total 29,83,414

14,38,562

19 Employee benefits expense

Year ended

31st March 2015

Year ended

31st March 2014

Salaries & Wages 3,79,52,958

1,20,38,270

Contribution to Provident and other funds 26,90,246

8,50,878

Gratuity 5,92,133

2,68,573

Leave Encashment (98,943)

10,39,849

Staff Welfare expenses

8,41,813

2,34,715

Total 4,19,78,207

1,44,32,285

20 Finance costs

Year ended

31st March 2015

Year ended

31st March 2014

Interest on ICD

From Cipla Ltd. (Holding Co.) 13,24,760

From Golden Cross Pharma Private Limited 7,534

13,32,294

-

Bank Charges

96,071

6,350

Total

14,28,365

6,350

21 Depreciation

Year ended

31st March 2015

Year ended

31st March 2014

Depreciation on Tangible Assets 6,43,32,521

1,97,86,298

Total 6,43,32,521

1,97,86,298

22 Other expenses Year ended

31st March 2015

Year ended

31st March 2014

Testing & analysis expenses

3,16,906

13,347

Stores, spares & consumables

4,07,04,444

11,01,030

Power & fuel charges

14,42,616

1,43,769

Lease Rent

2,99,59,648

98,20,264

Utility expense

1,55,42,764

40,60,882

Rates & taxes

63,85,631

67,304

Repairs & Maintenance

-Building

7,07,053

1,44,851

-Machinery

36,31,104

8,22,947

Insurance

11,47,931

1,35,316

Housekeeping consumables

17,32,672

5,18,900

Printing & stationery

6,57,171

2,19,063

Travelling & conveyance

13,72,802

4,56,615

Postage & Telephone

11,12,722

1,67,886

Security Service fees

8,51,561

7,26,547

Professional fees

1,19,08,412

3,56,337

Auditors Remuneration

-Audit fees

68,154

46,180

-Out of pocket expenses

-

13,500

Contractual Services

23,87,105

6,34,396

Sundry advances / balances written off (net)

(1,37,709)

-

Loss on Sale of Asset

2,93,906

-

Net Loss on Foreign Currency Transaction and Translation

(11,71,925)

2,320

Miscellaneous expenses

4,82,017

97,797

Total 11,93,94,985

1,95,49,251

23 Contingent Liabilities and Commitments

Year ended

31st March 2015

Year ended

31st March 2014

(to the extent not provided for)

Rupees

Rupees

a) Contingent liabilities

- Letter of guarantees issued by Companies bankers for EPCG 3,48,48,667

3,48,48,667

b) Commitments

- Estimated value of contracts remaining to be executed on capital

accounts (net of advances)

1,65,27,582

1,97,09,865

Total

5,13,76,249

5,45,58,532

24 Details of Raw Material Consumed

Year ended

31st March 2015

Year ended

31st March 2014

Item Rs. Rs.

Chemical 16,56,614

11,34,357

Chemical (Liquid) 11,62,827

1,19,914

Others 1,63,973

1,84,291

Total 29,83,414 14,38,562

Of the Above

Year ended

31st March 2015

Year ended

31st March 2014

Rs. % of

Consumption

Rs. % of

Consumption

Imported 19,96,194 66.91%

11,72,084 81.48%

Indigenous 9,87,220 33.09% 2,66,478 18.52%

Total 29,83,414 100.00% 14,38,562 100.00%

28 Related Party Disclosure

As per Accounting Standard 18, the disclosures of transactions with the related parties are given below:

i) The related parties where control exists or where significant influence exists and with whom transactions have taken place

a) Holding Company & Fellow Subsidiary Companies


Holding Company

1 Cipla Limited

#

#

Effective 17th July 2014, Meditab Specialities Private Limited held 75% stake and its parent company, Cipla Limited held 25%

stake in the company. Effective 24th July 2014, Cipla Limited purchased the 75% stake from Meditab Specialities Private Limited.

25 Stores and spare parts consumed

Year ended

31st March 2015

Year ended

31st March 2014

Rs.

% of Consumption

Rs. % of Consumption

Imported Nil Nil

Nil Nil

Indigenous 26,83,634 100.00%

8,03,111 100.00%

Total 26,83,634 100.00% 8,03,111 100.00%

26 Segment Accounting

Considering the nature of Company’s business and operation, there are no separate reportable segments (business and/or geographical) in

accordance with the requirements of Accounting Standard – 17 ‘Segment Reporting’ issued by the Institute of Chartered Accountants of

India (ICAI)

27 Foreign Currency Transactions

Year ended

31st March 2015

Year ended

31st March 2014

Rupees

Rupees

a) Value of Imports on CIF basis

Raw Material

55,09,983

-

Capital Asset

4,91,66,597

8,48,629

b) Expenditure in foreign currency

Travelling expense

-

1,12,348

Professional Charges

64,99,921

11,29,518

Others - Chemicals, Consumables, etc.

1,65,89,863

3,18,070

Fellow Subsidiary Companies

1 Cipla FZE, Dubai

2 Golden Cross Pharma Private Limited, India

3 Cipla (Mauritius) Limited, Mauritius

4 Meditab Specialities Private Limited, India

5 Cipla Medpro South Africa Proprietary Limited, South Africa

6 Cipla Holding B.V., Netherlands

7 Cipla (EU) Limited, UK

8 Saba Investment Limited, U.A.E

9 Jay Precision Pharmaceuticals Private Limited

10 Cipla (UK) Limited, UK

11 Cipla Australia Proprietary Ltd., Australia

12 Medispray Laboratories Private Limited, India

13 Sitec Labs Private Limited, India

14 Four M Propack Private Limited, India

15 Meditab Holdings Limited, Mauritius

16 Meditab Specialities New Zealand Limited, New Zealand

17 Meditab Pharmaceuticals South Africa Proprietary Limited, South Africa

18 Ciplaİlaç Ticaret Anonim Şirketi, Turkey

19 Cipla USA Inc., USA

20 Cipla Kenya Limited, Kenya

21 Cipla Malaysia Sdn. Bhd., Malaysia

22 Cipla Europe NV, Belgium

23 Cipla Quality Chemical Industries Limited, Uganda

24 Cipla Croatiad.o.o., (formerly known as Celeris D.O.O) Croatia

25 Inyanga Trading 386 Proprietary Limited, South Africa

26 Xeragen Laboratories Proprietary Limited, South Africa

27 Galilee Marketing Proprietary Limited, South Africa

28 Cipla Medpro Manufacturing Proprietary Limited, South Africa

29 Cipla Medpro Holdings Proprietary Limited, South Africa

30 Cipla Nutrition Proprietary Limited, South Africa

31 Cipla Health Care Proprietary Limited, South Africa

32 Cipla-Medpro Distribution Centre Proprietary Limited, South Africa

33 Cipla-Medpro Proprietary Limited, South Africa

34 Medpro Pharmaceutica Proprietary Limited, South Africa

35 Cipla Life Sciences Proprietary Limited, South Africa

36 Cipla Personal Care Proprietary Limited, South Africa

37 Cipla Vet Proprietary Limited, South Africa

38 Cipla Agrimed Proprietary Limited, South Africa

39 Cipla Dibcare Proprietary Limited, South Africa

40 Cipla Medpro Botswana Proprietary Limited, South Africaa

41 Med Man Care Proprietary Limited, South Africa

42 Medpro Pharmaceutica Africa Proprietary Limited, South Africa

43 Cape to Cairo Exports Proprietary Limited, South Africa

44 Cipla Medpro ARV Proprietary Limited, South Africa

45 Cipla Medpro Cardio Respiratory Proprietary Limited, South Africa

46 Cipla Medpro Research and Development Proprietary Limited, South Africa

47 Gardian Cipla Proprietary Limited, South Africa

48 Medpro Gen Proprietary Limited, South Africa

49 Medpro Holdings Proprietary Limited, South Africa

50 Medpro-On-Line Proprietary Limited, South Africa

51 Smith and Couzin Proprietary Limited, South Africa

52 Breathe Free Lanka (Private) Limited , Sri Lanka

53 Cipla Canada Inc., Canada

54 Medica Pharmaceutical Industries Company Limited, Yemen

55 Al‐Jabal For Drugs and Medical Appliances Company Limited, Yemen

56 Cipla Pharma Lanka (Private) Limited, Sri Lanka

57 Cipla Pharma Nigeria Ltd., Nigeria

b) Key Management Personnel

Mr. Sandeep Raktate - Whole-time Director w.e.f. 8th July 2014

ii) Transactions during the year with related parties:

Particulars Holding Company Fellow Subsidiary Companies Key Management Personnel Total

2015 2014 2015 2014 2015 2014 2015 2014

Intercorporate Deposits Received 12,22,00,000 - 50,00,000 - - - 12,72,00,000 -

Intercorporate Deposits Repaid

12,22,00,000 - 50,00,000 - - - 12,72,00,000 -

Interest on ICD

13,24,760 - 7,534

13,32,294 -

Testing & Analysis charges

59,094

59,094 -

Sale of Services

59,47,834 25,000 - - - - 59,47,834 25,000

Reimbursement received towards operating

expenses

5,36,221 - - - - - 5,36,221 -

Lease Rent

2,99,59,648 2,94,60,792 - - - - 2,99,59,648 2,94,60,792

Utility expense

1,69,85,381 1,64,21,915 - - - - 1,69,85,381 1,64,21,915

Transport recovery (recovered from employees)

1,16,711 3,95,396 - - - - 1,16,711 3,95,396

Stock based Compensation cost

27,756 - - - - - 27,756 -

Reimbursement of Travelling Expenses

2,68,136 - - - - - 2,68,136 -

Outstanding Payables

32,31,443 9,17,95,341 12,992 - - - 32,44,435 9,17,95,341

Outstanding Receivables

31,26,887 25,000 - - - - 31,26,887 25,000

Remuneration to Director

- - - - 66,65,256 53,34,924 66,65,256 53,34,924

Investment in Equity

54,06,95,438 - - - - - 54,06,95,438

Note: Transactions FY 2013-14 is for the entire year irrespective of whether they have been shown under Project Development Expenditure or Profit and Loss statement.

iii) Disclosures in respect of related party transactions during the year:

As at

31st March 2015

As at

31st March 2014

Rupees Rupees

a) Intercorporate Deposits Received

Cipla Limited

12,22,00,000

-

Golden Cross Pharma Private Limited

50,00,000

-

12,72,00,000

-

b) Intercorporate Deposits Repaid

Cipla Limited 12,22,00,000

-

Golden Cross Pharma Private Limited 50,00,000

-

12,72,00,000

-

c) Interest on ICD

Cipla Limited

13,24,760

Golden Cross Pharma Private Limited

7,534

13,32,294

-

d) Testing & Analysis charges

Sitec Labs Pvt. Ltd. 59,094

59,094

-

e) Sale of Services

Cipla Limited

59,47,834

25,000

59,47,834

25,000

f) Reimbursement received towards operating expenses


-

5,36,221

-

g) Lease Rent

Cipla Limited 2,99,59,648

2,94,60,792

2,99,59,648

2,94,60,792

h) Utility expense

Cipla Limited

1,69,85,381

1,64,21,915

1,69,85,381

1,64,21,915

i) Tranport recovery (recovered from employees)


3,95,396

1,16,711

3,95,396

j) Stock based Compensation cost

Cipla Limited

27,756

-

27,756

-

k) Reimbursement of Travelling Expenses

Cipla Limited

2,68,136

-

2,68,136

-

l) Outstanding Payables


9,17,95,341

Sitec Labs Pvt. Ltd.

12,992

-

32,44,435

9,17,95,341

m) Outstanding Receivables

Cipla Limited

31,26,887

25,000

31,26,887

25,000

n) Remuneration to Director

Mr. Sandeep Raktate 66,65,256

53,34,924

66,65,256

53,34,924

29 Operating Lease

The Company has premises under operating lease or leave and license agreement. Lease payments is recognised in Statement of Profit and

Loss under ‘Rent’ in Note 22. Minimum future lease rentals payable in respect thereof are as follows:-

Year ended

31st March 2015

Year ended

31st March 2014

Particulars Rupees Rupees

Not Later than one year

1,49,66,352

2,99,59,648

Later than one year but not later than five years

5,12,59,756

5,98,65,408

Later than five years

-

63,60,700

30 Employee Benefits

Gratuity Scheme(Funded Scheme)

In accordance with Accounting Standard15 (Revised 2005),actuarial

valuation was performed by the Company’s Actuary in respect of

aforesaid defined benefit plan on the basis of following

assumptions:

Year ended

31st March 2015

Year ended

31st March 2014

- Discount Rate 8.01%

9.31%

- Rate of Return on Plan Assets 8.01%

8.70%

- Salary escalations

5.00% for the next 5 years

&4.00% thereafter, starting

from the 6th year

5.00%

- Attrition Rate

1.00%

2.00%

Change in defined benefit obligation Rupees Rupees

Opening defined benefit obligation 25,69,397 17,20,971

Interest Cost 2,39,211

1,37,678

Current Service Cost 3,58,214

5,00,842

Benefits Paid

(8,07,169)

(1,07,806)

Actuarial (Gain)/Loss on Obligations 89,904

3,17,712

Liability at the end of the year 24,49,557 25,69,397

Changes in Fair Value of Plan Assets:

Opening fair value of plan assets 20,26,966 19,84,260

Expected Return on Plan Assets 1,76,346 1,70,646

Contributions - -

Assets transferred In 7,18,863

Benefits Paid (8,07,169) (1,07,806)

Acturial Gain/(Loss) on Plan Assets (81,150) (20,134)

Closing fair value of plan assets 20,33,856 20,26,966

Amount Recognised in Balance Sheet:

Present value of obligations as at year end 24,49,557 25,69,397

Fair value of plan assets as at year end 20,33,856

20,26,966

Net (Liability)/Asset recognized in Balance Sheet (4,15,701) (5,42,431)

Reconciliation of Present Value of Defined Benefit Obligations and the Fair

Value of Plan Assets:

Present value of defined benefit obligations

24,49,557

25,69,397

Fair Value of Plan Assets as on 31

st

March

20,33,856

20,26,966

Funded status (deficit)

(4,15,701)

(5,42,431)

Unrecognised past service cost

-

-

Net (Liability)/Asset recognized in Balance Sheet

(4,15,701)

(5,42,431)

Expenses recognised in the Statement of Profit and Loss

Current Service Cost

3,58,214

5,00,842

Interest Cost

62,865

1,37,678

Expected Return on Plan Assets

(1,76,346)

(1,70,646)

Net Actuarial (Gain)/Loss

3,47,400

3,37,846

Total expense recognised in the Statement of Profit and Loss

5,92,133

8,05,720

Actual return on plan assets

Expected return on plan assets

1,76,346

1,70,646

Actuarial gain/(loss) on plan assets

(81,150)

(20,134)

Actual return on plan assets

95,196

1,50,512

Asset information

Insurer managed funds

100%

100%

Expected employer's contribution for the next year

11,38,782

9,00,645

31 Basic and Diluted Earnings per share

Year ended

31st March 2015

Year ended

31st March 2014

Rupees

Rupees

Profit / (Loss) After Tax (14,48,41,114)

(3,69,33,155)

Weighted Average No. of Shares Outstanding 7,89,26,954

6,81,94,386

Basic and Diluted Earnings per share (1.84)

(0.54)

Face value per share 10

10







DIN: 01454044

Date : 26-05-2015 Date : 26-05-2015


42. Medica Pharmaceutical Industries Company Limited

43. Medispray Laboratories Private Limited


To the Members of Medispray Laboratories Private Limited


We have audited the accompanying financial statements of Medispray Laboratories Private Limited (“the Company”) which comprise the Balance Sheet as at March 31, 2015 the Statement of Profit and Loss and the Cash Flow Statement for the year ended and a summary of significant accounting policies and other explanatory information.





includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the company’s Directors, as well as evaluating the overall presentation of the financial statements.


Opinion














I. The company has disclosed the impact of pending litigations on its financial position in the financial statements- Refer note no 32 to the financial statements.





Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai



(Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory Requirements” of our report of even date to the members of Medispray Laboratories Private Ltd for the year ended 31st March, 2015)








III. According to the information and explanations provided to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the Register maintained under section 189 of the Companies Act, 2013. Therefore, clause III of the Order is not applicable to the company for the current year.



VI. The central government has prescribed maintenance of cost records under section 148(1) of the companies Act, 2013 in respect of the products, manufactured by the company. We have broadly reviewed the accounts and records of the company and are of the opinion, that prima- facie, the

prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.





VIII. The company has no accumulated losses at the end of the financial year. The company has not incurred any cash losses during the financial year under audit or in the immediately preceding financial year.







Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai



I. EQUITY AND LIABILITIES

(1) Shareholders' Funds(a) Share Capital 2 510,200 510,200 (b) Reserves and Surplus 3 1,116,295,927 822,090,374

(2) Non‐Current Liabilities(a) Long Term Provisions 4 32,047,233 4,875,466

(3) Current Liabilities(a) Short Term Borrowings 5 120,000,000 ‐ (b) Trade payables 6 750,177,593 128,669,084 (c) Other current liabilities 7 63,018,336 4,687,468 (d) Short Term provisions 8 10,564,882 797,697

2,092,614,171 961,630,289 II. ASSETS(1) Non‐Current Assets(a) Fixed assets (i) Tangible assets 9 557,922,083 57,302,056 (i) Intangible assets 19,818,751 (iii) Capital work‐in‐progress 55,684,157 6,723,816 (iv) Intangible Asset under Development ‐ 2,070,482 (b) Non‐Current Investments 10 7,812,391 2,750,798 (c) Deferred tax assets (net) 11 8,621,604 668,514 (d) Long Term Loans and Advances 12 144,452,199 89,624,003 (e) Other Non‐Current Assets 13 15,119,072 12,723,701

(2) Current Assets(a) Current investments 14 ‐ 520,954,154 (b) Inventories 15 342,434,914 81,084,595 (c) Trade receivables 16 707,713,128 95,231,284 (d) Cash and Bank Balances 17 127,069,455 8,667,718 (e) Short Term loans and advances 18 105,966,417 83,829,168 Significant Accounting Policies & Notes to Accounts 1 to 36

2,092,614,171 961,630,289

As per our report of even date 0.19 (0.06)

For V.Sankar Aiyar & Co. For & on Behalf of Board of DirectorsChartered Accountants(Firm Reg. No.109208W)

V.Mohan Rajesh Sawant Ijaj Khalif(Partner) ( Director ) ( Director )Membership No. 17748

Place : Mumbai Place : Mumbai Place : MumbaiDate :25th May 2015 Date : 25th May 2015 Date : 25th May 2015

MEDISPRAY LABORATORIES PRIVATE LIMITED

Balance Sheet as at 31st MARCH, 2015

ParticularsNote No

2015 2014

Income

I. Revenue from operations (Gross) 19 1,098,731,912 683,602,470 Less:‐ Excise Duty 4,972,885 2,250,594 Revenue from operations (Net) 1,093,759,027 681,351,876

II. Other Income 20 62,263,484 52,206,992

III. Total Revenue 1,156,022,511 733,558,868

IV. ExpenditureCost of materials consumed 21 440,119,998 218,381,629 Purchase of Traded Goods 22 35,142,463 39,209,587 Changes in inventories of finished goods, work‐in‐process and Stock‐in‐Trade 23

(76,831,185) 3,213,848

Employee benefit expense 24 101,699,558 43,098,060 Finance Cost 25 521,572 80,146 Depreciation and amortization expense 26,124,257 8,445,033 Other Expenses 26 186,893,606 109,066,479

Total Expenses 713,670,269 421,494,782

IX. Profit before tax 442,352,242 312,064,086

X. Tax expense:(1) Current tax 157,000,000 93,600,000 (2) Deferred tax (7,953,090) (146,080)

XI. Profit after tax for the year 293,305,332 218,610,166

XVI. Earning per equity share:Basic and Diluted earning per share (Rs.) 36 5,749 4,285

Face value per share (Rs.) fully paid up 10 10

Significant Accounting Policies & Notes to Accounts 1 to 36




Place : Mumbai Place : Mumbai Place : MumbaiD25th May 2015 Date :25th May 2015 Date :25th May 2015



A Cash Flow From Operating ActivitiesNet Profit Before Tax Adjustments for : 442,352,242 312,064,086 Depreciation 26,124,257 8,445,033 Interest Received (1,350,392) (1,082,263) Interest expense 521,572 ‐ Loss / (Profit) on sale of fixed asset (44,903) 296,378 Foreign currency (Gain)/Loss (2,216,810) 9,639,240 Bad Debts ‐ 729,003 Profit on sale of Mutual Funds (32,313,666) Dividend on Mutual Funds (9,997,121) (19,277,062) (23,952,856) (5,925,465) Operating Profit Before Working Capital Changes 423,075,180 306,138,621 Adjustments For :Trade Payables and Other Liabilities 363,447,331 (49,754,708) Inventories (54,566,382) 33,458,253 Trade Receivables (117,208,262) 43,288,595 Loans and advances (593,585) 191,079,102 (15,791,942) 11,200,198 Cash Generated From Operations 614,154,282 317,338,819 Direct Taxes Paid (130,409,788) (88,897,336) (88,897,336) Net Cash From Operating Activities (A) 483,744,494 228,441,483


Purchase of Fixed Assets/Capital Work‐in‐Process (61,659,198) (10,779,851) Purchase of undertaking (988,103,683) ‐ Sale of assets 326,362 81,625 Purchase of Mutual Funds (1,665,944,020) (1,140,313,664) Sale of Mutual Fund 2,219,211,841 888,782,055

(496,168,698) (251,531,609) Dividend Received 9,997,121 23,952,856 Interest Received 1,350,392 1,082,263

Net Cash used in Investing Activities (B) (484,821,185) (237,194,716)

C Cash Flow from Financing ActivitiesInterest paid (521,572) ‐ Inter Corporate Deposits received / (repaid) 120,000,000 ‐

Net Cash from/(use in)From Financing Activities (C) 119,478,428 ‐


Cash and Cash Equivalents as at the beginning of the year 8,667,718 17,420,951 Cash and Cash Equivalents as at the end of the year 127,069,455 8,667,718

Note : Cash and Cash Equivalents represent Cash and Bank Balances with Banks ‐ ‐

As per our report of even dateFor V.Sankar Aiyar & Co. For & on Behalf of Board of DirectorsChartered Accountants(Firm Reg. No.109208W)

V.Mohan Rajesh Sawant Ijaj Khalif(Proprietor) (Director) ( Director)Membership No. 17748

Place : Mumbai Place : Mumbai Place : MumbaiDate : 25/05/2015 Date :25/05/2015 Date :25/05/2015



20142015


A BASIS OF PREPARATION

B USE OF ESTIMATES

C FIXED ASSETS

D BORROWING COSTS :

E DEPRECIATIONDepreciation on tangible fixed assets is provided on the Written Down Value Method over the useful life of assets as prescribedunder part C of schedule II of the Companies Act 2013("Act").

In case of assets whose useful life is already exhausted as on 1 st April, 2014, the carrying value, net of residual value anddeferred tax has been adjusted in retained earnings in accordance with the requirements of Schedule II of the Act.


Notes to Balance Sheet & Statement of Profit & Loss for the year ended 31st March, 2015

The preparation of financial statements requires the management of the Company to make estimates and assumptions thataffect the reported balance of assets and liabilities, revenue and expenses and disclosures relating to contingent liabilities. TheManagement believes that the estimates used in the preparation of the financial statements are prudent and reasonable . Futureresults could differ from these estimates. Any revision of accounting estimates is recognised prospectively in the current andfuture periods.

The financial statements have been prepared and presented under the historical cost convention on an accrual basis ofaccounting and in accordance with Generally Accepted Accounting Principles (GAAP) in India. GAAP comprises mandatoryAccounting Standards as prescribed under section 133 of the Companies Act, 2013, read with Rule 7 of the Companies(Accounts) Rules , 2014.

Fixed assets are stated at the cost of acquisition, less accumulated depreciation and impairment losses if any, except freeholdland which is carried at cost less impairment losses if any. Cost of fixed assets comprises purchase price, non‐refundable taxes,levies and any directly attributable cost of bringing the asset to its working condition for the intended use.

Borrowing costs attributable to acquisition and/or construction of qualifying assets up to the date such assets are ready for theirintended use is capitalised as a part of fixed asset cost.


Intangible assets are stated at the cost of acquisition, less accumulated amortisation and impairment losses if any. Cost ofintangible assets comprises purchase price, non‐refundable taxes, levies and any directly attributable cost of making the assetready for its intended use.Where several fixed assets are acquired for consolidated price, the consideration is apportioned to fixed assets on fair valuebasis.

Borrowing costs consists of interest, ancillary costs and other costs in connection with the borrowing of funds and exchangedifferences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs.

Borrowing costs attributable to acquisition and/or construction of qualifying assets are capitalised as a part of the cost of suchassets, up to the date such assets are ready for their intended use. Other borrowing costs are charged to the Statement of Profitand Loss.

Category Years

Software 10

Goodwill and Marketing intangibles‐ Acquired 5

F VALUATION OF INVENTORIESi

ii

iii

iv

G INVESTMENTS

H FOREIGN EXCHANGE TRANSACTIONS :

I PROVISIONS, CONTINGENT LIABILITIES & CONTINGENT ASSETS :


A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probablywill not, require an outflow of resources. Where there is possible obligation or a present obligation in respect of which thelikelihood of outflow of resources is remote, no provision or disclosure is made.

Contingent assets are neither recognised nor disclosed in the financial statements.

Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transaction. Foreign currnacymonetary assets & liabilities are restated at year end exchange rates. Exchange differences arising on the settlement of foreigncurrency monetary items or on reporting Company's foreign currency monetary items at rate different from those at which theywere initially recorded during the year or reported in the previous financial statements, are recognised as income or expense inthe year in which they arise.Non monetary foreign currency items are carried at the rate prevailing on the date of the transaction.

Depreciation is calculated on a pro‐rata basis from the date of installation till the date the assets are sold or disposed.Cost of leasehold land including premium is amortised over the primary period of lease.

Intangible assets are amortised on a systematic basis over the best estimate of their useful lives, commencing from the date theasset is available to the Company for its use.

A provision is recognised when the company has a present obligation as a result of a past event, it is probable that an outflow ofresources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are notdiscounted to its present value and are determined based on best estimate required to settle the obligation at the balance sheetdate.

Raw materials & Packing materials are valued at lower of cost and net realisable value after providing for obsolescence if any.However, these items are considered to be realisable at cost if the finished products, in which they will be used, are expected tobe sold at or above cost.

Work‐in‐process and finished goods are valued at lower of cost and net realisable value. Finished goods and work‐in‐processinclude costs of raw material, labour, conversion costs and other costs incurred in bringing the inventories to their presentlocation and condition.

Cost of Finished goods includes Excise Duty.

Cost of inventories is computed on weighted average basis.

Long term investments are stated at cost, less any provision for diminution, other than temporary, in value.

Current investments are stated at lower of cost and fair value.

J REVENUE RECOGNITION :

K RETIREMENT BENEFITS :

L INCOME TAX :


N EARNING PER SHARE :Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by theweighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit attributable to equity shareholders and the weightedaverage number of shares outstanding are adjusted for the effect of all dilutive potential equity shares from the exercise ofoptions on unissued share capital. The number of equity shares is the aggregate of the weighted average number of equityshares and the weighted average number of equity shares which would be issued on the conversion of all the dilutive potentialequity shares in to equity shares.

Revenue from sale of goods is recognised when significant risks and rewards of ownership of the goods have been passed to thebuyer, which ordinarily coincides with despatch of goods to customers. Revenues are recorded at invoice value, net of sales tax,returns and trade discounts.


At each Balance Sheet date, the Company assesses whether there is any indication that any asset may be impaired. If any suchindication exists, the carrying value of such assets is reduced to its estimated recoverable amount and the amount of suchimpairment loss is charged to the Statement of Profit and Loss. If, at the Balance Sheet date there is an indication that apreviously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected at therecoverable amount subject to a maximum of depreciated historical cost.

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the provisions oflocal Income Tax Laws as applicable to the financial year.

Liability on account of short term employee benefits is recognised on an undiscounted basis, accrual basis during the periodwhen the employee renders service/ vesting period of the benefit.

Post Retirement Contribution Plans such as Provident Fund are charged to the Statement of Profit and Loss of the year when thecontributions to the respective funds accrue.

Post Retirement Plans such as gratuity and Leave Encashment are determined on the basis of Actuarial valuation made by anindependent actuary as at the balance sheet date. And acturial gains and losses are recognised immediately in the Statement ofProfit and Loss.

Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income ofthe year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax lawsenacted or substantively enacted at the balance sheet date.

Revenue is recognised to the extent that is probable that the economic benefits will flow to the company and the revenue can bereliably measured.

The Company offsets, on a year‐on‐year basis, the current tax assets and liabilities, where it has a legally enforceable right andwhere it intends to settle such assets and liabilities on a net basis.


(Amount in Rs. ) 2 SHARE CAPITAL 2015 2014

Authorised1,00,000 Equity Shares of Rs. 10/‐ Each 1,000,000 1,000,000 (Previous Year 1,00,000 Equity Shares of Rs. 10/‐ Each)

5,00,000 Redeemable Preference Shares of Rs. 100/‐ Each 50,000,000 50,000,000 (Previous Year 5,00,000 Redeemable Preference Shares of Rs. 100/‐ Each)

51,000,000 51,000,000 Issued, Subscribed & Paid‐up share capital51,020 Equity Shares of Rs. 10/‐ each fully paid up 510,200 510,200 (Previous Year 51,020 Equity Shares of Rs. 10/‐ each fully paid up)

510,200 510,200

i) There is no change in the shares outstanding at the beginning and at the end of the reporting date and immediately preceding reporting date.

ii) Of the Above :51,020 (Previous Year 51,020 ) Equity shares are held by MeditabSpecialities Private Limited, 100% Holding Company including 6(Previous Year 6) equity shares held by its nominee

3 RESERVES & SURPLUS 2015 2014

Capital Redemption Reserves 35,000,000 35,000,000

General Reserve 61,285,304 61,285,304

Capital Reserve 5,000,000 2,500,000

Securities Premium Reserve 5,395,800 5,395,800

Surplus in the Statement of Profit and LossAs per last Balance Sheet 717,909,270 499,299,104

Less: Adjustment for Depreciation as per Companies Act, 2003 1,599,779

‐ Add: Profit for the Year 293,305,332 218,610,166 Balance at the end of the Year 1,009,614,823 717,909,270

1,116,295,927 822,090,374


Provision for employee benefits ‐ Leave Encashment 32,047,233 4,875,466 (Refer Note 23)Provision for employee benefits ‐ Gratuity ‐ ‐

32,047,233 4,875,466

In the event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assetsof the Company, after distribution of all preferential amounts. The distribution will be in proportion to the numberof Equity shares held by the shareholder.

5 Short Term Borrowings 2015 2014

UnsecuredInter Corproate Deposit From Golden Cross 120,000,000 ‐

120,000,000 ‐


‐ Micro Small and Medium Enterprises 36,714,560 8,241,618 ‐ Other Trade Payables 713,463,033 120,427,466

750,177,593 128,669,084

2015 2014 Disclosures as required by the Micro, Small and Medium Enterprises Development Act, 2006 are as under:

i The principal amount and the interest due thereon remaining unpaid to Suppliers.

a Principal ‐ ‐ b Interest due thereon ‐ ‐

ii a The delayed payments of principal paid beyond the appointed date during the entire accounting year ‐ ‐

b Interest actually paid under section 16 of the Micro, Small and Medium Enterprises Development Act, 2006 ‐ ‐

iii a Normal interest accrued during the year, for all the delayed payments, as per the agreed terms ‐ ‐

b Normal interest payable for the period of delay in making payment, as per the agreed terms ‐ ‐

iv a Total interest accrued during the year ‐ ‐ b Total interest accrued during the year and remaining unpaid

‐ ‐


Other Payables Statutory Dues 12,854,938 939,635 Book Overdraft 7,842,999 ‐ Dues to Employees 15,926,990 ‐ Other Liabilities 10,227,855 3,516,096 Sundry Deposits 300,000 150,000 Payable for capital goods ‐ 31,885 Advance from Customers 4,892,256 49,852 Interest Payable 455,670 ‐ Creditors for Capital Expenditure 10,517,628 ‐

63,018,336 4,687,468

The details of amounts outstanding to Micro, Small, Medium Enterprises based on available information with the Company as under:

9. TANGIBLE ASSETS

As at 01‐04‐2014 Addition on Acquisition

ofundertaking

Addition Deduction /Adjustment

As at 31‐03‐2015 As at 01‐04‐2014 Addition Opening Impact


As at 31‐03‐2015 As at 31‐03‐2015 As at 31‐03‐2014

TANGIBLE ASSETSFreehold Land 1,034,415 ‐ ‐ ‐ 1,034,415 ‐ ‐ ‐ ‐ ‐ 1,034,415 1,034,415 Leasehold land 905,287 28,000,000 ‐ ‐ 28,905,286 573,324 201,679 ‐ ‐ 775,003 28,130,283 331,963 Buildings 44,319,151 345,040,515 854,515 57,767 390,156,414 35,270,632 7,449,580 ‐ 46,772 42,673,440 347,482,974 9,048,519 Plant and machinery 106,774,844 99,976,045 38,973,169 2,340,800 243,383,258 63,155,891 15,374,958 1,376,444 2,070,336 77,836,957 165,546,300 43,618,953 Office Machinery 3,727,094 1,720,068 749,902 ‐ 6,197,064 1,259,563 1,185,463 204,256 ‐ 2,649,282 3,547,782 2,467,531 Furniture and fixture 3,436,127 11,058,035 81,511 ‐ 14,575,673 2,635,452 695,647 19,079 ‐ 3,350,178 11,225,495 800,675 Vehicles ‐ 1,010,529 (0.41) ‐ 1,010,528 ‐ 55,694 ‐ ‐ 55,694 954,834 ‐ INTANGIBLE ASSETSGoodwill ‐ 12,724,781 ‐ ‐ 12,724,781 ‐ 454,868 ‐ ‐ 454,868 12,269,913 ‐ Software ‐ ‐ 8,058,093 ‐ 8,058,093 ‐ 509,255 ‐ ‐ 509,255 7,548,838 ‐

