We have audited the accompanying standalone financial statements of Themis Medicare Limited (the
"Company"), which comprise the Balance Sheet as at March 31, 2025, and the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flow
for the year then ended, and a summary of significant accounting policies and other explanatory information
(hereinafter referred to as the "standalone financial statements").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone financial statements give the information required by the Companies Act, 2013 (the "Act") in the
manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed
under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended,
("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as
at March 31, 2025, and its profit, total comprehensive income, the changes in equity and its cash flows for the
year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further
described in the Auditor's Responsibility for the Audit of the Standalone Financial Statements section of our
report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of
the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of
Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our
audit opinion on the standalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the standalone financial statements of the current period. These matters were addressed in the context of
our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. We have determined the matters described below to be the key
audit matters to be communicated in our report.
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Key Audit Matters
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How was the matter addressed in our Audit
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Revenue Recognition:
The company has numerous customers from different
geographical and having different terms of engagement
and conditions relating to Revenue recognition, the right
of return, variable consideration and price adjustments.
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Our Audit Procedure Included:
We performed substantive testing by selecting samples of revenue
transactions recorded during the year by verifying the underlying
documents, which included goods dispatch notes and shipping
documents.
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Revenue from sale of goods is recognised when control
of the products being sold is transferred to the customer
and when there are no longer any unfulfilled obligations.
The performance obligations in the contracts are fulfilled
at the time of dispatch, delivery or upon formal customer
acceptance depending on customer terms.
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We inspected, on a sample basis, key customer contracts to identify
terms and conditions relating to goods acceptance and rebates and
assessing the Company's revenue recognition policies with reference
to the requirements of the applicable accounting standards.
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Revenue is measured at the fair value of the consideration
received or receivable, after deduction of any trade
discounts, volume rebates and any taxes or duties
collected on behalf of the government such as goods and
services tax, etc.
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We assessed the appropriateness of the revenue recognition
accounting policies, including those relating to rebates and
discounts by comparing with applicable accounting standards.
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Key Audit Matters
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How was the matter addressed in our Audit
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The company recognises revenue when the amount of
revenue can be reliably measured, it is probable that
future economic benefits will flow to the entity and
specific criteria have been met for each of the company's
activities as described below. The company bases its
estimates on historical results, taking into consideration
the type of customer, the type of transaction and the
specifics of each arrangement.
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We have performed alternate audit procedures to audit the
existence of inventory as per the guidance provided in SA 501
"Audit Evidence- Specific Consideration for selected items" and
have obtained sufficient appropriate audit evidence to issue our
unmodified opinion on these standalone financial results.
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Trade Payables
At 31 March 2025, the total trade payables balances
included in Note No. 17 was Rs. 5,143.75 Lacs (Previous
Year: Rs. 4,729.23 Lacs).
For the year ended March 31, 2025 letters seeking
confirmation of balance/statement of account were sent
to selected vendors for the year ended March 31, 2025.
Independent confirmations were received from a few
parties and necessary adjustments, if any, were made.
Accordingly, it has been determined as a key audit matter.
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Our audit procedures in relation to trade payables included:
- Obtaining an understanding of and assessing the design,
implementation and operating effectiveness of key internal
controls over the existence and performance of Procurement
activities;
- Selecting a sample of items of procurements made during the year
ended 31st March 2025 and inspected underlying documentation
to assess the Occurrence, Completeness, Authorization, Accuracy,
Cut off and classification;
- Obtaining confirmations and / or account statements from selected
accounts payables and reconciling to the vendor accounts;
- We assessed and validated the ageing profile of trade payables;
Confirmations have been sought from vendors and wherever
received, the necessary adjustments required, if any, have been
made. In respect of others, balance as per Books of Account has
been adopted and no adjustments have been proposed.
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Trade Receivables:
At 31 March 2025, the total receivables balances net
of provisions included in Note 8 was Rs. 17,745.60 Lacs
(Previous Year: Rs. 17,829.91 Lacs).
For the year ended March 31, 2025 letters seeking
confirmation of balance/statement of account were sent
to selected customers for the year ended March 31, 2025.
Independent confirmations were received from a few
parties and necessary adjustments, if any, were made.
Accordingly, it has been determined as a key audit matter.
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Our audit procedures in relation to trade receivables included:
- We assessed and validated the ageing profile of trade receivables;
- We assessed recoverability on a sample basis by reference to cash
received subsequent to year-end and issue of credit notes post
year-end, as necessary;
- Obtaining confirmations and / or account statements from
selected customers and reconciling to the general ledger accounts;
- We considered the appropriateness of judgements regarding
provisions for trade receivables and assessed whether these
provisions were calculated in accordance with the Company's
provisioning policies and / or whether there was evidence of
management bias in provisioning, obtaining supporting evidence
as necessary.
