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Thirumalai Chemicals Ltd.

BSE: 500412 Sector: Industrials
NSE: TIRUMALCHM ISIN Code: INE338A01024
BSE 00:00 | 19 Aug 232.15 1.45
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NSE 00:00 | 19 Aug 232.25 1.65
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OPEN 231.85
PREVIOUS CLOSE 230.70
VOLUME 74777
52-Week high 357.25
52-Week low 157.30
P/E 15.78
Mkt Cap.(Rs cr) 2,377
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 231.85
CLOSE 230.70
VOLUME 74777
52-Week high 357.25
52-Week low 157.30
P/E 15.78
Mkt Cap.(Rs cr) 2,377
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Thirumalai Chemicals Ltd. (TIRUMALCHM) - Auditors Report

Company auditors report

To the Members of Thirumalai Chemicals Limited

Report on the Audit of the Standalone Financial

Statements

Opinion

1. We have audited the accompanying standalone financial statements ofThirumalai Chemicals Limited (‘the Company?) which comprise the Balance Sheetas at 31 March 2022 the Statement of Profit and Loss (including Other ComprehensiveIncome) the Statement of Cash Flow and the Statement of Changes in Equity for the yearthen ended and a summary of the significant accounting policies and other explanatoryinformation.

2. In our opinion and to the best of our information and according tothe explanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (‘the Act?) in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standards(‘Ind AS?) specified under section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 and other accounting principles generallyaccepted in India of the state of affairs of the Company as at 31 March 2022 and itsprofits including other comprehensive income its cash flows and the changes in equity forthe year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditingspecified under section 143(10) of the Act. Our responsibilities under those standards arefurther described in the Auditor?s Responsibilities for the Audit of the StandaloneFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (‘ICAI?) together with the ethical requirements that are relevant to ouraudit of the financial statements under the provisions of the Act and the rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matter

4. Key audit matters are those matters that in our professionaljudgment were of most significance in our audit of the standalone financial statements ofthe current period. These matters were addressed in

the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters.

5. We have determined the matter described below to be the key auditmatters to be communicated in our report.

Capital work in progress/Property Plant & Equipment (Refer note2.6 & note 3 to the accompanying standalone financial statements)

Key audit matter How our audit addressed the key audit matter
The Company is in the process of constructing new plants / augmenting existing assets (‘projects?) for expanding/ improving its business operations. Our audit work included but was not limited to the following procedures:
During the year the Company has capitalised Rs. 11950 Lakhs based on completion of various projects as per recognition criteria given under Ind AS 16 Property plant and equipment (‘Ind AS 16?). • Performed walk-through of the capitalisation process and tested the design and operating effectiveness of the controls in the process.
There are a number of areas where management judgement impacts the carrying value of property plant and equipment & Capital work in progress. These include the decision to capitalise or expense costs the unit of measure to be used for capitalization determining what constitutes an item of PPE and the timeliness of capitalization based on when the assets are ready to put to use. The estimates and assumptions used to determine the carrying amounts including whether and when to capitalise or expense certain direct & indirect costs and the determination of depreciation charges are material to the Company?s financial position and performance. • Tested the additions made to property plant and equipment and capital work-in-progress on a sample basis by checking underlying supporting documents to ensure such items are recorded accurately in the correct account and period in accordance with the requirements of Ind AS 16.
Inappropriate timing of capitalization of the project and/or identification of significant parts of PPE could result in material misstatement of Capital work-in-progress/ PPE with a consequent impact on depreciation charge and results for the year. • On a test check basis we have physically verified existence of capital work in progress/PPE during our site visits.
Given the significance of capital expenditure during the year the nature and volume of transactions complexity and judgement involved in determination of eligible costs for capitalization the aforesaid matter was determined to be a key audit matter for the current year. • Assessed that the borrowing cost capitalised during the year is in accordance with the accounting policy of the Company and Ind AS 23 Borrowing cost.
• For projects completed during the year reviewed the project completion/handover certificate provided by the management to determine whether the asset is in the location and condition necessary for it to be capable of operating in the manner intended by the management.
• For such projects assessed the appropriateness of timing of capitalization identification of significant parts of property plant and equipment that are depreciated separately and useful lives considered for calculation of depreciation charge.
• Evaluated the appropriateness and adequacy of the disclosures made in the financial statements in accordance with the applicable accounting standards.
Based on audit procedures performed we determined the identification and timing of capitalisation of PPE and Capital- work-in-progress to be appropriate in the context of the financial statements taken as a whole.

