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Marksans Pharma Ltd. Audit Report / Information 2023

May 30, 2023

62142_rns_2023-05-30_c6358d7a-530c-4a7f-88d8-db54d9ae69a7.pdf

Audit Report / Information

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BSELimited Corporate Relation Department Phiroze Jeejeeboi Towers, Dalal Street, Mumbai - 400001. Scrip Code: 524404

National Stock Exchange of India Limited Listing Department Exchange Plaza C-1, BJock-G. Bandra-Kurla Complex, Bandra (East). Mumbai - 400051. Symbol: MARK.SANS

Sub: Audited Financial Results for the quarter and financial year ended 3pt March, 2023 and Auditors Report thereon.

Dear Sir,

ln terms of Regulation 33 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, kindly find enclosed herewith Audited Financial Results (both Standalone and Consolidated) for the quarter and financial year ended 3 1st March. 2023 which have been approved by the Board of Directors at its meeting held today i.e. 30th May, 2023 along with Auditors Report thereon.

The meeting commenced at I 1.~ DO fl>land concluded at O]: "tr PM~

ln this connection, we hereby confirm that the Statutory Auditors have given their reports on the Audited Annual Financial Results for the financial year ended 3151March, 2023 (both Standalone and Consolidated) with unmodified opinion.

You are requested to note the above in your records.

Thanking y OU.

Y ow-s faithfully, For Marksans Pharma Limited

Harshavardhan Panigrahi Company Secretary

Encl: As above

CIN: l24110MH1992PLC066364

www.marksanspharma.com

Marksans Pharma Ltd.

11th Floor. "GRANDEUR", Opp. Gundecha Symphony, Veera Desai Extension Road, Oshiwara, Andheri (W), Mumbai - 400 053 • Tel.: +91 22 4001 2000 • Fax : +91-22 4001 2011 E-mail: [email protected]

Western Express Highway, Geetanjali Railway Colooy, Ram Nagar, Goregaon (El Mumbai 400063, INDIA Tel: .. 91 22 6238 0519

Independent Auditor's Report on Standalone Audited Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (List ing Obligations and Disclosure Requirements) Regulations 2015, as amended

To the Board of Directors of Marksans Pharma Limited

Report on the Audit of St andalone Financial Results

Opinion

We have audited the accompanying statement of standalone annual financial results of Marksans Pharma Limited (hereinafter referred to as 'the Company') for the year ended March 31, 2023 ('the Statement'), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (listing Obligations and Disclosure Requirements) Regulations, 2015, as amended {'listing Regulations').

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Statement:

  • (i) is presented in accordance with the requirements of the Listing Regulations in this regard; and
  • (ii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards ( 'Ind AS') prescribed under Section 133 of the Companies Act, 2013 ("the Act") read with Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of net profit and other comprehensive income and other financial information of the Company for the year ended March 31, 2023.

Basis for Opinion

We conducted our audit in accordance with t he Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Standalone financial results 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 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 thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to -provide a basis for our opinion.

Management and Board of Directors' Responsibilities for the Standalone Financial Results

This Statement, which is the responsibility of the Company's Management and approved by the Board of Directors, has been prepared on the basis of the standalone annual financial statements. The Company's Board of Directors are responsible for the preparation and presentation of this Statement that gives a true and fair view of the net profit and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in accordance with the Indian Accounting Standards prescribed under Section 133 of the Act read with Companies

MSKA & Associates Chartered Accountants

(Indian Accounting Standards) Rules, 2015, as amended issued thereunder and other accounting principles generally accepted in India and in compliance with the Listing Regulations. 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; maki ng judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Statement, the Board of Directors of the Company are responsible for assessing t he ability of the Company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the financial reporting process of the Company.

Auditor's Responsibilit ies for t he Audit of t he Standalone Financial Results

Our obj ectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance 1s 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 t he basis of these Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the Statement, 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 to standalone 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 the Board of Directors.
  • Conclude on the appropriateness of the Board of Directors 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 ability of the Company 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 Statement 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 Statement, including the disclosures, and whether the Statement represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance of the Company of which we are the independent auditors 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.

Other Matters

    1. The Statement of the Company for the year ended March 31, 2022, was audited by another auditor whose report dated May 30, 2022 expressed an unmodified opinion on those Statement.
    1. The Statement includes the results for the quarter ended March 31, 2023 being the balancing figure between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" which were subject to limited review by us.

Our opinion is not modified in respect of the above matters.

