We have audited the accompanying standalone financial
statements of Ambuja Cements Limited ("the Company”),
which comprise the Balance sheet as at March 31, 2025,
the Statement of Profit and Loss, including the statement
of Other Comprehensive Income, the Cash Flow Statement
and the Statement of Changes in Equity for the year then
ended, and notes to the Standalone financial statements,
including a summary of material accounting policies and
other explanatory information which includes a Joint
Operation (hereafter referred to as the "Standalone
Financial Statements”).
In our opinion and to the best of our information and
according to the explanations given to us, and based
on the consideration of reports of other auditor on
separate financial statements and on the other financial
information of the joint operation, the aforesaid
standalone financial statements give the information
required by the Companies Act, 2013, as amended ("the
Act”) in the manner so required and give a true and
fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the
Company as at March 31, 2025, its profit including other
comprehensive (loss) / income, its cash flows and the
changes 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), as specified under section 143(10) of
the Act. Our responsibilities under those Standards are
further described in the 'Auditor's Responsibilities for the
Audit of the Standalone Financial Statements' section
of our report. We are independent of the Company
in accordance with the 'Code of Ethics' issued by the
Institute of Chartered Accountants of India together with
the ethical requirements that are relevant to our audit
of the financial statements under the provisions of the
Act and the Rules thereunder, and we have fulfilled our
other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on
the standalone financial statements.
Emphasis of Matter
We draw your attention to Note 49 of the accompanying
standalone financial statements which, describes the
uncertainty related to the outcome of ongoing litigation
with the Competition Commission of India.
Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our
professional judgment, were of most significance in our
audit of the standalone financial statements for the
financial year ended March 31, 2025. These matters were
addressed in the context of our audit of the standalone
financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion
on these matters. For each matter below, our description
of how our audit addressed the matter is provided
in that context.
We have determined the matters described below to be
the key audit matters to be communicated in our report.
We have fulfilled the responsibilities described in the
Auditor's responsibilities for the audit of the standalone
financial statements section of our report, including in
relation to these matters. Accordingly, our audit included
the performance of procedures designed to respond to
our assessment of the risks of material misstatement of
the standalone financial statements. The results of our
audit procedures, including the procedures performed
to address the matters below, provide the basis for
our audit opinion on the accompanying standalone
financial statements.
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Key audit matters
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How our audit addressed the key audit matter
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Revenue recognition, including discounts and rebates to Customers (as described in Notes 3(I), 3.1(VI) and 37
of the standalone financial statements)
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The Company recognises revenue upon the transfer of
control of goods to the customer, provided there are
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Our audit procedures included the following:
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no unfulfilled obligations. Revenue is measured at the
fair value of the consideration received, adjusted for
discounts, incentives, price concessions, rebates, and other
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Ý We have assessed the Company's accounting policies
relating to recognition and measurement of revenue,
discounts, incentives and rebates by comparing with
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similar adjustments. The timing of revenue recognition,
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applicable accounting standards.
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the determination of when control is transferred,
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Ý We have evaluated the design and implementation of the
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and the assessment of unfulfilled obligations require
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Company's internal controls over revenue recognition,
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significant judgment, particularly given the complexity
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including policies for discounts, rebates, and incentives,
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of sales arrangements (including through Master Supply
Agreements (MSA)) and the varying terms and conditions
across different customer agreements. This complexity is
further compounded by the need to accurately estimate
and apply discounts, rebates, and other adjustments to
arrive at the fair value of consideration in the appropriate
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ensuring alignment with Ind AS 115.
Ý We have reviewed a sample of sales contracts, the
underlying documentation for discounts, incentives
and rebates recorded and disbursed during the year
to assess the timing of transfer of control has been
satisfied and verified delivery terms and conditions to
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period and the completeness of the expenses.
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ensure revenue recognition aligns with the transfer of
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The Company has established commercial policy that
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control to customers.
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sets benchmarks or limits for margins in case of MSA
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with related parties and for discounts and rebates, within
which individual sales regions can design and implement
their own schemes. This decentralised approach allows
regional sales teams flexibility in offering rebates, which
may result in variations between regions in terms of the
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Ý We have tested accuracy and consistency of discounts,
rebates, and incentives applied to revenue transactions.
Assessed the reasonableness of management's
estimates for measurement of variable considerations
including in case of MSA transaction with related
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level of discounts provided.
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parties, contractual terms including historical trends
of payments and reversal of discounts, incentives
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Given the inherent complexity and judgment involved
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and rebated to provisions made to assess the
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in determining the timing of revenue recognition, the
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current year accruals.
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assessment of control transfer, and the estimation
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of discounts and rebates including cut offs, revenue
recognition has been identified as a key audit matter.
