You are here » Home » Companies » Company Overview » Tata Chemicals Ltd

Tata Chemicals Ltd.

BSE: 500770 Sector: Industrials
NSE: TATACHEM ISIN Code: INE092A01019
BSE LIVE 15:40 | 12 Dec 729.20 -8.20
(-1.11%)
OPEN

745.95

HIGH

747.50

LOW

726.50

NSE 15:56 | 12 Dec 727.35 -10.45
(-1.42%)
OPEN

743.70

HIGH

746.50

LOW

725.05

OPEN 745.95
PREVIOUS CLOSE 737.40
VOLUME 90853
52-Week high 764.80
52-Week low 468.00
P/E 23.96
Mkt Cap.(Rs cr) 18,577
Buy Price 729.20
Buy Qty 43.00
Sell Price 0.00
Sell Qty 0.00
OPEN 745.95
CLOSE 737.40
VOLUME 90853
52-Week high 764.80
52-Week low 468.00
P/E 23.96
Mkt Cap.(Rs cr) 18,577
Buy Price 729.20
Buy Qty 43.00
Sell Price 0.00
Sell Qty 0.00

Tata Chemicals Ltd. (TATACHEM) - Auditors Report

Company auditors report

Standalone Financial Statements

TO THE MEMBERS OF TATA CHEMICALS LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of TataChemicals Limited (the ‘Company') which comprise the Balance Sheet as at 31 March2017 and the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Cash Flow and the Statement of Changes in Equity for the year then ended anda summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (the ‘Act') with respect to the preparation ofthese standalone Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) prescribedunder section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating e3ectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the standalone Ind ASfinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of a3airs of theCompany as at 31 March 2017 and its profit total comprehensive income its cash flowsand the changes in equity for the year ended on that date.

Report on other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit we report to the extentapplicable that:

a) We have sought and obtained all the information and explanations which to the bestof 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 theCompany so far as it appears from our examination of those books

c) The Balance Sheet the Statement of Profit and Loss including Other ComprehensiveIncome the Statement of Cash Flow and Statement of Changes in Equity dealt with by thisReport are in agreement with the relevant books of account.

d) In our opinion the aforesaid standalone Ind AS financial statements comply with theIndian Accounting Standards prescribed under section 133 of the Act.

e) On the basis of the written representations received from the directors none of thedirectors is disquali3ed as on

31 March 2017 from being appointed as a director in terms of Section 164(2) of theAct.

f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating e3ectiveness of such controls refer to ourseparate Report in ‘Annexure A'. Our report expresses an unmodi3ed opinion on theadequacy and operating e3ectiveness of the Company's internal financial controls overfinancial reporting.

g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements;

ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses on long-term contracts including derivativecontracts;

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company except in cases wherein disputesrelating to the ownership of the underlying shares have remained unresolved.

iv. The Company has provided requisite disclosures in the standalone Ind AS financialstatements as regards its holding and dealings in Specified Bank Notes as definedin theNotification S.O. 3407(E) dated the 8 November 2016 of the Ministry of Finance duringthe period from 8 November 2016 to 30 December 2016. Based on audit procedures performedand the representations provided to us by the management we report that thedisclosures3are in accordance with the books of account maintained by the Company and asproduced to us by the Management.

2. As required by the Companies (Auditor's Report) Order 2016 (the ‘Order')issued by the Central Government in terms of Section 143(11) of the Act we give in‘Annexure B' a statement on the matters specified in paragraphs 3 and 4 of the Order.

For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm's Registration No. 117366W/W-100018)
Sanjiv V. Pilgaonkar
Partner
(Membership No.039826)
Place: Mumbai
Date: 26 May 2017

Annexure ‘A' to the Independent Auditor's Report

(Referred to in paragraph 1(f) under ‘Report on Other Legal and RegulatoryRequirements' of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 (the ‘Act')

We have audited the internal financial controls over financial reporting of TataChemicals Limited (the ‘Company') as of 31 March 2017 in conjunction with our auditof the standalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating e3ectively for ensuring the orderly and e3cient conduct of its businessincluding adherence to Company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the ‘Guidance Note') issued by the Institute of Chartered Accountants of India andthe Standards on Auditing prescribed under Section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of internal financial controls. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatede3ectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatinge3ectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating e3ectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A Company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly rEffect the transactions anddispositions of the assets of the Company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the Company are being made only in accordance with authorisations ofmanagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material Effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating e3ectively as at 31 March 2017 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

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

Sanjiv V. Pilgaonkar

Partner

(Membership No.039826)

Place: Mumbai

Date: 26 May 2017

Annexure B to the Independent Auditor's Report

(Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The Company has a program of veri3cation of fixed assets to cover all the items ina phased manner over a period of three years which in our opinion is reasonable havingregard to the size of the Company and the nature of its assets. Pursuant to the programcertain fixed assets were physically veri3ed by the Management during the year. Accordingto the information and explanations given to us no material discrepancies were noticed onsuch veri3cation.

