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

Tata Motors Ltd.

BSE: 500570 Sector: Auto
NSE: TATAMOTORS ISIN Code: INE155A01022
BSE LIVE 15:52 | 18 Dec 405.50 0.35
(0.09%)
OPEN

401.70

HIGH

409.60

LOW

389.75

NSE 15:30 | 18 Dec 405.80 0.70
(0.17%)
OPEN

399.00

HIGH

409.90

LOW

389.30

OPEN 401.70
PREVIOUS CLOSE 405.15
VOLUME 528293
52-Week high 553.00
52-Week low 357.95
P/E
Mkt Cap.(Rs cr) 128,582
Buy Price 405.50
Buy Qty 371.00
Sell Price 0.00
Sell Qty 0.00
OPEN 401.70
CLOSE 405.15
VOLUME 528293
52-Week high 553.00
52-Week low 357.95
P/E
Mkt Cap.(Rs cr) 128,582
Buy Price 405.50
Buy Qty 371.00
Sell Price 0.00
Sell Qty 0.00

Tata Motors Ltd. (TATAMOTORS) - Auditors Report

Company auditors report

TO THE MEMBERS OF TATA MOTORS LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of TataMotors Limited ("the Company") which comprise the Balance Sheet as at March31 2017 the Statement of Profit and Loss (including Other Comprehensive Income) theCash Flow Statement and the Statement of Changes in Equity for the year then ended and asummary of the significant accounting policies and other explanatory information whichincludes two Joint Operation Companies on a proportionate basis.

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 fiowsand changes in equity of the Company including its Joint Operation Companies in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (Ind AS) prescribed under Section 133 of the Act.

The respective Boards of Directors of the Company and its Joint Operation Companies areresponsible for maintenance of adequate accounting records in accordance with theprovisions of the Act for safeguarding the assets of the Company and its Joint OperationCompanies and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating efiectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone Ind AS financial statements that give a true and fair view and are freefrom material misstatement 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 suficient 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 afiairs of theCompany as at March 31 2017 and its loss total comprehensive loss its cash fiows andthe 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 theextent applicable that: a) We have sought and obtained all the information andexplanations which to the best of our knowledge and belief were necessary for the purposesof our audit. b) In our opinion proper books of account as required by law have been keptby the Company and its Joint Operation Companies so far as it appears from our examinationof those books. c) The Balance Sheet the Statement of Profit and Loss including OtherComprehensive Income the Cash Flow Statement and Statement of Changes in Equity dealtwith by this Report 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 ofthe written representations received from the directors of the Company as on March 312017 taken on record by the Board of Directors of the Company and the reports of thestatutory auditors of its Joint Operation companies none of the directors of the Companyand its Joint Operation Companies are disqualified as on March 31 2017 from beingappointed as a director in terms of Section 164(2) of the Act. f ) With respect to theadequacy of the internal financial controls over financial reporting of the Company andits joint operations which are companies incorporated in India and the operatingefiectiveness of such controls refer to our separate Report in "Annexure A".Our report expresses an unmodified opinion on the adequacy and operating efiectiveness ofthe Company's and its Joint Operation Companies' internal financial controls overfinancial reporting. g) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 asamended in our opinion and to the best of our information and according to theexplanations given to us: i. The Company has disclosed the impact of pending litigationson its financial position in its standalone Ind AS financial statements; ii. The Companyhas made provision as required under the applicable law or accounting standards formaterial foreseeable losses if any on long-term contracts including derivativecontracts; iii. There have been no delays in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company; iv. The Companyhas provided requisite disclosures in the standalone Ind AS financial statements asregards the Company's and its Joint Operation Companies' holding and dealings inSpecified Bank Notes as defined in the Notification S.O. 3407(E) dated November 8 2016 ofthe Ministry of Finance during the period from November 8 2016 to December 30 2016.However as stated in Note No. 47 (ii) to the financial statements amounts aggregating toR79500 /- as represented to us by the Management have been received from transactionswhich are not permitted.

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 theOrder.

For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm Registration No. 117366W/W-100018)
B. P. SHROFF
Partner
Mumbai May 23 2017 (Membership No. 34382)

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date to the Members of Tata Motors Limited)

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 TATAMOTORS LIMITED ("the Company") as of March 31 2017 in conjunction with ouraudit of the standalone Ind AS financial statements of the Company for the year ended onthat date which includes internal financial controls over financial reporting of theCompany's Joint Operations which are companies incorporated in India.

Management's Responsibility for Internal Financial Controls

The respective Boards of Directors of the Company and its Joint Operation Companiesincorporated in India are responsible for establishing and maintaining internal financialcontrols based on the internal control over financial reporting criteria established bythe respective companies 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 efiectively for ensuring the orderly and eficient conduct of its businessincluding adherence to respective company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company and its Joint Operation Companies incorporated in Indiabased on our audit. We conducted our audit in accordance with the Guidance Note on Auditof Internal Financial Controls Over Financial Reporting (the "Guidance Note")issued by the Institute of Chartered Accountants of India and the Standards on Auditingprescribed under Section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls. Those Standards and the Guidance Note requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls over financialreporting was established and maintained and if such controls operated efiectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingefiectiveness. 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 efiectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement 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 suficient and appropriate toprovide a basis for our audit opinion on the internal financial controls system overfinancial reporting of the Company and its Joint Operation Companies incorporated inIndia.

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 refiect 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 efiect 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 and its Joint Operation Companies have in all material respects anadequate internal financial controls system over financial reporting and such internalfinancial controls over financial reporting were operating efiectively as at March 312017 based on the internal control over financial reporting criteria established by theCompany and its Joint Operation Companies considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting issued by the Institute of Chartered Accountants of India.

