We have audited the accompanying standalone financial
statements of Dishman Carbogen Amcis Limited (“the
Company”), which comprise the balance sheet as at 31st
March 2026, and the statement of Profit and Loss (including
Other Comprehensive income), statement of changes in
equity and statement of cash flows for the year then ended,
on that date and notes to the financial statements, including
material accounting policies and other explanatory information
(hereinafter referred to as “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, 2026, its Loss including other
comprehensive Income, changes in equity and its cash flows
for the year ended on that date.
BASIS FOR OPINION
We conducted our audit of the standalone financials
statements in accordance with the Standards on Auditing (SAs)
as specified under section 143(10) of the Companies Act,
2013. Our responsibilities under those Standards are further
described in the Auditor’s Responsibilities 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 independence requirements that
are relevant to our audit of the standalone financial statements
under the provisions of the Act and the Rules 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 we have obtained
is sufficient and appropriate to provide a basis for our audit
opinion on the standalone financial statements.
EMPHASIS OF MATTER
a) We draw attention to Note 28 to the standalone financial
statements detailing the accounting treatment relating to
the scheme Involving merger of Dishman Pharmaceuticals
and Chemicals Limited and Dishman Care Limited with
Dishman Carbogen Amcis Limited, which has been
accounted in the year 2016-17 under the “Purchase
Method” as per the then prevailing Accounting Standard
14 - Accounting for Amalgamation (AS 14) in compliance
with scheme of Amalgamation pursuant to Section 391
to 394 of Companies Act, 1956 Approved by Hon’ble
High Court of Gujarat in accordance with the scheme,
the company had recognized goodwill on Amalgamation
amounting to T 1,326.86 Crores which is amortized
over the period of 15 years from the appointed date i.e.,
January 01,2015 to March 31, 2022 and revised life of
22 years during April 01,2022 to March 31,2024.
Further, Board of directors has re-assessed the life of
goodwill during FY 24-25, considering the benefits to be
available to the company going forward due to reasons
given in aforesaid note, has decided to amortize the
carrying value of T 594.17 Crores as on April 01, 2024
over a revised life of 99 Years, starting from January 01,
2015. This change in estimate of life has been made
prospectively over the remaining useful life starting from
1st April, 2024. Had the useful life of the Goodwill not
been revised by the Board of Directors, the Depreciation
and Amortization expense for the year ended March 31,
2026 would have been higher by T 39.10 Crores and
profit before tax for the Year ended March 31, 2026
would have been lower by equivalent amount.
Had the goodwill not been amortized as required under
Ind AS 103, the Depreciation and Amortization expense
for the Year ended March 31, 2026, would have been
lower by T 6.60 Crores and the Profit Before Tax for the
corresponding periods would have been higher by an
equivalent amount. Goodwill amounting to T 580.96
Crores is outstanding as on March 31, 2026. Had the
goodwill not been amortized, assets of the company
would have been higher by T 745.90 Crores.
b) We draw attention to Note 37 in relation to deviation of
Financial Covenant as at March 31, 2026, the Company
was in compliance with all stipulated financial covenants
at a consolidated group level. However, there was
a deviation to one of the India standalone financial
covenants in relation to two borrowing arrangements.
The Company has three series of listed non-convertible
debentures aggregating to T 133.36 Crores outstanding
as at March 31, 2026. In respect of two series of
debentures, namely Debenture Series 2024 and
Debenture Series 2025 aggregating to T 84.44 Crores,
the Company did not satisfy one of the stipulated financial
covenants at the India standalone financial statement
level as at the reporting date. However, the Company
was in full compliance with the financial covenants at the
consolidated financial statement level.
The Company had requested waiver from the respective
debenture holders before March 31, 2026 for permitting
the deviation from the one standalone financial covenant
and certain debenture holders had already provided
the waiver in the above respect by March 31, 2026.
The balance waivers from other debenture holders are
awaited as on the date of approval of these financial
statements. Since these debentures are contractually
due for repayment during FY 2026-27, there is no
change in the classification of these debts as current
liabilities as at March 31,2026.
In respect of Debenture Series 2026 aggregating to
T 48.92 Crores, the Company had obtained modification
of certain covenants from the respective debenture
holders prior to March 31, 2026.
Further, in respect of term loan facility aggregating to
R 63.67 Crores, the Company obtained modification
of certain covenants from the respective lenders
subsequent to the reporting date but prior to approval of
these financial Statements.