For M S K A & Associates Chartered Accountants ICAI Firm Registration No.105047W

Bhavik L. Shah Partner Membership No.: 122071 UDIN: 23122071 BGXNRL3577

Place: Mumbai Date: May 30, 2023

MARKSANS PHARMA LIMITED
CIN: L24110MH1992PLC066364

Registered Office: 11th Floor, Grandeur, Veera Desai Extension Road, Oshiwara, Andheri [West], Mumbai-400053
Telephone No.: 022-4001 2000, Fax No.: 022-4001 2011, Website: www.marksanspharma.com, E-mail: info@marksanspharm

STATEMENT OF AUDITED STANDALONE FINANCIAL RESULTS FOR THE YEAR ENDED 31 MARCH 2023

(₹ in million except per equity share data)
QUARTER ENDED YEAR ENDED
31 March 2023 31 Dec 2022 31 March 2022 31 March 2023 31 March 2022
Sr.
No.
PARTICULARS (AUDITED)
(Refer Note 3)
(UNAUDITED) (AUDITED)
(Refer Note 3)
(AUDITED) (AUDITED)
1 Revenue from operations 1,530.45 1,727.48 1,762.78 6,552.04 6,582.89
$\overline{2}$ Other income, net 43.03 157.14 76.48 604.82 422.51
3 Total Income (1+2)
Expenses
1,573.48 1,884.62 1,839.26 7,156.86 7,005.40
A Cost of materials consumed 853.60 828.80 839.78 3,384.90 3,279.91
B Purchase of stock-in-trade
Changes in inventories of finished goods,
171.20 158,70 130.01 661.45 457.06
C work-in-progress and stock-in-trade (73.82) 11.02 17,08 (101.86) 38.94
Ð Employee benefits expense 154.19 137.95 150.12 560.88 604,60
E Finance costs 6.58 8.48 12.78 36.13 37.95
F Depreciation and amortisation expense 35.09 41.79 46.08 167.37 176.63
G Other expenses 198.19 352.85 357.11 1,127.64 1,065.23
4 Total Expenses 1,345.03 1,539.59 1,552.96 5,836.51 5,660.32
5 Profit Before Tax (3-4)
Tax Expense:
228.45 345.03 286.30 1,320.35 1,345.08
(a) Current tax 64.70 87.25 83.21 303.54 300.08
(b) Current tax for earlier period (10.14) $\frac{1}{2}$ 0.08 (10.14) 0.08
(c) Deferred tax (4.21) 1.56 (11.26) (1.71) 5.04
6 Total Tax Expense 50.35 88.81 72.03 291.69 305.20
$\overline{7}$ Profit for the period/year (5-6)
Other Comprehensive Income
178.10 256.22 214.27 1.028.66 1,039.88
Items that will not be reclassified to
profit or loss
Remeasurements of the net defined benefit.
liabilities/assets, net
Tax on above
(8, 36)
2.10
0.15
(0.04)
2.58
(0.65)
(7.90)
1.99
0.61
(0.15)
$\mathbf{\tilde{z}}$ Other Comprehensive Income/(Loss) for
the period/year
(6.26) 0.11 1.93 (5.91) 0.46
Total Comprehensive Income for the
g period/year (7+8) 171.84 256.33 216.20 1,022.75 1,040.34
10
11
12
Paid up Equity Share Capital (face value ₹1
each fully paid)
Other equity
Earnings per equity share of ₹1 each*
453.16 402.96 409.31 453.16
10,660.05
409.31
7,437.42
Basic 0.43 0.63 0.52 2.48 2.54
Diluted 0.43 0.63 0.52 2.48 2.54

* EPS is not annualised for the quarter ended 31 March 2023, 31 December 2022 and 31 March 2022.

$7m$ PHA MUMBAI-53

AUDITED STANDALONE BALANCE SHEET

(t in million )
Particulars As at As at
31 March 2023 31 March 2022
(AUDITED} (AUDITED)
ASSETS
Non-current assets
Property, plant and equipment 1,408.81 1,318.61
Capital work-in-progress 39.05 -
Intangible assets 30.59 36.51
Financial assets
Investments 2,657.53 2,360.74
Other financial assets 14.05 26.08
Other non-current assets 152.23 15.54
Non Current tax assets (net) 8.70 -
Total non-current assets 4,31 0.96 3,757.48
Current assets
Inventories 1,309.52 1,036.75
Financial Assets
Investments 5.40 4.35
Trade receivables 3,054.92 2,467.83
Cash and cash equivalents 1,483.13 81 1.89
Bank balances other than above 2,919.49 1,428.59
Other financial assets 29.34 83.76
Other current assets 335.84 65.43
5,898.60
Total current assets 9,137.64
13,448.60
9,656.08
TOT AL ASSETS
EQUITY AND LIABILITIES
EQUITY
Equity share capital 453.16
10,660.05
409.31
7,437.42
Other equity
Total equity
11,113.21 7,846.73
LIABILITIES
Non-current liabilities
Financial liabilities
Lease liabilities 51.80 35.46
Provisions 31.81 18.56
Deferred tax liabilities (net) 86.38 90.08
Total non current liabilities 169.99 144.10
Current liabilities
Financial liabilit ies
Borrowings
Lease liabilities -
25.08
50.00
57.59
Trade payables
Total outstanding dues of micro enterprises and small enterprises 155.77 67.48
Total outstanding dues of other than micro enterprises and small enterprises 960.00 677.06
Other financial liabilities 125.90 163.11
Other current liabilities 825.50 568.80
Provisions 13.26 7.24
Current lax liabilities (net) 59.89 73.97
Total current liabilities 2,165.40 1,665.25
Total liabilities 2,335.39 1,809.35
TOTAL EQUITY AND LIABILITIES 13,448.60 9,656.08

STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2023

(f In Million)
Particulars Year ended
31 March 2023
(AUDITED)
Year ended
31 March 2022
(AUDITED)
A. Cash flow from Operating Activities
Profit before tax 1,320.35 1,345.08
Adjustments to reconcile profit before tax to net cash provided by operating activities
-Depreciation and amortisation 167.37 176.63
-Exchange differences on translation of assets and liabilities, net (6.28) (89.52)
-Loss on sale/ disposal of property, plant and equipment, net 0.61
-Finance costs 36.1:l 37.95
-Dividend income from a subsidiary (108.33)
(102.94)
(98.86)
(59.32)
-Interest income
-Loss / (gain) arising on financial assets measured at FVTPL, net
108.02 (56.23)
-Loss on lease modification 0.65
-Allowance ror credit losses on trade receivables (Including bad debts)
Operating proflt before working capital changes
13.84
1,429.42
10.01
1,265.74
Movements in working capital:
Increase in inventories (272.77) {99.89)
Increase in trade receivables (598.48) (705.65)
(52.63)
Increase in Non-currenVcurrent financial and other assets
Increase in trade payables
(293.18)
375.51
109.92
Increase In provisions and other liabilities 192.93 360.55
Cash generated from operations 833.43 878.04
Income taxes paid (net) (316.18) (318.33)
Net cash generated from operating activities (A) 517.25 559.71
B. Cash flow from Investing Activities:
Payments to acquire property, plant and equipment (including capital work in progress) (352.79) (228.50)
Proceeds from sale of property, plant and equipment 0.18
Investment in deposits (net) and other bank balances (1,490.90) (1,196.66)
Purchase of Investments (1.00) (1.50)
Escrow and other deposit pertaining to buy back of equity shares 150.00
Redemption of escrow and other deposit pertalning to buy back of equity shares (150.00)
Payment for acquisition of a subsidiary (Refer Note 5) (275.41)
Investment in a subsidiary (21. 38)
Dividend income from a subsidiary 108.33 98.86
Interest received 86.75 47.19
Net Cash (used In) Investing Activities (B) (1,946.22) (1,280.61)
C. Cash flow from Financing Activities:
Proceeds from issue of share warrants (net of issue expenses) 2,747.09 911.55
Buy back of equity shares (including transaction cost U.22 million and tax on buy back
U3.SO million) (401.66)
Payment of dividend {101.71) (105.83)
Redemption of 7% redeemable cumulative preference shares (50.00)
Repayment of principal portion of lease liabillties ~ncluding interest on lease liabilities) (57.40) (62.67)
Interest cost paid (36.13) (34.45)
Net Cash generated from Financing Activities (C) 2,100.19 708.60
Net increase in cash and cash equivalents (A+B+C) 671.22 (12.30)
Cash and cash equivalents at the beginning of the year 811.89 824.19
Effect of exchange rate changes on cash and cash equivalents 0.02
Cash and cash equivalents at the end of the period 1,483.13 811.89

Notes :

1 The above Cash Flow Statement is prepared under the "Indirect Method" as set out in Ind AS 7.' Statement of Cash Flows'.

2 Amounts In bracket represent cash outflow

NOTES TO AUDITED STANDALONE FINANCIAL RESULTS

  • 1 The audited standalone financial results for the year ended 31 March 2023 were reviewed by the Audit Committee and
    approved by the Board of Directors at their respective meeting held on 30 May 2023. These results have be
  • 2 These results are prepared in accordance with the recogni in bris no nt principles laid do n in the applicable Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013, read with the
    Companies (Indian Accounting Standards) Rules 2015, as amended, and in terms of Regulation 33 of the SEB (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.
  • 3 The figures of the quarter ended 31 March, 2023 and 31 March, 2022 are the balancing figures between the audited
    figures in respect of the full financial years and the unaudited published year-to-date figures upto 31 Dec
  • 4 The Company operates in one reportable business segment namely 'Pharmaceuticals' as per Ind AS 108 on 'Operating Seaments'
  • 5 The Board of Directors (in the meeting held on 30 May, 2023) has declared payment of dividend of Rs. 0.50 per equity share of Re 1/- each (50%) for the Financial Year 2022-23.
  • 6 Pursuant to the Special Resolution passed by the shareholders at the Extra-ordinary General Meeting held on 09 July, 2021, the Board of Directors of the Company at its meeting held on 23 July, 2021, had issued and allott

During the quarter, the Company has received the balance 75% allotment monies amounting to Rs. 2,793 million from
the respective allottees by 18 January 2023. The Board of Directors at its meeting held on 20 January 2023, by the said allottees.

