We have audited the Standalone Financial Statements of Tata
Chemicals Limited (the "Company") which comprise the Standalone
Balance Sheet as at March 31,2026, and the Standalone Statement of
Profit and Loss (including Other Comprehensive Income), Standalone
Statement of Changes in Equity and Standalone Statement of Cash
Flows for the year then ended, and notes to the Standalone Financial
Statements, including material accounting policies and other
explanatory information.
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 ("Act") in the manner so required and give a true and fair view
in conformity with the accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31,2026, and
its profit and other comprehensive income, changes in equity and its
cash flows for the year ended on that date.
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 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 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 we have
obtained is sufficient and appropriate to provide a basis for our
opinion on the Standalone Financial Statements.
Key Audit Matters
Key audit matters are those matters that, in our professionaljudgment,
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.
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Revenue Recognition
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See Note 2.14 and 23 to Standalone Financial Statements
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The key audit matter
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How the matter was addressed in our audit
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Revenue is recognised when the performance obligation is satisfied
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Our audit procedures included:
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at a point in time by the Company by transferring the underlying
products to the customer.
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• Assessing the Company's revenue recognition accounting
policies for compliance with Ind AS;
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Revenue is measured based on transaction price, which is the
consideration, after deduction of discounts.
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• Testing the design, implementation and operating effectiveness
of the Company's manual and automated (Information
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Due to the Company's sales under various contractual terms and
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Technology - IT) controls on recording revenue. We also involved
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across locations, delivery to customers in different regions might
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IT specialists for testing of IT general and application controls;
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take different time periods and may result in undelivered goods at
the period end. We consider there to be a risk of misstatement of the
financial statements related to transactions occurring close to the year
end, as transactions could be recorded in the incorrect financial period
(cut-off risk).
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• Testing the controls around the timely and accurate recording
of sales transactions. We also tested the Company's lead
time assessment and quantification of any sales reversals for
undelivered goods. In addition, we tested the Inco-terms set out
in the sales contracts;
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Revenue Recognition
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See Note 2.14 and 23 to Standalone Financial Statements
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The key audit matter
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How the matter was addressed in our audit
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There is also a risk of revenue being overstated for specialty chemical
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Performing testing on selected statistical samples of revenue
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business due to fraud through booking fictitious sales resulting from
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transactions recorded throughout the year for specialty chemical
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pressure on the Company to achieve performance targets during the
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business and at the year end for specialty as well as basic chemical
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year as well as at the reporting period end.
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business and checking delivery documents and customer
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Accordingly, revenue recognition is a key audit matter.
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•
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purchase orders (as applicable);
Assessing high risk manual journals posted to revenue to identify
any unusual items; and
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Assessing and testing the adequacy and completeness of the
Company's disclosures in respect of revenue from operations.
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Litigations and claims
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See Note 2.3.2(e), 2.22 and 18 and 41.1 to Standalone Financial Statements
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The key audit matter
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How the matter was addressed in our audit
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The Company operates in various States within India, exposing
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Our audit procedures included:
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it to a variety of different Central and State laws, regulations and
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•
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Obtaining an understanding of actual and potential outstanding
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interpretations thereof. The provisions and contingent liabilities
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litigations and claims against the Company from the Company's
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relate to ongoing litigations with and claims from various authorities.
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in- house Legal Counsel and other senior personnel of the
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Litigations and claims may arise from direct and indirect tax
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Company and assessing their responses;
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proceedings, legal proceedings, including regulatory and other
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•
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Testing the design, implementation and operating effectiveness
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government/department proceedings, as well as investigations by
authorities and commercial claims.
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of the Company's controls on evaluating litigations and claims;
Assessing status of the litigations and claims based on
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Resolution of litigations and claims proceedings may span over
multiple years beyond March 31, 2026 due to the complexity and
magnitude of the legal matters involved and may involve protracted
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correspondence between the Company and the various tax/legal
authorities and legal opinions obtained by the Company;
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negotiation or litigation.
