To the Members of Hindustan Zinc Limited
REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
OPINION
We have audited the standalone financial statements of Hindustan Zinc Limited
("the Company"), which comprise the
Balance sheet as at March 31, 2026, the Statement of Profit and Loss, including the
Statement of Other Comprehensive
Income, the Statement of Cash Flow 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 .
In our opinion and to the best of our information and according to the explanations
given to us , 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, 2026, its profit including other comprehensive
loss, 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 Auditors
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 attention to Note 43 to the standalone financial statements, regarding
allegations made during the year by a short
seller, and ongoing matters for which information has been sought by
regulators/authorities, and Managements assessment
thereof/responses thereto. 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, 2026. 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 Auditors 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.
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) |
Our audit procedures included the following: |
| The Company is subject to several legal and tax related claims and exposures which have been either disclosed or accounted for in the accompanying standalone financial statements. | -Gained an understanding of the process of identification of claims, litigations and contingent liabilities and identified key controls in the process. For selected controls, we have performed test of controls. |
| Taxation and litigation exposures have been identified as a key audit matter due to complexities involved in these matters, timescales involved for resolution and the potential financial impact of these on the standalone financial statements. Significant management judgement is involved in assessing the exposure of each case and thus a risk that such cases may not be adequately provided for or disclosed. | |
| -Obtained the year end summary of Companys legal and tax cases and assessed managements position through discussions with the General Counsel, Head of Tax and operational management, on both the probability of success in significant cases, and the magnitude of any potential loss. | |
| -For selected cases, we have obtained independent external lawyer confirmations from Legal Counsels of the Company who are contesting the cases. | |
| -Inspected external legal opinions and/ or past judicial orders, wherever considered necessary, and other evidence to evaluate the managements assessment in respect of legal claims. | |
| -Engaged tax specialists to technically assess the managements assessment on certain tax disputes and positions. | |
| -Assessed the relevant disclosures made within the standalone financial statements to address whether they reflect the facts and circumstances of the respective tax and legal exposures as per the requirements of relevant accounting 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 subsidiaries and other related parties. Such transactions, includes transactions with related parties which are consolidated within Immediate Parent Group like payment of strategic services and brand fee and those which are outside of Immediate Parent Group Companies like power delivery agreements, residue treatment contract, sale of property, plant & equipment and IT service agreement. | Our audit procedures included the following: |
| Accounting and disclosure of such related party transactions has been identified as a key audit matter due to | -Obtained and read the Companys policies, processes and procedures in respect of identification of such related parties both within the Immediate Parent Group and Outside of Immediate Parent Group, in accordance with relevant laws and standards, obtaining approval, recording and disclosure of related party transactions and identified key controls. For selected controls we have performed tests of controls. |
| a) Significance of such related party transactions; | -On sample basis tested some related party transactions and balances with the underlying contracts, confirmation letters and other supporting documents provided by the Company. |
| b) Risk of such transactions being executed without proper authorizations; | -Examined, where applicable, the approvals of the board and audit committee of these transactions. |
| c) Risk of such transactions being executed without adequate justification, inherent risk of management bias and not at arms length pricing | -Obtained and read the reports including the half yearly report for review of related party transactions and benchmarking report issued by the experts engaged by the management for the payment towards strategic services and brand fees and Power delivery agreement. |
| d) Risk of material information relating to aforesaid transactions not getting disclosed in the standalone financial statements. | -Assessed the competence and objectivity of the external experts. |
| e) Increased focus of regulatory bodies on accounting and disclosure of related party transactions in compliance with applicable laws and accounting standards. | -Held discussions and obtained representations from the management in relation to such transactions. |
| -Engaged internal transfer pricing experts to evaluate the arms length pricing of selected related party transactions. | |
| -Read the disclosures made in this regard in the standalone financial statements and assessed whether relevant and material 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 AUDITORS REPORT THEREON
The Companys 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 standalone financial statements
and our auditors report thereon.
Our opinion on the 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 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
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 Companys 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 income, cash flows and statement of 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 Companys 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 Board of Directors are also responsible for overseeing the Companys financial reporting process.
AUDITORS 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 auditors
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:
-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.
-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 financial
statements in place and the operating
effectiveness of such controls.
-Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related
disclosures made by management.
