TO THE MEMBERS OF
M/s Tamil Nadu Newsprint and Papers Limited
Report on the Audit of Financial Statements Opinion
We have audited the accompanying Financial Statements of Tamil Nadu Newsprint and Papers Limited ("the Company"), which comprise the Balance Sheet as at 31st March 2026, and the Statement of Profit and Loss (including
Other Comprehensive Income), Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the Financial Statements, including a summary of Material Accounting Information and other explanatory information hereinafter referred to as Financial Statements.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Financial Statements give the information required by the Companies Act, 2013 ("Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2026, the Profit (Including Other Comprehensive Income), the Statement of changes in Equity, and its cash flows for the year ended on that date.
We issued an audit report dated 24th April 2026 under UDIN: 26029424PYOINC1585. Pursuant to the suggestions made by the Office of the Principal Accountant General (Audit II) TamilNadu & Puducherry, Chennai revision has been made in Clause (i)(c) of Annexure "C" TO THE INEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF TAMIL NADU NEWSPRINT AND PAPERS LIMITED and hence this revised audit report issued replaces our original report dated 24th April, 2026.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs) under section 143 (10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the 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 Companies Act, 2013 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 opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
Financial Statements of the current period. These matters were addressed in the context of our audit of Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have determined the matters described below to be the key audit matters to be communicated in our report.
S.No Key Audit Matters |
Response to Key Audit Matters & Conclusion |
| 1 As at March 31, 2026, the Company has significant accumulated Minimum Alternate Tax ("MAT") credit entitlement of 35471 Lakhs available for set-off under the provisions of the Income Tax Act. During the year, pursuant to the amendments introduced by the Finance Act, 2026, companies continuing under the old tax regime would not be eligible for carry forward or utilisation of MAT credit from April 1, 2026 onwards. | Our audit procedures in relation to the recognition and utilisation of MAT credit entitlement included, inter alia, the following: |
| Accordingly, the Company evaluated the impact of the amended tax provisions and opted for the new tax regime under Section 200 of the Income Tax Act, 2025 with effect from Tax Year 2026-27 in order to enable utilisation of the accumulated MAT credit entitlement, subject to the conditions prescribed under the Act. | - Assessed and tested the design and operating effectiveness of controls relating to recognition and monitoring of MAT credit entitlement. |
| Recognition and utilisation of MAT credit involves significant management judgement with respect to interpretation of the amended tax provisions, assessment of the Companys eligibility to avail the benefit under the new tax regime and estimation of future taxable profits for utilisation of such MAT credit within the permissible period. | - Evaluated the managements assessment regarding the applicability and interpretation of the amendments introduced through the Finance Act, 2026 and the consequential decision to opt for the new tax regime under Section 200 of the Income Tax Act, 2025. |
| Considering the materiality of the MAT credit entitlement involved and the significant judgement and estimation uncertainty in assessing its recoverability and utilisation, the same has been considered as a Key Audit Matter. | - Examined the computation of accumulated MAT credit entitlement available for utilisation under the applicable provisions of the Income Tax Act. |
| - Assessed the reasonableness of managements projections of future taxable profits and future tax liabilities considered for evaluating utilisation of MAT credit entitlement. | |
| Based on audit procedure we of the - our are opinion that MAT credit carried forward is realizable within the statutory period permitted under the Income Tax Act. | |
| 2 During the year ended March 31, 2026, the Company reassessed its deferred tax assets ("DTA") and deferred tax liabilities ("DTL") consequent to its decision to opt for the new tax regime under Section 200 of the Income Tax Act, 2025 and the amendments introduced through the Finance Act, 2026. In accordance with Ind AS 12 - Income Taxes, deferred tax balances are required to be measured using the tax rates and tax laws that have been enacted or substantively enacted as at the balance sheet date and are expected to apply in the period when the related deferred tax asset is realised or deferred tax liability is settled. | Our audit procedures in relation to recognition and remeasurement of deferred tax assets and deferred tax liabilities included, inter alia, the following: |
| - Assessed and tested the design and operating effectiveness of controls relating to accounting and measurement of deferred taxes. | |
| - Evaluated the managements assessment regarding applicability of the amended tax provisions and the consequential impact on deferred tax balances. | |
| - Assessed the appropriateness of the tax rates applied for remeasurement of deferred tax assets and deferred tax liabilities in accordance with the requirements of Ind AS 12 - Income Taxes. | |
| Accordingly, the Company restated its deferred tax balances using the tax rate applicable under the new tax regime, resulting in reversal of deferred tax liability aggregating to 21,943.00 lakhs through the Statement of Profit and Loss and 363.29 lakhs through Other Comprehensive Income. | - Tested, on a sample basis, the underlying temporary differences used in computation of deferred tax balances. |
| The accounting for deferred taxes involves significant judgement in determining the applicable tax rate, timing of reversal of temporary differences, recognition of deferred tax assets and evaluation of recoverability based on future taxable profits. | - Verified the mathematical accuracy of the deferred tax remeasurement and the corresponding impact recognised in the Statement of Profit and Loss and Other Comprehensive Income. |
| Considering the materiality of the deferred tax balances and the significant judgement involved in the remeasurement of deferred tax assets and deferred tax liabilities, the same has been considered as a Key Audit Matter. | - Evaluated managements assessment of recoverability of deferred tax assets based on future taxable profit projections. |