For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm Registration No.117366W / W-100018)
B.P. SHROFF
Partner
Mumbai May 23 2017 (Membership No. 34382)

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 to the Members of Tata MotorsLimited)

(i) In respect of its property plant and equipment:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment.

(b) The property plant and equipment were physically verified during the year by theManagement in accordance with a regular programme of verification which in our opinionprovides for physical verification of all the property plant and equipment at reasonableintervals. According to the information and explanations given to us no materialdiscrepancies were noticed on such verification.

(c) According to the information and explanations given to us the records examined byus and based on the examination of the registered sale deed /transfer deed /conveyancedeed /confirmation from custodians /court orders approving schemes of arrangements/amalgamations 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. In respect of immovable properties that have beentaken on lease and disclosed as property plant and equipment in the financial statementsthe lease agreements are in the name of the Company where the Company is the lessee inthe agreement.

(ii) As explained to us the stock of finished goods and work-in-progress in theCompany's custody have been physically verified by the Management as at the end of thefinancial year before the year-end or after the year-end other than a significant partof the spare parts held for sale and raw materials in the Company's custody for both ofwhich there is a perpetual inventory system and a substantial portion of the stocks havebeen verified during the year. In our opinion the frequency of verification isreasonable. In case of materials and spare parts held for sale lying with third partiescertificates confirming stocks have been received periodically for stocks held during theyear and for a substantial portion of such stocks held at the year-end.

(iii) According to the information and explanations given to us the Company hasgranted loans secured or unsecured to companies firms or other parties covered in theRegister maintained under Section 189 of the Companies Act 2013 in respect of which:

(a) The terms and conditions of the grant of such loans are in our opinion primafacie not prejudicial to the Company's interest.

(b) The schedule of repayment of principal and payment of interest has been stipulatedand repayments or receipts of principal amounts and interest have been regular as perstipulations.

(c) There is no amount overdue for more than 90 days at the balance sheet date.

(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. In respect of unclaimed deposits the Company hascomplied with the provisions of Sections 73 to 76 or any other relevant provisions of theCompanies Act 2013.

(vi) The maintenance of cost records has been specified by the Central Government underSection 148(1) of the Companies Act 2013 in respect of its products. We have broadlyreviewed the cost records maintained by the Company pursuant to the Companies (costrecords and audit) Rules 2014 and amended Companies (cost records and audit) AmendmentRules 2016 as prescribed by the Central Government under sub-section (1) of Section 148of the Companies Act 2013 and are of the opinion that prima facie the prescribed costrecords have been made and maintained. We have however not made a detailed examinationof the cost records with 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 Cess and other material statutory dues applicable to it withthe appropriate authorities. We are informed by the Company that the Employees' StateInsurance Act 1948 is applicable only to certain locations of the Company. With regard tothe contribution under the Employees' Deposit Linked Insurance Scheme 1976 (the Scheme)we are informed that the Company has sought exemption from making contribution to theScheme since it has its own Life Cover Scheme. The Company has made an application onMarch 28 2017 seeking an extension of exemption from contribution to the Scheme for aperiod of 3 years which is awaited.

(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 Cess andother material statutory dues in arrears as at March 31 2017 for a period of more thansix months from the date they became payable.

(c) Details of dues of Income-tax Sales Tax Service Tax Customs Duty and Excise Dutywhich have not been deposited as on March 31 2017 on account of disputes are given below:

Name of Statute Nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Amount (R In Crores)
High Court 2001-02 2003-04 0.08
Appellate Tribunal 2011-12 19.21
Income Tax Act 1961 Income Tax
Appellate Authority upto Commissioner's level 2007-08 2008-09 2009-10 to 2012-13 57.71
High Court 2006-07 to 2008-09 45.35
Tribunal 1989-90 to 1992-93 1994-95 1996-97 to 2015-16 2444.86
Central Excise Laws1 Excise Duty & Service Tax
Appellate Authority upto Commissioner's level 1984-85 1995-96 1997-98 2000-01 2007-08 to 2015-16 97.16
Sales Tax Supreme Court 1995-96 13.01
Sales Tax High Court 1984-85 to 1988-89 1990-91 2001-02 to 2005-06 2007- 08 2015-16 219.86
Sales Tax Laws2 Sales Tax Tribunal 1983-84 1989-90 1992-93 1994-95 2000-01 to 2001-02 44.55
2005-06 to 2013-14
Sales Tax Appellate Authority upto Commissioner's level 1979-80 1986-87 1988-89 to 1990-91 1992- 93 to 2015-16 533.75
Custom Laws3 Custom Duty CESTAT 1998-99 2008-09 2011-12 4.46

1 Net of R76.94 crores paid under protest; 2 Net of R117.90 crores paid under protest;3 Net of R7.01 crores paid under protest.

(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 financialinstitutions banks and government and dues to debenture holders.

(ix) In our opinion and according to the information and explanations given to us theCompany has not raised moneys by way of initial public ofier or further public ofier(including debt instruments) and the term loans have been applied by the Company duringthe year for the purposes for which they were raised.

(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no material fraud on the Company by its oficersor 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 requisite approvalmandated by the provision of Section 197 read with Schedule V to the Companies Act 2013except for remuneration paid to the Managing Director which is in excess of prescribedlimits. The Central Government approval is awaited.

(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 the 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-I of the ReserveBank of India Act 1934.

For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm Registration No.117366W / W-100018)
B.P. SHROFF
Partner
Mumbai May 23 2017 (Membership No. 34382)