Information other than the Financial Statements and Auditor?sReport thereon

6. The Company?s Board of Directors are responsible for the otherinformation. The other information comprises the information included in the AnnualReport but does not include the standalone financial statements and our auditor?sreport thereon. The Annual Report is expected to be made available to us after the date ofthis auditor's report.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour 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 materialmisstatement therein we are required to communicate the matter to those charged withgovernance.

Responsibilities of Management and Those Charged with Governance forthe Standalone Financial Statements

7. The accompanying standalone financial statements have been approvedby the Company?s Board of Directors. The Company?s Board of Directors areresponsible for the matters stated in section 134(5) of the Act with respect to thepreparation and presentation of these standalone financial statements that give a true andfair view of the financial position financial performance including other comprehensiveincome changes in equity and cash flows of the Company in accordance with the Ind ASspecified under section 133 of the Act and other accounting principles generally acceptedin India. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand 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 effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

8. In preparing the financial statements the Board of Directors areresponsible for assessing the Company?s ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless the Board of Directors either intend to liquidate the Companyor to cease operations or has no realistic alternative but to do so.

9. Those Board of Directors are also responsible for overseeing theCompany?s financial reporting process.

Auditor?s Responsibilities for the Audit of the StandaloneFinancial Statements

10. Our objectives are to obtain reasonable assurance about whether thefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor?s report that includes our opinion. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with Standards on Auditing will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these financial statements.

11. As part of an audit in accordance with Standards on Auditingspecified under section 143(10) of the Act we exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of thefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol;

• Obtain an understanding of internal control relevant to theaudit 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 ouropinion on whether the Company has adequate internal financial controls system withreference to financial statements in place and the operating effectiveness of suchcontrols.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management;

• Conclude on the appropriateness of Board of Directors? useof the going concern basis of accounting and based on the audit evidence obtainedwhether a material uncertainty exists related to events or conditions that may castsignificant doubt on the Company?s ability to continue as a going concern. If weconclude that a material uncertainty exists we are required to draw attention in ourauditor?s report to the related disclosures in the financial statements or if suchdisclosures are inadequate to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor?s report. However future events orconditions may cause the Company to cease to continue as a going concern;

• Evaluate the overall presentation structure and content of thefinancial statements including the disclosures and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation;

12. We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

13. We also provide those charged with governance with a statement thatwe have complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

14. From the matters communicated with those charged with governancewe determine those matters that were of most significance in the audit of the financialstatements of the current period and are therefore the key audit matters. We describethese matters in our auditor?s report unless law or regulation precludes publicdisclosure about the matter or when in extremely rare circumstances we determine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

15. As required by section 197(16) of the Act based on our audit wereport that the Company has paid remuneration to its directors during the year inaccordance with the provisions of and limits laid down under section 197 read withSchedule V to the Act.

