We have audited the standalone financial statements of Hindustan Zinc Limited (“the Company”), which comprise theBalance sheet as at March 31, 2025, the Statement of Profit and Loss, including the statement of Other ComprehensiveIncome, the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and notes to theStandalone financial statements, including a summary of material accounting policies and other explanatory information .
In our opinion and to the best of our information and according to the explanations given to us , the aforesaid standalonefinancial statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner sorequired and give a true and fair view in conformity with the accounting principles generally accepted in India, of the stateof affairs of the Company as at March 31, 2025, its profit including other comprehensive income, its cash flows and thechanges in equity for the year ended on that date.
BASIS FOR OPINION
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), asspecified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor'sResponsibilities for the Audit of the Standalone Financial Statements' section of our report. We are independent of theCompany in accordance with the ‘Code of Ethics' issued by the Institute of Chartered Accountants of India together with theethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rulesthereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the standalone financial statements.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of thestandalone financial statements for the financial year ended March 31, 2025. These matters were addressed in the contextof our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not providea separate opinion on these matters. For each matter below, our description of how our audit addressed the matter isprovided in that context.
We have determined the matters described below to be the key audit matters to be communicated in our report. We havefulfilled the responsibilities described in the Auditor's responsibilities for the audit of the standalone financial statementssection of our report, including in relation to these matters. Accordingly, our audit included the performance of proceduresdesigned to respond to our assessment of the risks of material misstatement of the standalone financial statements. Theresults of our audit procedures, including the procedures performed to address the matters below, provide the basis for ouraudit opinion on the accompanying standalone financial statements.
Key audit matters
How our audit addressed the key audit matter
Claims and exposure relating to taxation and litigation (as described in Note 3(I)(u), 3(III)(B)(i), 30 and 32(c)(ii) of the standalone
financial statements)
The Company is subject to several legal and tax related claims
Our audit procedures included the following:
and exposures which have been either disclosed or accountedfor in the accompanying standalone financial statements.
•
Gained an understanding of the process of identification ofclaims, litigations and contingent liabilities and identified
Taxation and litigation exposures have been identified as a
key controls in the process. For selected controls, we have
key audit matter due to complexities involved in these matters,
performed test of controls.
timescales involved for resolution and the potential financialimpact of these on the standalone financial statements. Further,significant management judgement is involved in assessing theexposure of each case and thus a risk that such cases may notbe adequately provided for or disclosed.
Obtained the year end summary of Company's legal andtax cases and assessed management's position throughdiscussions with the General Counsel, Head of Tax andoperational management, on both the probability ofsuccess in significant cases, and the magnitude of any
Accordingly, this matter has been identified as a key audit
potential loss.
matter.
For selected cases, we have obtained independentexternal lawyer confirmations from Legal Counsels of theCompany who are contesting the cases.
Inspected external legal opinions and/ or past judicialorders, wherever considered necessary, and otherevidence to evaluate the management's assessment inrespect of legal claims.
Engaged tax specialists to technically assessthe management's assessment on certain taxdisputes and positions.
Assessed the relevant disclosures made within thestandalone financial statements to address whether theyreflect the facts and circumstances of the respective taxand legal exposures as per the requirements of relevantaccounting standards.
Transactions with the Related parties (as described in Note 37 of the standalone financial statements)
During the year, the Company has undertaken transactions with
related parties including parent company, fellow subsidiariesand other related parties. Such transactions, includes amongothers, the payment of strategic services and brand fee, powerdelivery agreements, residue treatment contract, sale ofproperty, plant & equipment and IT service agreement.
Obtained and read the Company's policies, processesand procedures in respect of identification of such relatedparties in accordance with relevant laws and standards,obtaining approval, recording and disclosure of relatedparty transactions and identified key controls. For selected
Accounting and disclosure of such related party transactions
controls we have performed tests of controls.
has been identified as a key audit matter due to
On sample basis tested some related party transactions
a) Significance of such related party transactions;
and balances with the underlying contracts, confirmation
b) Risk of such transactions being executed without properauthorizations;
letters and other supporting documents providedby the Company.
c) Risk of material information relating to aforesaidtransactions not getting disclosed in the standalone
Examined, where applicable, the approvals of the boardand audit committee of these transactions.
financial statements.
Obtained and read the reports including the half yearlyreport for review of related party transactions andbenchmarking report issued by the experts engaged by themanagement for the payment towards strategic servicesand brand fees and Power delivery agreement.
Assessed the competence and objectivity of theexternal experts.
