Page 67 - Tata_Chemicals_yearly-reports-2017-18

CONSOLIDATED FINANCIAL STATEMENTS DETAILS OF SIGNIFICANT MATERIAL ORDERS
The consolidated financial statements of the Company and its No significant and material orders were passed by the regulators
subsidiaries for FY 2017-18 are prepared in compliance with or the courts or tribunals impacting the going concern status and
the applicable provisions of the Act and as stipulated under Company’s operations in future.
Regulation 33 of the Listing Regulations as well as in accordance
INTERNAL FINANCIAL CONTROLS
with the Indian Accounting Standards notified under the Companies
(Indian Accounting Standards) Rules, 2015. The audited consolidated Internal financial control systems of the Company are commensurate
financial statements together with the Auditor’s Report thereon form with its size and the nature of its operations. These have been designed
part of this Annual Report. to provide reasonable assurance with regard to recording and
providing reliable financial and operational information, complying
Pursuant to the provisions of Section 136 of the Act, the financial with applicable accounting standards and relevant statutes,
statements of the Company, consolidated financial statements along safeguarding assets from unauthorised use, executing transactions
with relevant documents and separate annual accounts in respect of with proper authorisation and ensuring compliance of corporate
subsidiaries are available on the website of the Company. policies. The Company has a well-defined delegation of authority with Integrated Report
The annual accounts of the subsidiaries and related detailed specified limits for approval of expenditure, both capital and revenue.
information will be kept at the registered office of the Company and The Company uses an established ERP system to record day to day
will be available to investors seeking information till the date of the transactions for accounting and financial reporting.
AGM. The same will also be available at the venue of the AGM. The Audit Committee deliberated with the members of the
management, considered the systems as laid down and met the
SUBSIDIARY COMPANIES AND JOINT VENTURES
internal auditors and statutory auditors to ascertain, their views on
As on 31 March, 2018, the Company had 36 (direct and indirect) the internal financial control systems. The Audit Committee satisfied
subsidiaries (5 in India and 31 overseas) and 5 joint venture companies. itself as to the adequacy and effectiveness of the internal financial
control system as laid down and kept the Board of Directors informed.
There were following changes in the subsidiaries during the year :-
However, the Company recognises that no matter how the internal
i. Grown Energy Zambeze Holdings Pvt. Ltd., Mauritius; Grown control framework is, it has inherent limitations and accordingly,
Energy (Pty) Ltd., South Africa; and Grown Energy Zambeze periodic audits and reviews ensure that such systems are updated on
Limitada, Mozambique have ceased to be subsidiaries with regular intervals. Statutory Reports
effect from 28 June, 2017. Details of internal control system are given in the Management
Discussion and Analysis Report, which forms part of this Annual
ii. Ncourage Social Enterprise Foundation was incorporated as
Report.
a Section 8 company with effect from 8 December, 2017 as a
wholly owned subsidiary of the Company. DIRECTORS AND KEY MANAGERIAL PERSONNEL
Directors
iii. Brunner Mond Generation Company Limited has dissolved
with effect from 19 December, 2017 and accordingly, ceased Appointment
to be a subsidiary.
Pursuant to the recommendations of the Nomination and
Remuneration Committee (‘NRC’), the Board of Directors appointed
iv. Brunner Mond Limited has dissolved with effect from 2 January,
Ms. Padmini Khare Kaicker as an Additional Director of the Company
2018 and accordingly, ceased to be a subsidiary.
with effect from 1 April, 2018 in accordance with Article 133 of the
With a view to reduce the number of subsidiaries and rationalising Company’s Articles of Association and Section 161(1) of the Act. She
the group structure, the Board at its meeting held on 23 March, 2018 holds office upto the date of the forthcoming AGM and a Notice
approved the merger of Bio Energy Venture – 1 (Mauritius) Pvt. Ltd., under Section 160(1) of the Act has been received from a Member Financial Statements
a wholly owned subsidiary, with the Company through a Scheme signifying the intention to propose her appointment as Director. She
of Merger subject to the approval of the Reserve Bank of India, if was also appointed as an Independent Director for a period of 5 years
required, and the Hon’ble National Company Law Tribunal. with effect from 1 April, 2018 upto 31 March, 2023 subject to approval
of the Members at the ensuing AGM.
The Company’s policy on determining material subsidiaries, as
approved by the Board, is uploaded on the Company’s website at Pursuant to the recommendations of the NRC, the Board of
http://www.tatachemicals.com/upload/content_pdf/material_ Directors appointed Mr. Zarir Langrana as an Additional Director
subsidiary.pdf . of the Company with effect from 1 April, 2018 in accordance with
Article 133 of the Company’s Articles of Association and
A report on the financial position of each of the subsidiaries and joint
Section 161(1) of the Act. He was also appointed as the Executive
venture companies as per the Act is provided in Form AOC-1 attached
Director of the Company for a period of 5 years with effect from
to the financial statements.
1 April, 2018 upto 31 March, 2023 subject to approval of the Members

Board's Report 65