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Testing completeness of litigations and claims recorded by
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The determination of a provision or contingent liability requires
significant judgement by the Company because of the inherent
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verifying the Company's legal expenses and the minutes of the
board meetings;
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complexity in estimating whether it is probable that there will be an
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Assessing and challenging the Company's estimate of the
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outflow of economic resources. The amount recognised as a provision
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possible outcome of litigations and claims. This is based on
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is the best estimate of the probable expenditure. The provisions and
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applicable tax laws and legal precedence by involving our
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contingent liabilities are subject to changes due to the outcomes of
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tax specialists in taxation related matters and discussing with
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litigations and claims over time as new facts emerge as each legal case
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the Company's internal legal counsel including obtaining
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progresses.
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independent legal confirmation;
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There is an inherent complexity; and magnitude of potential exposures
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Evaluating the Company's judgements made by comparing the
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is significant across the Company. Significant judgment is necessary
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estimates of prior year to the actual outcome; and
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to estimate the likelihood, timing and amount of the cash outflows,
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Assessing and testing the adequacy and completeness of the
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interpretations of the legal aspects, legislations and judgements
previously made by the authorities. Accordingly, this is identified as a
key audit matter.
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Company's disclosures in respect of litigations and claims.
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Impairment of Property, Plant and Equipment and Goodwill
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See Note 2.3.2(a), 2.12,4 and 7(b) to Standalone Financial Statements
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The key audit matter
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How the matter was addressed in our audit
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The Company periodically assesses if there are any triggers for
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Our audit procedures included:
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recognising impairment loss in respect of Property, plant and
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Analysing the indicators of impairment of PPE including
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equipment (PPE) relating to its Silica and Nutraceutical Cash
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understanding of Company's own assessment of those indicators;
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Generating Units (CGU).
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Evaluating the design and implementation and testing the
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In making this determination, the Company considers both internal
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operating effectiveness of key controls over the impairment
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and external sources of information to determine whether there is an
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assessment process. This included the estimation and approval of
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indicator of impairment and, accordingly, whether the recoverable
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forecasts, determination of key assumptions and valuation models
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amount of the CGU needs to be estimated. Further, Goodwill is
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and testing the arithmetical accuracy of the impairment models;
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required to be assessed for impairment annually.
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Assessing the identification of relevant Cash Generating Units
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The Company tests goodwill for impairment annually, or more often
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(CGU) to which goodwill is allocated and to which PPE belong
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frequently when there is indication that the cash generating units to
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that are being tested;
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which goodwill has been allocated may be impaired. An impairment
loss is recognised if the recoverable amount is lower than the carrying
value. The recoverable amount is determined based on the higher of
value in use (VIU) and fair value less costs to sell (FVLCS).
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Evaluating the past performance of the CGUs with actual
performance where relevant and assessing historical accuracy of
the forecast produced by the Company;
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As at March 31, 2026, carrying Value of PPE of these CGUs was Rs 426
crore and Goodwill was Rs 46 crore.
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Verifying the inputs used in projecting future cash flows. We
challenged the business assumptions used, such as sales
growth, Earnings before Interest Depreciation and Tax (EBIDTA)
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We identified the impairment assessment of PPE and goodwill as a key
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and discount rate which included comparing these inputs with
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audit matter since the assessment process is complex and judgmental
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externally derived data as well as our own assessment based on
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by nature and is based on assumptions relating to:
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our knowledge of the client and the industry;
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• Identifying Cash Generating Unit (“CGU”) for allocation of
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Involving the valuation professionals with specialised skills and
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goodwill;
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knowledge to assist in evaluating the impairment model used
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• Projected future cash flows;
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and valuation assumptions;
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• Expected growth rate and profitability; and
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Performing sensitivity analysis of the key assumptions, such
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• Discount rate.
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as growth rates, discount rate and EBITDA in determining the
recoverable value; and
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Assessing the adequacy of the Company's disclosures of
key assumptions, judgments and sensitivities in respect of
impairment testing.