16. As required by the Companies (Auditor?s Report) Order 2020(‘the Order?) issued by the Central Government of India in terms of section143(11) of the Act we give in the Annexure A a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

17. Further to our comments in Annexure A as required by section143(3) of the Act based on our audit we report to the extent applicable that:

a. We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purpose of our auditof the accompanying standalone financial statements;

b. in our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books;

c. The standalone financial statements dealt with by this report are inagreement with the books of account;

d. in our opinion the aforesaid standalone financial statements complywith Ind AS specified under section 133 of the Act;

e. On the basis of the written representations received from thedirectors and taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2022 from being appointed as a director in terms of section164(2) of the Act;

f. With respect to the adequacy of the internal financial controls withreference to financial statements of the Company as on 31 March 2022 and the operatingeffectiveness of such controls refer to our separate Report in Annexure B wherein we haveexpressed an unmodified opinion; and

g. With respect to the other matters to be included in theAuditor?s Report in accordance with rule 11 of the Companies (Audit and Auditors)Rules 2014 (as amended) in our opinion and to the best of our information and accordingto the explanations given to us:

i. the Company as detailed in note 34 to the standalone financialstatements has disclosed the impact of pending litigations on its financial position asat 31 March 2022

ii. the Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses as at 31 March2022.;

iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company during the yearended 31 March 2022

iv. a. The management has represented that to the best of itsknowledge and belief other than as disclosed in note 4 to the standalone financialstatements no funds have been advanced or loaned or invested (either from borrowed fundsor securities premium or any other sources or kind of funds) by the Company to or in anyperson or entities including foreign entities (‘the intermediaries?) with theunderstanding whether recorded in writing or otherwise that the intermediary shallwhether directly or indirectly lend or invest in other persons or entities identified inany manner whatsoever by or on behalf of the Company (‘the UltimateBeneficiaries?) or provide any guarantee security or the like on behalf the UltimateBeneficiaries;

b. The management has represented that to the best of its knowledgeand belief no funds have been received by the Company from any person or entitiesincluding foreign entities (‘the Funding Parties?) with the understandingwhether recorded in writing or otherwise that the Company shall whether directly orindirectly lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries?) orprovide any guarantee security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonableand appropriate in the circumstances nothing has come to our notice that has caused us tobelieve that the management representations under subclauses (a) and (b) above contain anymaterial misstatement.

v. The final dividend paid by the Company during the year ended 31March 2022 in respect of such dividend declared for the previous year is in accordancewith section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 12(g) to the accompanying standalone financialstatements the Board of Directors of the Company have proposed final dividend for theyear ended 31 March 2022 which is subject to the approval of the members at the ensuingAnnual General Meeting. The dividend declared is in accordance with section 123 of the Actto the extent it applies to declaration of dividend.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm Registration No. 001076N/N500013

Sumesh E S

Partner

Membership No.: 206931

UDIN: 22206931AKMJTP7209

Place : Chennai

Date : 26 May 2022

Annexure A referred to in Paragraph 16 of the IndependentAuditor?s Report of even date to the members of Thirumalai Chemicals Limited on thestandalone financial statements for the year

ended 31 March 2022.

In terms of the information and explanations sought by us and given bythe Company and the books of account and records examined by us in the normal course ofaudit and to the best of our knowledge and belief we report that:

i. a.

A. The Company has maintained proper records showing full particularsincluding quantitative details and situation of property plant and equipment and right ofuse assets.

B. The Company has maintained proper records showing full particularsof intangible assets.

b. The Company has a regular program of physical verification of itsproperty plant and equipment and right of use assets under which the assets arephysically verified in a phased manner over a period of 3 years which in our opinion isreasonable having regard to the size of the Company and the nature of its assets. Inaccordance with this program certain property plant and equipment and right of useassets were verified during the year and no material discrepancies were noticed on suchverification.

c. The title deeds of all the immovable properties held by the Company(other than properties where the Company is the lessee and the lease agreements are dulyexecuted in favour of the lessee) are held in the name of the Company.

d. The Company has not revalued its Property Plant and Equipment andRight of Use assets or intangible assets during the year.

e. No proceedings have been initiated or are pending against theCompany for holding any benami property under the Benami Transactions (Prohibition) Act1988 (45 of 1988) and rules made thereunder. Accordingly reporting under clause 3(i)(e)of the Order is not applicable to the Company.