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Ý Analysed regional schemes to ensure compliance
with the Company's overall commercial policy and
benchmarks. Also, evaluated the impact of sales region
KPIs linked to revenue targets on the application of
discounts and rebates, ensuring no undue influence on
revenue recognition.
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Litigation and claims (as described in Notes 3(H), 3.1 (I) and 49 of the standalone financial statements)
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The Company has significant ongoing legal proceedings
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Our audit procedures included the following:
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for various matters relating to direct tax. indirect tax,
government incentive claims and other legal matters
relating to Company's operations under various laws
prevailing in India. The Company has also deposited
substantial amounts against various matters or accounted
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Ý
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Obtained and read the Company's accounting policies
with respect to contingent liabilities and provisions
and assessed its compliance with Ind AS 37 "Provisions,
Contingent Liabilities and Contingent Assets",
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as receivable from authorities against dispute, which
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Ý
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Obtained understanding of the Company's process and
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has been classified as "Duty, taxes paid under protest
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controls to identify and monitor all litigations, Including
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with Government Authorities against various disputes
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Company's process of assessment of litigations as
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- Other non-current assets” in Note 13. The provisions
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'probable', 'possible' and 'remote' and reporting to the
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made against legal matters have been included in Other
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Board of Directors / Audit Committee.
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Payables - Other current liability” in Note 35.
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Ý
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Discussed with the management including the
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Due to the magnitude and complexity involved in these
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person responsible for legal and compliance to
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matters, management's judgement regarding recognition.
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obtain an understanding of the matters involved and
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measurement and disclosure of provisions for these legal
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development in these matters compared to previous
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matters is inherently uncertain and might change over
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year. For significant direct and indirect tax matters and
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time as the outcome of the legal cases are determined or
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government incentive claims including special incentive,
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dispute gets settled. Accordingly, it has been considered
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we assessed the management conclusion with the
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as a key audit matter.
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support of internal specialists. For claims/matters
settled during the year based on the orders/management
assessment, we verified orders/management conclusion,
as appropriate and verified whether the claims/matters
settled were properly accounted for in the books.
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Ý
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Obtained and assessed management conclusion basis
the related documentation / correspondence and
opinions from external legal experts (where applicable)
for other significant legal matters, as provided by
the management. For incentive claims, reviewed
management assessment for likelihood of recoverability.
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Ý
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Obtained direct legal confirmations for significant
matters from external law firms handling such matters
to corroborate management conclusions.
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Ý
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Assessed the objectivity and competence of the
external legal experts / law firms and internal specialist
as referred above.
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Ý
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Reviewed the disclosures made by the Company in the
standalone financial statements.
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Ý
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Obtained necessary representations from
the management.
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Impairment assessment of material Investments in subsidiaries (as described in Notes 3(E), and 9 of the
standalone financial statements)
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The Company holds significant investments in subsidiaries
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Our audit procedures in relation to impairment assessment
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(including loans of INR 985.92 crores) amounting to INR
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of Company's investment in and loans to subsidiaries
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26,339.32 crores as at March 31, 2025. These investments
are accounted for at cost less allowance for impairment,
if any. The management assesses at least annually the
existence of impairment indicators of each shareholding
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included the following:
Ý Obtained an understanding of the management policy
on assessment of impairment/ loans of investment in
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in such subsidiaries by reference to the requirements
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subsidiaries and assumptions used by the management
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under Ind AS 36. If such indicator exists, impairment loss
is determined and recognised in the standalone financial
statements in accordance with the accounting policies.
With regards loans given to subsidiaries, including step
down subsidiaries, Ind AS 109 'Financial Instrument',
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including design and implementation of relevant key
controls. We have tested the design and operating
effectiveness of these controls.
Ý Obtained and compared the carrying values of the
Company's investment in its subsidiaries with their
respective net worth as per audited financial statements
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require the Company to provide for impairment of its
financial asset measured at amortised cost, if any, using
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for the year ended March 31, 2025.
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the expected credit loss ('ECL) approach.
The processes and methodologies for assessing and
determining the recoverable amount of investments/
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Ý For potential impairment indicators identified by
management for material investments in subsidiaries,
obtained and assessed the appropriateness of the
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loans in subsidiaries are based on complex assumptions
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methodology used in the impairment model, the input
data and underlying assumptions used such as future
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and require use of significant managements judgment,
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levels of operations, discount rate etc. and considered
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in particular with reference to forecast of future cash
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historical performance vis-a-vis budgets for
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flows relating to the period covered by the respective
subsidiary Company's strategic business plan, normalised
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respective subsidiaries.