    1. On 01 June 2022, the Company has acquired 100% share capital of Access Healthcare for Medical Products LLC, a company based in Dubai for a consideration of Rs. 275.41 million (AED 13 Million) having marketing authorizat supproved by UAE regulatory authorities for various products. It is engaged in the business of marketing and promoting
      medicines in the United Arab Emirates and neighbouring countries. Post acquisition, the Company has mad
  • 8 On 11 October 2022, the Company has entered in to a Business Transfer Agreement with Tevapharm India Private Limited to acquire its manufacturing facility relating to the manufacture and supply of pharmaceutical formulations in
    Goa as a going concern on a slump sale basis. Manufacturing site is spread across 47,597 square meters. The transaction is in cash consideration.

Subsequent to 31 March, 2023, the Company has completed the above acquisition for a consideration of Rs. 779.47
million (excluding other acquisition cost) from Tevapharm India Private Limited. No impact for the said acquis been given in these financial results as this is a non adjusting event.

Board of Directors at its meeting held on 08 July, 2022 had approved the proposal to buy back its own fully paid 9 The up Equity Shares of face value Re. 1/- each up to a maximum price of Rs. 60 per Equity Share ("Maximum Buyback
Price") payable in cash for an aggregate buy back consideration not exceeding Rs. 600 millions ("Maximum Offer
Equity Shares of the Company (other than those who are promoters, members of the promoter group and persons in ntrol of the Company)

During the year, the Company bought back and accounted buy back of 6,474,275 equity shares which were
extinguished on or before 18 January 2023 and completed the aforesaid buyback offer.

Aforesaid buyback offer resulted in a cash outflow of ₹ 401.66 million (including transaction costs of ₹ 7.22 million and
tax on buyback of ₹ 73.30 million). The volume weighted average buyback price is ₹ 49.60 per equity

The Company funded the buy back from its free reserves, including securities premium, as explained in Section 68 of
the Companies Act, 2013. In accordance with Section 69 of the Companies Act, 2013, the Company has created m Dateinad an inen Keis

  • 10 On September 05, 2022, the Company has redeemed at par entire 500,000 7% Redeemable cumulative preference shares aggregating to Rs. 50 million.
  • 11 The figures for the corresponding previous year / period's have been regrouped / reclassified, wherever considered necessary, to make them comparable with current period's classification.
    1. The above audited standalone financials results of the Company are available on the Company's and stock exchanges websites (www.marksanspharma.com), BSE (www.bseindia.com) and NSE (www.breakers of the Company are listed.

PHAN G MUMBAI-53

$\cancel{1}$ $\boldsymbol{\psi}$ Mark Saldanha naging Directo

DIN: 00020983

Date: 30 May 2023 Place: Mumbai www.marksenspharma.com

MS KA & Associates Chartered Accountants

HO 602, Roor 6. Raheja Titanium Western Express Highway, Geetanjali Railway Colony. Ram Nagar, Goregaoo (El Mumbai 400063, INDIA Tel: +91 22 6238 0519

Independent Auditor's Report on Consolidated Audited Annual Financial Results of the Group pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended

To the Board of Directors of Marksans Pharma Limited

Report on the Audit of Consolidated Financial Results

Opinion

We have audited the accompanying statement of consolidated annual financial results of Marksans Pharma Limited (hereinafter referred to as the 'Holding Company') and its subsidiaries (Holding Company and its subsidiaries together referred to as "the Group"), for the year ended March 31, 2023, ('the Statement') attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations').

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate audited financial statements of the subsidiaries the aforesaid Statement:

Sr. No Name of the Enti
1 Marksans Pharma UK) Limited
2
R e one em 1m1t
l
h
L
ed
r
ns
0 y
own
SU SI 1ary
0
Pharma (UK) Limited
3 Marksans Holdings Limited of
Wholly
owned
Marksans
subsidiary
Pharma (UK) Limited
4 Bell, Sons and Co. (Druggists) Limited of
Wholly
owned
subsidiary
Marksans
Holdimis Limited
5 Marksans Pharma Inc. Wholly owned subsidiary
6 Time-Cap Laboratories Inc. of
Wholly
owned
subsidiary
Marksans
Pharma Inc.
7 Marise Ann Inc. subsidiary
of
Wholly
owned
Marksans
Pharma Inc. w.e.f. November 8, 2022
8 Custom Coating Inc. Wholly
of Time-Cap
owned
subsidiary
Laboratories Inc.
9 Marksans Realty LLC of Time-Cap
Wholly
owned
subsidiary
Laboratories Inc.
10 Nova Pharmaceuticals Australasia Pty Ltd Subsidiary (60% Holding)
11 Nova Pharmaceuticals Limited of
Wholly
owned
subsidiary
Nova
Pharmaceuticals Australasia Pty Ltd
12 I Access Healthcare for Medical
Products
LLC
Wholly owned subsidiary w.e. f. June 1, 2022
13 Marksans Pharma GmbH (under liquidation) Wholly owned subsidiary
I

i. includes the annual financial results of Holding Company and the following entities

MS KA & Associates Chartered Accountants

  • ii. is presented in accordance with the requirements of the Listing Regulations in thi s regard; and
  • iii. gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 ("the Act") read with Companies (Indian Accounting Standards) Rules, 2015, as amended and other accounting principles generally accepted in India, of net profit and other comprehensive income and other financial information of the Group for the year ended March 31, 2023.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Results section of our report. We are independent of the Group, in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the Consolidated 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 Code of Ethics.

