We have audited the accompanying standalone financialstatements of Ambuja Cements Limited ("the Company”),which comprise the Balance sheet as at March 31, 2025,the Statement of Profit and Loss, including the statementof Other Comprehensive Income, the Cash Flow Statementand the Statement of Changes in Equity for the year thenended, and notes to the Standalone financial statements,including a summary of material accounting policies andother explanatory information which includes a JointOperation (hereafter referred to as the "StandaloneFinancial Statements”).
In our opinion and to the best of our information andaccording to the explanations given to us, and basedon the consideration of reports of other auditor onseparate financial statements and on the other financialinformation of the joint operation, the aforesaidstandalone financial statements give the informationrequired by the Companies Act, 2013, as amended ("theAct”) in the manner so required and give a true andfair view in conformity with the accounting principlesgenerally accepted in India, of the state of affairs of theCompany as at March 31, 2025, its profit including othercomprehensive (loss) / income, its cash flows and thechanges in equity for the year ended on that date.
We conducted our audit of the standalone financialstatements in accordance with the Standards onAuditing (SAs), as specified under section 143(10) ofthe Act. Our responsibilities under those Standards arefurther described in the 'Auditor's Responsibilities for theAudit of the Standalone Financial Statements' sectionof our report. We are independent of the Companyin accordance with the 'Code of Ethics' issued by theInstitute of Chartered Accountants of India together withthe ethical requirements that are relevant to our auditof the financial statements under the provisions of theAct and the Rules thereunder, and we have fulfilled ourother ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe thatthe audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion onthe standalone financial statements.
We draw your attention to Note 49 of the accompanyingstandalone financial statements which, describes theuncertainty related to the outcome of ongoing litigationwith the Competition Commission of India.
Our opinion is not modified in respect of this matter.
Key audit matters are those matters that, in ourprofessional judgment, were of most significance in ouraudit of the standalone financial statements for thefinancial year ended March 31, 2025. These matters wereaddressed in the context of our audit of the standalonefinancial statements as a whole, and in forming ouropinion thereon, and we do not provide a separate opinionon these matters. For each matter below, our descriptionof how our audit addressed the matter is providedin that context.
We have determined the matters described below to bethe key audit matters to be communicated in our report.We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the standalonefinancial statements section of our report, including inrelation to these matters. Accordingly, our audit includedthe performance of procedures designed to respond toour assessment of the risks of material misstatement ofthe standalone financial statements. The results of ouraudit procedures, including the procedures performedto address the matters below, provide the basis forour audit opinion on the accompanying standalonefinancial statements.
Key audit matters
How our audit addressed the key audit matter
Revenue recognition, including discounts and rebates to Customers (as described in Notes 3(I), 3.1(VI) and 37of the standalone financial statements)
The Company recognises revenue upon the transfer ofcontrol of goods to the customer, provided there are
Our audit procedures included the following:
no unfulfilled obligations. Revenue is measured at thefair value of the consideration received, adjusted fordiscounts, incentives, price concessions, rebates, and other
Ý We have assessed the Company's accounting policiesrelating to recognition and measurement of revenue,discounts, incentives and rebates by comparing with
similar adjustments. The timing of revenue recognition,
applicable accounting standards.
the determination of when control is transferred,
Ý We have evaluated the design and implementation of the
and the assessment of unfulfilled obligations require
Company's internal controls over revenue recognition,
significant judgment, particularly given the complexity
including policies for discounts, rebates, and incentives,
of sales arrangements (including through Master SupplyAgreements (MSA)) and the varying terms and conditionsacross different customer agreements. This complexity isfurther compounded by the need to accurately estimateand apply discounts, rebates, and other adjustments toarrive at the fair value of consideration in the appropriate
ensuring alignment with Ind AS 115.