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cash flows assumed as a basis for terminal value, as well
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Ý Assessed the recoverable value by performing sensitivity
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as the long-term growth rates and discount rates applied
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testing of key assumptions used, analysed and examined
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to such forecasted cash flows.
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the business plans approved along with assumptions
and estimates used by management and tested the
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Considering the significant level of management judgment
required in estimating the cash flows and the complexity
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arithmetical accuracy of these models.
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of the assumptions used, this matter has been identified
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Ý Compared the carrying value of the investments and
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as a key audit matter.
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loans to subsidiaries with their respective net assets
value and earnings for the period.
Ý Assessed the disclosure is in accordance with applicable
accounting standards and Schedule III to the Note 9 in
the standalone financial statements of the Company.
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Other Information
The Company's Board of Directors is responsible for
the other information. The other information comprises
the information included in the Annual report, but does
not include the accompanying standalone financial
statements and our auditor's report thereon.
Our opinion on the accompanying standalone financial
statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the accompanying
standalone financial statements, our responsibility is
to read the other information and, in doing so, consider
whether such other information is materially inconsistent
with the standalone financial statements or our knowledge
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 have nothing to report in this regard.
Responsibilities of the Management and
Those Charged with Governance for the
Standalone Financial Statements
The Company's Board of Directors is responsible for the
matters stated in section 134(5) of the Act with respect to
the preparation of these standalone financial statements
that give a true and fair view of the financial position,
financial performance including other comprehensive
(loss) / income, cash flows and changes in equity of the
Company in accordance with the accounting principles
generally accepted in India, including the Indian
Accounting Standards (Ind AS) specified under section
133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended. This responsibility
also includes maintenance of adequate accounting
records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for
preventing and detecting frauds and other irregularities;
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 standalone
financial 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 to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the
going concern basis of accounting unless management
either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
Those Charged with Governance 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
are free 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 SAs will always detect a material
misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the
basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional
skepticism throughout the audit. We also:
Ý Identify and assess the risks of material misstatement
of the standalone financial statements, whether due
to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or
the override of internal control.
Ý Obtain an understanding of internal control relevant to
the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)
(i) of the Act, we are also responsible for expressing
our opinion on whether the Company has adequate
internal financial controls with reference to standalone
financial statements in place and the operating
effectiveness of such controls.
Ý Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by management.
Ý Conclude on the appropriateness of management's use
of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions
that may cast significant doubt on the Company's
ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to
draw attention in our auditor's report to the related
disclosures in the standalone financial statements
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor's
report. However, future events or conditions may cause
the Company to cease to continue as a going concern.
Ý 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 that achieves fair presentation.
Ý Obtain sufficient appropriate audit evidence regarding
the financial statements and other financial information
of the joint operation to express an opinion on the
standalone financial statements. We are responsible
for the direction, supervision and performance of the
audit of the financial statements of the components
which have been audited by us. For the joint operation
included in the standalone financial statements, which
have been audited by other auditor, such other auditor
remains responsible for the direction, supervision
and performance of the audits carried out by them.
We remain solely responsible for our audit opinion.
We communicate with those charged with governance
regarding, among other matters, the planned scope
and timing of the audit 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 requirements regarding independence, and to
communicate with them all relationships and other
matters that may reasonably be thought to 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
most significance in the audit of the standalone financial
statements for the financial year ended March 31, 2025
and are therefore the key audit matters. We describe these
matters in our auditor's report unless law or regulation
precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter
should not be communicated in our report because the
adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of
such communication.
Other Matter
We did not audit the financial statements and other
financial information, in respect of one joint operation,
whose financial statements include total assets of H 0.85
crores as at March 31, 2025 and total revenues of Nil and
net cash inflows of H 0.08 crores for the year ended on
that date. These financial statements and other financial
information of the said joint operation has been audited by
other auditor, whose financial statements, other financial
information and auditor's report has been furnished to us by
the Management. Our opinion on the standalone financial
statements, in so far as it relates to the amounts and
disclosures included in respect of the joint operation and
our report in terms of sub-sections (3) of Section 143 of the
Act in so far as it relates to the aforesaid joint operation, is
based solely on the report of such other auditor. Our opinion
is not modified in respect of this matter.