Total 160,196,918 499,529,973 48,717,189 2,398,567 706,045,512 102,894,862 25,927,146 1,599,779 2,117,108 128,304,679 577,740,834 57,302,056 1

Previous Year 153,915,588 ‐ 8,398,842 2,117,512 160,196,918 96,334,117 8,300,254 ‐ 1,739,509 102,894,862 57,302,056 57,581,471

Gross Block Depreciation/Amortisation Net Block


Provision for employee benefits ‐ Leave Encashment 3,829,367 218,025 Provision for employee benefits ‐ Gratuity 4,157,245 87,205 Provision for Bonus 3,129,886 492,467 (Refer Note 23) Provision for Income tax (551,616) ‐ ( Net of Advacne Tax and TDS on income Rs.403,822,780 ; Previous year Rs. 273,412,993 )

10,564,882 797,697

10 NON‐CURRENT INVESTMENTS 2015 2014

Investment property (at cost less accumulated depreciation)Cost of flat given on lease 10,757,993 5,499,288 Less: Accumulated depreciation 2,945,602 2,748,490

7,812,391 2,750,798

11 DEFERRED TAX ASSET (NET) 2015 2014

Timing differences on accountDepreciation (6,478,498) (1,172,144) Expenses allowable on cash basis (net) 15,100,102 1,840,658

8,621,604 668,514

12 LONG TERM LOANS & ADVANCES 2015 2014

Unsecured considered good Capital Advances 31,675,312 823,400 Security Deposits 10,536,813 400,000 Advance Taxes and TDS ‐ 27,141,828 ( Net of Provision for Tax Rs. 302,630,471/‐ ; Previous year Rs. 205,630,471/‐) Balances with Excise Authorities 102,240,074 61,258,775

144,452,199 89,624,003

13 OTHER NON‐CURRENT ASSETS 2015 2014

Fixed Deposits as Margin Money (with maturity more than 12 months)

15,119,072 12,723,701

15,119,072 12,723,701

14 CURRENT INVESTMENTS 2015 2014 (Valued at cost or net realisable value whichever is less)

Investments in Mutual funds Unquoted: ‐ Frankin Templeton ‐ Treasury Management Account Super Institutional Plan ‐ Direct ‐ Growth ‐ [ Nil ( 150,741.943 ) units fully paid

‐

287,905,857 ‐ ICICI Prudential Liquid ‐ Direct Plan ‐ Growth ‐ [ Nil (2,329,220.534) units fully paid]

‐ 233,048,297

‐ 520,954,154 Aggregate amount of unquoted investments at cost Rs. 520,954,154/‐ ( Previous Year Rs. 269,422,545/‐ )

15 INVENTORIES 2015 2014 (Valued at cost or net realisable value whichever is less) Raw Materials including Packing materials 206,995,439 25,857,439 Work in process 58,413,923 17,327,959 Finished goods 73,644,417 37,899,197 Other Consumables 3,381,134 ‐

342,434,914 81,084,595

16 TRADE RECEIVABLES 2015 2014 Unsecured and Considered Good

Outstanding over six months from the date they are due for payment 841,688 ‐ Others 706,871,440 95,231,284

707,713,128 95,231,284


Cash and Cash Equivalents Balances with banks 125,496,305 7,122,409 Cash on hand 1,573,150 10,216

Other Bank Balances Fixed Deposits as Margin Money (with maturity less than 12 months)

‐ 1,535,093

127,069,455 8,667,718


Unsecured and Considered Good Other Loans & Advances Advance to vendors 21,306,730 1,025,989 Balances with Statutory / Revenue Authorities 81,494,388 75,527,074 Excise balances with Loan Licencee ‐ ‐ Others * 3,165,298 7,276,105

105,966,417 83,829,168 *Includes primarily prepaid expenses and Deferred VAT credit

19 REVENUE FROM OPERATIONS ( GROSS ) 2015 2014

Sale of Products 916,560,514 624,347,744 Sale of Services 170,461,806 54,596,490

Other operating revenue Export Incentives 9,645,921 3,253,780 Scrap Sales 2,063,672 1,404,456

1,098,731,912 683,602,470

Breakup of Sales 2015 2014 Manufactured goods : Aerosol Inhaler 560,059,682 405,726,673 Respules ‐ 179,411,484 Injection 14,381,894 ‐ Liquids 165,022,470 ‐ Tablet/Capsules 104,583,242 ‐

844,047,288 585,138,157 Stock in Trade : Packing materials 72,513,226 39,209,587

72,513,226 39,209,587 ‐


Interest income 1,350,392 1,082,263 Dividend Income (on Current Investment) 9,997,121 23,952,856 Other Non‐operating Income Net Gain on Sale of Current Investment 32,313,666 1,078,753 Miscellaneous Receipts 6,139,817 ‐ Net Gain on Foreign Currency Translation and Transaction 12,417,586 26,093,120 Profit on Sale of Assets 44,903 ‐

62,263,484 52,206,992


Opening Stock 25,857,439 56,101,844 Add: Purchases 621,257,998 188,137,224 Less: Closing stock 206,995,439 25,857,439

440,119,998 218,381,629

Breakup of Material Consumed 2015 2014

Purchased Bulk Drugs 43,298,588 33,034,319 Packing materials 218,455,939 141,639,012 Others 178,365,471 43,708,298

440,119,998 218,381,629

Consumption of Raw Material / Spares & Components 2015 2014

Raw and Packing materials: Amount % Amount % Purchased indigenously 304,832,587 60.29 77,884,439 35.66 Imported 135,287,410 30.74 140,497,190 64.34

440,119,998 100.00 218,381,629 100.00

Stores, spares and components :Purchased indigenously Nil 7,837,082 81.59Imported Nil 1,768,562 18.41

Nil 9,605,644 100.00

22 PURCHASE OF TRADED GOODS 2015 2014

Packing materials 35,142,463 39,209,587

35,142,463 39,209,587

23 CHANGES IN INVENTORIES OF FINISHED GOODS, WORK‐IN‐PROCESS AND TRADED GOODS

2015 2014

(Increase)/Decrease in Stock of Finished goods/Work‐in‐process

Opening Stock ‐Work in process 17,327,959 23,987,920 ‐Finished goods 37,899,197 34,453,084 Less: Closing Stock ‐Work in process 58,413,923 17,327,959 ‐Finished goods 73,644,417 37,899,197

(76,831,185) 3,213,848

Breakup of Inventory 2015 2014 Finished goods : Aerosol Inhaler 65,982,133 33,611,638 Respules ‐ 4,287,559 Others 7,662,284

73,644,417 37,899,197

Breakup of Work‐in‐process 2015 2014 Aerosol Inhalers 58,413,923 17,213,944 Respules ‐ 114,015

58,413,923 17,327,959

24 EMPLOYEE BENEFIT EXPENSE 2015 2014

Salaries and Wages 87,529,949 40,268,775 Contribution to provident fund and other funds 6,073,120 2,524,828 Staff Gratuity 5,746,596 ‐ Staff welfare expenses 2,349,892 304,457

101,699,558 43,098,060

EMPLOYEE BENEFITS


ii Long Term Employee Benefits


i. Defined Contribution Plans ‐ Provident Fund ‐ State Defined Contribution Plans ‐ Employers Contribution to Employees State Insurance ‐ Employers Contribution to Employees Pension Scheme.

The disclosures as per the revised AS‐15 are as under:


All employee benefits payable wholly within twelve months of rendering the service are classified as short termemployee benefits. Benefits such as salaries, wages, short terms compensated absences, etc., and the expected costof bonus, ex‐gratia are recognised in the period in which the employee renders the related service.

B: i. Charge to the Statement of Profit and Loss based on contributions:

2015 2014

Employees’ Pension Scheme 3,276,257 610,181 Employees’ State Insurance 565,234 309,845 Provident Fund 2,101,140 1,688,190

5,942,631 2,608,216

ii. Actuarial valuation for Compensated Absences is done as at the year end and the provision is made as perCompany's rules with corresponding charge to the Statement of Profit and Loss amounting to Rs. (4,162,404/‐)(Previous year Rs. 206,109/‐) and it covers all regular employees.

ii. The Company provides for Gratuity, a defined Benefit plan based on actuarial valuation as of the Balance Sheetdate, based upon which, the Company contributes all the ascertained liabilities to the Insurer Managed Funds.


vii. Principal Actuarial assumptions used

Discounted rate (per annum) 8.01% 9.31%Expected rate of return on plan assets (per annum) 8.01% 9.31%The estimates of future salary increases, considered in Actuarialvaluation, take account of inflation, seniority, Promotion and otherrelevant factors, such as supply and demand in employmentmarket.

5.00% p.a. for the next5 years, & 4.00% p.a.thereafter, startingfrom the 6th year

5.00%

viii. Experience adjustments

Defined benefit obligation 45,347,613 4,628,974 Plan assets 41,190,368 4,541,769 Deficit/(Surplus) 4,157,245 87,205 Experience adjustment on Plan Liabilities ‐(gain)/loss 8,684,770 20,471 Experience adjustment on Plan assets ‐(gain)/loss 2,248,586 (22,360)

ix. Expected employer's contribution for the next year 9,781,405 ‐

Amount for Current and previous four periods are as follows :

2015 2014 2013 2012 2011GratuityDefined benefit obligation 45,347,613 4,628,974 4,343,240 3,156,203 2,298,410 Plan assets 41,190,368 4,541,769 4,156,860 3,972,685 4,018,595 Deficit/(Surplus) 4,157,245 87,205 186,380 (816,482) (1,720,185) Experience adjustment on Plan Liabilities ‐(gain)/loss 8,684,770 20,471 305,987 339,740 219,828 Experience adjustment on Plan assets ‐(gain)/loss 2,248,586 (22,360) (63,734) (258,285) (51,713)

25 Finance Cost 2015 2014

Interest Paid 521,572 80,146

521,572 80,146


Manufacturing Expenses 54,195,645 25,898,181 Consumption of Stores and spares 4,804,401 3,919,193 Power and fuel 25,648,151 21,680,605 Repairs and maintenance‐ Machinery 9,262,808 11,092,123 ‐ Buildings 5,466,992 3,197,477 Housekeeping 4,054,937 4,359,648 Rates and Taxes 2,130,775 3,360,100 Freight & Forwarding 17,664,851 12,140,003 Rent 307,454 44,689 Insurance 867,500 1,509,525 Telephone, Postage and Courier 571,515 310,618 Professional fees 2,497,275 582,619 Contract Labour Charges 5,644,044 1,905,336 Loss on sale of assets ‐ 296,378 Printing and stationery ‐ 653,519 Corporate Social Resposibility Expenses (Refer note 34) ‐ ‐ Auditors Remenuration Audit Fees 100,000 56,180 Tax Audit Fees 25,000 22,472 Travelling expenses 4,443,336 2,207,397 Miscellaneous Expenses 8,009,248 1,620,984 Bad Debts ‐ 729,003 Commission on Sales 41,199,674 13,480,429

186,893,606 109,066,479

27 Value of Imports on CIF basis 2015 2014

Raw Material/Packing Material 45,551,860 63,111,467 Components/Spare Parts ‐ 1,425,403 Capital Goods ‐ 2,945,045

45,551,860 67,481,915

28 Expenditure in Foreign Currency 2015 2014

Sales Commission 41,199,674 13,480,429

41,199,674 13,480,429

29 Earnings in Foreign Exchange 2015 2014

F.O.B. Value of Exports 615,716,651 496,645,661

615,716,651 496,645,661

30 Foreign exchange derivatives and exposures outstanding at the year end

2015 2014 2013

Unhedged foreign exchange exposures:Receivables 354,629,375 95,231,284 159,875,204 Payables 45,068,340 45,847,097 (112,972,013)


1) The Information about Primary business Segments: The Company is Exclusively engaged in Pharmaceutical Business Segment

2) Information about Secondary Segment Information :

2015 2014 2015 2014 2015 2014 Segment Revenue 274,767,223 126,855,945 638,884,078 496,645,661 913,651,301 623,501,606

Carrying Amount of Segment Assets 1,741,156,592 345,444,851 351,457,579 95,231,284 2,092,614,171 440,676,135 Capital Expenditure 55,684,157 ‐ ‐ ‐ 55,684,157 ‐

32 Contingent liabilities and commitments (to the extent not provided for)

2015 2014 2013

Contingent liabilitiesGuarantee towards electricity connection 3,000,000 1,900,000 1,900,000 Income Tax * 17,130,391 17,130,391 17,130,391 Excise Duty/Service Tax 20,740,330 10,740,330 740,330 Govt. of SIKKIM, VAT REG 1,100,000 ‐

40,870,721 29,770,721 19,770,721 CommitmentsEstimated amount of contracts unexecuted on capital account (net of advances) 96,877,893 3,860,804 1,793,830 Other Commitments 91,199,100 ‐

188,076,993 3,860,804 1,793,830 228,947,714 33,631,525 21,564,551

* Details A.Y. Amount in Rs. Appeal pending in High Court A.Y. 1999‐2000 9,434,863 Department appeal pending in Tribunal A.Y. 2000‐2001 7,171,444 Appeal pending with CIT A.Y. 2008‐2009 524,084

17,130,391

India Outside India Total

45 Smith and Couzin Proprietary Limited, South Africa46 Breathe Free Lanka (Private) Limited , Sri Lanka (w.e.f. – 16/06/2014)47 Cipla Canada Inc., Canada (w.e.f. – 27/08/2014)48 Medica Pharmaceutical Industries Company Limited, Yemen (w.e.f. – 02/10/2014)49 Al‐Jabal For Drugs and Medical Appliances Company Limited, Yemen (w.e.f. – 02/10/2014)50 Cipla Pharma Lanka (Private) Limited, Sri Lanka (w.e.f. – 17/11/2014)51 Cipla Pharma Nigeria Ltd., Nigeria (w.e.f. – 06/02/2015)52 Goldencross Pharma Private Limited53 Mabpharm Private Limited ( w.e.f. 17/07/2014)54 Jay Precision Pharmaceuticals Private Limited (w.e.f. 26/02/2015)55 Four M Propack Private Limited56 Sitec Labs Pvt Ltd

b. Key Management Personnel : Mr. Rajesh Sawant ‐ Director

ii. Transactions during the year with related parties

Sr. No. Particulars

2015 2014 2015 2014 2015 2014 2015 2014 2015 20141 Receipt ‐ Others ‐ ‐ ‐ ‐ ‐ ‐

2 Rent paid ‐ ‐ ‐ ‐ ‐ ‐

3 Remuneration Paid ‐ ‐ ‐ ‐ 3,621,785 3,857,793 3,621,785 3,857,793

4 Loan Received From 120,000,000 ‐ 120,000,000

5 Purchase of Goods 163,064,564 128,227,045 ‐ 4,071,167 ‐ ‐ 167,135,731 128,227,045

6 Purchase of Fixed Assets 68,506 2,165,216 38,892 ‐ ‐ 68,506 2,204,108

7 Processing Charges paid 194,224,622 54,167,981 ‐ 234,284 ‐ ‐ 194,458,906 54,167,981

8 Sale of Goods 334,853,273 131,132,604 ‐ ‐ ‐ 334,853,273 131,132,604

9 Sale of Fixed Asset 110,118 110,118

10 Processing Charges Received 27,327,741 20,211,730 ‐ ‐ ‐ 27,327,741 20,211,730

11 Testing charges paid ‐ ‐ ‐ 210,333 6,292 ‐ 210,333 6,292

10 Reimbursement Paid 1,843,605 219,956 13,571 ‐ 31,000 ‐ ‐ 1,888,176 219,956

11 Reimbursement Recived 90,112 380,230 105,494 ‐ ‐ ‐ 195,606 380,230

12 Testing charges received 849,327 ‐ 849,327 ‐

Balances at end of the year: ‐ ‐

13 Outstanding Payables 104,418,247 66,243,834 ‐ ‐ 125,797,324 ‐ ‐ 230,215,571 66,243,834

14 Outstanding Receivables ‐ 5,689,790 684,052 ‐ ‐ ‐ 684,052 5,689,790

Key ManagementPersonnel

Ultimate Holding Company Holding Company Fellow SubsidiaryCompanies

Total


2015 2014

1 Remuneration paid to Mr. Rajesh Sawant 3,621,785 3,857,793

2 Purchase of Goodsa) Cipla Ltd. 163,064,564 128,227,045 b) Golden Cross Pharma Pvt. Ltd. 4,071,167 ‐

3 Loan Received From Golden Cross 120,000,000 ‐

4 Purchase of Fixed Asset ‐ a) Cipla Ltd. 68,506 2,165,216 b) Meditab Specialities Pvt Ltd. ‐ 38,892

5 Processing Charges Receiveda) Cipla Ltd. 194,224,622 54,167,981

6 Sale of Goodsa) Cipla Ltd. 334,853,273 131,132,604

7 Processing Charges Paida) Cipla Ltd. 27,327,741 20,211,730 b) Golden Cross Pharma Pvt. Ltd. 234,284

8 Sale of Fixed Asset Cipla Ltd. 110,118

9 Testing & Analysis Charges Paid to Sitec Labs Pvt Ltd 210,333 6,292

10 Reimbursement received froma) Cipla Lid 1,843,605 219,956 b) Meditab Specialities Pvt Ltd 105,494 ‐

11 Reimbursement paida) Cipla Ltd 90,112 380,230 b) Meditab Specialities Pvt Ltd 13,571 c) Golden Cross Pvt Ltd 31,000

12 Testing & Analysis Charges received from Cipla Ltd 849,327 ‐

13 Outstanding Payables :a) Cipla Ltd. 104,418,247 66,243,834 b) Golden Cross Pvt Ltd 125,003,084 ‐ c) Sitec Labs Pvt Ltd 794,240 ‐

14 Outstanding Receivables :a) Cipla Ltd. ‐ 5,689,790 b) Meditab Specialities Pvt Ltd 684,052 ‐

34 CORPORATE SOCIAL RESPONSIBILITY (CSR) EXPENDITURE

35

36 BASIC AND DILUTED EARNINGS PER SHARE HAS BEEN COMPUTED AS UNDER :

2015 2014

Profit / ( Loss ) After Tax 293,305,332 218,610,166 Weighted Average no. of Shares Outstanding 51,020 51,020 Basic and Diluted EPS 5,749 4,285 Face Value per Share 10 10




Place : Mumbai Place : Mumbai Place : MumbaiDate : 25th May 2015 Date : 25th May 2015 Date : 25th May 2015

Following is the information regarding projects undertaken and expenses incurred on CSR activities during the yearended March 31, 2015:

i. Gross amount required to be spent by the Company during the year ‐ Rs. 69,70,837/‐ii. Amount spent during the year: Rs. Nil

During the year the company acquired an Industrial undertaking at Goa on slump sale basis for a consideration of Rs.71.93 crores. Consequently, the Goodwill of Rs. 1,01,64,392/‐ arising on this transaction has been capitalised duringthe year.