Ý We have reviewed a sample of sales contracts, theunderlying documentation for discounts, incentivesand rebates recorded and disbursed during the yearto assess the timing of transfer of control has beensatisfied and verified delivery terms and conditions to
period and the completeness of the expenses.
ensure revenue recognition aligns with the transfer of
The Company has established commercial policy that
control to customers.
sets benchmarks or limits for margins in case of MSA
with related parties and for discounts and rebates, withinwhich individual sales regions can design and implementtheir own schemes. This decentralised approach allowsregional sales teams flexibility in offering rebates, whichmay result in variations between regions in terms of the
Ý We have tested accuracy and consistency of discounts,rebates, and incentives applied to revenue transactions.Assessed the reasonableness of management'sestimates for measurement of variable considerationsincluding in case of MSA transaction with related
level of discounts provided.
parties, contractual terms including historical trendsof payments and reversal of discounts, incentives
Given the inherent complexity and judgment involved
and rebated to provisions made to assess the
in determining the timing of revenue recognition, the
current year accruals.
assessment of control transfer, and the estimation
of discounts and rebates including cut offs, revenuerecognition has been identified as a key audit matter.
Ý Analysed regional schemes to ensure compliancewith the Company's overall commercial policy andbenchmarks. Also, evaluated the impact of sales regionKPIs linked to revenue targets on the application ofdiscounts and rebates, ensuring no undue influence onrevenue recognition.
Litigation and claims (as described in Notes 3(H), 3.1 (I) and 49 of the standalone financial statements)
The Company has significant ongoing legal proceedings
for various matters relating to direct tax. indirect tax,government incentive claims and other legal mattersrelating to Company's operations under various lawsprevailing in India. The Company has also depositedsubstantial amounts against various matters or accounted
Ý
Obtained and read the Company's accounting policieswith respect to contingent liabilities and provisionsand assessed its compliance with Ind AS 37 "Provisions,Contingent Liabilities and Contingent Assets",
as receivable from authorities against dispute, which
Obtained understanding of the Company's process and
has been classified as "Duty, taxes paid under protest
controls to identify and monitor all litigations, Including
with Government Authorities against various disputes
Company's process of assessment of litigations as
- Other non-current assets” in Note 13. The provisions
'probable', 'possible' and 'remote' and reporting to the
made against legal matters have been included in Other
Board of Directors / Audit Committee.
Payables - Other current liability” in Note 35.
Discussed with the management including the
Due to the magnitude and complexity involved in these
person responsible for legal and compliance to
matters, management's judgement regarding recognition.
obtain an understanding of the matters involved and
measurement and disclosure of provisions for these legal
development in these matters compared to previous
matters is inherently uncertain and might change over
year. For significant direct and indirect tax matters and
time as the outcome of the legal cases are determined or
government incentive claims including special incentive,
dispute gets settled. Accordingly, it has been considered
we assessed the management conclusion with the
as a key audit matter.
support of internal specialists. For claims/matterssettled during the year based on the orders/managementassessment, we verified orders/management conclusion,as appropriate and verified whether the claims/matterssettled were properly accounted for in the books.
Obtained and assessed management conclusion basisthe related documentation / correspondence andopinions from external legal experts (where applicable)for other significant legal matters, as provided bythe management. For incentive claims, reviewedmanagement assessment for likelihood of recoverability.
Obtained direct legal confirmations for significantmatters from external law firms handling such mattersto corroborate management conclusions.
Assessed the objectivity and competence of theexternal legal experts / law firms and internal specialistas referred above.
Reviewed the disclosures made by the Company in thestandalone financial statements.
Obtained necessary representations fromthe management.
Impairment assessment of material Investments in subsidiaries (as described in Notes 3(E), and 9 of thestandalone financial statements)
The Company holds significant investments in subsidiaries
Our audit procedures in relation to impairment assessment
(including loans of INR 985.92 crores) amounting to INR
of Company's investment in and loans to subsidiaries
26,339.32 crores as at March 31, 2025. These investmentsare accounted for at cost less allowance for impairment,if any. The management assesses at least annually theexistence of impairment indicators of each shareholding
included the following:
Ý Obtained an understanding of the management policyon assessment of impairment/ loans of investment in
in such subsidiaries by reference to the requirements
subsidiaries and assumptions used by the management
under Ind AS 36. If such indicator exists, impairment lossis determined and recognised in the standalone financialstatements in accordance with the accounting policies.
With regards loans given to subsidiaries, including stepdown subsidiaries, Ind AS 109 'Financial Instrument',
including design and implementation of relevant keycontrols. We have tested the design and operatingeffectiveness of these controls.
Ý Obtained and compared the carrying values of theCompany's investment in its subsidiaries with theirrespective net worth as per audited financial statements
require the Company to provide for impairment of itsfinancial asset measured at amortised cost, if any, using
for the year ended March 31, 2025.
the expected credit loss ('ECL) approach.