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 India in terms of sub-section (11) of section 143 of
the Act based on our audit and on the consideration
of report of the other auditor on separate financial
statements and the other financial information of
the joint operation company, incorporated in India, as
noted in the 'other matter' paragraph, we give in the
"Annexure 1” a statement on the matters specified in
paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based on
our audit and on the consideration of report of the
other auditor on separate financial statements and
the other financial information of the joint operation,
as noted in the 'other matter' paragraph, we report to
the extent applicable, that:
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Nature of delay
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Due date
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Date of payment
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Number of days
of delays
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Amount involved
(In crores)
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Delay in depositing
unpaid dividend
declared for year ended
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September 28,
2024
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October 28,
2024
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30
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1.33
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(a) We have sought and obtained all the information
and explanations which to the best of our
knowledge and belief were necessary for the
purposes of our audit;
(b) In our opinion, proper books of account as
required by law relating to preparation of the
aforesaid financial statement have been kept
by the Company so far as it appears from our
examination of those books except for the
matters stated in sub-clause 2(i)(vi) below on
reporting under Rule 11(g) of the Companies
(Audit and Auditor's) Rules, 2014;
(c) The Balance Sheet, the Statement of Profit
and Loss including the Statement of Other
Comprehensive (loss) / income, the Cash Flow
Statement and Statement of Changes in Equity
dealt with by this Report are in agreement with
the books of account ;
(d) In our opinion, the aforesaid standalone financial
statements comply with the Accounting
Standards specified under 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 the Board of Directors, none
of the directors is disqualified as on March 31,
2025 from being appointed as a director in
terms 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 the paragraph (b)
above on reporting under Section 143(3)(b)
and in sub-clause 2(i)(vi) below on reporting
under Rule 11(g) of the Companies (Audit and
Auditor's) Rules;
(g) With respect to the adequacy of the internal
financial controls with reference to standalone
financial statements and the operating
effectiveness of such controls, refer to our
separate Report in "Annexure 2” to this report.
This report does not include Report on the
internal financial controls under clause (i) of
Sub-section 3 of Section 143 of the Companies
Act, 2013 (the 'Report on internal financial
controls') in respect of the joint operation
company since in our opinion and according
to the information and explanation given to us,
the said report on internal financial controls is
not applicable to the joint operation, basis the
exemption available under MCA notification no.
G.S.R. 583(E) dated June 13, 2017, read with
corrigendum dated July 13, 2017;
(h) In 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 financial statements
- Refer Note 49 to the standalone
financial statements;
ii. The Company has made provision, as required
under the applicable law or accounting
standards, for material foreseeable losses,
if any, on long-term contracts including
derivative contracts- Refer Note 55 to the
standalone financial statements;
iii. Following are the instances of delay in
transferring amounts, required to be
transferred, to the Investor Education and
Protection Fund (IEPF) by the Company,
iv. a) The management has represented
that, to the best of its knowledge
and belief, as disclosed in the note
59(5) to the standalone financial
statements, no funds have been
advanced or loaned or invested
(either from borrowed funds or share
premium or any other sources or kind
of funds) by the Company to or in any
other person(s) or entity(ies), including
foreign entities ("Intermediaries”),
with the understanding, whether
recorded in writing or otherwise,
that the Intermediary shall, whether,
directly or indirectly lend or invest in
other persons or entities identified
in any manner 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 the note
59(6) to the standalone financial
statements, 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 Company shall, whether, directly
or indirectly, lend or invest in other
persons or entities identified in any
manner whatsoever 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 the
circumstances, nothing has come
to our notice that has caused us to
believe that the representations under
sub-clause (a) and (b) contain any
material mis-statement.
v. The final dividend paid by the Company
during the year in respect of the same
declared for the previous year is in
accordance with section 123 of the Act to
the extent it applies to payment of dividend.
As stated in note 25 to the standalone
financial statements, the Board of Directors
of the Company have proposed final dividend
for the year which is subject to the approval
of the members at the ensuing Annual
General Meeting. The dividend declared is in
accordance with section 123 of the Act to the
extent it applies to declaration of dividend.
vi. Based on our examination which included test
checks, the Company has used accounting
software for maintaining its books of
account which has a feature of recording
audit trail (edit log) facility and the same has
operated throughout the year for all relevant
transactions recorded in the software, except
the audit trail feature is enabled, for certain
direct changes to database when using
certain privileged / administrative access
rights which got stabilised and enabled from
March 25, 2025, as described in note 74 to
the standalone financial statements.
Further, during the course of our audit we did not
come across any instance of audit trail feature
being tampered with in respect of the accounting
software where audit trail was enabled.
Additionally, the audit trail of relevant prior
years has been preserved for record retention
to the extent it was enabled and recorded in
those respective years by the Company as per
the statutory requirements for record retention,
as described in note 74 to the standalone
financial statements.
For S R B C & CO LLP
Chartered Accountants
ICAI Firm Registration Number: 324982E/E300003
per Santosh Agarwal
Partner
Membership Number: 093669
UDIN: 25093669BMJBHH2264
Place of Signature: Ahmedabad, Gujarat
Date: April 29, 2025
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