Held discussions and obtained representations from themanagement in relation to such transactions.
Read the disclosures made in this regard in the standalonefinancial statements and assessed whether relevant andmaterial information have been disclosed.
We have determined that there are no other key audit matters to communicate in our report.
INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT THEREON
The Company's Board of Directors is responsible for the other information. The other information comprises the informationincluded in the Annual report, but does not include the standalone financial statements and our auditor's report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any formof assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other informationand, in doing so, consider whether such other information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed,we conclude that there is a material misstatement of this other information, we are required to report that fact. We havenothing to report in this regard.
RESPONSIBILITIES OF THE MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THESTANDALONE FINANCIAL STATEMENTS
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to thepreparation of these standalone financial statements that give a true and fair view of the financial position, financialperformance including other comprehensive income, cash flows and changes in equity of the Company in accordance withthe accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified undersection 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and other irregularities; selection and applicationof 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 theaccuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Company's ability tocontinue as a going concern, disclosing, as applicable, matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realisticalternative but to do so.
Those Board of Directors are also responsible for overseeing the Company's financial reporting process.
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole arefree from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud orerror, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud ishigher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations,or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriatein the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whetherthe Company has adequate internal financial controls with reference to financial statements in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, weare required to draw attention in our auditor'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 audit evidence obtained up tothe date of our auditor's report. However, future events or conditions may cause the Company to cease to continue asa going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures,and whether the standalone financial statements represent the underlying transactions and events in a manner thatachieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of theaudit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of mostsignificance in the audit of the standalone financial statements for the financial year ended March 31, 2025 and are thereforethe key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosureabout the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated inour report because the adverse consequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditor's Report) Order, 2020 (“the Order”), issued by the Central Government of Indiain terms of sub-section (11) of section 143 of the Act, we give in the “Annexure 1” a statement on the matters specifiedin paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, we report to the extent applicable, that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and beliefwere necessary for the purposes of our audit;
(b) I n our opinion, proper books of account as required by law have been kept by the Company so far as it appearsfrom our examination of those books except for the matters stated in the paragraph (i)(vi) below on reportingunder Rule 11(g);
(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income,the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with thebooks of account ;
(d) I n our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specifiedunder Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
(e) On the basis of the written representations received from the directors as on March 31, 2025 taken on record by theBoard of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director interms of Section 164 (2) of the Act;
(f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in theparagraph (b) above on reporting under Section 143(3)(b) and paragraph (i)(vi) below on reporting under Rule 11(g)
(g) With respect to the adequacy of the internal financial controls with reference to standalone financial statements andthe operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report;
(h) I n our opinion, the managerial remuneration for the year ended March 31, 2025 has been paid / provided by the
Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act.
(i) With respect to the other matters to be included in the Auditor'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 according to the
explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financialstatements - Refer Note 3(I)(u), 3(III)(B)(i), 30 and 32(c)(ii) to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education andProtection Fund by the Company;
iv. a) The management has represented that, to the best of its knowledge and belief, as disclosed in Note 42,
no funds have been advanced or loaned or invested (either from borrowed funds or share premium or anyother sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreignentities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that theIntermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in anymanner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee,security or the like on behalf of the Ultimate Beneficiaries;
b) The management has represented that, to the best of its knowledge and belief, as disclosed in Note 42,no funds have been received by the Company from any person(s) or entity(ies), including foreign entities(“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Companyshall, whether, directly or indirectly, lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee,security or the like on behalf of the Ultimate Beneficiaries; and
c) Based on such audit procedures performed that have been considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe that the representations undersub-clause (a) and (b) contain any material misstatement.
v. The interim dividends declared and paid by the Company during the year and until the date of this audit reportis in accordance with section 123 of the Act.
vi. Based on our examination which included test checks, the Company has used accounting software formaintaining its books of account which has a feature of recording audit trail (edit log) facility and the samehas operated throughout the year for all relevant transactions recorded in the software except that, audit trailfeature for direct changes to data in certain database tables was enabled for part of the year from March 03,2025 , as described in note 41 to the standalone financial statements. Further, during the course of our audit wedid not come across any instance of audit trail feature being tampered with in respect of accounting software.Additionally, the audit trail of relevant prior year has been preserved by the company as per the statutoryrequirements for record retention, to the extent it was enabled and recorded in the respective year, as statedin note 41 to the standalone financial statements.
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
Partner
Membership Number: 501160
UDIN: 25501160BMOMYA8770
Place of Signature: Ahmedabad
Date: April 25, 2025