(c) According to the information and explanations given to us and the records examinedby us and based on the examination of the registered sale deed / transfer deed /conveyance deed provided to us we report that the title deeds comprising all theimmovable properties of land and buildings which are freehold are held in the name of theCompany as at the balance sheet date except the following:

Land/Building No. of Cases Gross Block as at 31 March 2017 Net Block as at 31 March 2017 Remarks
(` crore) (` crore)
Other Building - Residential Flat 3 1.82 1.30 The said 3ats are in the name of Tata Fertiliser Limited erstwhile company that was merged with the Company under Section 391 to 394 of the Companies Act 1956 in terms of the approval of the Honorable High Court(s).

In respect of immovable properties of land and buildings that have been taken on leasethe lease agreements are in the name of the Company where the Company is the lessee inthe agreement except the following:

Particulars of the land Amount as at 31 March 2017 Remarks
(` in crore)
Leasehold land located in West Bengal admeasuring 30.61 0.68 The lease agreement for 30.61 acres out of 43.28 acres is in the name of Hind Lever Chemicals Limited which merged with the Company under Section 391 to 394 of the Companies Act
Acres 1956 in terms of the approval of the Honorable High Court(s).

(ii) As explained to us the inventories were physically veri3ed during the year by theManagement at reasonable intervals and no material discrepancies were noticed on physicalverification.

(iii) The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013.

(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Sections 185 and 186 of the Companies Act2013 in respect of grant of loans making investments and providing guarantees andsecurities as applicable.

(v) According to the information and explanations given to us the Company has notaccepted any deposit during the year.

(vi) The maintenance of cost records has been specified by the Central Government undersection 148(1) of the Companies Act 2013 for fertilisers cement inorganic chemicalsorganic and inorganic compounds of precious metals rare earth metals of radioactiveelements and organic chemicals. We have broadly reviewed the cost records maintained bythe Company pursuant to the Companies (Cost Records and Audit) Rules 2014 as amendedprescribed by the Central Government under sub-section (1) of Section 148 of the CompaniesAct 2013 and are of the opinion that prima facie the prescribed cost records have beenmade and maintained. We have however not made a detailed examination of the cost recordswith a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us in respect ofstatutory dues:

(a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees' State Insurance Income-tax Sales Tax Service TaxCustoms Duty Excise Duty Value Added Tax cess and other material statutory duesapplicable to it to the appropriate authorities.

(b) There were no undisputed amounts payable in respect of Provident Fund Employees'State Insurance Income-tax

Sales Tax Service Tax Customs Duty Excise Duty Value Added Tax Cess and othermaterial statutory dues in arrears as at 31 March 2017 for a period of more than sixmonths from the date they became payable.

(c) Details of dues of Income-tax Sales Tax Service Tax Customs Duty Excise Dutyand Value Added Tax which have not been deposited as on 31 March 2017 on account ofdisputes are given below:

Name of Statute Nature of Dues Forum where dispute is Period to which the amount Amount
Pending Relates (` in crore)
Central Sales Tax Act 1956 and Sales Tax Act of various states Sales Tax(Central and State) and Value added- tax High Court 2009-10 2015-16 20.00
Tribunal 1998-99 1999-00 2000-012002-03 0.94
2004-05 2005-06 2006- 07 and 2007-08
Appellate Authority upto Commissioner's level Various years between 1991 to 2014 11.97
Customs Act 1962 Custom Duty Tribunal 2012-13 19.01
Appellate Authority upto Commissioner's level 1987-88 1992-93 2001-02 2011- 12 and 2013-14 5.04
Central Excise Act 1944 Excise Duty Supreme Court 1974-80 1981-85 0.28
Tribunal 1985-881996-97 and 2006-07 to 2010-11 3.67
Appellate Authority upto Commissioner's level 2004-05 2005-07 2009-10 to 2013-14 2.87
The West Bengal Tax on Entry of Goods into Local Areas Act 2012 Entry Tax High Court 2012-13 to 2015-16 86.97
Gujrat Municipal Act 1963 Land Revenue Okha Nagar Palika 2008-17 0.92
Total 151.67

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of loans or borrowings to banks and dues todebenture holders. The Company has not obtained any loan from financial institution.

(ix) The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) or term loans and hence reporting under clause (ix) ofthe Order is not applicable.

(x) According to the information and explanations given to us the Company isinvestigating certain instances of ethical lapses by certain employees not being identi3edas key management personnel.3 While investigations are still on-going and no conclusioncan be drawn at this stage the 3nal conclusion may determine that a fraud has beencommitted on the Company. Except for these instances where the Company's investigationsare in progress to the best of our knowledge and according to the information andexplanations given to us3no other fraud by the Company and no fraud on the Company by itso3cers or employees has been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us theCompany has paid / provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of theOrder is not applicable.

(xiii) In our opinion and according to the information and explanations given to usthe Company is in compliance with Section 177 and 188 of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactions have been disclosed in the financial statements etc. as required by theapplicable accounting standards.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence reporting underclause (xiv) of Order is not applicable to the Company.

(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsdirectors or directors of its holding subsidiary or associate company or personsconnected with them and hence provisions of section 192 of the Companies Act 2013 are notapplicable.

(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

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

Sanjiv V. Pilgaonkar

Partner

(Membership No.039826)

Place: Mumbai

Date: 26 May 2017