We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matters" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Management and Board of Directors' Responsibilities for the Consolidated Financial Results

This Statement, which is the responsibility of the Holding Company's Management and approved by the Holding Company's Board of Directors, has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of this Statement that gives a true and fair view of the net profit and other comprehensive income and other financial information of the Group in accordance with the recognition and measurement principles laid down in accordance with the Indian Accounting Standards prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015, as amended and other accounting principles generally accepted in India and in compliance with t he Listing Regulations. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group 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 the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement , whether due to fraud or error, which have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.

In preparing the Statement, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Head Office: 602, 000f 6. Raheja Tit.in,um, Western Express Highway, Geetanjah Railway Colooy, Ram Hagar, Goregaon IEl, /,'.umbal 400063, INDIA, Tel. •91226238 0519 Ahmedabad I Bentaturu I Chcnna, I Goo I Guruiram I Hyderabad I 1<ocn1 I Kolkata I /,ic:nnbai Pune --w.mska.ln

MSKA Et Associates Chartered Accountants

The respective Board of Directors of the companies included in the Group are responsible for overseeing the financial reporting process of the Group.

Auditor's Responsibilit ies for the Audit of the Consolidated Financial Results

Our obj ectives are to obtain reasonable assurance about whether the Statement as a whole is 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 basi s of this Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the Statement, 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 Holding Company has adequate internal financial controls with reference to consolidated 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 the Board of Directors.
  • Conclude on the appropriateness of the Board of Directors 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 ability of the Group 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 Statement 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 Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial results/financial information of the entities within the Group to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Statement of which we are the independent auditors. For the other entities

Head Office: 602, floor b, Raheja n tanium, Western Expr~, Highway, Geetanjali R,1tlway Colony, Ram Nagar, Goregaon (E) Mumbai 400063, INDIA, Tel: +91 12 1>238 0519 Ahmedabad I Bengaluru I Chenna! I Goa I Gurugram I Hyderabad Kochi I Kolkata I Mumbai I P,me www.mska.in

MS KA & Associates Chartered Accountants

included in the Statement, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the Statement of which we are the independent auditors 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.

We also performed procedures in accordance with the circular issued by SEBI under Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable.

Other Matters

  1. The Statement includes the audited Financial Results of ten subsidiaries, whose financial information reflect Group's share of total assets of Rs. 12,756.49 million as at March 31, 2023, Group's share of total revenue of Rs. 15,492.50 million, Group's share of total net profit after tax of Rs. 1,ll9.66 million, and Group's share of total comprehensive income of Rs. 1,779.66 million for the year from April 01 , 2022 to March 31, 2023 and Group's net cash inflow of Rs. 1,606.04 million for the year ended on March 31, 2023 respectively, as considered in the Statement, which have been audited by the other auditors whose reports on financial information of these entities have been furnished to us and our opinion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these entities, is based solely on the report of such auditors and the procedures performed by us are as stated in paragraph above.

Our opinion is not modified in respect of the above matter with respect to our reliance on the work done and the reports of the other auditors.

These subsidiaries are located outside India whose financial information have been prepared in accordance with the accounting principles generally accepted in their respective countries and which has been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Holding Company's Management has converted the financial statements of such subsidiaries located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India.

We have audited these conversion adjustments made by the Holding Company's Management. Our opinion on the Statement, in so far as it relates to the financial statements of such subsidiaries, located outside India is based on the report of other auditors and the conversion adjustments prepared by the Management of the Holding Company and audited by us.

Our opinion is not modified in respect of the above matter.

MS KA &: Associates Chartered Accountants

  1. The Statement includes the unaudited Financial information of three subsidiaries whose Financial information reflect Group's share of total assets of Rs. 931. 90 million as at March 31, 2023, Group's share of total revenue of Rs. 1,926.86 million, Group's share of total net loss after tax of Rs. 24.67 million, and Group' s share of total comprehensive loss of Rs. 24.67, for the year from April 1, 2022 to March 31 , 2023 and Group's net cash outflow of Rs. 111.22 million for the year ended on March 31, 2023 respectively, as considered in the Statement. These unaudited Financial information have been furnished to us by the Management and our opinion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on such unaudited Financial information. In our opinion and according to the information and explanations given to us by the Management, these Financial Statements are not material to the Group.

Our opinion is not modified with respect to the Financial Statements certified by the Management.

    1. The Statement for the year ended March 31, 2022, was audited by another auditor whose report dated May 30, 2022 expressed an unmodified opinion on those Statement.
    1. The Statement includes the results for the quarter ended March 31, 2023 being the balancing figure between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" which were subject to limited review by us.