-Conclude on the appropriateness of managements 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 Companys ability to continue as a going concern. If we conclude that a
material uncertainty exists, we
are required to draw attention in our auditors report to the related disclosures in the
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 auditors report. However, future events or conditions may cause the
Company to cease to continue as
a 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 that achieves fair presentation.
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 31,2026 and are therefore
the key audit matters. We describe these matters in our auditors 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.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditors Report) Order, 2020 ("the Order"),
issued by the Central Government of India
in terms of sub-section (11) of section 143 of the Act, 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, 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 belief
were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from
our examination of those books, also refer note(h)(vi) below;
(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 the
books of account ;
(d) I n 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, 2026 taken on record by the
Board of Directors, none of the directors is disqualified as on March 31, 2026 from being
appointed as a director in
terms of Section 164 (2) of the Act;
(f) 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;
(g) I n our opinion, the managerial remuneration for the year ended March 31, 2026 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.
(h) With respect to the other matters to be included in the Auditors 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 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 any
material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to
the Investor Education and
Protection Fund by the Company;
iv. a) The management has represented that, to the best of its knowledge and belief, as disclosed in the
Note 42 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 42
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 misstatement.
v. The interim dividends declared and paid by the Company during the year and until the
date of this audit report
is in accordance with section 123 of the Act.
v. 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 as
described in
Note 41 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 accounting software.
Additionally, the
audit trail of prior year(s) has been preserved by the Company as per the statutory
requirements for record
retention, to the extent it was enabled and recorded in respective year, as stated in Note
41 to the standalone
financial statements.
For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Tridevlal Khandelwal
Partner
Membership Number: 501160
UDIN: 26501160YQPREG2690
Place of Signature: Ahmedabad
Date: April 24, 2026
ANNEXURE1
referred to in paragraph under the heading "Report on other legal and regulatory
requirements" of our report of even date
Re: Hindustan Zinc Limited ("the Company")
In terms of the information and explanations sought by us and given by the company and
the books of account and
records examined by us in the normal course of audit and to the best of our knowledge and
belief, we state that:
(i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and
situation of Property, Plant and Equipment.
(B) The Company has maintained proper records showing full particulars of intangible assets.
(b) Property, Plant and Equipment have been physically verified by the management
during the year in accordance
with a planned programme of verifying them over a period of three years which, in our
opinion, is reasonable
having regard to the size of the Company and the nature of its assets and no material
discrepancies were
noticed on such verification.
(c) The title deeds of all the immovable properties (other than properties where the
Company is the lessee and
the lease agreements are duly executed in favour of the lessee) are held in the name of
the Company.
(d) The Company has not revalued its Property, Plant and Equipment (including Right of
use assets) or intangible
assets during the year ended March 31, 2026.
(e) There are no proceedings initiated or are pending against the Company for holding
any benami property
under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.
(ii) (a) Physical verification of inventory has been conducted at reasonable intervals during the year by management
except for inventories lying with third parties. In our opinion, the coverage and
procedure of such verification
by the management is appropriate. Inventories lying with third parties have been confirmed
by such third
parties as at March 31,2026. There were no discrepancies of 10% or more noticed, in the
aggregate for each
class of inventory.
(b) The Company has not been sanctioned working capital limits in excess of five
crores in aggregate from
banks or financial institutions during any point of time of the year on the basis of
security of current assets.
Accordingly, the requirement to report on clause 3(ii)(b) of the Order is not applicable
to the Company.
(iii) (a) During the year the Company has provided loans, advances in the nature of loans, stood guarantee and
provided security to companies and others as follows:
(Amount in Crores)
Particulars |
Guarantees | Security | Loans | Advances in nature of loans |
Aggregate amount granted/ provided during the year |
||||
- Subsidiaries |
- | - | 0 | - |
- Others |
- | - | 0 | - |
Balance outstanding as at balance sheet date in respect |
||||
- Subsidiaries |
66 | - | 0 | - |
- Others |
- | - | 2 | - |
(b) During the year the investments made, loans granted and the terms and conditions of
the grant of all
investments and loans to companies and any other parties are not prejudicial to the
Companys interest.
The Company has not provided guarantees, given securities and given advances in the nature
of loans to
companies or any other parties during the year.