The processes and methodologies for assessing anddetermining the recoverable amount of investments/
Ý For potential impairment indicators identified bymanagement for material investments in subsidiaries,obtained and assessed the appropriateness of the
loans in subsidiaries are based on complex assumptions
methodology used in the impairment model, the inputdata and underlying assumptions used such as future
and require use of significant managements judgment,
levels of operations, discount rate etc. and considered
in particular with reference to forecast of future cash
historical performance vis-a-vis budgets for
flows relating to the period covered by the respectivesubsidiary Company's strategic business plan, normalised
respective subsidiaries.
cash flows assumed as a basis for terminal value, as well
Ý Assessed the recoverable value by performing sensitivity
as the long-term growth rates and discount rates applied
testing of key assumptions used, analysed and examined
to such forecasted cash flows.
the business plans approved along with assumptionsand estimates used by management and tested the
Considering the significant level of management judgmentrequired in estimating the cash flows and the complexity
arithmetical accuracy of these models.
of the assumptions used, this matter has been identified
Ý Compared the carrying value of the investments and
loans to subsidiaries with their respective net assetsvalue and earnings for the period.
Ý Assessed the disclosure is in accordance with applicableaccounting standards and Schedule III to the Note 9 inthe standalone financial statements of the Company.
The Company's Board of Directors is responsible forthe other information. The other information comprisesthe information included in the Annual report, but doesnot include the accompanying standalone financialstatements and our auditor's report thereon.
Our opinion on the accompanying standalone financialstatements does not cover the other information and wedo not express any form of assurance conclusion thereon.
In connection with our audit of the accompanyingstandalone financial statements, our responsibility isto read the other information and, in doing so, considerwhether such other information is materially inconsistentwith the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materiallymisstated. If, based on the work we have performed, weconclude that there is a material misstatement of thisother information, we are required to report that fact.We have nothing to report in this regard.
The Company's Board of Directors is responsible for thematters stated in section 134(5) of the Act with respect tothe preparation of these standalone financial statementsthat give a true and fair view of the financial position,financial performance including other comprehensive(loss) / income, cash flows and changes in equity of theCompany in accordance with the accounting principlesgenerally accepted in India, including the IndianAccounting Standards (Ind AS) specified under section133 of the Act read with the Companies (Indian AccountingStandards) Rules, 2015, as amended. This responsibilityalso includes maintenance of adequate accountingrecords in accordance with the provisions of the Actfor safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities;selection and application of appropriate accountingpolicies; making judgments and estimates that arereasonable and prudent; and the design, implementationand maintenance of adequate internal financial controls,that were operating effectively for ensuring the accuracyand completeness of the accounting records, relevantto the preparation and presentation of the standalonefinancial statements that give a true and fair view andare free from material misstatement, whether due tofraud or error.
In preparing the standalone financial statements,management is responsible for assessing the Company'sability to continue as a going concern, disclosing, asapplicable, matters related to going concern and using thegoing concern basis of accounting unless managementeither intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
Those Charged with Governance are also responsible foroverseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the standalone financial statements as a wholeare free from material misstatement, whether due to fraudor error, and to issue an auditor's report that includesour opinion. Reasonable assurance is a high level ofassurance, but is not a guarantee that an audit conductedin accordance with SAs will always detect a materialmisstatement when it exists. Misstatements can arise fromfraud or error and are considered material if, individuallyor in the aggregate, they could reasonably be expected toinfluence the economic decisions of users taken on thebasis of these standalone financial statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professionalskepticism throughout the audit. We also:
Ý Identify and assess the risks of material misstatementof the standalone financial statements, whether dueto fraud or error, design and perform audit proceduresresponsive to those risks, and obtain audit evidencethat is sufficient and appropriate to provide a basisfor our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion,forgery, intentional omissions, misrepresentations, orthe override of internal control.
Ý Obtain an understanding of internal control relevant tothe audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressingour opinion on whether the Company has adequateinternal financial controls with reference to standalonefinancial statements in place and the operatingeffectiveness of such controls.
Ý Evaluate the appropriateness of accounting policiesused and the reasonableness of accounting estimatesand related disclosures made by management.