For MS KA & Associates Chartered Accountants ICAI Firm Registration No.105047W ~

'lls -" ~ if"

Bhavik L. Shah Partner Membership No.: 122071 UDIN: 23122071 BGXNRM5546

Place: Mumbai Date: May 30, 2023

MARKSANS PHARMA LIMITED
CIN: L24110MH1992PLC066364

بر Registered Office: 11th Floor, Grandeur, Veera Desai Extension Road, Oshiwara, Andheri [West], Mumbai-400053
Telephone No.: 022-4001 2000, Fax No.: 022-4001 2011, Website: www.marksanspharma.com, E-mail: info@marksans

STATEMENT OF AUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 31 MARCH 2023

(₹ in million except per equity share data)
QUARTER ENDED
YEAR ENDED
31 March 2023 31 Dec 2022 31 March 2022 31 March 2023 31 March 2022
Sr. PARTICULARS (AUDITED) (UNAUDITED) (AUDITED) (AUDITED) (AUDITED)
No. Revenue from operations (Refer Note 3) 4.798.29 (Refer Note 3) 18,521.39 14,908.39
$\mathbf{1}$ 4,859.76 4,180.43
$\overline{2}$ Other income, net 110.09 176.52 153.44 593.13 418.53
3 Total Income (1+2)
Expenses
4,969.85 4,974.81 4,333.87 19,114.52 15,326.92
A. Cost of materials consumed 1.122.00 1,798.38 1.240.43 6.129.70 5,406.69
B Purchase of stock-in-trade 638.39
Changes in inventories of finished goods, 1,623.97 1,034.41 3.147.82 1,632.53
$\overline{C}$ work-in-progress and stock-in-trade (307.56) (41.94) (158.70) (63.94) 128,95
D Employee benefits expense 608.90 621.89 603.63 2,393,71 2.203.02
Ε Finance costs 24.40 23.52 50.28 91.28 84.46
$\mathbb F$ Depreciation and amortisation expense 139.44 127.42 213.57 518.53 447.76
G Other expenses 716.96 1,015.13 824.26 3,520.89 2.948.40
4 Total Expenses 3,928.11 4,182.79 3,807.88 15,737.99 12,851.81
5 Profit Before Tax (3-4) 1,041.74 792.02 525.99 3,376.53 2,475.11
Tax Expense:
(a) Current tax 202.12 164.19 173.57 715.67 571.02
(b) Current tax for earlier period (3.33) 0.08 (3, 33) 0.08
(c) Deferred tax 15.85 4.77 55.81 10.98 35.87
6 Total Tax Expense 214.64 168.96 229.46 723.32 606.97
$\overline{7}$ Profit for the period/year (6-6) 827.10 623.06 296.63 2,653.21 1,868.14
Other Comprehensive Income
Items that will not be reclassified to profit
or loss
Remeasurements of the net defined benefit
liabilities/assets, net (8.36) 0.15 2.58 (7.90) 0.61
Tax on above 2.10 (0.04) (0.65) 1.99 (0.15)
Items that will be reclassified to profit or
loss
Foreign currency translation reserve
58.30
Other Comprehensive Income/(Loss) for 659.46 485.91 528.02 502.37
8 the period/year 52.04 659,57 487.84 522.11 502.83
Total Comprehensive Income for the
9 period/year (7+8) 879.14 1,282.63 784.37 3,175.32 2,370.97
Net Profit attributable to:-
Owners of the Company 819.32 634.08 281,09 2,663.08 1,845.69
Non-Controlling interests 7.78 (11.02) 15.44 (9.87) 22.45
Other Comprehensive Income attributable
$to:-$
Owners of the Company 56.38 646.69 485,35 520.15 506.84
Non-Controlling interests (4.34) 12.88 2.49 1.96 (4.01)
Total Comprehensive Income attributable
to:-
Owners of the Company 875.70
Non-Controlling interests 3.44 1,280,77
1.86
766.44 3,183.23 2.352.53
17.93 (7.91) 18.44
Paid up Equity Share Capital (face value ₹1
10 each fully paid) 453.16 402.96 409.31 453.16 409.31
11 Other equity 16,998.46
12 Earnings per equity share of ₹1 each* 11,613.39
Basic 1.97 1.56 0.69 6.41 4.51
Diluted 1.97 1.56 0.69 6.41 4.51

EPS is not annualised for the quarter ended 31 March 2023, 31 December 2022 and 31 March 2022.