(c) The Company has granted loans during the year to companies and any other parties
where the schedule of
repayment of principal and payment of interest has been stipulated and the repayment or
receipts are regular.
(d) There are no amounts of loans granted to companies and any other parties which are
overdue for more
than ninety days.
(e) There were no loans granted to companies and any other parties which was fallen due
during the year, that
have been renewed or extended or fresh loans granted to settle the overdues of existing
loans given to
the same parties.
(f) The Company has not granted any loans either repayable on demand or without
specifying any terms or
period of repayment to companies and any other parties. Accordingly, the requirement to
report on clause
3(iii)(f) of the Order is not applicable to the Company.
(iv) There are no loans, investments, guarantees, and security in respect of which
provisions of sections 185 of the
Companies Act, 2013 are applicable hence the requirement to report on compliance with
section 185 is not
applicable for the Company. Further, according to the information and explanations given
to us, provisions of
sections 186 of the Companies Act, 2013 in respect of investments have been complied with
by the Company.
(v) The Company has neither accepted any deposits from the public nor accepted any
amounts which are
deemed to be deposits within the meaning of sections 73 to 76 of the Companies Act and the
rules made
thereunder, to the extent applicable. Accordingly, the requirement to report on clause
3(v) of the Order is not
applicable to the Company
(vi) We have broadly reviewed the books of account maintained by the Company pursuant
to the rules made by
the Central Government for the maintenance of cost records under section 148(1) of the
Companies Act, 2013,
related to the manufacture of products and generation of electricity, and are of the
opinion that prima facie,
the specified accounts and records have been made and maintained. We have not, however,
made a detailed
examination of the same.
(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including
goods and services tax, provident fund, income-tax, duty of customs and other statutory
dues applicable to
it. According to the information and explanations given to us and based on audit
procedures performed by
us, no undisputed amounts payable in respect of these statutory dues were outstanding, at
the year end, for
a period of more than six months from the date they became payable. The provisions
relating to employees
state insurance are not applicable to the Company.
(b) The dues of goods and services tax, provident fund, income-tax, sales-tax, service
tax, duty of custom ,
duty of excise, value added tax, cess, and other statutory dues have not been deposited on
account of any
dispute, are as follows:
(Amount in Crores)
Name of the statute |
Nature of the dues | Amount *# | Period to which the amount relates |
Forum where the dispute is pending |
| Income Tax Act, 1961 | Income taxes | 8 | 1998-99 to 2003- 2004,2013-14 and 2014-15 | Commissioner of Income tax (Appeals) |
| 7,801 | 1988-1989 to 1990-1991, 1992-1993, 1997-98, 1999-00 to 2001-02, 2004-05 to 2010-2011, 2012-13 to 2014-16 and 2021-22. | Income tax appellate Tribunal | ||
| 5,576 | 1989-90 to 2011-12, 2016-17 and 2017-18 | High Court / Supreme Court | ||
| Customs Act, 1962 | Custom Duty | 4 | 2008-09 to 2019-20 | CESTAT |
| 2 | 2015-16 to 2022-23 | Commissioner and | ||
| Commissioner Appeal | ||||
| 46 | 2012-13 | High Court | ||
| Central Excise Act, 1944 | Excise Duty | 47 | 1989-90 to 2017-18 | CESTAT |
| 10 | 2000-01 to 2004-05 and | Commissioner and | ||
| 2008-09 to 2016-17 | Commissioner Appeal | |||
| 251 | 1997 to 2013 and | High Court | ||
| 2015-16 | ||||
| Finance Act, 1994 | Service Tax | 12 | 2004-05 to 2017-18 | CESTAT |
| 7 | 2002-03 to 2004-05 and | Commissioner and | ||
| 2008-09 to 2014-15 | Commissioner Appeal | |||
| 189 | 2004-05 and 2017-18 | High Court | ||
| Rajasthan sales tax | Sales Tax | 24 | 2009 to 2011, 2012 to | Commissioner and |
| act, 1994 | 2019 and 2020-21 | Commissioner Appeal | ||
| 35 | 2007-2008 | High Court | ||
| 0 | 1985-1986 | Supreme Court | ||
| 6 | 1998 to 2000, 2001 to 2004 and 2009 to 2014 | Tax Board | ||
| Goods and Service | GST | 39 | 2017-18 to 2019-20 | GSTAT |
| Tax Act, 2017 | 196 | 2017-18 to 2024-25 | Commissioner and | |
| Commissioner Appeal | ||||
| 605 | 2017-18 to 2020-21 and | High Court | ||
| 2024-25 | ||||
| The Environment | Environme-ntal | 142 | 2007-08 to 2015-16 | Supreme Court |
| Protection Act, 1986 | and Health Cess | |||
| The Rajasthan Electricity | Electricity Duty | 9 | 2008-09 | Supreme Court |
| (Duty) Act, 1962 | 32 | 2020-21 to 2025-26 | High Court |
* Net of amount paid under protest / adjusted against refunds
# Includes interest where applicable
(viii) The Company has not surrendered or disclosed any transaction, previously
unrecorded in the books of account, in the
tax assessments under the Income Tax Act, 1961 as income during the year. Accordingly, the
requirement to report on
clause 3(viii) of the Order is not applicable to the Company.