Ý Conclude on the appropriateness of management's useof the going concern basis of accounting and, basedon the audit evidence obtained, whether a materialuncertainty exists related to events or conditionsthat may cast significant doubt on the Company'sability to continue as a going concern. If we concludethat a material uncertainty exists, we are required todraw attention in our auditor's report to the relateddisclosures in the standalone financial statementsor, if such disclosures are inadequate, to modify ouropinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor'sreport. However, future events or conditions may causethe Company to cease to continue as a going concern.
Ý Evaluate the overall presentation, structure and contentof the standalone financial statements, including thedisclosures, and whether the standalone financialstatements represent the underlying transactions andevents in a manner that achieves fair presentation.
Ý Obtain sufficient appropriate audit evidence regardingthe financial statements and other financial informationof the joint operation to express an opinion on thestandalone financial statements. We are responsiblefor the direction, supervision and performance of theaudit of the financial statements of the componentswhich have been audited by us. For the joint operationincluded in the standalone financial statements, whichhave been audited by other auditor, such other auditorremains responsible for the direction, supervisionand performance of the audits carried out by them.We remain solely responsible for our audit opinion.
We communicate with those charged with governanceregarding, among other matters, the planned scopeand timing of the audit and significant audit findings,including any significant deficiencies in internal controlthat we identify during our audit.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence, and tocommunicate with them all relationships and othermatters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were ofmost significance in the audit of the standalone financialstatements for the financial year ended March 31, 2025and are therefore the key audit matters. We describe thesematters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when, inextremely rare circumstances, we determine that a mattershould not be communicated in our report because theadverse consequences of doing so would reasonably beexpected to outweigh the public interest benefits ofsuch communication.
We did not audit the financial statements and otherfinancial information, in respect of one joint operation,whose financial statements include total assets of H 0.85crores as at March 31, 2025 and total revenues of Nil andnet cash inflows of H 0.08 crores for the year ended onthat date. These financial statements and other financialinformation of the said joint operation has been audited byother auditor, whose financial statements, other financialinformation and auditor's report has been furnished to us bythe Management. Our opinion on the standalone financialstatements, in so far as it relates to the amounts anddisclosures included in respect of the joint operation andour report in terms of sub-sections (3) of Section 143 of theAct in so far as it relates to the aforesaid joint operation, isbased solely on the report of such other auditor. Our opinionis not modified in respect of this matter.
1. As required by the Companies (Auditor's Report) Order,2020 ("the Order”), issued by the Central Governmentof India in terms of sub-section (11) of section 143 ofthe Act based on our audit and on the considerationof report of the other auditor on separate financialstatements and the other financial information ofthe joint operation company, incorporated in India, asnoted in the 'other matter' paragraph, we give in the"Annexure 1” a statement on the matters specified inparagraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based onour audit and on the consideration of report of theother auditor on separate financial statements andthe other financial information of the joint operation,as noted in the 'other matter' paragraph, we report tothe extent applicable, that:
Nature of delay
Due date
Date of payment
Number of daysof delays
Amount involved(In crores)
Delay in depositingunpaid dividenddeclared for year ended
September 28,2024
October 28,2024
30
1.33
(a) We have sought and obtained all the informationand explanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit;
(b) In our opinion, proper books of account asrequired by law relating to preparation of theaforesaid financial statement have been keptby the Company so far as it appears from ourexamination of those books except for thematters stated in sub-clause 2(i)(vi) below onreporting under Rule 11(g) of the Companies(Audit and Auditor's) Rules, 2014;
(c) The Balance Sheet, the Statement of Profitand Loss including the Statement of OtherComprehensive (loss) / income, the Cash FlowStatement and Statement of Changes in Equitydealt with by this Report are in agreement withthe books of account ;
(d) In our opinion, the aforesaid standalone financialstatements comply with the AccountingStandards specified under Section 133 of theAct, read with Companies (Indian AccountingStandards) Rules, 2015, as amended;
(e) On the basis of the written representationsreceived from the directors as on March 31, 2025taken on record by the Board of Directors, noneof 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 maintenanceof accounts and other matters connectedtherewith are as stated in the paragraph (b)above on reporting under Section 143(3)(b)and in sub-clause 2(i)(vi) below on reportingunder Rule 11(g) of the Companies (Audit andAuditor's) Rules;
(g) With respect to the adequacy of the internalfinancial controls with reference to standalonefinancial statements and the operating
effectiveness of such controls, refer to ourseparate Report in "Annexure 2” to this report.This report does not include Report on theinternal financial controls under clause (i) ofSub-section 3 of Section 143 of the CompaniesAct, 2013 (the 'Report on internal financialcontrols') in respect of the joint operationcompany since in our opinion and accordingto the information and explanation given to us,the said report on internal financial controls isnot applicable to the joint operation, basis theexemption available under MCA notification no.G.S.R. 583(E) dated June 13, 2017, read withcorrigendum dated July 13, 2017;
(h) In our opinion, the managerial remuneration forthe year ended March 31, 2025 has been paid/ provided by the Company to its directors inaccordance with the provisions of section 197read with Schedule V to the Act.