During the year the company acquired an Industrial undertaking at Satara on slump sale basis for a consideration ofRs. 29 crores. Consequently, the Goodwill of Rs. 25,60,389/‐ arising on this transaction has been capitalised during theyear.

The Company has incurred an expenditure of NIL (P.Y. N.A.) for the year ended 31st March, 2015.

44. Meditab Holdings Limited

45. Meditab Pharmaceuticals South Africa

Proprietary Limited

46. Meditab Specialities New Zealand Limited

47. Meditab Specialities Private Limited


To the Members of Meditab Specialities Private Limited


We have audited the accompanying financial statements of Meditab Specialities Private Limited (“the Company”) which comprise the Balance Sheet as at March 31, 2015 the Statement of Profit and Loss and the Cash Flow Statement for the year ended and a summary of significant accounting policies and other explanatory information.







Opinion














I. The company has disclosed the impact of pending litigations on its financial position in its financial statements- Refer Note 34 to the financial statements.





Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai



(Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory Requirements” of our report of even date to the members of Meditab Specialities Private Ltd for the year ended 31st March, 2015)








III. According to the information and explanations provided to us, the Company has granted interest free unsecured loan to a party covered in the Register maintained under section 189 of the Companies Act, 2013 and the amount outstanding at the end of the year is INR 41 Crores. The loan is repayable at the end of five years.



VI. The central government has prescribed maintenance of cost records under section 148(1) of the companies Act, 2013 in respect of the products manufactured by the company. We have broadly reviewed the accounts and records of the company and are of the opinion, that prima- facie, the

prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.





VIII. The company has no accumulated losses at the end of the financial year. The company has not incurred any cash losses during the financial year under audit but has incurred cash losses of INR 7, 97, 84,938 in the immediately preceding financial year.







Firm Reg.No.109208W

V. Mohan

Partner

Place : Mumbai


Particulars Notes 2015 2014

Equity and Liabilities

(1) Shareholders' Funds(a) Share Capital 2 6,153,382 6,000,072 (b) Reserves and Surplus 3 1,479,935,132 1,172,613,326

(2) Non‐Current Liabilities(a) Deferred Tax Liability (Net) 4 2,358,645 ‐ (b) Long Term Borrowings 5 2,241,500,000 2,341,500,000 (c) Other Long Term Liabilities 6 557,398,800 557,398,800 (d) Long Term Provisions 7 11,317,980 10,894,762

(3) Current Liabilities(a) Trade Payables 8 68,561,528 19,690,370 (b) Other Current Liabilities 9 54,773,763 24,271,117 (c) Short Term Provisions 10 9,006,821 5,684,504

TOTAL 4,431,006,052 4,138,052,951

Assets

(1) Non‐Current Assets(a) Fixed Assets (i) Tangible Assets 11 184,898,707 224,023,222 (ii) Intangible Asset 3,647,474 ‐ (iii) Capital Work‐in‐progress Tangible 271,774,413 267,217,710 (iii) Intangible Asset under Development ‐ 4,085,005 (b) Non‐Current Investments 12 3,075,155,614 2,895,067,184 (c) Deferred Tax Assets (Net) 13 ‐ 2,218,362 (d) Long Term Loans and Advances 14 486,491,459 471,103,362 (e) Other Non Current Assets 15 10,355,299 6,694,577

(2) Current Assets (a) Current Investments 16 7,582,741 ‐ (b) Inventories 17 11,082,869 9,817,803 (c) Trade Receivables 18 213,776,276 58,748,980 (d) Cash and Bank Balances 19 37,504,213 29,141,136 (e) Short Term Loans and Advances 20 128,736,987 169,935,610

Significant Accounting PoliciesNotes to Accounts 1 to 37

TOTAL 4,431,006,052 4,138,052,951 0.03


For V.Sankar Aiyar & Co. For and on behalf of the Board of DirectorsChartered Accountants(Firm Reg. No.109208W)

V.Mohan Ijaz Khalif A N Ramanujam(Partner) [Director] [Director]Membership No.17748

Place :Mumbai Place : Mumbai Place : MumbaiDate : 26/05/2015 Date : 26/05/2015 Date : 26/05/2015

MEDITAB SPECIALITIES PRIVATE LIMITED


Particulars Notes 2015 2014 Income

Revenue from Operations (Gross) 21 532,069,753 295,399,599 Less: Excise duty 250,725 1,324,694 Revenue from Operations (Net) 531,819,028 294,074,905 Other Income 22 49,595,760 15,790,574

581,414,788 309,865,479

Expenses

Cost of Materials Consumed 23 57,518,532 34,667,520 Purchase of Stock in trade 24 36,558,896 10,132,282 Changes in Inventories of Finished Goods,Work‐in‐process and Stock‐in‐trade 25 3,321,020 13,801,924 Employee Benefit Expenses 26 157,195,979 144,718,207 Finance Costs 27 4,437,913 41,018 Depreciation and Amortization Expenses 33,546,235 33,027,800 Other Expenses 28 160,423,860 186,289,464

453,002,434 422,678,216

( Loss ) before exceptional items and tax 128,412,353 (112,812,737)

Tax Expense:‐Current Tax 26,000,000 ‐ ‐Deferred Tax 4,577,007 (3,858,795) ‐Prior Period Tax ‐

Profit / ( Loss ) for the year 97,835,346 (108,953,942)

Earning per share: 37 16.09 (18.16)

Face value per share (Re.) fully paid 1.00 1.00








A Cash Flow From Operating ActivitiesNet Profit Before Tax 128,412,353 (112,812,737) Adjustments for :Depreciation 33,547,495 33,027,800 Interest Expenses 4,437,913 41,018 Interest Income (1,363,592) (2,729,857) Profit on Sale of Investment (1,796,434) ‐ Foreign Exchange Gains 592,499 (2,081,164) Bad Debts (Net) ‐ 13,604,023 Profit on sale of flat (1,064,981) Profit on sale of fixed asset ‐ Daman (37,608,775) Profit on sale of fixed asset ‐ Others 86,128 (34,224) Dividend on Mutual Funds (786,307) ‐

(3,956,054) 41,827,597 Operating Profit Before Working Capital Changes 124,456,299 (70,985,141) Adjustments For :(Decrease) in trade payables and other liabilities 83,119,340 11,705,260 (Increase) in inventories (1,265,066) 19,107,743 Decrease/(Increase) in trade and other receivables (155,103,222) 22,047,905 Decrease/(Increase) Loans and advances 15,103,057 (371,626,961)

(58,145,891) (318,766,054) Cash Generated From Operations 66,310,408 (389,751,194) Direct tax refunds/(Paid) Net (40,749,828) (4,527,734) Net Cash From/ (Used in) Operating Activities (A) 25,560,580 (394,278,928)


Purchase of Fixed Assets/Capital Work‐in‐Progress (35,930,769) (21,053,451) Sale of flat 17,000,000 ‐ Purchase of Investment (261,788,877) ‐ Sale of Investment 256,002,571 ‐ Sale of Fixed Assets 64,557,737 585,770 Investment in Subsidiaries ‐ (954,779,809) Investment in Associates (160,750,000) (107,800,000) Share application money (14,000,000) (35,280,000) Dividend on Mutual Fund Received 786,307 ‐ Inter‐Corporate deposits (given)/repaid ‐ 388,600,000 Interest Received 1,363,592 2,729,857 Net Cash From/ (Used in) Investing Activities (B) (132,759,440) (726,997,634)


Interest paid (4,437,913) (41,018) Issue of Share Capital 219,999,850 Increase in Inter‐Corporate Deposits received/(repaid) (100,000,000) 1,096,700,000 Net cash from/(used in) financing activities (C) 115,561,937 1,096,658,982



(0.04) (0.51) (0.26)

Note:‐ Cash and Cash Equivalents represent cash and bank balances







20142015



B USE OF ESTIMATES:

C FIXED ASSETS:

D DEPRECIATION:i

Category Years

Software 10

E INVENTORIESi

Depreciation on tangible fixed assets is provided on the Written Down Value Method over the useful life of assets asprescribed under part C of schedule II of the Companies Act 2013("Act").

In case of assets whose useful life is already exhausted as on 1 st April, 2014, the carrying value, net of residual valueand deferred tax has been adjusted in retained earnings in accordance with the requirements of Schedule II of the Act.

Depreciation is calculated on a pro‐rata basis from the date of installation till the date the assets are sold or disposed.Cost of leasehold land including premium is amortised over the primary period of lease.

Intangible assets are amortised on a systematic basis over the best estimate of their useful lives, commencing from thedate the asset is available to the Company for its use.




The financial statements have been prepared and presented under the historical cost convention on an accrual basis ofaccounting and in accordance with Generally Accepted Accounting Principles (GAAP) in India. GAAP comprisesmandatory Accounting Standards as prescribed under section 133 of the Companies Act, 2013, read with Rule 7 ofthe Companies (Accounts) Rules , 2014.

The preparation of financial statements requires the management of the company to make estimates and assumptionsthat affect the reported balance of assets & liabilities, revenue and expenses and disclosures relating to contingentliabilities. The management believes that the estimates used in the preparation of the financial statements are prudentand reasonable. Future results could differ from these estimates. Any revision of accounting estimates is recognisedprospectively in the current and future periods.

Fixed assets are stated at the cost of acquisition, less accumulated depreciation and impairment losses if any. Cost offixed assets comprises purchase price, non‐refundable taxes, levies and any directly attributable cost of bringing theasset to its working condition for the intended use.


Intangible assets are stated at the cost of acquisition, less accumulated amortisation and impairment losses if any. Costof intangible assets comprises purchase price, non‐refundable taxes, levies and any directly attributable cost of makingthe asset ready for its intended use.

Raw materials and packing materials are valued at lower of cost and net realisable value after providing forobsolescence, if any. However, these items are considered to be realisable at cost if the finished products, in which theywill be used, are expected to be sold at or above cost.

ii

iiiiv

F PROVISIONS, CONTINGENT LIABILITIES & CONTINGENT ASSETS :

G EMPLOYEE BENEFITS :

H REVENUE RECOGNITION :

I INVESTMENTS :

J INCOME TAX :

Benefits on account of entitlement of export incentives are recognised as and when the right to receive is established.

Interest income is recognised on time proportion basis.Dividend income is recognised when the right to receive is established.

Long Term Investments are stated at Cost, less any provision for permanent diminution in value. Current investments are stated at lower of cost or fair value.

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with theprovisions of local Income Tax Laws as applicable to the financial year.

Deferred income taxes reflect the impact of current year timing differences between taxable income and accountingincome of the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax ratesand the tax laws enacted or substantively enacted as at the Balance Sheet date.

Cost of finished goods includes excise duty, wherever applicable.Cost of Inventories is computed on Weighted Average Basis.

Provisions are recognised when the Company has a present obligation as a result of a past event and it is probable thatan outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made.Provisions are not discounted to its present value and are determined based on best estimate required to settle theobligation at the Balance Sheet date.

Work‐in‐process and finished goods are valued at lower of cost and net realisable value. Finished goods and work‐in‐progress include costs of raw material, labour, conversion costs and other costs incurred in bringing the inventories totheir present location and condition.

Disclosure of contingent liabilities is made when there is a possible obligation or a present obligation that may, butprobably will not, require an outflow of resources. Where there is possible obligation or a present obligation in respectof which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Contingent Assets are neither recognised nor disclosed in the financial statements.

Liability on account of short term employee benefits is recognised on an undiscounted and accrual basis during theperiod when the employee renders service/vesting period of the benefit.

Post retirement contribution plans such as Employees' Pension Scheme and Employee Providend Fund are charged tothe Statement of Profit and Loss Account for the year when the contributions to the respective funds accrue.

Post retirement benefit plans such as gratuity and leave encashment are determined on the basis of actuarial valuationmade by an independent actuary as at the balance sheet date. Actuarial gains and losses are recognised immediately inthe Statement of Profit and Loss.

Revenue is recognised to the extent that is probable that the economic benefits will flow to the Company and therevenue can be reliably measured.

Revenue from sale of goods is recognised when significant risks and rewards of ownership of the goods are transferredto the buyer, which ordinarily coincides with despatch of goods to customers. Revenues are recorded at invoice valuenet of excise duty, sales tax, returns and trade discounts.Revenue from rendering of services are recognised on completion of services.

The Company offsets, on a year‐on‐year basis, the current tax assets and liabilities, where it has a legally enforceableright and where it intends to settle such assets and liabilities on a net basis.

K BORROWING COSTS :

L FOREIGN EXCHANGE TRANSACTIONS :


N EARNING PER SHARE :Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholdersby the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings per share, the net profit attributable to equity shareholders and theweighted average number of shares outstanding are adjusted for the effect of all dilutive potential equity shares fromthe exercise of options on unissued share capital. The number of equity shares is the aggregate of the weighted averagenumber of equity shares and the weighted average number of equity shares which would be issued on the conversion ofall the dilutive potential equity shares into equity shares.

At each Balance Sheet date, the Company assesses whether there is any indication that any asset may be impaired. Ifany such indication exists, the carrying value of such assets is reduced to its estimated recoverable amount and theamount of such impairment loss is charged to the Statement of Profit and Loss. If, at the Balance Sheet date, there is anindication that a previously assessed impairment loss no longer exists,the recoverable amount is reassessed and theasset is reflected at the recoverable amount subject to a maximum of depreciated historical cost.

Borrowing costs attributable to acquisition and/or construction of qualifying assets are capitalised as a part of the costof such assets, up to the date such assets are ready for their intended use. Other financing/ borrowing costs are chargedto the Statement of Profit and Loss.

Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transaction. Foreigncurrnacy monetary assets & liabilities are restated at year end exchange rates. Exchange differences arising on thesettlement of foreign currency monetary items or on reporting Company's foreign currency monetary items at ratedifferent from those at which they were initially recorded during the year or reported in the previous financialstatements, are recognised as income or expense in the year in which they arise.Non monetary foreign currency items are carried at the rate prevailing on the date of the transaction.

2 SHARE CAPITAL 2015 2014

Authorised65,00,000 Equity Shares of Re. 1/‐ each 6,500,000 6,500,000 (Previous Year 65,00,000 Equity Shares of Re. 1/‐ each)

6,500,000 6,500,000

Issued, Subscribed & Paid‐up61,53,382 (Previous Year 60,00,072) Equity Shares of Re. 1/‐ each fully paid up 6,153,382 6,000,072

Total 6,153,382 6,000,072

i)

Particulars No of Equity Shares Amount No of Equity Shares AmountNumber of shares outstanding at the beginning of the year 6,000,072 6,000,072 6,000,072 6,000,072 Add: Share issued during the year 153,310 153,310 ‐ ‐ Number of shares outstanding at the end of the year 6,153,382 6,153,382 6,000,072 6,000,072

ii) Of the Above:

20142015

Terms & Right Attached to Equity SharesThe Company has only one class of Equity shares having a par value of Re.1 per share. Each holder of equity share is entitled to one vote per share.