$\oint M$ PH2 MUMBAI-53

AUDITED CONSOLIDATED BALANCE SHEET

(' in million )
Particulars As at As at
31 March 2023 31 March 2022
(AUDITED) !AUDITED)
ASSETS
Non-current assets
Property, plant and equipment 3,796.43 3,415.92
Capital work-in-progress 72.46 6.95
Goodwill 384.89 300.25
Intangible assets 681.73 566.92
Intangible assets under development 26.24 18.77
Financial assets
Other financial assets 34.77 26.08
Deferred tax assets (net) - 38.57
15.54
Other non-current assets 145.66
8.70
-
Non current tax assets (net) 5,150.88 4,389.00
Total non-current assets
Current assets
Inventories 4,847.39 4,244.42
Financial Assets
Investments 5.40 4.35
Trade receivables 4,168.46 3,947.78
Cash and cash equivalents 3,824.37 2,064.06
Bank balances other than above 3,325.25 1,428.59
Other financial assets 36.55 83.76
Other current assets
Current tax assets (net)
526.43
19.16
208.49
30.55
Total current assets 16,753.01 12,012.00
TOT AL ASSETS 21,903.89 16,401.00
EQUITY AND LIABILITIES
EQUITY
Equity share capital 453.16 409.31
Other equity 16,998.46 11 ,613.39
Equity attributable to owners of the Company 17,451.62 12,022.70
Non-Controlling interests 199.10 207.01
Total equity 17,650.72 12,229.71
LIABILITIES
Non-current liabilities
Financial liabilities
Lease liabilities 656.89 414.34
Provisions 32.52 18.56
Deferred tax liabilities (net) 153.86 176.21
Total non current liabilities 843.27 609.11
Current liabilities
Financial liabilities
Borrowings 415.88 412.92
Lease liabilities 156.68 280.52
Trade payables
Total outstanding dues of micro enterprises and small enterprises 155.77 67.48
Total outstanding dues of other than micro enterprises and small enterprises 2,150.24 1,933.31
Other financial liabilities
Other current liabilities
152.91
112.38
655.98
31.46
Provisions 13.26 7.24
Current tax liabilities (net) 252.78 173.27
Total current liabilities 3,409.90 3,562.18
Total liabilities 4,253.17 4,171.29
TOTAL EQUITY AND LIABILITIES 21,903.89 16,401.00

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2023 (fin Million)
Particulars Year ended
31 March 2023
{AUDITED)
Year ended
31 March 2022
(AUDITED)
A. Cash Flow from Operating Activities
Profit before tax 3,376.53 2,475.11
Adjustments to reconcile profit before tax to net cash provided by operating activities
-Depreciation and amortisation 518.53 447.76
-Exchange differences on translation of assets and liabilities, net (1.98) (89.51)
-Loss on sale / disposal of property, plant and equipmen~ net 2.64
-Finance costs 91.28 84.46
-Interest income (120.37) (59.73)
-Loss / (gain) arising on financial instruments measured at FVTPL, net 108.02 (56.23)
-Loss on lease modification 0.65
-Allowance for credit losses on trade receivables (Including bad debts) 143.61 26.32
Operating profit before working capital changes 4,118.91 2,828.18
Movements in working capital:
Increase in Inventories (448.50) (178.49)
Increase in Trade receivables (275.18) (1,039.34)
Increase in Non-current/current financial and other assets (223.17) (74.09)
Increase in Trade Payable 224.23 284.79
Increase in Non-current/current financial and other liabilities/provisions (392.03) (99.89)
Cash generated from operations 3,004.26 1,721.16
Income tax paid (net) (630.14) (728.59)
Net cash generated from operating activities (A) 2,374.12 992.57
8. Cash flow from Investing Activities:
Payments to acquire property, plant and equipment and intangible assets (536.31) (463.30)
Proceeds from sale of property, plant and equipment 3.77 0.34
Investment in deposits (net) and other bank balances (1,896.66) (427.05)
Purchase of Investments (1.00} (1.50)
Escrow and other deposit pertaining to buy back of equity shares 150.00
Redemption of escrow and other deposit pertaining to buy back of equity shares
Payment for acquisition of a subsidiary (net of cash acquired)
(150.00)
Interest received (266.10)
Net Cash used in Investing Activities (B) 104.18
(2,592.12)
47.60
(843.91)
C. Cash flow from Financing Activities:
Proceeds from issue of share warrants (net of issue expenses)
Buy back of equity shares (including transaction cost Rs. 7.22 million and tax on buy back 2,747.09 911.55
Rs. 73.30 million) (401 .66)
Payment of dividend (101.71) (105.83)
Redemption of 7% redeemable cumulative preference shares (50.00)
Proceeds from borrowings, net 52.96 225.52
Repayment of principal portion of lease liabilities (177.11} (155.17)
Repayment of interest portion of lease liabilities (30.62) (38.73)
Interest paid (60.66) (42.23)
Net Cash generated from Financing Activities (C} 1,978.29 795.11
Net increase in cash and cash equivalents (A+B+C} 1,760.29 943.77
Cash and cash equivalents at the beginning of the year 2,064.06 1,120.29
Effect of exchange differences on transalation of foreign currency cash and cash
equivalents
0.02
Cash and cash equivalents at the end of the year

Notes:

1 The above Cash Flow Statement is prepared under the "Indirect Method" as set out in Ind AS 7,' Statement of Cash Flows'.