ii.a. The management has conducted physical verification of inventoryat reasonable intervals during the year except for inventory lying with third parties. Inour opinion the coverage and procedure of such verification by the management isappropriate and no discrepancies of 10% or more in the aggregate for each class ofinventory were noticed. In respect of inventory lying with third parties these havesubstantially been confirmed by the third parties.

b. The Company has a working capital limit in excess of ' 5 croresanctioned by banks based on the security of current assets. The quarterlyreturns/statements in respect of the working capital limits have been filed by theCompany with such banks and such returns/statements are in agreement with the books ofaccount of the Company for the respective periods which were/were not subject toaudit/review.

iii.a. The Company has not provided any loans or provided any advancesin the nature of loans or guarantee or security to any other entity during the year.Accordingly reporting under clauses 3(iii)(a) of the Order is not applicable to theCompany.

b. The Company has not provided any guarantee or given any security orgranted any loans or advances in the nature of loans during the year. However the Companyhas made investment in two subsidiaries amounting to '16342 Lakhs and in our opinion andaccording to the information and explanations given to us such investments made areprima facie not prejudicial to the interest of the Company.

c. In respect of loans and advances in the nature of loans granted bythe Company the schedule of repayment of principal and payment of interest has beenstipulated and the repayments/receipts of principal and interest are regular.

d. There is no overdue amount in respect of loans or advances in thenature of loans granted to such companies firms LLPs or other parties.

e. The Company has not granted any loan or advance in the nature ofloan which has fallen due during the year. Further no fresh loans were granted to anyparty to settle the overdue loans/advances in nature of loan.

f. The Company has not granted any loans or advances in the nature ofloan which is repayable on demand or without specifying any terms or period of repayment.

iv. In our opinion and according to the information and explanationsgiven to us the Company has complied with the provisions of section 186 of the Act inrespect of loans investments guarantees and security as

applicable. Further the Company has not entered into any transactioncovered under section 185.

v. In our opinion and according to the information and explanationsgiven to us the Company has not accepted any deposits or there is no amount which hasbeen considered as deemed deposit within the meaning of sections 73 to 76 of the Act andthe Companies (Acceptance of Deposits) Rules 2014 (as amended). Accordingly reportingunder clause 3(v) of the Order is not applicable to the Company.

vi. The Central Government has specified maintenance of cost recordsunder sub-section (1) of section 148 of the Act in respect of the products of the Company.We have broadly reviewed the books of account maintained by the Company pursuant to theRules made by the Central Government for the maintenance of cost records and are of theopinion that prima facie the prescribed accounts and records have been made andmaintained. However we have not made a detailed examination of the cost records with aview to determine whether they are accurate or complete.

vii.a. In our opinion and according to the information andexplanations given to us the Company is regular in depositing undisputed statutory duesincluding goods and services tax provident fund employees? state insuranceincome-tax sales-tax service tax duty of customs duty of excise value added tax cessand other material statutory dues as applicable with the appropriate authorities.Further no undisputed amounts payable in respect thereof were outstanding at the year-endfor a period of more than six months from the date they became payable.

b. According to the information and explanations given to us there areno statutory dues referred in sub-clause (a) which have not been deposited with theappropriate authorities on account of any dispute except for the following:

Name of the statute Nature of dues Amount (Rs In Lakhs) Amount paid (Rs In Lakhs) Period to which the amount relates Forum where dispute is pending
Central Sales Tax Act 1956 Tax dues 84 Nil 2000-01 to 2005-06 High Court Chennai
Tamil Nadu General Sales Tax Act 1959 Tax dues 17 4 2006-07 Appellate Deputy Commissioner (CT) Vellore
Tamil Nadu Value Added Tax 2006 Tax dues 35 5 2006-07 to 2008-09; 2013-14 to 2014-15 Appellate Deputy Commissioner (CT) Vellore
Central Sales Tax Act 1956 Tax dues 14 4 2006-07 Appellate Deputy Commissioner (CT) Vellore
Income Tax Act 1961 Tax dues 626 211 AY 2013- 14 AY 2014- 15 AY 2016- 17 AY 2017- 18 CIT (A) Mumbai
Income Tax Act 1961 Tax dues 48 Nil AY 2019-20 DCIT Mumbai

viii. According to the information and explanations given to us notransactions were surrendered or disclosed as income during the year in the taxassessments under the Income Tax Act 1961 (43 of 1961) which have not been recorded inthe books of accounts.