In the event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholder.

Reconciliation of the number of shares & amount outstanding at the beginning and at the end of reporting period is set out below:

61,53,382 (Previous Year 60,00,072) equity shares are held by Holding Company i.e. Cipla Limited including 6 (Previous Year 6) equity shares held by its nominee


General Reserve 24,481,355 24,481,355

Capital Reserve 2,954,200 2,954,200

Securities Premium Reserve 219,846,540 ‐

Surplus in the Statement Profit and LossAs per last Balance Sheet 1,145,177,771 1,254,131,713

Less: Depreciation Amended as per Companies Act 2013 10,360,080 ‐ Add: Profit / (Loss) for the year 97,835,346 (108,953,942)Balance at the end of the year 1,232,653,037 1,145,177,771

1,479,935,132 1,172,613,326

4 DEFERRED TAX LIABILITY (NET) 2015 2014

Depreciation 9,999,668 ‐

Expenses allowable on payment basis under Income Tax Act (7,641,023) ‐

2,358,645 ‐

5 LONG TERM BORROWINGS 2015 2014

UnsecuredInterest free Loans and advances from Holding Company repayable befor end of six years 2,241,500,000 2,341,500,000

2,241,500,000 2,341,500,000

6 OTHER LONG TERM LIABILITIES 2015 2014

Advance from Holding Company against SEZ 557,398,800 557,398,800 ( Refer Note 36 )

557,398,800 557,398,800


Provision for employee benefits ‐ Leave Encashment 11,317,980 10,894,762 ( Refer Note 26 )

11,317,980 10,894,762


Micro Small and Medium Enterprises ‐ ‐ Others 68,561,528 19,690,370

68,561,528 19,690,370

2015 2014

i The principal amount and the interest due thereon remaining unpaid to Suppliers.


ii a The delayed payments of principal paid beyond the appointed date during the entire accounting year. ‐ ‐

b Interest actually paid under section 16 of the Micro, Small and Medium Enterprises Development Act, 2006. ‐ ‐

iii a Normal interest accrued during the year, for all the delayed payments, as per the agreed terms. ‐ ‐

b Normal interest payable for the period of delay in making payment, as per the agreed terms. ‐ ‐

iv a Total interest accrued during the year . ‐ ‐ b Total interest accrued during the year and remaining unpaid.

‐ ‐


Other PayablesStatutory Dues 3,178,525 2,076,030 Advance received against sale of unit 20,000,000 ‐ Security Deposits 525,000 467,870 Outstanding payables 8,709,218 8,331,940 Creditors for Capital Expenditure 1,707,254 124,740 Advance from Customers 18,220,060 8,770,226 Dues to employees 2,433,706 4,500,311

54,773,763 24,271,117


Provision for employee benefits ‐ Leave Encashment 5,176,117 5,684,504 ( Refer Note 26 )Provision for employee benefits ‐ Gratuity 3,830,704 ‐

9,006,821 5,684,504

The details of amounts outstanding to Micro, Small and Medium Enterprises based on available information with the Company is as under:

11 Fixed Assets ‐

As at01‐04‐2014

AdditionDeduction

/AdjustmentAs at

31‐03‐2015As at

01‐04‐2014Addition Opening Impact


As at31‐03‐2015

As at31‐03‐2015

As at31‐03‐2014

Tangible Assets Leasehold land 5,369,516 ‐ 1,124,838 4,244,678 572,901 40,892 ‐ ‐ 613,793 3,630,885 4,796,615

Plant and Equipment 277,387,479 29,930,812 33,211,385 274,106,906 155,996,004 22,165,694 8,719,597 17,954,434 168,926,861 105,180,045 121,391,475

Office Equipment 5,138,602 84,000 1,153,577 4,069,025 2,122,961 957,025 762,315 942,755 2,899,546 1,169,479 3,015,641

Furniture and fixture 27,760,161 83,552 1,516,342 26,327,371 16,477,168 2,589,454 878,168 1,116,746 18,828,044 7,499,327 11,282,993

Buildings 156,064,533 1,275,703 15,080,829 142,259,407 72,905,706 7,231,141 ‐ 5,036,685 75,100,162 67,159,245 83,158,827

Vehicles 742,106 ‐ ‐ 742,106 364,433 117,947 ‐ ‐ 482,380 259,726 377,673

Total 472,462,397 31,374,067 52,086,971 451,749,493 248,439,173 33,102,153 10,360,080 25,050,620 266,850,786 184,898,707 224,023,224

Intangible Assets Software ‐ 4,085,005 ‐ 4,085,005 437,531 ‐ ‐ 437,531 3,647,474 ‐

‐ 472,462,397 35,459,072 52,086,971 455,834,498 248,439,173 33,539,684 10,360,080 25,050,620 267,288,317 188,546,181 224,023,224

‐ Previous Year 456,213,517 18,080,931 1,832,051 472,462,396 217,485,789 32,188,767 ‐ 1,235,382 248,439,174 224,023,222

Note : 6,551 (6,551.00) 10,360,080 (1) Leasehold land is taken on lease from Goa, Daman and Diu Industrial Development Corporation for an intial period of thirty y 0

ninety‐five years. The leasehold land is amortized over a initial lease period of thirty years.

ParticularsGross Block Depreciation/Amortisation Net Block

12 NON‐CURRENT INVESTMENTS 2015 2014Trade InvestmentsInvestments in Equity instruments ( unquoted )Investment in Wholly Owned Subsidiaries44,620,100 (29,620,100 ) ordinary shares of USD 1/‐ each fully paid up of Meditab Holdings Limited, Republic of Mauritius 2,280,108,421 2,280,108,421

51,020 ( 51,020 ) equity shares of Rs. 10/‐ each fully paid up, of Medispray Laboratories Private Limited, Goa

229,265,683 229,265,683

10,000 ( 10,000 ) equity shares of Rs. 10/‐ each fully paid up of Sitec Labs Private Limited, Mumbai

24,076,580 24,076,580

Investment in Associates18,423,578 ( 15,844,233) equity shares of Rs. 10/‐ each fully paid up of Stempeutics Research Private Limited, Bangalore

541,703,930 345,673,930

Other InvestmentInvestments in Government and Trust securities:National Saving Certificates Rs.1,000/‐ (Previous Year Rs.1,000/‐ 1,000 1,000

Investment property‐ Flat (net) ‐ 15,941,570

3,075,155,614 2,895,067,184

Aggregate amount of unquoted investments Rs. 3,089,155,614/‐ ( Previous Year Rs. Rs. 2,895,067,184/‐)

13 DEFERRED TAX ASSETS (NET) 2015 2014

Depreciation ‐ (4,062,405)

Expenses allowable on payment basis under Income Tax Act ‐ 6,280,767

‐ 2,218,362


Unsecured, Considered GoodCapital Advances 18,324,810 18,324,810 Security Deposits 2,825,313 1,970,532 Loan to Subsidiary 410,000,000 410,000,000 (Refer Note 35)Advance Taxes and TDS ( Net of Provision for Tax Rs.281,443,500 ; Previous year Rs.255,543,500/‐) 46,282,948 31,533,120 VAT Receivable 9,058,388 9,274,900

486,491,459 471,103,362

15 OTHER NON CURRENT ASSETS 2015 2014

OthersFixed Deposits as Margin Money (with maturity more than 12 months) 10,355,299 6,694,577

10,355,299 6,694,577

16 Current Investments 2015 2014Current InvestmentsICICI Prudential Mutual Fund "ICICI Prudential Liquid" ‐ Direct Plan ‐ Growth No Of Units 37,603.67 (Nil) 7,582,741 ‐

7,582,741 ‐

17 INVENTORIES 2015 2014

(Valued at cost or Net Realisable value which is less)Raw materials including packing materials 9,308,351 5,885,315 Work in process 1,012 1,432,946 Finished goods 610,456 2,499,542 Other Consumables 1,163,050 ‐

11,082,869 9,817,803


Unsecured, Considered Good Outstanding over six months ‐ 16,531,718 Others 213,776,276 42,217,262

213,776,276 58,748,980


Cash and Cash EquivalentsBalances with banks 37,072,998 12,121,389 Cash on hand 431,215 399,060

Other Bank BalancesFixed Deposits (with maturity less than 12 months) ‐ 16,620,687

37,504,213 29,141,136


Unsecured, Considered GoodInter Corporate Deposits (including interest thereon) 2,719,637 32,895,309 Advance Gratuity ‐ 90,019 Balances with Statutory / Revenue Authorities 74,178,761 47,817,651 Share Application Money ‐ Pending Allotment 14,000,000 35,280,000 Others* 37,838,589 53,852,631

128,736,987 169,935,610

*Includes Advance to vendors staff loans excise advances and prepaid expenses

21 REVENUE FROM OPERATIONS (GROSS) 2015 2014

Sale of Products 163,586,390 156,148,619 Sale of Services ‐ Job work 359,073,814 134,678,212 Other Operating RevenueExport Incentives 5,639,040 1,924,533 Scrap Sales 3,770,509 2,648,235

532,069,753 295,399,599

Details of Products SoldManufactured Goods 2015 2014

Tablets & Capsules 81,558,245 99,989,069 Creams ‐ 164,836 Inhalation Device 4,026,220 16,243,738 Injection 1,655,128 3,379,549 Liquids 813,186 9,913,419 Others 25,730,481 10,297,925

113,783,260 139,988,536

Traded Goods 2015 2014

Tablets & Capsules 11,598,276 8,347,076 Liquids ‐ ‐ Others 38,204,854 7,813,007

49,803,130 16,160,083

Earnings in Foreign Exchange 2015 2014

F.O.B. Value of Exports 151,796,792 146,111,267

151,796,792 146,111,267


Interest income 1,363,592 2,729,857 Dividend Income (on Current Investment) 786,307 ‐ Insurance Claims ‐ 102,067 Rental Income ‐ 516,000 Other Non‐operating IncomeProfit on sale of Assets (Net) 38,587,628 34,224 Profit on sale mutual fund 1,796,434 ‐ Miscellaneous income 3,743,489 2,037,195 Net Gain on Foreign Currency Translation and Transaction 3,318,310 10,371,231

49,595,760 15,790,574


Opening Stock 5,885,315 11,191,134 Add: Purchases 60,941,568 29,361,701 Less: Closing stock 9,308,351 5,885,315

57,518,532 34,667,520

Breakup of Material Consumed 2015 2014Class of Goods

Purchased Bulk Drugs 29,764,425 14,781,026 Packing Materials 12,440,345 10,485,183 Others 15,313,762 9,401,311

57,518,532 34,667,520

Consumption of Raw and Packing Materials 2015 2014 Value % Value %

Purchased indigenously 56,844,854 98.83 34,192,209 98.63Imported 673,678 1.17 475,311 1.37

57,518,532 100.00 34,667,520 100.00

24 PURCHASE OF STOCK IN TRADE 2015 2014

Tablet/Capsules 31,982,718 9,518,634 Others 4,576,178 613,648

36,558,896 10,132,282

25 CHANGES IN INVENTORIES OF FINISHED GOODS AND WORK‐IN‐PROCESS

20152014

Changes in Inventories in Stock of Finished goods / Work‐in‐Process

Opening Stock‐Work in Process 1,432,946 5,115,395 ‐Finished Goods 2,499,542 12,619,017

Less: Closing Stock‐Work in Process 1,012 1,432,946 ‐Finished Goods 610,456 2,499,542

3,321,020 13,801,924

Break‐up of Inventory 2015 2014

Work ‐in ‐ProgressOthers 1,012 ‐ Tablets/ Capsules ‐ 1,432,946

1,012 1,432,946 Finished GoodsOthers 610,456 2,499,542

610,456 2,499,542


Salaries and Wages 141,798,495 126,770,751 Contribution to provident fund and other funds 9,419,338 8,793,334 Staff Gratuity 3,858,761 1,521,377 Staff welfare expenses 2,119,385 7,632,745

157,195,979 144,718,207

EMPLOYEE BENEFITS





b. Charge to the Statement of Profit and Loss i. Based on contribution

2015 2014

Employees’ Pension Scheme 2,043,823 2,267,283 Provident Fund 6,239,569 5,386,601 Employees State Insurance 1,126,076 1,128,323

9,409,468 8,782,207


ii. Actuarial valuation for Compensated Absences is done as at the year end and the provision is made as perCompany's rules with corresponding charge to the Statement of Profit and Loss amounting to Rs. 4,030,958/‐(Previousyear Rs.5,965,612/‐) and it covers all regular employees.

All employee benefits payable wholly within twelve months of rendering the service are classified as short termemployee benefits. Benefits such as salaries, wages, short terms compensated absences, etc., and the expected cost ofbonus, ex‐gratia are recognised in the period in which the employee renders the related service.

ii. The Company provides for Gratuity, a defined Benefit plan based on actuarial valuation as of the Balance Sheet date,based upon which, the Company contributes all the ascertained liabilities to the Insurer Managed Funds.



2015 2014

Gratuity (Funded Plan)

i. Change in defined benefit obligation

Opening defined benefit obligation 12,687,133 10,944,113 Interest cost 1,181,172 875,529 Current service cost 2,108,441 2,418,501 Actuarial (gain)/loss on obligations (1,158,137) (988,522) Benefit paid (1,496,211) (562,488) Actuarial (Gains)/Losses on Obligations ‐ Due to Change in Financial Assumptions 1,057,425 ‐ Actuarial (Gains)/Losses on Obligations ‐ Due to Experience 1,774,267 ‐ Liability at the end of the year 16,154,090 12,687,133

ii. Change in fair value of assets

Opening fair value of plan assets 12,777,152 12,493,547 Expected return on plan assets 1,189,553 999,484 Actuarial gain/(loss) (147,108) (223,391) Contributions by employer ‐ 70,000 Transfer of plan assets ‐ ‐ Benefits paid (1,496,211) (562,488) Closing fair value of plan assets 12,323,386 12,777,152

iii. Amount recognised in Balance Sheet

Present value of obligations as at year end 16,154,090 12,687,133 Fair value of plan assets as at year end 12,323,386 12,777,152 Net (asset)/liability recognised 3,830,704 (90,019)

iv. Expenses recognised in Profit and Loss Account

Current service cost 2,108,441 2,418,501 Interest on defined benefit obligation (8,381) 875,529 Expected return on plan assets ‐ (999,484) Net actuarial (gain)/loss recognised in the current year 1,820,663 (765,131) Transfer of plan assetsTotal expense recognised in Profit and Loss Account 3,920,723 1,529,415

v. Actual return on plan assets:

Expected return on plan assets 1,189,553 999,484 Actuarial gain/(loss) on plan assets (147,108) (223,391) Actual return on plan assets 1,042,445 776,093

vi. Asset information

Insurer managed funds 12,323,386 12,777,152

vii. Principal Actuarial assumptions used

Discounted rate (per annum) 8.01% 9.31%Expected rate of return on plan assets (per annum) 8.01% 9.31%The estimates of future salary increases, considered in Actuarialvaluation, take account of inflation, seniority, Promotion andother relevant factors, such as supply and demand inemployment market.

5.00% p.a. for the next 5years, & 4.00% p.a.thereafter, starting fromthe 6th year

5.00%

viii. Experience adjustments

Defined benefit obligation 16,154,090 12,687,133 Plan assets 12,323,386 12,777,152 Deficit/(Surplus) 3,830,704 (90,019) Experience adjustment on Plan Liabilities ‐(gain)/loss 1,774,267 1,043,499 Experience adjustment on Plan assets ‐(gain)/loss (147,108) (223,391)

ix. Expected employer's contribution for the next year 5,627,591 2,018,422

Amount for Current and previous four periods are as follows :

2015 2014 2013 2012 2011GratuityDefined benefit obligation 16,154,090 12,687,133 10,944,113 9,591,813 7,029,300 Plan assets 12,323,386 12,777,152 12,493,547 13,024,256 12,678,795 Deficit/(Surplus) 3,830,704 (90,019) (1,549,434) (3,432,443) (5,649,495) Experience adjustment on Plan Liabilities ‐(gain)/loss 1,774,267 1,043,499 (423,194) 773,469 4,733,568 Experience adjustment on Plan assets ‐(gain)/loss (147,108) (223,391) (166,657) (447,662) (22,783)

27 FINANCE COSTS 2015 2014

Interest Paid 4,437,913 41,018

4,437,913 41,018


Manufacturing Expenses 28,286,516 25,985,145 Stores and spares 10,266,626 12,076,068 Power and fuel 45,232,295 57,941,826 Repairs and maintenance‐ Machinery 9,199,342 12,721,334 ‐ Buildings 3,683,390 10,487,265 ‐ Others ‐ ‐

Rates and Taxes 6,696,230 1,583,938 Freight and forwarding 10,604,499 4,356,300 Rent & Maintenance Charges 1,161,411 1,315,962 Commission on Sales ‐ 119,032 Insurance 3,815,824 3,859,984 Professional fees 5,545,549 4,851,937 Telephone, Postage and Courier 1,365,221 1,030,710 Contractual Charges 15,402,109 14,100,017 Donation 23,701 94,001 Corporate Social Resposibility Expenses (Refer note 35) ‐ ‐ Remuneration to Auditors‐ Audit Fees 325,844 329,404 ‐ Tax Audit Fees 67,416 67,416

Sales Promotion Expenses 327,134 34,847 Travelling expenses 3,558,441 2,851,571 Other Miscellaneous Expenses 7,707,208 11,115,687 Bad Debts (Net) ‐ 13,604,023 Houskeeping 7,155,102 7,762,997

160,423,860 186,289,464

29 Value of Imports on CIF basis 2015 2014

Raw Material/Packing Material ‐ 999,369 Components/Spare Parts ‐ 466,356 Capital Goods 2,755,101 1,628,220

2,755,101 3,093,945

30 Foreign exchange derivatives and exposures outstanding at the year end

20152014

Unhedged foreign exchange exposures:Receivables 31,812,774 44,746,591 Payables 17,252,631 2,533,248


1) The Information about Primary business Segments: The Company is exclusively in the pharmaceutical business segment.