Confirmations have been sought from customers and wherever
received, the necessary adjustments required, if any, have been
made. In respect of others, balance as per the books of account
has been retained and necessary adjustments were made in these
Financial Statements for doubtful cases based on subsequent
collections. Hence no further adjustments are warranted. However
the management should take necessary steps to ensure 100%
compliance with regard to third party direct confirmations.
Based upon the above, we satisfied ourselves that management has
taken reasonable judgements that were materially supported by
the available evidence in respect of the relevant receivable balances
and also for doubtful recovery the provision has been provided.
We did not encounter any issues through these audit procedures
that indicated that provisioning in respect of trade receivables was
inappropriate.
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• The Company's Board of Directors is responsible for the other information. The other information
comprises the information included in the Board's Report including Annexures to Board's Report, Business
Responsibility Report, Corporate Governance and shareholder's Information, but does not include the
consolidated financial statements, standalone financial statements and our auditor's report thereon.
• Our opinion on the standalone financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
standalone financial statements or our knowledge obtained during the course of our audit or otherwise
appears to be materially misstated.
• If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Management's Responsibility for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect
to the preparation of these standalone financial statements that give a true and fair view of the financial
position, financial performance including other comprehensive income, changes in equity and cash flows of
the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This
responsibility also includes maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding 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 standalone financial statement that give a true and fair
view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Company's
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibility for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of these standalone financial
statements.
As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional
skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls system in place
and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude
that, a material uncertainty exists, we are required to draw attention in our auditor's report to the related
disclosures in the standalone financial statements or if such disclosures are inadequate to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report.
However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including
the disclosures, and whether the standalone financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or
in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the
standalone financial statements may be influenced. We consider quantitative materiality and qualitative
factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to
evaluate the effect of any identified misstatements in the standalone financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the standalone financial statements of the current period and are
therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that
a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
1. As required by the Companies (Auditor's Report) Order, 2020 (the "Order") issued by the Central Government
in terms of Section 143(11) of the Act, we give in "Annexure A" a statement on the matters specified in
paragraphs 3 and 4 of the Order.
2. (A) As required by Section 143(3) of the Act, based on our audit 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 purposes 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, the Statement of Profit and Loss including Other Comprehensive Income, the
Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement
with the relevant books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under
Section 133 of the Act.
e) On the basis of the written representations received from the directors as on March 31, 2025 taken on
record by the Board of Directors, none of the directors are disqualified as on March 31, 2025 from being
appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in "Annexure B". Our
report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's
internal financial controls over financial reporting.
g) With respect to the other matters to be included in the Auditor's Report in accordance with the
requirements of section 197 (16) of the Act, as amended, in our opinion and to the best of our information
and according to the explanations given to us, the remuneration paid by the Company to its directors
during the year is in accordance with the provisions of section 197 of the Act; and
h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our
information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone
financial statements. (Refer Note 34(B) to the Standalone financial statements)
ii. The Company has made provision, as required under the applicable law or accounting standards, for
material foreseeable losses on long-term contracts wherever applicable.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Company.
iv. (a) The management has represented that, to the best of its knowledge and belief, as disclosed in the
notes to the accounts, no funds have been advanced or loaned or invested (either from borrowed
funds or share premium or any other sources or kind of funds) by the Company to or in any other
person or entity, including foreign entities ("Intermediaries"), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly, lend
or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries (Refer Note 43(vii) to the Standalone financial statements);
(b) The management has represented that, to the best of its knowledge and belief, as disclosed in
the notes to the accounts, no funds have been received by the Company from any person or
entity, including foreign entities ("Funding Parties"), with the understanding, whether recorded
in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in
other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party
("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries (Refer Note 43(vii) to the Standalone financial statements); and
(c) Based on such auditproceduresthat we considered reasonableand appropriate in the circumstances,
nothing has come to our notice that has caused us to believe that the representations under sub¬
clause (a) and (b) contain any material misstatement.
v. (a) The final dividend paid by the Company during the year in respect of the same declared for the
previous year is in accordance with Section 123 of the Act to the extent it applies to payment of
dividend.
(b) No interim dividend declared and paid by the Company during the year and until the date of this
audit report.
(c) The Board of Directors of the Company have proposed final dividend for the year which is subject
to the approval of the members at the ensuing Annual General Meeting. The amount of dividend
proposed is in accordance with Section 123 of the Act, as applicable.
vi. Based on our examination which included test checks, the Company has used accounting softwares for
maintaining its books of account for the financial year ended March 31, 2025 which have a feature of
recording audit trail (edit log) facility and the same has operated throughout the year for all relevant
transactions recorded in the respective software.
During the course of performing our audit procedures, we did not notice any instance of audit trail
feature being tampered with. Further, the audit trail, to the extent maintained in the prior year, has
been preserved by the Company as per the statutory requirements for record retention.
For Krishaan & Co
Chartered Accountants
(Firm's Registration No. 001453S)
K. Sundarrajan
Partner
Place: Mumbai (Membership No. 208431)
Date: 20th May, 2025 UDIN: 25208431BMIFSX9124
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