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F-69

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF

TATA MOTORS LIMITED

Report on the Consolidated Ind AS Financial Statements

We have audited the accompanying consolidated Ind AS financial statements of

TATA MOTORS LIMITED

(hereinafter referred to as “the

Parent”) and its subsidiaries (the Parent and its subsidiaries together referred to as “the Group”) its associates and its joint ventures, comprising

the Consolidated Balance Sheet as at March 31, 2017, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income),

the Consolidated Cash Flow Statement, the Consolidated Statement of Changes in Equity, for the year then ended, and a summary of the

significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated Ind AS financial statements”)

and which includes two Joint Operation Companies consolidated on a proportionate basis with the Parent.

Management’s Responsibility for the Consolidated Ind AS Financial Statements

The Parent’s Board of Directors is responsible for the preparation of these consolidated Ind AS financial statements in terms of the requirements

of the Companies Act, 2013 (hereinafter referred to as“the Act”) that give a true and fair view of the consolidated financial position, consolidated

financial performance including other comprehensive income, consolidated cash flows and statement of changes in equity of the Group

including its Associates and Joint ventures in accordance with the accounting principles generally accepted in India, including the Indian

Accounting Standards (Ind AS) prescribed under Section 133 of the Act. The respective Boards of Directors of the companies included in the

Group and of its associates, joint ventures and joint operation companies are responsible for maintenance of adequate accounting records

in accordance with the provisions of the Act for safeguarding the assets of the Group and its associates, its joint ventures and joint operation

companies and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies;

making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal

financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the

preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due

to fraud or error, which have been used for the purpose of preparation of the consolidated Ind AS financial statements by the Directors of the

Parent, as aforesaid.

Auditor’s Responsibility

Our responsibility is to express an opinion on these consolidated Ind AS financial statements based on our audit. In conducting our audit, we

have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the

audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require

that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated

Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the consolidated Ind AS financial

statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of

the consolidated Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal

financial control relevant to the Parent’s preparation of the consolidated Ind AS financial statements that give a true and fair view in order to

design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting

policies used and the reasonableness of the accounting estimates made by the Parent’s Board of Directors, as well as evaluating the overall

presentation of the consolidated Ind AS financial statements.

We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their reports referred

to in sub-paragraph (a) of the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the

consolidated Ind AS financial statements.