2) Information about Secondary Segment Information :

2015 2014 2015 2014 2015 2014Segment Revenue 167,356,899 12,685,587 146,111,267 167,356,899 158,796,854

Carrying Amount of Segment Assets 1,355,850,438 1,242,985,767 ‐ ‐ 1,355,850,438 1,242,985,767 Capital Expenditure 40,015,775 17,013,566 ‐ ‐ 40,015,775 17,013,566

32 Contingent liabilities and commitments (to the extent not provided for)

20152014

Contingent liabilitiesGuaranteesTowards electricity connection 3,000,000 3,100,000

Towards import of material ‐ 9,610,155

Towards Sales Tax department 150,000 150,000

Towards Excise department 10,000.00 10,000

3,160,000 12,870,155 CommitmentsEstimated amount of contracts unexecuted on capital account 5,941,659 5,403,031 Other commitments 30,596,386 781,790

36,538,045 6,184,821 39,698,045 19,054,976

Outside India TotalIndia

33 RELATED PARTY DISCLOSURESi.

a.

Name of the Company

Holding Company1 Cipla Ltd.

Subsidiary Companies1 Medispray Laboratories Pvt. Ltd.2 Sitec Labs Pvt. Ltd.3 Meditab Holdings Ltd. Mauritius4 Meditab Pharmaceuticals South Africa (Proprietary) Ltd.5 Meditab Specialities New Zealand Ltd6 Cipla Quality Chemical Industries Limited7 Mabpharm Pvt. Ltd. (w.e.f. 17/07/2014 up to 23/07/2014)

Fellow Subsidiary Companies1 Cipla FZE2 Goldencross Pharma Pvt. Ltd.3 Cipla (Mauritius) Ltd.4 Cipla Medpro South Africa (Proprietary) Limited5 Cipla Holding B.V.6 Cipla (UK) Ltd.7 Cipla Australia Pty. Ltd.8 Cipla (EU) Ltd.9 Four M Propack Pvt. Ltd.10 Cipla İlaç Ticaret Anonim Şirketi11 Cipla USA Inc.12 Cipla Kenya Ltd.13 Cipla Malaysia Sdn. Bhd.14 Cipla Europe NV15 Cipla Croatia d.o.o. (Formerly known as Celeris d.o.o.) (w.e.f. – 04/12/2014)16 Cipla Medpro Manufacturing Proprietary Limited17 Galilee Marketing Proprietary Limited18 Inyanga Trading 386 Proprietary Limited19 Xeragen Laboratories Proprietary Limited20 Cipla Medpro Holdings Proprietary Limited21 Cape to Cairo Exports Proprietary Limited22 Cipla Agrimed Proprietary Limited23 Cipla Dibcare Proprietary Limited24 Cipla Health Care Proprietary Limited25 Cipla Life Sciences Proprietary Limited26 Cipla‐Medpro Proprietary Limited27 Cipla‐Medpro Distribution Centre Proprietary Limited28 Cipla Medpro ARV Proprietary Limited29 Cipla Medpro Botswana Proprietary Limited30 Cipla Medpro Cardio Respiratory Proprietary Limited31 Cipla Medpro Research and Development Proprietary Limited32 Cipla Nutrition Proprietary Limited33 Cipla Personal Care Proprietary Limited34 Cipla Vet Proprietary Limited35 Gardian Cipla Proprietary Limited36 Medpro Gen Proprietary Limited37 Medpro Holdings Proprietary Limited

As per AS‐18, "Related Party Disclosures" the related parties where control exists or where significant influence existsand with whom transaction have taken place are as below

Holding Company, Subsidiary Companies, Fellow Subsidiary Companies and Associate Companies are as under:

38 Medpro Pharmaceutica Proprietary Limited39 Medpro Pharmaceutica Africa Proprietary Limited40 Medpro‐On‐Line Proprietary Limited41 Med Man Care Proprietary Limited42 Smith and Couzin Proprietary Limited43 Mabpharm Private Limited ( w.e.f. 24th July 2014)44 Jay Precision Pharmaceuticals Private Limited (w.e.f. 26th February 2015)45 Saba Investment Limited, U.A.E (w.e.f. – 02/10/2014)46 Breathe Free Lanka (Private) Limited , Sri Lanka (w.e.f. – 16/06/2014)47 Cipla Canada Inc., Canada (w.e.f. – 27/08/2014)48 Medica Pharmaceutical Industries Company Limited, Yemen (w.e.f. – 02/10/2014)49 Al‐Jabal For Drugs and Medical Appliances Company Limited, Yemen (w.e.f. – 02/10/2014)50 Cipla Pharma Lanka (Private) Limited, Sri Lanka (w.e.f. – 17/11/2014)51 Cipla Pharma Nigeria Ltd., Nigeria (w.e.f. – 06/02/2015)

Associate Companies1 Stempeutics Research Pvt Ltd


Particulars

2015 2014 2015 2014 2015 2014 2015 2014 2015 2014Loan received 84,500,000 1,175,700,000 84,500,000 1,175,700,000

Investment in Equity ‐ ‐ 954,779,809 196,030,000 98,980,000 196,030,000 1,053,759,809

Capital Contribution 220,000,061 220,000,061

Loan Repaid to 184,500,000 79,000,000 184,500,000 79,000,000

Loan Given to ‐ ‐ 55,000,000 29,400,000 ‐ 84,400,000

Loan Repaid by ‐ ‐ 60,000,000 ‐ 60,000,000

Rent paid ‐ ‐ ‐ ‐ ‐

Processing Charges Paid 9,110,712.18 3,766,448.00 ‐ 9,110,712 3,766,448

Sale of Goods 2,367,137 7,328,505 ‐ 7,277 2,367,137 7,335,782

Purchase of Goods 66,186,354 27,661,391 ‐ 46,145 66,186,354 27,707,536

Processing Charges Received 367,987,535 135,131,966 ‐ 367,987,535 135,131,966

Freight charges received 4,912,153.00 7,382,109.00 ‐ 4,912,153 7,382,109

Testing & Analysis Charges Paid 32,790.00 ‐ 892,435 1,142,546 925,225 1,142,546

Sale of Fixed Asset 481,292 88,502 38,892 481,292 127,394

Interest Paid to 1882355 1,882,355

Purchase of Fixed Asset 838,425 7,897,946 ‐ 838,425 7,897,946

Reimbursement Of Expenses received from 2,834,723 209,130 150,876 ‐ 21,374 ‐ 3,006,973 209,130

Reimbursement Of Expenses paid to 69,978 214,610 105,494 ‐ 175,472 214,610

Balances at end of the year: ‐ Outstanding Payables 2,687,423,549 2,874,850,805 992,109 180,760 6,089 2,688,421,747 2,875,031,565 Outstanding Receivables ‐ ‐ 410,000,000 410,000,000 15,285 8,875 410,015,285 410,008,875

TotalSubsidiary Companies Fellow Subsidiary Companies Associate CompaniesHolding Company


2015 2014

1 Loan Received from Cipla Ltd 84,500,000 1,175,700,000

2 Investment in Equity ‐ Stempeutics Research Pvt.Ltd. 196,030,000 98,980,000 Meditab Holdings Ltd. ‐ 954,779,809

Capital Contribution by Cipla Ltd. 220,000,061 ‐

3 Loan repaid to Cipla Ltd. 184,500,000 79,000,000

4 Loan given to Sitec Labs Pvt.Ltd. ‐ 55,000,000 Stempeutics Research Pvt.Ltd. ‐ 29,400,000

5 Loan repaid by Sitec Labs Pvt.Ltd. ‐ 60,000,000

6 Processing Charges paid to :Cipla Ltd. 9,110,712 3,766,448

7 Sale of Goods to :Cipla Ltd 2,367,137 7,328,505 Golden Cross Pharma Pvt. Ltd. ‐ 5,252 Four M Propack Pvt Ltd ‐ 2,025

8 Purchase of Goods from :Cipla Ltd. 66,186,354 27,661,391 Golden cross Pharma Pvt.Ltd. ‐ 46,145

9 Processing Charges receivedCipla Ltd. 367,987,535 135,131,966

10 Freight charges received from Cipla Ltd. 4,912,153 7,382,109

11 Testing & Analysis Charges paid to Sitec Labs Pvt Ltd. 892,435 1,142,546 Cipla Ltd. 32,790 ‐

12 Sale of fixed asset to:Medispray Laboratories Pvt Ltd. ‐ 38,892 Cipla Ltd. 481,292 88,502

13 Interest Paid to Cipla Ltd. 1,882,355 ‐

14 Purchase of fixed asset from Cipla Limited 838,425 7,897,946

15 Reimbursement Of Expenses received from Cipla Ltd. 2,834,723 209,130 Four M Propack Pvt Ltd 15,285 Medispray Laboratoes Pvt Ltd 13,571 Sitec Labs Pvt Ltd 137,305 Golden Cross Pharma Pvt Ltd 6,089

16 Reimbursement Of Expenses Paid toCipla Limited 69,978 214,610 Medispray Laboratories Pvt Ltd 105,494 ‐

17 Outstanding payables :Cipla Ltd. 2,687,423,549 2,874,850,805 Sitec Labs Pvt.Ltd. 308,057 180,760 Golden Cross Pharma Pvt.Ltd. 6,089 ‐ Medispray Laboratories Pvt Ltd 684,052 ‐

18 Outstanding Receivables :Golden Cross Pharma Pvt.Ltd. ‐ 8,875 Sitec Labs Pvt. Ltd. 410,000,000 410,000,000 Four M Propack Pvt Ltd 15,285 ‐

34 Loans and Advances in the nature of Loans given to Subsidiaries and Associates:

Sr. No Name of CompanyNature As at 31st March, 2015

As at 31st March, 2014

Maximum Balance during

the year

1 Sitec Labs Private Limited Subsidiary 410,000,000 410,000,000 41,000,000 2 Stempeutics Research Pvt.Ltd. Associates ‐ 29,400,000 ‐

Note: The above loan is interest free and repayable at the end of five years

35

36 CORPORATE SOCIAL RESPONSIBILITY (CSR) EXPENDITURE

The Company has incurred an expenditure of NIL (P.Y. N.A.) for the year ended 31st March, 2015.

Following is the information regarding projects undertaken and expenses incurred on CSR activities during the year ended March 31, 2015:i. Gross amount required to be spent by the Company during the year ‐ Rs. Nil/‐ii. Amount spent during the year: Rs. Nil

In March 2006, the Company acquired on lease, land admeasuring 12,32,000 sq. m in Kerim Industrial Estate at Bhut Khamb, Taluka Ponda, Goa from Goa Industrial DevelopmentCorporation (GIDC) for setting up and development of Special Economic Zone (SEZ) for pharmaceutical products. Thereafter, the Company entered into sub‐lease of this land with aSEZ occupier with an undertaking to provide infrastructural facilities. Following public agitation, the State Government of Goa brought about changes in policy regarding SEZ in theState of Goa which had the effect of the Company not pursuing its development activity and GIDC on instructions of the State Government of Goa issued show cause for revokingallotment of land. The Company’s writ petition on the challenge to the show cause was disposed by the Hon’ble Bombay High Court stating that the State Government of Goa wascompetent to alter the SEZ policy. It was also held that the Company may apply for re‐allotment of the same land to be utilised for purpose other than SEZ. The Company filed aSpecial Leave Petition before the Hon’ble Supreme Court and in which parties were directed to maintain status quo. Also by order dated 18th October 2013 the Hon’ble SupremeCourt has granted the Special Leave to Appeal to the company and the interim orders continue till the Appeal is finally heard. The Company has been legally advised that it has good case both on facts and on law succeeding in its appeal. The Company is therefore of the view that no provision is required tobe made on the amount incurred towards cost of land and on the development of SEZ amounting to Rs. 26.68 crore (Previous year Rs. 26.68 crore) as at 31st March 2015.

37 BASIC AND DILUTED EARNINGS PER SHARE (EPS) 2015 2014

Profit / (Loss) After Tax (Rs.) ‐ Before Exceptional Item 97,835,346 (108,953,942) Weighted Average No. of Shares Outstanding 6,079,457 6,000,072 Basic and Diluted EPS (Rs.) ‐ Before Exceptional Item 16.09 (18.16) Face Value per Share (Re.) 1.00 1.00

Profit / ( Loss ) After Tax (Rs.) ‐ After Exceptional Item 97,835,346 (108,953,942) Weighted Average no. of Shares Outstanding 6,079,457 6,000,072 Basic and Diluted EPS (Rs.) ‐ After Exceptional Item 16.09 (18.16) Face Value per Share (Re.) 1.00 1.00

As per our report of even date For and on behalf of the Board of Directors

For V.Sankar Aiyar & Co.Chartered Accountants(Firm Reg. No.109208W)



48. Medpro Gen Proprietary Limited

49. Medpro Holdings Proprietary Limited

50. Medpro Pharmaceutica Africa Proprietary Limited

51. Medpro Pharmaceutica Proprietary Limited

52. Medpro-On-Line Proprietary Limited

53. Saba Investment Limited

54. Sitec Labs Private Limited

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INDEPENDENT AUDITOR’S REPORT To The Members of Sitec Labs Private Limited We have audited the accompanying financial statements of Sitec Labs Private Limited (“the Company”), which comprises the Balance Sheet as at 31st March 2015, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements 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. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance 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 the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statement that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing and opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of the such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements. Opinion In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2015, its profit and its cash flow for the year ended on that date. Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2015, (“the Order”) issued

by the Central Government of India in terms of sub-section (11) of section 143 of the

Act, we give in the Annexure a statement on the matters specified in paragraphs 3

and 4 of the Order, to the extent applicable.

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

a. We have obtained all the information and explanations which to the best of our

knowledge and belief were necessary for the purpose of our audit ;

b. In our opinion proper books of account as required by law have been kept by the

Company so far as appears from our examination of those books;

c. The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt

with by this report are in agreement with the books of account;

d. In our opinion, the aforesaid financial statements comply with the Accounting

Standards specified under section 133 of the Act, read with Rule 7 of the

Companies (Accounts) Rules, 2014;

e. On the basis of written representations received from the directors as on March

31, 2015 and taken on record by the Board of Directors, none of the directors is

disqualified as on March 31, 2015 from being appointed as a director in terms of

section 164(2) of the Companies Act, 2013 and

f. 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, in

our opinion and to the best of our information and according to the explanations

given to us:

i. The Company does not have any pending litigations which would impact its

financial position.

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ii. The Company did not have any long term contracts including derivative

contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor

Education and protection fund by the company.

For R.S. Bharucha & Co. Chartered Accountants Firm Registration No. 101269W M.R. Amin Partner Membership No: 114010 Mumbai, 25th May 2015

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(Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory

Requirements” of our report of even date to the members of Sitec Labs Private Ltd for the

year ended 31st March, 2015)


a. The Company has maintained proper records showing particulars including

quantitative details and situation of fixed assets on the basis of available

information.

b. As explained to us, the fixed assets have been physically verified by the

management during the year in a phased periodical manner, which in our

opinion is reasonable having regard to the size of the Company and the nature of

its assets. No material discrepancies were noticed on such physical verification.


a. The Company is a service company, primarily rendering analytical and

bioequivalence services. Accordingly, it does not hold any physical inventories

except consumables. As explained to us, consumables have been physically

verified by the management at regular intervals during the year.

b. In our opinion and according to the information and explanation given to us, the

procedures for physical verification of inventory followed by the management are

reasonable and adequate in relation to the size of the Company and the nature of

its business.

c. The Company has maintained proper records of inventory. As explained to us

there were no material discrepancies noticed on physical verification of inventory

as compared to the book records.

III. According to the information and explanations provided to us, the Company has not

granted any loans, secured or unsecured to companies, firms or other parties

covered in the Register maintained under section 189 of the Companies Act, 2013.