ix.a. According to the information and explanations given to us theCompany has not defaulted in repayment of its loans or borrowings or in the payment ofinterest thereon to any lender.

b. According to the information and explanations given to us includingconfirmations received from banks and representation received from the management of theCompany and on the basis of our audit procedures we report that the Company has not beendeclared a willful defaulter by any bank or financial institution or other lender.

c. In our opinion and according to the information and explanationsgiven to us the Company has not raised any money by way of term loans during the year andthere has been no utilization during the current year of the term loans obtained by theCompany during any previous years. Accordingly reporting under clause 3(ix)(c) of theOrder is not applicable to the Company.

d. In our opinion and according to the information and explanationsgiven to us the Company has not raised any funds on short term basis during the year orin any previous year. Accordingly reporting under clause 3(ix) (d) of the Order is notapplicable to the Company.

e. According to the information and explanations given to us and on anoverall examination of the financial statements of the Company the Company has not takenany funds from any entity or person on account of or to meet the obligations of itssubsidiaries.

f. According to the information and explanations given to us theCompany has not raised any loans during the year on the pledge of securities held in itssubsidiaries.

x.a. The Company has not raised any money by way of initial publicoffer or further public offer (including debt instruments) during the year. Accordinglyreporting under clause 3(x)(a) of the Order is not applicable to the Company. b. Accordingto the information and explanations given to us the Company has not made any preferentialallotment or private placement of shares or (fully partially or optionally) convertibledebentures during the year. Accordingly reporting under clause 3(x)(b) of the Order isnot applicable to the Company.

xi.a. To the best of our knowledge and according to the information andexplanations given to us no fraud by the Company or on the Company has been noticed orreported during the period covered by our audit.

b. No report under section 143(12) of the Act has been filed with theCentral Government for the period covered by our audit.

c. According to the information and explanations given to us includingthe representation made to us by the management of the Company there are nowhistle-blower complaints received by the Company during the year.

xii. The Company is not a Nidhi Company and the Nidhi Rules 2014 arenot applicable to it. Accordingly reporting under clause 3(xii) of the Order is notapplicable to the Company.

xiii. In our opinion and according to the information and explanationsgiven to us all transactions entered into by the Company with the related parties are incompliance with sections 177 and 188 of the Act where applicable. Further the details ofsuch related party transactions have been disclosed in the standalone financialstatements as required under Indian Accounting Standard (Ind AS) 24 Related PartyDisclosures specified in Companies (Indian Accounting Standards) Rules 2015 as prescribedunder section 133 of the Act.

xiv.a. In our opinion and according to the information and explanationsgiven to us the Company has an internal audit system as required under section 138 of theAct which is commensurate with the size and nature of its business.

b. We have considered the reports issued by the Internal Auditors ofthe Company till date for the period under audit.

xv. According to the information and explanation given to us theCompany has not entered into any non-cash transactions with its directors or personsconnected with them and accordingly provisions of section 192 of the Act are notapplicable to the Company.

xvi. The Company is not required to be registered under section 45-IAof the Reserve Bank of India Act 1934. Accordingly reporting under clauses 3(xvi) (a)(b) and (c) of the Order are not applicable to the Company.

xvii. The Company has not incurred any cash loss in the current as wellas the immediately preceding financial year.

xviii. There has been no resignation of the statutory auditors duringthe year. Accordingly reporting under clause 3(xviii) of the Order is not applicable tothe Company.