(ix) (a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest
thereon to any lender.
(b) The Company has not been declared wilful defaulter by any bank or financial
institution or government or any
government authority.
(c) Term loans were applied for the purpose for which the loans were obtained.
(d) On an overall examination of the standalone financial statements of the Company, no
funds raised on short-term
basis have been used for long-term purposes by the Company.
(e) On an overall examination of the standalone financial statements of the Company,
the Company has not taken any
funds from any entity or person on account of or to meet the obligations of its
subsidiaries. The Company does not
have any associate or joint venture.
(f) The Company has not raised loans during the year on the pledge of securities held
in its subsidiaries. Hence, the
requirement to report on clause (ix)(f) of the Order is not applicable to the Company. The
Company does not have
any associate or joint venture
(x) (a) The Company has not raised any money during the year by way of initial public offer / further public offer (including
debt instruments) hence, the requirement to report on clause 3(x)(a) of the Order is not applicable to the Company.
(b) The Company has not made any preferential allotment or private placement of shares
/fully or partially or optionally
convertible debentures during the year under audit and hence, the requirement to report on
clause 3(x)(b) of the
Order is not applicable to the Company.
(xi) (a) No fraud by the Company or no material fraud on the Company has been noticed or reported during the year.
(b) During the year, no report under sub-section (12) of section 143 of the Companies
Act, 2013 has been filed by cost
auditor, secretarial auditor or by us in Form ADT - 4 as prescribed under Rule 13 of
Companies (Audit and Auditors)
Rules, 2014 with the Central Government.
(c) We have taken into consideration the whistle blower complaints received by the
Company during the year while
determining the nature, timing and extent of audit procedures.
(xii) The Company is not a Nidhi Company as per the provisions of the Companies Act,
2013. Therefore, the requirement to
report on clause 3(xii)(a),(b) and (c) of the Order is not applicable to the Company.
(xiii) Transactions with the related parties are in compliance with sections 177 and
188 of Companies Act, 2013 where
applicable and the details have been disclosed in the notes to the standalone financial
statements, as required by the
applicable accounting standards.
(xiv) (a) The Company has an internal audit system commensurate with the size and nature of its business.
(b) The internal audit reports of the Company issued till the date of the audit report,
for the period under audit have
been considered by us.
(xv) The Company has not entered into any non-cash transactions with its directors or
persons connected with its directors
and hence requirement to report on clause 3(xv) of the Order is not applicable to the
Company.
(xvi) The provisions of section 45-IA of the Reserve Bank of India Act, 1934 (2 of
1934) are not applicable to the Company.
Accordingly, the requirement to report on clause (xvi)(a),(b),(c) and (d) of the Order is
not applicable to the Company.
(xvii) The Company has not incurred cash losses in the current financial year or immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year and
accordingly requirement to report on Clause
3(xviii) of the Order is not applicable to the Company.
(xix) On the basis of the financial ratios disclosed in Note 38 to the standalone
financial statements, ageing and expected
dates of realization of financial assets and payment of financial liabilities, other
information accompanying the standalone
financial statements, our knowledge of the Board of Directors and management plans and
based on our examination
of the evidence supporting the assumptions, nothing has come to our attention, which
causes us to believe that any
material uncertainty exists as on the date of the audit report that Company is not capable
of meeting its liabilities
existing at the date of balance sheet as and when they fall due within a period of one
year from the balance sheet
date. We, however, state that this is not an assurance as to the future viability of the
Company. We further state that our
reporting is based on the facts up to the date of the audit report and we neither give any
guarantee nor any assurance
that all liabilities falling due within a period of one year from the balance sheet date,
will get discharged by the Company
as and when they fall due.