Therefore, clause III of the Order is not applicable to the company for the current

year.

IV. In our opinion and according to the information and explanations given to us, there

is an adequate internal control system commensurate with the size of the Company

and the nature of its business with regard to purchase of fixed assets and sale of

services. The activities of the Company do not involve purchase of inventory and

sale of goods. We have not observed any major weakness in the internal control

system during the course of the audit.

V. In our opinion and according to the information and explanations given to us, the

company has not accepted any deposits from the public within the meaning of

section 73 to 76 or any other relevant provisions of the Act and the rules framed

there under. Accordingly, Clause V of the order is not applicable.

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VI. The central government has not prescribed the maintenance of cost records under

section 148(1) of the companies Act, 2013 for any of the services rendered by the

company.


a. According to the information and explanations provided to us and the records of

the Company examined by us, in our opinion, the Company was regular in

depositing undisputed Provident Fund, Employees’ State Insurance, Income Tax,

Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other

material statutory dues applicable to it. There were no undisputed dues that were

outstanding as at March 31, 2015 for a period of more than six months from the

date they became payable.

b. According to the information and explanations given to us and based on the

records of the Company examined by us, as on 31st March 2015, there were no

dues in respect of Income Tax, Wealth Tax, Excise Duty, Service Tax, Custom

Duty Cess and Sales Tax that have not been deposited with the appropriate

authorities on account of dispute.

c. There were no amounts which were required to be transferred to Investor

Education and Protection Fund.

VIII. The company has no accumulated losses at the end of the financial year. The

company has not incurred any cash losses during the financial year under audit or

in the immediately preceding financial year.

IX. The Company does not have any borrowings from banks and financial Institutions

or debenture holders. Therefore, Clause IX of the Order is not applicable to the

company.

X. According to the information and explanations given to us and the representations

made by the management, the Company has not given any guarantee for loans

taken by others from banks or financial institutions.

XI. The Company has not obtained any term loans during the year. Therefore, clause XI

of the Order does not apply.

XII. In our opinion and according to the information and explanations given to us, no

fraud on or by the Company has been noticed or reported by the Company during

the year.

For R.S. Bharucha & Co. Chartered Accountants Firm Registration No. 101269W M.R. Amin Partner Membership No: 114010 Mumbai, 25th May 2015



(1) Shareholders' Funds(a) Share Capital 2 100,000 100,000 (b) Reserves and Surplus 3 111,851,915 53,326,311

(2) Non‐Current Liabilities(a) Long Term Borrowings 4 410,000,000 410,000,000 (b) Long Term Provisions 5 23,200,297 18,094,698

(3) Current Liabilities(a) Trade Payables 6 82,599,576 38,949,402 (b) Other Current Liabilities 7 16,776,163 28,055,001 (c) Short Term Provisions 8 11,143,833 8,557,123

655,671,784 557,082,535 ASSETS

(1) Non‐current Assets(a) Fixed Assets (i) Tangible Assets 9 224,328,650 245,615,346 (ii) Intangible Assets 468,610 ‐ (iii) Capital Work‐in‐ Progress 15,579,431 2,285,099 (ii) Intangible Asset under Development ‐ 559,590 (b) Deferred Tax Assets (Net) 10 14,431,873 6,759,046 (c) Long Term Loans and Advances 11 178,531,877 155,114,267 (d) Other Non Current Assets 12 13,307,441 12,354,473

(2) Current Assets(a) Inventories 13 8,857,402 ‐ (b) Trade Receivables 14 163,229,667 112,684,594 (c) Cash and Cash Equivalents 15 6,456,531 10,052,340 (d) Short Term Loans and Advances 16 30,480,302 11,657,780


655,671,784 557,082,535 (0.00) ‐

As per our report of even date ‐

For R. S. Bharucha & Co. For and on behalf of the Board of DirectorsChartered Accountants(Firm Reg. no. 101269W)

M. R. Amin Krishnan Iyer Ajay Luharuka(Partner) Director DirectorMembership No. 114010



SITEC LABS PRIVATE LIMITED

Particulars Note 2015 2014Income

Revenue from Operations 17 663,754,559 522,204,937 Other Income 18 1,077,577 1,087,709

664,832,136 523,292,646

ExpensesOperating Expenses 19 120,322,591 102,840,323 Employee Benefit Expenses 20 218,644,251 184,666,532 Depreciation and Amortization Expenses 51,072,096 41,331,561 Other Expenses 21 186,943,123 192,458,442

576,982,061 521,296,858

Profit before Tax 87,850,075 1,995,788

Tax Expense:(1) Current tax 36,600,000 2,700,000 (2) Deferred tax (7,672,827) (1,614,305) (3) Prior Period Tax ‐ ‐

Profit for the year 58,922,902 910,093

Earning per share of face value Rs. 10 eachBasic and Diluted 29 5,892.29 91.01








A Cash Flow From Operating ActivitiesNet profit before tax 87,850,075 1,995,788 Adjustments for : ‐ Depreciation 51,072,096 41,331,561 Interest Received (1,022,058) (962,560) Foreign Exchange Loss 1,166,966 628,746 Bad Debts Net ‐ 791,951 Loss on sale of Fixed assets ‐ ‐

51,217,005 41,789,698 Operating Profit Before Working Capital Changes 139,067,080 43,785,486 Adjustments For :(Decrease)/Increase in trade payables and other liabilities 40,063,645 7,461,708 (Increase)/Decrease in Receivables (51,712,040) 39,249,444 Decrease in Loans and Advances (31,850,890.77) (3,424,075)

(43,499,286) 43,287,077 Cash Generated From Operations 95,567,794 87,072,563 Direct tax Paid (Net) (56,799,610) (51,635,111) Net Cash From Operating Activities (A) 38,768,184 35,437,452


Purchase of Fixed Assets/Capital Work‐in‐Progress (43,386,051) (23,677,776) Sale of fixed assets ‐ ‐ Interest Received 1,022,058 962,560 Net Cash used in Investing Activities (B) (42,363,993) (22,715,216)


Loans Received from Holding Company ‐ (5,000,000) Repayment of Loans ‐ ‐ Net Cash from/(used in) From Financing Activities (C) ‐ (5,000,000)

Net Increase/ (Decrease) in Cash and Cash Equivalents (A)+(B)+(C) (3,595,809) 7,722,236


Note:‐ Cash and Cash Equivalents represent cash and bank balances ‐ ‐


For R.S. BHARUCHA & CO. For and on behalf of the Board of Directors Chartered Accountants(Firm No.101269W)

M. R. Amin Krishnan Iyer Ajay Luharuka(Partner) (Director) (Director)Membership No.:114010


20142015


Cash Flow Statement For the year ended 31st March, 2015



B USE OF ESTIMATES:

C FIXED ASSETS:

D DEPRECIATION:i


E PROVISIONS, CONTINGENT LIABILITIES & CONTINGENT ASSETS:

Depreciation is calculated on a pro‐rata basis from the date of installation till the date the assets are sold ordisposed.Cost of leasehold land including premium is amortised over the primary period of lease

Intangible assets are amortised on a systematic basis over the best estimate of their useful lives, commencingfrom the date the asset is available to the Company for its use.



The financial statements have been prepared and presented under the historical cost convention on an accrualbasis of accounting and in accordance with Generally Accepted Accounting Principles (GAAP) in India. GAAPcomprises mandatory Accounting Standards as prescribed under section 133 of the Companies Act, 2013,read with Rule 7 of the Companies (Accounts) Rules , 2014.

The preparation of financial statements requires the management of the Company to make estimates andassumptions that affect the reported balance of assets and liabilities, revenue and expenses and disclosuresrelating to contingent liabilities. The Management believes that the estimates used in the preparation of thefinancial statements are prudent and reasonable . Future results could differ from these estimates. Any revisionof accounting estimates is recognised prospectively in the current and future periods.

Fixed assets are stated at the cost of acquisition, less accumulated depreciation and impairment losses if any.Cost of fixed assets comprises purchase price, non‐refundable taxes, levies and any directly attributable cost ofbringing the asset to its working condition for the intended use.


Intangible assets are stated at the cost of acquisition, less accumulated amortisation and impairment losses ifany. Cost of intangible assets comprises purchase price, non‐refundable taxes, levies and any directlyattributable cost of making the asset ready for its intended use.


Depreciation on tangible fixed assets is provided on the Written Down Value Method over the useful life ofassets as prescribed under part C of schedule II of the Companies Act 2013("Act").

In case of assets whose useful life is already exhausted as on 1 st April, 2014, the carrying value, net of residualvalue and deferred tax has been adjusted in retained earnings in accordance with the requirements of ScheduleII of the Act

Provisions are recognised when the Company has a present obligation as a result of a past event and it isprobable that an outflow of resources will be required to settle the obligation, in respect of which a reliableestimate can be made. Provisions are not discounted to its present value and are determined based on bestestimate required to settle the obligation at the Balance Sheet date.

F EMPLOYEE BENEFITS :

G REVENUE RECOGNITION:

H INCOME TAX:

I BORROWING COSTS:

Post retirement contribution plans such as Employees' Pension Scheme and Employee Providend Fund arecharged to the Statement of Profit and Loss Account for the year when the contributions to the respective fundsaccrue.

Post retirement benefit plans such as gratuity and leave encashment are determined on the basis of actuarialvaluation made by an independent actuary as at the balance sheet date. Actuarial gains and losses arerecognised immediately in the Statement of Profit and Loss.

Revenue is recognised to the extent that is probable that the economic benefits will flow to the company andthe revenue can be reliably measured.

Revenue from rendering of services are recognised on completion of services.

Revenue from sale of goods is recognised when significant risks and rewards of ownership of the goods havebeen passed to the buyer, which ordinarily coincides with despatch of goods to customers. Revenues arerecorded at invoice value, net of sales tax, returns and trade discounts.

Disclosure of contingent liabilities is made when there is a possible obligation or a present obligation that may,but probably will not, require an outflow of resources. Where there is possible obligation or a present obligationin respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

Contingent Assets are neither recognised nor disclosed in the financial statements.

Liability on account of short term employee benefits is recognised on an undiscounted and accrual basis duringthe period when the employee renders service/vesting period of the benefit.

Borrowing costs consists of interest, ancillary costs and other costs in connection with the borrowing of fundsand exchange differences arising from foreign currency borrowings to the extent that they are regarded as anadjustment to interest costs.

Borrowing costs attributable to acquisition and/or construction of qualifying assets are capitalised as a part ofthe cost of such assets, up to the date such assets are ready for their intended use. Other borrowing costs arecharged to the Statement of Profit and Loss.

The Company offsets, on a year‐on‐year basis, the current tax assets and liabilities, where it has a legallyenforceable right and where it intends to settle such assets and liabilities on a net basis.

Technical Know‐how/Fees are recognised as and when right to receive such income is established as per termsand conditions of relevant agreement.


Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with theprovisions of local Income Tax laws as applicable to the financial year.

Deferred income taxes reflect the impact of current year timing differences between taxable income andaccounting income of the year and reversal of timing differences of earlier years. Deferred tax is measuredbased on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date.

J FOREIGN EXCHANGE TRANSACTIONS:

K IMPAIRMENT OF ASSETS:

L EARNING PER SHARE:

Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transaction.Foreign currnacy monetary assets & liabilities are restated at year end exchange rates. Exchange differencesarising on the settlement of foreign currency monetary items or on reporting Company's foreign currencymonetary items at rate different from those at which they were initially recorded during the year or reported inthe previous financial statements, are recognised as income or expense in the year in which they arise.Non monetary foreign currency items are carried at the rate prevailing on the date of the transaction.

At each Balance Sheet date, the Company assesses whether there is any indication that any asset may beimpaired. If any such indication exists, the carrying value of such assets is reduced to its estimated recoverableamount and the amount of such impairment loss is charged to the Statement of Profit and Loss. If, at theBalance Sheet date, there is an indication that a previously assessed impairment loss no longer exists,therecoverable amount is reassessed and the asset is reflected at the recoverable amount subject to a maximumof depreciated historical cost.

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equityshareholders by the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings per share, the net profit attributable to equity shareholders andthe weighted average number of shares outstanding are adjusted for the effect of all dilutive potential equityshares from the exercise of options on unissued share capital. The number of equity shares is the aggregate ofthe weighted average number of equity shares and the weighted average number of equity shares which wouldbe issued on the conversion of all the dilutive potential equity shares into equity shares.

(Amount in Rs.)2 SHARE CAPITAL 2015 2014

Authorised50,000 Equity Shares of Rs. 10/‐ Each 500,000 500,000 (Previous Year 50,000 Equity Shares of Rs. 10/‐ Each)

500,000 500,000

Issued, Subscribed & Paid‐up10,000 Equity Shares of Rs. 10/‐ each fully paid up 100,000 100,000 (Previous Year 10,000 Equity Shares of Rs. 10/‐ each fully paid up) Total 100,000 100,000

i

ii

iii


General Reserve 5,000,000 5,000,000

Surplus in the statement of Profit and LossAs per last Balance Sheet 48,326,311 47,416,218 Less: Depreciation Charged as per Companies Act 2013 397,298 ‐ Add: Profit for the year 58,922,902 910,093 Balance at the end of the year 106,851,915 48,326,311

111,851,915 53,326,311

4 LONG TERM BORROWINGS 2015 2014

UnsecuredInterest free Loans and advances from Holding Company repayable at the end of 5 years 410,000,000 410,000,000

410,000,000 410,000,000


Provision for employee benefits ‐ Leave Encashment 23,199,240 18,094,698 (Refer Note 19)

Provision for employee benefits ‐ Gratuity 1,057 ‐

23,200,297 18,094,698

Of the Above :

There is no change in the shares outstanding at the beginning and at the end of the reporting date andimmediately preceeding reporting date.

10,000 (Previous Year 10,000) Equity shares are held by Holding Company i.e. Meditab Specialities PrivateLimited including 6 (Previous Year 6) equity shares held by its nominee

Terms & Right Attached to Equity SharesThe Company has only one class of Equity shares having a par value of Rs.10/‐ per share. Each holder of equityshare is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees.

In the event of liquidation of the Company, the holders of Equity shares will be entitled to receive remainingassets of the Company, after distribution of all preferential amounts. The distribution will be in proportion tothe nunber of Equity shares held by the shareholder.


Micro, Small and Medium Enterprises ‐ ‐ Other Trade Payables 82,599,576 38,949,402

82,599,576 38,949,402

2015 2014

i The principal amount and the interest due thereon remainingunpaid to Suppliers.


ii a The delayed payments of principal paid beyond the appointeddate during the entire accounting year ‐ ‐

b Interest actually paid under section 16 of the Micro, Small andMedium Enterprises Development Act, 2006 ‐ ‐

iii a Normal interest accrued during the year, for all the delayedpayments, as per the agreed terms ‐ ‐

b Normal interest payable for the period of delay in making payment, as per the agreed terms ‐ ‐

iv a Total interest accrued during the year ‐ ‐ bTotal interest accrued during the year and remaining unpaid ‐ ‐


Other PayablesStatutory Dues 12,844,712 7,919,437 Other Deposits 30,000 35,000 Employee Dues 2,195,983 19,366,527 Creditors for Capital Expenditure ‐ 695,846 Advance from Customers 1,705,468 38,191

16,776,163 28,055,001


Provision for employee benefits ‐ Gratuity 8,252,330 5,895,354 Provision for employee benefits ‐ Leave Encashment 2,891,503 2,661,769 ( Refer note no. 20 )

11,143,833 8,557,123

10 DEFERRED TAX ASSETS (NET) 2015 2014

Expenses allowable on payment basis under Income Tax Act 1,783,919 8,864,975

Depreciation 12,647,954 (2,105,929)

14,431,873 6,759,046

The details of amounts outstanding to Micro, Small, Medium Enterprises based on available information with the Company is as under:

Particulars Net Block Net Block

As on Additions Deductions/ Adjustment As on As on Additions

DeductionsDeductions/

Adjustment As on As on As on 01‐04‐2014 during the during the 31‐03‐2015 01‐04‐2014 during the during the 31‐03‐2015 31‐03‐2015 31‐03‐2014

year year year year

Tangible AssetsPlant & Machinery 447,246,132 29,147,983 ‐ 476,394,115 234,171,176 43,556,613 397,298 278,125,087 198,269,028 213,074,956

Furniture & Fixtures 70,321,043 943,736 ‐ 71,264,779 38,381,332 7,258,752 ‐ 45,640,084 25,624,694 31,939,711

Vehicles 1,497,238 ‐ ‐ 1,497,238 896,559 165,752 ‐ 1,062,311 434,927 600,679

Intangible AssetsSoftware ‐ 559,590 ‐ 559,590 ‐ 90,980 ‐ 90,980 468,610 ‐

Total 519,064,413 30,651,309 ‐ 549,715,722 273,449,067 51,072,097 397,298 324,918,462 224,797,259 245,615,346

Previous Year 498,176,105 20,888,308 519,064,413 232,117,506 41,331,561 ‐ 273,449,067 245,615,346 266,058,599

