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ULTRATECH CEMENT LTD.

12 August 2026 | 03:54

Industry >> Cement

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ISIN No INE481G01011 BSE Code / NSE Code 532538 / ULTRACEMCO Book Value (Rs.) 2,600.24 Face Value 10.00
Bookclosure 30/07/2026 52Week High 13110 EPS 277.10 P/E 42.91
Market Cap. 350403.00 Cr. 52Week Low 10325 P/BV / Div Yield (%) 4.57 / 2.02 Market Lot 1.00
Security Type Other

AUDITOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

We have audited the standalone financial statements of UltraTech Cement Limited (the "Company") and UltraTech
Employees Welfare Trust ("Trust") which comprise the standalone balance sheet as at 31 March 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 ended on that date, 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, and based on the
consideration of report of one of the joint auditors of the Company on financial statements of such Trust as were audited by
one of the joint auditors of the Company, 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 Indian
accounting standard prescribed under section 133 of the Act, ("Ind AS") and other accounting principles generally accepted
in India, of the state of affairs of the Company as at 31 March 2026, and its profit and other comprehensive loss, 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 obtained by us along with the consideration of report of the one of the joint auditors of the Company referred to in
the "Other Matters" section below, is sufficient and appropriate to provide a basis for our opinion on the standalone financial
statements.

Emphasis of Matter

We draw attention to Note 33(b) of the standalone financial statements, which refers to the orders dated 31 August 2016
(Penalty of ' 1,616.83 crores) and 19 January 2017 (Penalty of ' 68.30 crores) of the Competition Commission of India ('CCI')
against which the Company (including the erstwhile UltraTech Nathdwara Cement Limited) had filed appeals. Upon the
National Company Law Appellate Tribunal ("NCLAT") disallowing its appeals against the CCI order dated 31 August 2016,
the Company has filed appeals before the Hon'ble Supreme Court of lndia, which has by its order dated 5 October 2018,
granted a stay against the NCLAT order. Consequently, the Company has deposited an amount of ' 161.68 crores equivalent
to 10% of the penalty of ' 1,616.83 crores recorded as an asset. The Company, backed by legal opinions, believes that it has a
good case in both the matters basis which no provision has been recognised in the books of account.

Our opinion is not modified in respect of this matter.

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 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.

Revenue recognition - Discounts, incentives and rebates

See Note 1(B)(o) and 54 to standalone financial statements

The key audit matter

How the matter was addressed in our audit

Revenue is measured net of discounts, incentives and

Our audit procedures included:

rebates given to the customers on the Company's sales.

We have assessed the Company's accounting policies

The Company's presence across different marketing

relating to revenue, discounts, incentives and rebates by

regions within the country and the competitive business

comparing with applicable accounting standards.

environment makes the assessment of various types of
discounts, incentives and rebates complex.

We have evaluated the design and implementation and
tested the operating effectiveness of Company's internal

Therefore, there is a risk of revenue being misstated as

controls over the provisions, approvals and disbursements

a result of variations in the assessment of discounts,

of discounts, incentives and rebates.

incentives and rebates.

We have assessed the Company's computations for

Given the complexity and amounts pertaining to such

provisions of discounts, incentives and rebates, on a sample

provision for discounts, incentives and rebates being

basis. for the provisions made we obtained the approved

significant, this is a key audit matter.

schemes and underlying documents

We have verified, on a sample basis, the underlying
documentation for discounts, incentives and rebates
recorded and disbursed during the year.

We have compared the historical trend of provisions utilised
and reversal of discounts, incentives and rebates to assess
the current year provisions.

Regulations - Litigations and claims

See Note 1(B)(m), 21 and 33 to standalone financial statements

The key audit matter

How the matter was addressed in our audit

The Company operates in various States within India

Our audit procedures included:

and is exposed to different Central and State/Local laws,
regulations and interpretations thereof. Due to a complex
regulatory environment, there is an inherent risk of
litigations and claims.

We understood the processes, evaluated the design and
implementation of controls and tested the operating
effectiveness of the Company's controls over the recording
and re-assessment of uncertain legal positions, claims

Consequently, provisions and contingent liability disclosures

(including claims receivable) and contingent liabilities.

may arise from indirect tax proceedings, legal proceedings,
including regulatory and other government/ department
proceedings, as well as investigations by authorities and
commercial claims.

We have gained an understanding of litigations from the
Company's inhouse legal counsel and other key managerial
personnel who have knowledge of these matters

The Company applies significant judgement in estimating
the likelihood of the future outcome in each case and in
determining the provisions or disclosures required for each
matter.

We have read the correspondence between the Company,
various legal and tax authorities, and legal confirmations
obtained from external legal advisors, where applicable, for
significant matters.

