Page 192 - Tata Chemical Annual Report_2022-2023

Integrated Annual Report 2022-23 01-83 84-192 193-365
Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

CERTIFICATE BY CEO AND CFO PRACTISING COMPANY SECRETARIES’ CERTIFICATE ON CORPORATE GOVERNANCE
Pursuant to Regulation 17(8) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

TO THE MEMBERS OF
To, TATA CHEMICALS LIMITED
The Board of Directors
Tata Chemicals Limited We have examined the compliance of the conditions of Corporate Governance by Tata Chemicals Limited (‘the Company’) for the
Mumbai year ended on March 31, 2023, as stipulated under Regulations 17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) of Regulation
46 and para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
We hereby certify that: Regulations, 2015 (‘SEBI Listing Regulations’).

a) We have reviewed the Financial Statements and the Cash Flow Statement of Tata Chemicals Limited (‘the Company’) for the The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited
year ended March 31, 2023, and confirm to the best of our knowledge and belief that: to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with conditions of
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
i. these statements / results do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading; In our opinion and to the best of our information and according to the explanations given to us, and the representations made by
the Directors and the management and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and
ii. these statements / results together present a true and fair view of the Company’s affairs and are in compliance with existing Exchange Board of India warranted due to the spread of the COVID-19 pandemic, we certify that the Company has complied with the
accounting standards, applicable laws and regulations. conditions of Corporate Governance as stipulated in the SEBI Listing Regulations for the year ended on March 31, 2023.
b) There are, to the best of our knowledge and belief, no transactions have been entered into by the Company during the period, We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
which are fraudulent, illegal or violate the Company’s Code of Conduct. effectiveness with which the management has conducted the affairs of the Company.

c) We accept responsibility for establishing and maintaining internal controls over financial reporting and we have evaluated the
effectiveness of the internal control system of the Company in respect of financial reporting and have disclosed to the auditors
and the Audit Committee, deficiencies in the design or operation of internal controls, if any, of which we are aware and the steps For Parikh & Associates
taken and proposed to be taken for rectifying these deficiencies. Practising Company Secretaries

d) The Company has devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems P. N. Parikh
were adequate and operating effectively. Partner
FCS: 327 CP: 1228
e) We also certify that we have indicated to the auditors and the Audit Committee that: UDIN: F000327E000244109
PR No.:1129/2021
i) there have been no significant changes during the period in internal controls over financial reporting; Mumbai, May 3, 2023
ii) there have been no significant changes in accounting policies;

iii) there have been no instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the listed entity’s internal control system over financial reporting.

R. Mukundan Nandakumar S. Tirumalai
Managing Director & CEO Chief Financial Officer
DIN: 00778253
Mumbai, May 3, 2023

190 191