2 Amounts in bracket represent cash outflow.

NOTES TO AUDITED CONSOLIDATED FINANCIAL RESULTS

  • 1 The audited consolidated financial results for the year ended 31 March 2023 of Marksans Pharma Limited (the Company or the holding company) and its subsidiaries (collectively referred as the Group) were reviewed by the
    Audit Committee and approved by the Board of Directors at their respective meeting held on 30 May 2023. These results have been subjected to an audit by the Statutory Auditors of the Company who have issued u
  • 2 The audited consolidated financial results of the Group have been prepared in accordance with the recognition and The autosea constants and down in the Indian Accounting Standards (The AST) as prescribed under section 133 of
    the Companies Act 2013, as amended, read with the Companies (Indian Accounting Standards) Rules 2015, as
    amende 2015, as amended.
  • 3 The figures of the quarter ended 31 March, 2023 and 31 March, 2022 are the balancing figures between the audited figures in respect of the full financial years and the unaudited published year-to-date figures upto 31 December for
    respective years which were subjected to limited review.
  • 4 The Group has only one reportable segment namely 'Pharmaceuticals' as per Ind AS 108 on 'Operating Segments'.
  • 5 The Board of Directors (in the meeting held on 30 May, 2023) has declared payment of dividend of Rs. 0.50 per equity share of Re 1/- each (50%) for the Financial Year 2022-23.
  • 6 Pursuant to the Special Resolution passed by the shareholders at the Extra-ordinary General Meeting held on 09 July Posted to the Special resolution passed by the shareholders at the CATA (1992), the South of Directors of the Company at its meeting held on 23 July, 2021, had issued and allotted 1,000,000
    Convertible warrants to Mr. Mark Limited at a price of Rs. 74 per warrant on preferential basis. In terms of the issue of the warrants, the Company had received 25% of the price i.e. Rs. 931 million by 20 July 2021.
  • During the quarter, the Company has received the balance 75% allotment monies amounting to Rs. 2,793 million from
    the respective allottees by 18 January 2023. The Board of Directors at its meeting held on 20 January 2023, FVCI Limited at an issue price of Rs. 74 each upon conversion of equal number of warrants exercised for conversion by the said allottees
  • 7 On 1 June 2022, the holding company has acquired 100% share capital of Access Healthcare for Medical Products
    LLC, a company based in Dubai for a consideration of Rs. 275,41 million (AED 13 Million) having marketing
    auth substitution in the United Arab Emirates and neighbouring countries. Consequent to the acquisition,
    Access Healthcare for Medical Products LLC is a subsidiary of the holding company w.e.f. 1 June 2022. As per Ind AS
    103 on has recorded Goodwill amounting to Rs. 66.83 million (AED 3.13 Million) and Marketing Rights amounting to Rs. 186.37 million (AED 8.82 Million).
  • 8 On 11 October 2022, the holding company has entered in to a Business Transfer Agreement with Tevapharm India
    Private Limited to acquire its manufacturing facility relating to the manufacture and supply of pharmaceutical
    meters. This manufacturing facility has approvals to manufacture products from EU, Health Canada and Japanese
    Health Authority. The transaction is in cash consideration,
  • Subsequent to 31 March, 2023, the holding company has completed the above acquisition for a consideration of Rs.
    779.47 million (excluding other acquisition cost) from Tevapharm India Private Limited. No impact for the sai
  • 9 The Board of Directors at its meeting held on 08 July, 2022 has approved the proposal to buy back its own fully paid up Equity Shares of face value Re. 1/- each up to a maximum price of Rs. 60 per Equity Share ("Maximum Equity Shares of the Company (other than those who are promoters, members of the promoter group and persons in ol of the Company).
  • During the year, the Company bought back and accounted buy back of 6,474,276 equity shares which were
    extinguished on or before 18 January 2023 and completed the aforesaid buyback offer.
  • Aforesaid buyback offer resulted in a cash outflow of ₹ 401.66 million (including transaction costs of ₹ 7.22 million and
    tax on buyback of ₹ 73.30 million). The volume weighted average buyback price is ₹ 49.60 per equity 1,58% of the pre-buyback paid up equity share capital of the Company
  • The Company fu ded the buy back from its free reserves, including securities premium, as explained in Section 68 of the Companies Act, 2013. In accordance with Section 59 of the Companies Act, 2013, the Company has created
    "Capital Redemption Reserve" of Rs. 6.47 million equal to the nominal value of the shares bought back as an
  • 10 On 05 September 2022, the holding company has redeemed at par entire 500,000 7% Redeemable cumulative preference shares aggregating to Rs. 50 million.
  • 11 The figures for the corresponding previous year / period's have been regrouped / reclassified, wherever considered necessary, to make them comparable with current period's classification
  • 12 The above audited consolidated financi ils results of the Group are available on the Company's and stock exchanges websites (www.marksanspharma.com), BSE (www.bseindia.com) and NSE (v the Company are listed. RIKS ATA

PHAT

MUMBAI-53

26

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$\overline{c}$

$n \times M$

$\boldsymbol{\psi}$ Mark Saldanha Directo

DIN: 00020983

Date: 30 May 2023 Place: Mumba www.marksanspharma.com