xix. According to the information and explanations given to us and onthe basis of the financial ratios ageing and expected dates of realization of financialassets and payment of financial liabilities other information accompanying the standalonefinancial statements our knowledge of the plans of the Board of Directors and managementand based on our examination of the evidence supporting the assumptions nothing has cometo our attention which causes us to believe that any material uncertainty exists as onthe date of the audit report that Company is not capable of meeting its liabilitiesexisting at the date of balance sheet as and when they fall due within a period of oneyear from the balance sheet date. We however state that this is not an assurance as tothe future viability of the Company. We further state that our reporting is based on thefacts up to the date of the audit report and we neither give any guarantee nor anyassurance that all liabilities falling due within a period of one year from the balancesheet date will get discharged by the Company as and when they fall due.

xx. According to the information and explanations given to us theCompany does not have any unspent amount in respect of any ongoing or other than ongoingproject as at the expiry of the financial year. Accordingly reporting under clause 3(xx)of the Order is not applicable to the Company.

xxi The reporting under clause 3(xxi) of the Order is not applicable inrespect of audit of standalone financial statements of the Company. Accordingly nocomment has been included in respect of said clause under this report.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm Registration No. 001076N/N500013

Sumesh E S

Partner

Membership No.: 206931

UDIN : 22206931AKMJTP7209

Place : Chennai

Date : 26 May 2022

Annexure B to the Independent Auditor?s Report of even date to themembers of Thirumalai Chemicals Limited on the standalone financial statements for theyear ended 31 March 2022

Independent Auditor?s Report on the internal financial controlswith reference to the standalone financial statements under Clause (i) of Sub-section 3 ofSection 143 of the Companies Act 2013 (‘the Act?)

1. In conjunction with our audit of the standalone financial statementsof Thirumalai Chemicals Limited (‘the Company?) as at and for the year ended 31March 2022 we have audited the internal financial controls with reference to financialstatements of the Company as at that date.

Responsibilities of Management and Those Charged with Governance forInternal Financial Controls

2. The Company?s Board of Directors is responsible forestablishing and maintaining internal financial controls based on IFCoFR 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 effectively for ensuring the orderly and efficient conduct of theCompany?s business including adherence to the Company?s policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Act.

Auditor?s Responsibility for the Audit of the Internal FinancialControls with Reference to Financial Statements

3. Our responsibility is to express an opinion on the Company'sinternal financial controls with reference to financial statements based on our audit. Weconducted our audit in accordance with the Standards on Auditing issued by the Instituteof Chartered Accountants of India (‘ICAI?) prescribed under Section 143(10) ofthe Act to the extent applicable to an audit of internal financial controls withreference to financial statements and the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting (‘the Guidance Note?) issued by the ICAI.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls with reference to financial statements were established and maintainedand if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidenceabout the adequacy of the internal financial controls with reference to financialstatements and their operating effectiveness. Our audit of internal financial controlswith reference to financial statements includes obtaining an understanding of suchinternal financial controls assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor?s judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion on the Company?s internalfinancial controls with reference to financial statements .

Meaning of Internal Financial Controls with Reference to FinancialStatements

6. A Company's internal financial controls with reference to financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of financial statements for external purposesin accordance with generally accepted accounting principles. A Company's internalfinancial controls with reference to financial statements include those policies andprocedures that (1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of theCompany; (2) provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance with authorisations of management and directors of the Company; and (3)provide reasonable assurance regarding prevention or timely detection of unauthorisedacquisition use or disposition of the Company's assets that could have a material effecton the financial statements.

Inherent Limitations of Internal Financial Controls with Reference toFinancial Statements

7. Because of the inherent limitations of internal financial controlswith reference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the internal financial controls with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Opinion

8. In our opinion the Company has in all material respects adequateinternal financial controls with reference to financial statements and such controls wereoperating effectively as at 31 March 2022 based on IFCoFR criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls over Financial Reporting issued by theInstitute of Chartered Accountants of India.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm Registration No. 001076N/N500013

Sumesh E S

Partner

Membership No.: 206931

UDIN : 22206931AKMJTP7209

Place : Chennai

Date : 26 May 2022

.