The management believes that the aforesaid deviation
from standalone financial covenant is procedural in
nature and does not impact the Company’s ability to
meet its repayment obligations.
Our opinion is not modified in respect of these matters.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone
financial statements of the financial year ended 31st March 2026. 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.
We have fulfilled the responsibilities described in the ‘Auditor’s Responsibilities for the Audit of the Standalone Financial
Statements’ section of our report, including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements.
The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our
audit opinion on the accompanying standalone financial statements.
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Key Audit Matter
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How our Audit addressed the Key Audit Matter
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Impairment assessment of the carrying value of Goodwill (Refer Note 3 to the standalone financial statements)
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Company carries goodwill amounting to R 580.96
Crores in its standalone financial statements as at
March 31, 2026 which was recorded due to the
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Our procedures included the following:
• Obtained an understanding from the management with respect to
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merger of Dishman Pharmaceuticals and Chemical
Limited and Dishman Care Limited into Dishman
Carbogen Amcis Limited.
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process and controls followed by the Company to perform annual
impairment test related to goodwill and performed necessary audit
procedures to test the operating effectiveness of the relevant internal
controls during the year ended and as of March 31,2026;
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In terms with Ind AS 36, goodwill is tested for
impairment annually at the CGU level whereby the
carrying amount of the CGU (including goodwill)
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• Evaluated management’s identification of CGU’s, the carrying value
of each CGU and the methodology followed by management for the
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is compared with the recoverable amount of the
CGU. However, the goodwill generated on the
merger is amortized over a period of 99 years (i.e.,
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impairment assessment in compliance with the prevailing accounting
standards;
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revised life derived as on 1st April’24).
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• Involved our valuation specialists to assists us in evaluating
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methodologies, impairment calculations and underlying assumptions
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The recoverable amount is determined on the
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applied by the management in the impairment testing;
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basis of the value in use which is the present value
of future cash flows of the CGU using discounted
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• Evaluated appropriateness of key assumptions included in the cash
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cash flow model ‘Model’), which involves
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flow forecasts used in computing recoverable amount of each CGU,
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estimates pertaining to expected business and
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such as growth rates, profitability, discount rates, etc., with reference
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earnings forecasts and key assumptions including
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to our understanding of their business and historical trends; and
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those related to discount and long-term growth
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comparing past projections with actual results, including discussions
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rates. These estimates require high degree of
management judgment resulting in inherent
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with management relating to these projections;
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subjectivity.
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• Considered the impairment testing valuation report for goodwill
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outstanding in standalone books carried on by independent valuer;
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We considered this as a key audit matter due to
significant judgement and assumption involved in
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• Performed sensitivity analysis on these key assumptions to assess
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estimating future cashflow using the model.
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potential impact of downside in the underlying cash flow forecasts and
assessed the possible mitigating actions identified by management;
and
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• Evaluated the appropriateness of the disclosure in the standalone
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financial statements and assessed the completeness and
mathematical accuracy.
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Key Audit Matter
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How our Audit addressed the Key Audit Matter
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Impairment assessment of carrying value of investments in subsidiaries (Refer Note 4(a)(i) to the standalone financial
statements)
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The Company has equity investments in its unlisted
wholly owned subsidiaries and other group
companies amounting to T 2,828.24 Crores as at
March 31, 2026 (“Investments”) which are carried
at cost/fair value (net of impairment provision) as
per Ind AS 27 on ‘Separate Financial Statements’.
We considered the valuation of such Investments
to be significant to the audit, because of the
materiality of the Investments to the standalone
financial statements of the Company.
The management assesses at least annually
the existence of impairment indicators of each
investment. The management has assessed
the impairment of its investments by reviewing
the business forecasts of subsidiaries, using
discounted cashflow valuation model. The
recoverable amounts of the investments are
determined based on the management’s estimates
of future cashflows and their judgement w.r.t the
investee’s performance including key assumptions
related to discount and long-term growth rates.
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Our procedures included the following:
• Obtained understanding of design and implementation of relevant
internal controls w.r.t Investments including its impairment assessment;
• Performed necessary audit procedures to test the operating
effectiveness of the relevant internal controls with respect to valuation
of Investments including impairment assessment thereof during the
year ended as of March 31,2026;
• Obtained management’s evaluation of impairment analysis including
future cash flows used by the management in the model to compute
the recoverable value/value in use;
• Obtained the valuation report on Impairment testing of investments
in standalone books;
• Obtained the subsidiary auditors Impairment testing working file
certifying the fair value of Investment at various subsidiaries;
• Involved our valuation specialists to assists us in evaluating
methodologies, impairment calculations and underlying assumptions
applied by the management in the impairment testing;
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Accordingly, the impairment assessment of
Investments was determined to be a key audit
matter in our audit of the standalone financial
statements.
