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Annexure B to the Independent Auditors’ Report – 31 March, 2018

(Referred to in our report of even date)
Report on the Internal Financial Controls under Clause (i) of Sub- Meaning of Internal Financial Controls Over Financial Reporting
section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
A company’s internal financial control over financial reporting is a
We have audited the internal financial controls over financial process designed to provide reasonable assurance regarding the
reporting of Tata Chemicals Limited (“the Company”) as of 31 March, reliability of financial reporting and the preparation of financial
2018 in conjunction with our audit of the standalone Ind AS financial statements for external purposes in accordance with generally
statements of the Company for the year ended on that date. accepted accounting principles. A company’s internal financial control
over financial reporting includes those policies and procedures
Management’s Responsibility for Internal Financial Controls
that (1) pertain to the maintenance of records that, in reasonable
The Company’s management is responsible for establishing and detail, accurately and fairly reflect the transactions and dispositions
maintaining internal financial controls based on the internal control of the assets of the company; (2) provide reasonable assurance Integrated Report
over financial reporting criteria established by the Company that transactions are recorded as necessary to permit preparation
considering the essential components of internal control stated in the of financial statements in accordance with generally accepted
Guidance Note on Audit of Internal Financial Controls over Financial accounting principles, and that receipts and expenditures of the
Reporting issued by the Institute of Chartered Accountants of India company are being made only in accordance with authorisations
(‘ICAI’). These responsibilities include the design, implementation of management and directors of the company; and (3) provide
and maintenance of adequate internal financial controls that were reasonable assurance regarding prevention or timely detection of
operating effectively for ensuring the orderly and efficient conduct unauthorised acquisition, use, or disposition of the company’s assets
of its business, including adherence to Company’s policies, the that could have a material effect on the financial statements.
safeguarding of its assets, the prevention and detection of frauds and
Inherent Limitations of Internal Financial Controls Over Financial
errors, the accuracy and completeness of the accounting records, and
Reporting
the timely preparation of reliable financial information, as required
under the Companies Act, 2013. Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
Auditors’ Responsibility
management override of controls, material misstatements due to
Our responsibility is to express an opinion on the Company’s internal error or fraud may occur and not be detected. Also, projections of any Statutory Reports
financial controls over financial reporting based on our audit. We evaluation of the internal financial controls over financial reporting to
conducted our audit in accordance with the Guidance Note on Audit future periods are subject to the risk that the internal financial control
of Internal Financial Controls Over Financial Reporting (the “Guidance over financial reporting may become inadequate because of changes
Note”) and the Standards on Auditing, issued by ICAI and deemed in conditions, or that the degree of compliance with the policies or
to be prescribed under Section 143(10) of the Act, to the extent procedures may deteriorate.
applicable, to an audit of internal financial controls, both applicable
Opinion
to an audit of Internal Financial Controls and, both issued by the ICAI.
Those Standards and the Guidance Note require that we comply In our opinion, the Company has, in all material respects, an adequate
with ethical requirements and plan and perform the audit to obtain internal financial controls system over financial reporting and such
reasonable assurance about whether adequate internal financial internal financial controls over financial reporting were operating
controls over financial reporting was established and maintained and effectively as at 31 March, 2018, based on the internal control over
if such controls operated effectively in all material respects. financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance
Our audit involves performing procedures to obtain audit evidence
Note on Audit of Internal Financial Controls Over Financial Reporting Financial Statements
about the adequacy of the internal financial controls system over
issued by the ICAI.
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting,
For B S R & Co. LLP
assessing the risk that a material weakness exists, and testing and
Chartered Accountants
evaluating the design and operating effectiveness of internal control
Firm’s Registration No: 101248W/W-100022
based on the assessed risk. The procedures selected depend on the
auditors’ judgement, including the assessment of the risks of material
misstatement of the standalone Ind AS financial statements, whether
Vijay Mathur
due to fraud or error.
Mumbai Partner
We believe that the audit evidence we have obtained is sufficient and 18 May, 2018 Membership No: 046476
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.

Standalone Financial Statements 139