(i) With respect to the other matters to be includedin the Auditor's Report in accordance withRule 11 of the Companies (Audit and Auditors)Rules, 2014, as amended in our opinion and tothe best of our information and according to theexplanations given to us:
i. The Company has disclosed the impact ofpending litigations on its financial positionin its standalone financial statements- Refer Note 49 to the standalonefinancial statements;
ii. The Company has made provision, as requiredunder the applicable law or accountingstandards, for material foreseeable losses,if any, on long-term contracts includingderivative contracts- Refer Note 55 to thestandalone financial statements;
iii. Following are the instances of delay intransferring amounts, required to betransferred, to the Investor Education andProtection Fund (IEPF) by the Company,
iv. a) The management has representedthat, to the best of its knowledgeand belief, as disclosed in the note59(5) to the standalone financialstatements, no funds have beenadvanced or loaned or invested(either from borrowed funds or sharepremium or any other sources or kindof funds) by the Company to or in anyother person(s) or entity(ies), includingforeign entities ("Intermediaries”),with the understanding, whetherrecorded in writing or otherwise,that the Intermediary shall, whether,directly or indirectly lend or invest inother persons or entities identifiedin any manner whatsoever by or onbehalf of the Company ("UltimateBeneficiaries”) or provide anyguarantee, security or the like onbehalf of the Ultimate Beneficiaries;
b) The management has representedthat, to the best of its knowledgeand belief, as disclosed in the note59(6) to the standalone financialstatements, no funds have beenreceived by the Company from anyperson(s) or entity(ies), includingforeign entities ("Funding Parties”),with the understanding, whetherrecorded in writing or otherwise, thatthe Company shall, whether, directlyor indirectly, lend or invest in otherpersons or entities identified in anymanner whatsoever by or on behalfof the Funding Party ("UltimateBeneficiaries”) or provide anyguarantee, security or the like on behalfof the Ultimate Beneficiaries; and
c) Based on such audit proceduresperformed that have been consideredreasonable and appropriate in thecircumstances, nothing has cometo our notice that has caused us tobelieve that the representations undersub-clause (a) and (b) contain anymaterial mis-statement.
v. The final dividend paid by the Companyduring the year in respect of the samedeclared for the previous year is inaccordance with section 123 of the Act tothe extent it applies to payment of dividend.As stated in note 25 to the standalonefinancial statements, the Board of Directorsof the Company have proposed final dividendfor the year which is subject to the approvalof the members at the ensuing AnnualGeneral Meeting. The dividend declared is inaccordance with section 123 of the Act to theextent it applies to declaration of dividend.
vi. Based on our examination which included testchecks, the Company has used accountingsoftware for maintaining its books ofaccount which has a feature of recordingaudit trail (edit log) facility and the same hasoperated throughout the year for all relevanttransactions recorded in the software, exceptthe audit trail feature is enabled, for certaindirect changes to database when usingcertain privileged / administrative accessrights which got stabilised and enabled fromMarch 25, 2025, as described in note 74 tothe standalone financial statements.
Further, during the course of our audit we did notcome across any instance of audit trail featurebeing tampered with in respect of the accountingsoftware where audit trail was enabled.Additionally, the audit trail of relevant prioryears has been preserved for record retentionto the extent it was enabled and recorded inthose respective years by the Company as perthe statutory requirements for record retention,as described in note 74 to the standalonefinancial statements.
For S R B C & CO LLP
Chartered AccountantsICAI Firm Registration Number: 324982E/E300003
per Santosh Agarwal
Partner
Membership Number: 093669UDIN: 25093669BMJBHH2264
Place of Signature: Ahmedabad, GujaratDate: April 29, 2025