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• Evaluated the appropriateness of the disclosure in the standalone
financial statements and assessed the completeness and
mathematical accuracy.
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Evaluation of uncertain tax positions (Refer Note 29 to the standalone financial statements)
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The Company operates in multiple jurisdictions
and is subject to periodic challenges by local
tax authorities on a range of tax matters during
the normal course of business including transfer
pricing and indirect tax matters. This involves
significant management judgment to determine
the possible outcome of the uncertain tax
positions, consequently having an impact
on related accounting and disclosures in the
standalone financial statements. Hence, this has
been considered as a key audit matter.
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Our procedures included the following:
• Gained an understanding of the process of identification of claims,
litigations and contingent liabilities and identified key controls in the
process. For selected controls we have performed tests of controls;
• Obtained the summary of Company’s legal and tax cases and critically
assessed management’s position through discussions with the Legal
Counsel, Head of Tax and operational management, on both the
probability of success in significant cases, and the magnitude of any
potential loss;
• Inspected external legal opinions (where considered necessary) and
other evidence to corroborate management’s assessment of the risk
profile in respect of legal claims;
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• Engaged our tax specialists to technically appraise the tax positions
taken by management with respect to local tax issues;
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• Assessed the relevant disclosures made within the financial
statements to address whether they appropriately reflect the facts
and circumstances of the respective tax and legal exposures and the
requirements of relevant accounting standards.
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Key Audit Matter
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How our Audit addressed the Key Audit Matter
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Accounting and valuation of Hedging Instrument (Refer Note 11(d) to the standalone financial statements)
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The Company hedges its foreign currency risk and
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Our procedures included the following:
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interest rate risk through derivative instruments
and applies hedge accounting principles for
derivative instruments as prescribed by Ind AS
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• Obtained understanding of the company’s overall hedge accounting
strategy, forward contract valuation and hedge accounting process
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from initiation to settlement of derivative financial instruments
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109. Payable pertaining to derivative instruments
as at March 31, 2026 is amounting to T 84.35
Crores and debit balance of Cash Flow Hedge
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including assessment of the design and implementation of controls
and tested the operating effectiveness of those controls;
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Reserve of T 140.76 Crores (net of deferred tax)
as on that date.
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• Assessed company’s accounting policy for hedge accounting in
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accordance with Ind AS;
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These contracts are recorded at fair value and
cash flow hedge accounting is applied, such that
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• Tested the existence of hedging contracts by tracking to the
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gains and losses arising from fair value changes
are deferred in equity and recognized in the
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confirmations obtained from respective counter parties;
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standalone statement of profit and loss when
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• Tested management’s hedge documentation and contracts, on
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hedges mature and/or when the hedge item
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sample basis;
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occurs.
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• Involved our valuation specialists to assist in reperforming the year
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The valuation of hedging instruments and
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end fair valuations of derivative financial instruments on a sample
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consideration of hedge effectiveness has been
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basis and compared these valuations with those records by the
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identified as a key audit matter as it involves a
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company including assessing the valuation methodology and key
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significant degree of complexity and management
judgment and are subject to an inherent risk of
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assumptions used therein;
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error.
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• Assessed the relevant disclosures of hedge transactions in the
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financial statements.
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Revenue Recognition (Refer Note 16 to the standalone financial statements)
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The Company recognizes revenue from sale of
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Our procedures included the following:
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goods in accordance with the principles of Ind AS
115 - “Revenue from Contracts with Customers”.
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• We evaluated the design and tested the operating effectiveness of
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Revenue is recognized when control of the goods
is transferred to the customer, in an amount that
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key internal controls relating to revenue recognition, including year-
end cut-off procedures;
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reflects the consideration to which the Company
expects to be entitled in exchange for such
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• We assessed the appropriateness of the Company’s accounting
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goods. Revenue is measured net of returns, trade
discounts, rebates and taxes collected on behalf
of the government, if any.