Note‐09 : Tangible Assets

Gross Block Depreciation



Unsecured, Considered GoodCapital Advances ‐ ‐ Advance Taxes and TDS (Net of Provision for Tax Rs.50,230,000 /‐; Previous period Rs. 1,62,00,000/‐ ) 170,313,877 150,114,267 Security Deposits 8,218,000 5,000,000

178,531,877 155,114,267

12 OTHER NON CURRENT ASSETS 2015 2014

Deposit with original maturity for more than 12 months 9,011,221 9,011,221

Interest Accrued 4,296,220 3,343,252

13,307,441 12,354,473

13 Inventories 2015 2014

Other Consumables 8,857,402

8,857,402 ‐


Unsecured, Considered GoodOutstanding over Six MonthsOthers 163,229,667 112,684,594

Considered goodConsidered Doubtful 791,951 Less: Provision for Doubtful Debts 791,951

163,229,667 112,684,594

15 CASH AND CASH EQUIVALENTS 2015 2014

Balances with banks 5,628,031 9,967,223 Cash on hand 828,500 85,117

6,456,531 10,052,340


Unsecured, Considered Good

Deposits ‐ 17,000 Balances with Statutory / Revenue Authorities 2,692,458 3,451,094 Others* 27,787,844 8,189,686

30,480,302 11,657,780

*Includes advances to sundry creditors, staff loans and prepaid expenses


Sale of Services 654,213,005 519,060,919 Sale of Products 9,328,879 2,848,098 Other Operating RevenueScrap Sales 212,675 295,920

Total 663,754,559 522,204,937

Breakup of Services 2015 2014

Analytical Services 293,407,664 179,445,311 Bioequivalance Services 360,805,341 339,615,608 Testing Services ‐ ‐

654,213,005 519,060,919

Breakup of sale of Products 2015 2014

Sale of products ‐ Impurity 9,328,879 2,848,098

9,328,879 2,848,098


Interest income 1,022,058 962,560 Miscellaneous income 55,519 125,149

1,077,577 1,087,709

19 OPERATING EXPENSES 2015 2014

Chemicals 15,592,403 20,764,115 Consumables 60,234,716 39,367,563 Glasswares 894,240 1,346,033 Lab Misc Exps 4,734,936 4,035,443 Research Clinical Trials 38,200,007 36,707,772 Water Charges (MIDC) 666,289 619,397

120,322,591 102,840,323


Salaries and Wages 189,915,467 163,380,339 Contribution to provident fund and other funds 12,691,920 10,723,314 Staff Gratuity 2,358,033 41,604 Staff welfare expenses 13,678,831 10,521,275

218,644,251 184,666,532

EMPLOYEE BENEFITS

i Short Term Employee Benefits.All employee benefits payable wholly within twelve months of rendering the service are classified as short termemployee benefits. Benefits such as salaries, wages, short terms compensated absences, etc., and the expectedcost of bonus, ex‐gratia are recognised in the period in which the employee renders the related service.




B: Charge to Statement of Profit and Loss based on contributions: i. Based on contribution

2015 2014

Employees’ Pension Scheme 3,276,119 1,819,566 Provident Fund 8,920,890 8,493,067 Employees' Death Insurance 196,647 109,304 Employees' State Insurance 263,568 283,917

12,657,224 10,705,854

ii. The Company provides for Gratuity, a defined Benefit plan based on actuarial valuation as of the BalanceSheet date, based upon which, the Company contributes all the ascertained liabilities to the Insurer ManagedFunds.


ii. Actuarial valuation for Compensated Absences is done as at the year end and the provision is made as perCompany's rules with corresponding charge to the Statement of Profit and Loss amounting to Rs. 5,334,276/‐(Previous year Rs. ‐2,448,211/‐) and it covers all regular employees.



2015 2014

Gratuity (Funded Plan) i. Change in defined benefit obligation

Opening defined benefit obligation 15,810,341 14,741,178 Interest cost 1,471,943 1,179,294 Current service cost 3,029,274 3,199,657 Actuarial (Gains)/Losses on Obligations ‐ Due to Change in Demographic Assumptions ‐1,577,430 ‐ Actuarial (Gains)/Losses on Obligations ‐ Due to Change in Financial Assumptions 1,507,122 ‐ Actuarial (Gains)/Losses on Obligations ‐ Due to Experience (1,279,893) (3,309,788) Benefit paid ‐ Liability at the end of the year 18,961,357 15,810,341

ii. Change in fair value of assetsOpening fair value of plan assets 9,914,987 8,887,429 Expected return on plan assets 923,085 710,994 Actuarial gain/(loss) (130,102) (353,350) Contributions by employer ‐ 669,914 Transfer of plan assets ‐ ‐ Benefits paid ‐ ‐ Closing fair value of plan assets 10,707,970 9,914,987

iii. Amount recognised in Balance SheetPresent value of obligations as at year end 18,961,357 15,810,341 Fair value of plan assets as at year end 10,707,970 9,914,987 Net (asset)/liability recognised 8,253,387 5,895,354

iv. Expenses recognised in Profit and Loss AccountCurrent service cost 3,029,274 3,199,657 Interest on defined benefit obligation 548,858 1,179,294 Expected return on plan assets (710,994) Net actuarial (gain)/loss recognised in the current year (1,220,099) (2,956,438)

Past service cost (Vested Benefit) Recognised During the periodTransfer of plan assetsTotal expense recognised in Profit and Loss Account 2,358,033 711,519

v. Actual return on plan assets:Expected return on plan assets 923,085 710,994 Actuarial gain/(loss) on plan assets (130,102) (353,350) Actual return on plan assets 792,983 357,644

vi. Asset informationInsurer managed funds 100.00% 100.00%

vii. Principal Actuarial assumptions usedDiscounted rate (per annum) 9.31% 9.31%Expected rate of return on plan assets (per annum) 8.01% 8.00%The estimates of future salary increases, considered inActuarial valuation, take account of inflation, seniority,Promotion and other relevant factors, such as supply anddemand in employment market.

viii. Experience adjustmentsDefined benefit obligation 18,961,357 15,810,341 Plan assets 10,707,970 9,914,987 Deficit/(Surplus) 8,253,387 5,895,354 Experience adjustment on Plan Liabilities ‐(gain)/loss (1,279,893) (266,257) Experience adjustment on Plan assets ‐(gain)/loss (130,192) (353,350)

ix. Expected employer's contribution for the next year ‐ (669,914)

Amount for Current and previous four years are as follows :2015 2014 2013 2012 2011

GratuityDefined benefit obligation 18,961,357 15,810,341 14,741,178 11,526,818 ‐ Plan assets 10,707,970 9,914,987 8,887,429 8,492,533 ‐ Deficit/(Surplus) 8,253,387 5,895,354 5,853,749 3,034,285 ‐ Experience adjustment on Plan Liabilities ‐(gain)/loss (1,279,893) (266,257) 190,238 209,827 ‐ Experience adjustment on Plan assets ‐(gain)/loss (130,192) (353,350) (326,969) (122,424) ‐


Stores and spares 7,035,000 14,860,525 Foreign exchange fluctuation loss 1,166,966 279,436 Power and fuel 35,624,447 34,968,395 Repairs and maintenance‐ Machinery 24,198,596 27,851,220 ‐ Buildings 5,100,890 2,560,270 ‐ Others 13,796,451

Travelling and Conveyance Expenses 5,551,576 4,835,102 Sales promotion Expenses 681,157 302,468 Rates, Taxes, Licences & Filing Fees 3,598,931 3,226,378 Freight and forwarding 216,669 103,434 Rent 37,744,126 37,232,876 Insurance 6,072,131 7,167,601 Professional fees 4,907,665 6,932,759 Auditors Remuneration‐ Audit Fees 40,000 40,000 ‐ Tax Audit Fees 10,000 10,000

Postage and Telephone Expenses 998,292 1,110,609 Contractual Charges 18,761,486 13,639,700 Provision for Doubtful Debts / Bad Debts (Net) 705,935 791,951 Miscellaneous Expenses 23,444,115 10,118,926 Housekeeping Expenses 11,085,141 12,630,341

186,943,123 192,458,442

22 VALUE OF IMPORTS ON CIF BASIS 2015 2014

Components/Spare Parts 14110623 14,156,971 Capital Goods 7047948 10,856,158

21,158,571 25,013,129

23 EXPENDITURE IN FOREIGN CURRENCY 2015 2014

Professional Charges ‐ 3,895,600

‐ 3,895,600

24 EARNINGS IN FOREIGN EXCHANGE 2015 2014

Testing and Analysis Charges 20,107,256 7,901,211 Bioequivalence 42,889,123 46,867,792 Sale Of Impurity 6,223,627 580,018

69,220,006 55,349,021

25FOREIGN EXCHANGE DERIVATIVES AND EXPOSURES OUTSTANDING AT THE YEAR END

2015 2014

Unhedged foreign exchange exposures:Receivables 18,852,109 22,056,564

26 SEGMENT INFORMATION1) The Information about Primary business Segments: The Company is exclusively engaged in Testing & Analysis Business.2) Secondary Segment Information :

27 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR

2015 2014

Contingent liabilitiesGuarantees 9,011,221 9,011,221 Estimated amount of contracts unexecuted on capital account. 8,610,874 3,413,858

17,622,095 12,425,079

There are no reportable geographical segments as the Company caters mainly to customers in India.

28 RELATED PARTY DISCLOSURESi.

a. Ultimate Holding Company, Holding Company and Fellow Subsidiary Companies:

Name of the CompanyUltimate Holding Company

1 Cipla LimitedHolding Company

1 Meditab Specialities Pvt. Ltd.Fellow Subsidiary Companies

1 Cipla FZE, Dubai2 Cipla (Mauritius) Limited, Mauritius3 Cipla Medpro South Africa Proprietary Ltd.4 Cipla Holding B.V., Netherlands5 Cipla (EU) Limited, UK6 Saba Investment Limited, U.A.E (w.e.f. – 02/10/2014)7 Cipla (UK) Limited, UK8 Cipla Australia Pty Ltd., Australia9 Meditab Holdings Limited, Mauritius10 Meditab Specialities New Zealand Limited, New Zealand11 Meditab Pharmaceuticals South Africa Proprietary Ltd.12 Cipla İlaç Ticaret Anonim Şirketi, Turkey13 Cipla USA Inc., USA14 Cipla Kenya Limited, Kenya15 Cipla Malaysia Sdn. Bhd., Malaysia16 Cipla Europe NV, Belgium17 Cipla Quality Chemical Industries Limited, Uganda18 Cipla Croatia d.o.o. (Formerly known as Celeris d.o.o.) (w.e.f. – 04/12/2014)19 Inyanga Trading 386 Proprietary Limited, South Africa20 Xeragen Laboratories Proprietary Limited, South Africa21 Galilee Marketing Proprietary Limited, South Africa22 Cipla Medpro Manufacturing Proprietary Limited, South Africa23 Cipla Medpro Holdings Proprietary Limited, South Africa24 Cipla Nutrition Proprietary Limited, South Africa25 Cipla Health Care Proprietary Limited, South Africa26 Cipla‐Medpro Distribution Centre Proprietary Limited, South Africa27 Cipla‐Medpro Proprietary Limited, South Africa28 Medpro Pharmaceutica Proprietary Limited, South Africa29 Cipla Life Sciences Proprietary Limited, South Africa30 Cipla Personal Care Proprietary Limited, South Africa31 Cipla Vet Proprietary Limited, South Africa32 Cipla Agrimed Proprietary Limited, South Africa33 Cipla Dibcare Proprietary Limited, South Africa34 Cipla Medpro Botswana Proprietary Limited, South Africa35 Med Man Care Proprietary Limited, South Africa36 Medpro Pharmaceutica Africa Proprietary Limited, South Africa37 Cape to Cairo Exports Proprietary Limited, South Africa38 Cipla Medpro ARV Proprietary Limited, South Africa39 Cipla Medpro Cardio Respiratory Proprietary Limited, South Africa40 Cipla Medpro Research and Development Proprietary Limited, South Africa41 Gardian Cipla Proprietary Limited, South Africa42 Medpro Gen Proprietary Limited, South Africa43 Medpro Holdings Proprietary Limited, South Africa44 Medpro‐On‐Line Proprietary Limited, South Africa45 Smith and Couzin Proprietary Limited, South Africa46 Breathe Free Lanka (Private) Limited , Sri Lanka (w.e.f. – 16/06/2014)

As per AS‐18, "Related Party Disclosures" the related parties where control exists or where significant influence exists and with whom transaction have taken place are as below

47 Cipla Canada Inc., Canada (w.e.f. – 27/08/2014)48 Medica Pharmaceutical Industries Company Limited, Yemen (w.e.f. – 02/10/2014)49 Al‐Jabal For Drugs and Medical Appliances Company Limited, Yemen (w.e.f. – 02/10/2014)50 Cipla Pharma Lanka (Private) Limited, Sri Lanka (w.e.f. – 17/11/2014)51 Cipla Pharma Nigeria Ltd., Nigeria (w.e.f. – 06/02/2015)52 Goldencross Pharma Private Limited53 Mabpharm Private Limited (w.e.f. 17/07/2014)54 Jay Precision Pharmaceuticals Private Limited (w.e.f. 26/02/2015)55 Medispray Laboratories Private Limited56 Four M Propack Private Limited

b. Key Management Personnel: Mr. Krishnan Iyer ‐ Director


Particulars

2015 2014 2015 2014 2015 2014 2015 2014 2015 2014Loan Received ‐ ‐ ‐ 55,000,000 ‐ ‐ 55,000,000

Loan Repaid ‐ ‐ ‐ 60,000,000 ‐ ‐ ‐ ‐ ‐ 60,000,000

Remuneration ‐ ‐ ‐ ‐ ‐ ‐ 5,967,541 5,643,687 5,967,541 5,643,687

Purchase of Goods 196,151 126,303 ‐ ‐ ‐ ‐ ‐ 196,151 126,303

Testing and Analysis Charges Received 624,507,663 479,964,954 892,435.00 1,142,546 934,099 690,530 ‐ ‐ 626,334,197 481,798,031

Sale of Goods 3,147,524 10,701,048 ‐ ‐ 3,147,524 10,701,048

Sale of Fixed Asset ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐

Purchase of Fixed Asset 13,299,031 1,579,234 ‐ ‐ ‐ 13,299,031 1,579,234

Reimbursement of Expenses Received from ‐ ‐ ‐ ‐ ‐ ‐ ‐

Reimbursement of Expenses Paid to 51,044 ‐ 137,305 ‐ ‐ 188,349 ‐

Balances at end of year ‐ Outstanding Payables ‐ 410,000,000 410,000,000 ‐ ‐ 410,000,000 410,000,000 Outstanding Receivables 123,316,301 75,513,844 308,057 180,760 1,347,358 110,912 ‐ ‐ 124,971,716 75,805,516

Ultimate Holding Company Key ManagementPersonnel

TotalFellow Subsidiary CompaniesHolding Company

DISCLOSURES IN RESPECT OF MATERIAL RELATED PARTY TRANSACTIONS DURING THE YEAR :

2015 2014

1 Loan Received from Meditab Specialities Pvt. Ltd. ‐ 55,000,000

2 Loan Repaid to Meditab Specialities Pvt. Ltd. ‐ 60,000,000

3 Remuneration to Mr. Krishnan Iyer 5,967,541 5,643,687

4 Purchase of Goods from Cipla Ltd. 196,151 126,303

5 Testing and Analysis Charges Received:Cipla Ltd. 624,507,663 479,964,954 Meditab Specialities Pvt. Ltd. 892,435 1,142,546 Golden Cross Pharma Pvt Ltd. 667,731 673,901 Medispray Laboratories Pvt. Ltd. 210,333 6,292 Four M Propack Pvt Ltd 11,204 10,337 Mabpharm Pvt Ltd 44,831 ‐

6 Sale of Goods to Cipla Limited 3,147,524 10,701,048

7 Purchase of Fixed Asset from Cipla Ltd. 13,299,031 1,579,234

8 Reimbursement Paid to ‐ Meditab Specialities Pvt Ltd 137,305 Cipla Ltd 51,044

9 Outstanding Payables :Meditab Specialities Pvt. Ltd. 410,000,000 410,000,000

10 Outstanding Receivables :Golden Cross Pharma Pvt. Ltd. 541,490 110,912 Medispray Laboratories Pvt. Ltd. 794,240 ‐ Four M Propack Pvt Ltd 11,628 ‐ Cipla Ltd. 123,316,301 75,513,844 Meditab Specialities Pvt. Ltd. 308,057 180,760

29 BASIC AND DILUTED EARNINGS PER SHARE (EPS) 2015 2014

Profit After Tax (Rs.) 58,922,902 910,093 Weighted Average no. of Shares Outstanding 10,000 10,000 Basic and Diluted EPS (Rs.) 5,892.29 91.01 Face Value per Share (Rs.) 10 10





55. Smith and Couzin Proprietary Limited

56. Xeragen Laboratories Proprietary Limited

Financial Statements of Subsidiaries

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