(xx) (a) I n respect of other than ongoing projects, there are no unspent amounts that
are required to be transferred to a
fund specified in Schedule VII of the Companies Act (the Act), in compliance with second
proviso to sub section 5
of section 135 of the Act. This matter has been disclosed in Note 34 to the standalone
financial statements.
(b) There are no unspent amounts in respect of ongoing projects, that are required to
be transferred to a special
account in compliance of provision of sub section (6) of section 135 of Companies Act.
This matter has been
disclosed in Note 34 to the standalone financial statements.
For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Tridevlal Khandelwal
Partner
Membership Number: 501160
UDIN: 26501160YQPREG2690
Place of Signature: Ahmedabad
Date: April 24, 2026
ANNEXURE 2
TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS
OF
Hindustan Zinc Limited
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION
143 OF THE COMPANIES ACT, 2013 ("THE ACT")
We have audited the internal financial controls with reference to standalone financial
statements of Hindustan Zinc Limited
("the Company") as of March 31, 2026 in conjunction with our audit of the
standalone financial statements of the Company
for the year ended on that date.
MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companys Management is responsible for establishing and maintaining internal
financial controls based on the
internal control over financial reporting criteria established by the Company considering
the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued
by the Institute of Chartered Accountants of India ("ICAI"). These
responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were operating effectively
for ensuring the orderly and
efficient conduct of its business, including adherence to the Companys policies, the
safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the
timely preparation of reliable financial information, as required under the Companies Act,
2013.
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on the Companys internal financial
controls with reference to these standalone
financial statements based on our audit. We conducted our audit in accordance with the
Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting (the "Guidance Note") and the
Standards on Auditing, as specified under section
143(10) of the Act, to the extent applicable to an audit of internal financial controls,
both issued by ICAI. Those Standards and
the Guidance Note require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable
assurance about whether adequate internal financial controls with reference to these
standalone financial statements was
established and maintained and if such controls operated effectively in all material
respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial
controls with reference to these standalone financial statements and their operating
effectiveness. Our audit of
internal financial controls with reference to standalone financial statements included
obtaining an understanding of
internal financial controls with reference to these standalone financial statements,
assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of
internal control based on the
assessed risk. The procedures selected depend on the auditors judgement, including the
assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on
the Companys internal financial controls with reference to these standalone financial
statements.
MEANING OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THESE STANDALONE
FINANCIAL STATEMENTS
A companys internal financial controls with reference to standalone financial
statements is a process designed to
provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements
for external purposes in accordance with generally accepted accounting principles. A
companys internal financial
controls with reference to standalone financial statements includes those policies and
procedures that (1) pertain to
the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions
of the assets of the company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and
expenditures of the company are being made only in accordance with authorisations of
management and directors
of the company; and (3) provide reasonable assurance regarding prevention or timely
detection of unauthorised
acquisition, use, or disposition of the companys assets that could have a material effect
on the financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE
FINANCIAL STATEMENTS
Because of the inherent limitations of internal financial controls with reference to
standalone financial statements,
including the possibility of collusion or improper management override of controls,
material misstatements due to
error or fraud may occur and not be detected. Also, projections of any evaluation of the
internal financial controls with
reference to standalone financial statements to future periods are subject to the risk
that the internal financial control
with reference to standalone financial statements may become inadequate because of changes
in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
OPINION
In our opinion, the Company has, in all material respects, adequate internal financial
controls with reference to standalone
financial statements and such internal financial controls with reference to standalone
financial statements were operating
effectively as at March 31, 2026, based on the internal control over financial reporting
criteria established by the Company
considering the essential components of internal control stated in the Guidance Note
issued by the ICAI.
For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Tridevlal Khandelwal
Partner
Membership Number: 501160
UDIN: 26501160YQPREG2690
Place of Signature: Ahmedabad
Date: April 24, 2026
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