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policy for revenue recognition in line with Ind AS 115 - “Revenue
from contract with customers”;
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• We performed substantive testing of revenue transactions recorded
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We identified revenue recognition as a key
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during the year by examining supporting documents such as
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audit matter due to the significance of revenue
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customer purchase orders, sales invoices, dispatch documents,
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to the financial statements and because the
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transport documents and customer acknowledgements, wherever
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determination of the timing of transfer of control
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applicable;
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involves assessment of contractual terms,
dispatch terms and cut-off procedures at the
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• We assessed whether the performance obligations identified by
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year end. Incorrect recognition of revenue in an
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the Company and the timing of recognition of revenue were in
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inappropriate accounting period could materially
impact the financial statements.
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accordance with the requirements of Ind AS 115;
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• We tested manual journal entries posted to revenue accounts and
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assessed their appropriateness;
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• We tested, on a sample basis, revenue transactions recorded before
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and after the financial year end date to assess whether revenue has
been recognized in the appropriate accounting period. Based on the
procedures performed, no material exceptions were noted.
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INFORMATION OTHER THAN THE STANDALONE
FINANCIAL STATEMENT AND AUDITOR’S REPORT
THEREON
The Company’s Board of Directors is responsible for the other
information. The other information comprises the information
included in the Board’s report and Annexure to Board’s Report
but does not include the standalone financial statements and
our auditor’s report thereon. The other information is expected
to be made available to us after the date of this 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
identified above when it becomes available and, in doing
so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially
misstated.
MANAGEMENT’S RESPONSIBILITY FOR THE
STANDALONE FINANCIAL STATEMENT
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, total comprehensive income, changes in equity
and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Indian Accounting Standards (Ind AS) specified under section
133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended. 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 standalone
financial statements 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.
Those Board of Directors are also responsible for overseeing
the Company’s financial reporting process.
AUDITOR’S RESPONSIBILITIES 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 judgment and maintain professional scepticism
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 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 with reference in financial statements 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 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 financial statements
represent the underlying transactions and events in a
manner that achieves fair presentation.
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.
REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS
1. As required by the Companies (Auditor’s Report) Order,
2020 (“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”, 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 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 Cash Flow
Statement dealt with by this Report are in agreement
with the books of account.
(d) In our opinion, the aforesaid standalone financial
statements comply with the Accounting Standards
specified under Section 133 of the Act, read
with Rule 7 of the Companies (Indian Accounting
Standards) Rules, 2015, as amended.
(e) On the basis of the written representations received
from the directors as on 31st March, 2026 taken
on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2026 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 with reference to these standalone financial
statements of the Company and the operating
effectiveness of such controls, refer to our separate
Report in “Annexure B” to this report.
(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 managerial remuneration has been paid by
the company to its directors during the year is in
accordance with provisions of Section 197 of the
Act read with Schedule V to the Act.
(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
29 to the standalone financial statements.
ii. Provision has been made in the financial
statements, as required under the applicable
law or accounting standards, for material
foreseeable losses, if any, on long-term
contracts including derivative contracts.
iii. There has been no delay in transferring
amounts, required to be transferred, to the
investor’s education and protection fund by
the company.
iv. (a) The Management has represented that,
to the best of their knowledge and belief,
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(s) or entities, 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;
(b) the management has represented, that,
to the best of their knowledge and belief,
n o fu nds have been received by th e
company from any person(s) or entity
(ies), 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; and
(c) Based on such audit procedures
performed that h ave been considered
reasonable and 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 mis¬
statement.
v. Company has not declared or paid any
dividend during the year.
vi. Based on our examination which included test
checks, the Company has used accounting
software for maintaining its books of account
which has a feature of recording audit trail
(edit log) facility and the same has operated
throughout the year for all relevant transactions
recorded in the software. However, the audit
trail feature is not enabled at the database
level for the accounting software, as described
in Note 41 to the financial statements. Further,
during the course of our audit we did not come
across any instance of audit trail feature being
tampered with in respect of the accounting
software and the audit trail has been
preserved by the company as per the statutory
requirements for record retention.
As the proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014 became applicable
from 1st April, 2023, the reporting under Rule
11(g) of the Companies (Audit and Auditors)
Rules, 2014 regarding the preservation of
audit trail as per the statutory requirements for
record retention is applicable for the financial
year ending 31st March, 2026. The Company
has preserved the audit trail in accordance
with the applicable statutory requirements.
For T R Chadha & Co. LLP
Chartered Accountants
Firm’s Reg. No.: 006711N/N500028
Brijesh Thakkar
Partner
Membership No.: 135556
UDIN: 26135556WHPLHF4944
Place: Ahmedabad
Date: May 19, 2026
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