Resolution of tax and legal proceedings may span over
multiple years due to the highly complex nature and
magnitude of the legal matters involved and may involve

We have challenged the Company's estimate of the possible
outcome of the disputed cases based on applicable laws,
legal precedences and view of internal specialists on case to

protracted negotiation or litigation.

case basis

These estimates and outcome could change significantly
over time as new facts emerge and each legal case
progresses.

We examined the Company's legal expenses on sample
basis and read the minutes of the board meetings in order to
ensure completeness of litigations.

Given the inherent complexity, magnitude of potential
exposures and the judgement necessary to estimate the

We have assessed the adequacy of the amount of provisions
for various claims,legal and taxation matters.

amount of provisions required or to determine required
disclosures, material litigation matters have been considered
as key audit matter.

For those matters where Management concluded no
provisions should be recorded, we also considered the
adequacy and completeness of the Company's disclosures
made in relation to contingent liabilities.

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 reports 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 as required under SA 720 'The Auditor's responsibilities Relating to Other
Information'.

Management's and Board of Directors'/Trustees' Responsibilities for the Standalone Financial Statements

The respective Management and Board of Directors of the Company/Trustees of the Trust 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. The respective Management and Board of Directors of
the Company/Trustees of the Trust are responsible for maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding of the assets of the Company/Trust 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 respective Management and Board of Directors/Trustees are responsible
for assessing the ability of the Company/Trust 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/Trustees either
intends to liquidate the Company/Trust or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors/Trustees are responsible for overseeing the financial reporting process of
the Company/Trust.

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.

• Obtain sufficient appropriate audit evidence regarding the financial statements of the Trust of the Company to express
an opinion on the standalone financial statements. For the Trust included in the standalone financial statements, which
has been audited by one of the joint auditors of the Company, such one of the joint auditors of the Company remain
responsible for the direction, supervision and performance of the audit carried out by them. We remain solely responsible
for our audit opinion. Our responsibilities in this regard are further described in the section titled "Other Matters" in this
audit report.

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.

Other Matters

(a) The standalone financial statements includes the audited financial statements of one Trust whose financial statements
reflects total assets (before consolidation adjustments) of ' 458.80 crores as at 31 March 2026, total revenue (before
consolidation adjustments) of ' Nil crores and net cash inflows (before consolidation adjustments) of ' 0.08 crores
for the year ended on that date, as considered in the standalone financial statements, which has been audited by one
of the joint auditors of the Company. The independent auditor's report on the financial statements of this entity has

been furnished to us by the management and our opinion on the standalone financial statements, in so far as it relates
to the amounts and disclosures included in respect of this entity, is based solely on the report of such auditor and the
procedures performed by us as stated in the paragraph above.

Our opinion on the standalone financial statements is not modified in respect of this matter.

(b) The standalone financial statements of the Company for the year ended 31 March 2025 were jointly audited by KKC &
Associates LLP and BSR & Co. LLP who expressed an unmodified opinion on those statements on 28 April 2025.

Our opinion on the standalone financial statements is not modified in respect of this matter.

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, to the extent applicable, 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 and the report of one of the joint auditors of the Company.

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 1 April 2026 taken on record by the
Board of Directors, none of the directors is disqualified as on 31 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 financial statements of
the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".

2 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 31 March 2026 on its financial position in its
standalone financial statements - Refer Note 33 to the standalone financial statements.

b. The Company has made provision, as required under the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 46 to the standalone
financial statements.

c. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection
Fund by the Company.

d (i) The management of the Company represented to us that, to the best of its knowledge and belief, as disclosed
in the Note 60(vi) 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 of the Company represented to us that, to the best of its knowledge and belief, as disclosed
in the Note 60(vii) 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 47 to the standalone financial statements, the Board of Directors of the Company has 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 accounting software for maintaining
its books of account for the year ended 31 March, 2026 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 the audit trail feature being tampered with.

Additionally, wherever audit trail was enabled, audit trail has been preserved by the Company as per the statutory
requirements for record retention.

2 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 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 by the Company 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 Deloitte Haskins & Sells LLP For KKC & Associates LLP

Chartered Accountants (formerly Khimji Kunverji & Co LLP)

(Firm's Registration No. 117366W/W-100018) Chartered Accountants

(Firm's Registration No. 105146W/W-100621)

Mohammed Bengali Hasmukh B Dedhia

Partner Partner

Membership No. 105828 Membership No. 033494

UDIN: 26105828BTEFIZ3546 UDIN: 26033494LCHHWS3087

Mumbai Mumbai

27 April 2026 27 April 2026