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Other information
The Company's Management and Board of Directors are responsible
for the other information. The other information comprises the
information included in the annual report, but does not include
the financial statements and auditor's report thereon. The annual
report is expected to be made available to us after the date of this
auditor's report.
Our opinion on the Standalone Financial Statements does not cover
the other information and we will 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 Standalone
Financial Statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated.
When we read the annual report, if we conclude that there is a
material misstatement therein, we are required to communicate the
matter to those charged with governance and take necessary actions,
as applicable under the relevant laws and regulations.
Management's and Board of Directors' Responsibilities
for the Standalone Financial Statements
The Company's Management and Board of Directors are 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 state of affairs, profit/ loss and other
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. 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, the Management
and Board of Directors are 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 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 is 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 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 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 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 Management and Board of Directors.
• Conclude on the appropriateness of the Management and
Board of Directors use of the going concern basis of accounting
in preparation of Standalone Financial Statements 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.
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 Section 143(11) 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 A. 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 Standalone Balance Sheet, the standalone
statement of profit and loss (including other
comprehensive income), the standalone statement
of changes in equity and the standalone statement
of cash flows 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 Ind AS specified under
Section 133 of the Act.
e. On the basis of the written representations received
from the directors as on April 8, 2026 taken on
record by the Board of Directors, none of the
directors is disqualified as on March 31, 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 financial
statements of the Company and the operating
effectiveness of such controls, refer to our separate
Report in “Annexure B”
B. With respect to the other matters to be included in
the Auditor's Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our
opinion and to the best of our information and according
to the explanations given to us:
a. The Company has disclosed the impact of pending
litigations as at March 31, 2026 on its financial
position in its Standalone Financial Statements
- Refer Note 18 and 41.1 to the Standalone
Financial Statements.
b. The Company did not have any long-term contracts
for which there were any material foreseeable losses.
The Company has made provision for foreseeable
losses on derivative contracts - refer note 17 and 36
to the Standalone Financial Statements.
c. There has been no delay in transferring amounts to
the Investor Education and Protection Fund by the
Company during the year ended March 31, 2026
except for INR 1 crore due to legal disputes with
regard to ownership that have remain unresolved.
d. (i) The management has represented that, to the
best of their knowledge and belief, other than
as disclosed in the Note 42(b) to the Standalone
Financial Statements, 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 entity(ies), including
foreign entities (“Intermediaries”), with the
understanding, whether recorded in writing
or otherwise, that the Intermediary shall
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.
(ii) The management has represented that, to the
best of their knowledge and belief, other than
as disclosed in the Note 42(b) to the Standalone
Financial Statements, no funds have been
received by the 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 directly or indirectly, lend
or invest in other persons or entities identified
in any manner whatsoever by or on behalf of
the Funding Parties (“Ultimate Beneficiaries')
or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.
(iii) Based on the audit procedures that have 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 (i) and (ii) of
Rule 11(e), as provided under (i) and (ii) above,
contain any material misstatement.
e. 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.
As stated in Note 15.5 to the Standalone Financial
Statements, 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 dividend
declared is in accordance with Section 123 of the Act
to the extent it applies to declaration of dividend.
f. Based on our examination which included test
checks, the Company has used an accounting
softwares 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. Further, during the course of our audit,
we did not come across any instance of audit trail
feature being tampered with. Additionally, the audit
trail has been preserved by the Company as per the
statutory requirements for record retention.
C. With respect to the matter to be included in the Auditor's
Report under Section 197(16) of the Act:
In our opinion and according to the information and
explanations given to us, the remuneration paid/payable
by the Company to its directors during the current year
is in accordance with the provisions of Section 197 of
the Act. The remuneration paid to any director is not in
excess of the limit laid down under Section 197 of the
Act. The Ministry of Corporate Affairs has not prescribed
other details under Section 197(16) of the Act which are
required to be commented upon by us.
For B S R & Co. LLP
Chartered Accountants
Firm's Registration No.:101248W/W-100022
Aniruddha Godbole
Partner
Place: Mumbai Membership No.: 105149
Date: May 04, 2026 ICAI UDIN:26105149TVUHSU6946
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