| - Assessed the adequacy and appropriateness of disclosures made in the financial statements relating to deferred tax assets, deferred tax liabilities and the impact of change in tax regime. | |
| - Based on the audit procedures performed, we found the recognition and remeasurement of deferred tax assets and deferred tax liabilities and the related disclosures are appropriate. | |
| 3 During the year ended March 31, 2026, the Ministry of Labour and Employment, Government of India notified the implementation of the Code on Wages, 2019 with effect from November 21, 2025, forming part of the broader labour law reforms through implementation of four labour codes replacing multiple existing labour legislations. | Our audit procedures in relation to implementation of the new labour codes included, inter alia, the following: |
| Pursuant to the implementation of the new labour codes, particularly the revised definition of "Wages" under Section 2(y) of the Code on Wages, 2019, the Company reassessed the components of employee remuneration and evaluated the consequential impact on employee benefit obligations, including gratuity and leave encashment liabilities. | - Evaluated the managements assessment regarding applicability and interpretation of the provisions of the Code on Wages, 2019, particularly the revised definition of "Wages" under Section 2(y). |
| Accordingly, the Company revised the basis adopted for actuarial valuation of retirement benefit obligations and recognised additional liability amounting to 475.79 lakhs towards gratuity and 504.03 lakhs towards leave encashment in the Statement of Profit and Loss for the year ended March 31, 2026. | - Assessed the actuarial valuation reports and evaluated the reasonableness of assumptions used for recognition of additional gratuity and leave encashment liabilities. |
| Further, the Company evaluated and implemented necessary changes, wherever applicable, relating to compliance requirements under the new | - Verified, on a sample basis, the computation of additional employee benefit liabilities recognised in the financial statements consequent to implementation of the revised wage definition. |
| - Assessed the adequacy and appropriateness of disclosures made in the financial statements relating to the impact of implementation of the new labour codes and found the same to be in order. | |
| labour codes, including matters relating to social security contributions, working conditions and maintenance of statutory registers and records. | |
| Considering the materiality of the impact on employee benefit liabilities and the significant judgement involved in implementation of the new labour codes, the same has been considered as a Key Audit Matter. | |
| 4 As at March 31, 2026, the Company has trade receivables from Government customers amounting to 42,894.39 lakh, out of which 18,258.03 lakh outstanding for a period of more than one year. | Our audit procedures in relation to trade receivables from Government customers include, inter alia, the following: |
| The Companys policy for impairment of trade receivables provides for recognition of expected credit loss based on ageing and credit risk assessment. However, receivables from Government customers are considered by the management as fully recoverable and not credit impaired considering the nature of the customers, historical realization pattern and continuous follow-up for recovery of outstanding dues. | - Assessed and tested the design and operating effectiveness of controls relating to monitoring and realization of trade receivables and assessment of impairment under the expected credit loss model. |
| Assessment of receivables from Government customers involves significant management judgement and estimates with respect to expected realization, assessment of credit risk and determination of expected credit loss provision under Ind AS 109 - Financial Instruments. | - Evaluated the ageing of receivables from Government customers and examined supporting documents, subsequent collections and ongoing correspondences evidencing follow-up for recovery. |
| As per the trend, there is no instances of non- recoverability of Government dues. Considering the materiality and the significant judgement involved in assessing the receivables from the Government customers, the same has been considered as a Key Audit Matter. | - Assessed the managements basis for considering the receivables from Government customers as not credit impaired, including historical collection trends and status of outstanding balances. |
| - Assessed the adequacy and appropriateness of disclosures made in the financial statements relating to trade receivables and credit risk and found to be in order. |
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 Boards Report, Management Discussion & Analysis Report, Business Responsibility Report, but does not include the financial statements and our auditors report thereon. The Boards Report, Management
Discussion & Analysis Report, Business Responsibility Report is expected to be made available to us after the date of this auditors report.
Our opinion on the financial statements does not cover the other information and we will not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the reports, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
Management Responsibility and those Charged with Governance for the Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013("the Act") with respect to the preparation of these Financial Statements that give a true and fair view of the Financial Position, Financial Performance (including Other Comprehensive Income), Changes in Equity and Cash Flows of the Company in accordance with the accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act. 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 design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the Financial Statements, the Board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors is also responsible for overseeing the Companys financial reporting process.
Auditors Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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 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 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 controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate Internal Financial Controls system 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 Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Financial
Statements.
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 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.
The financial statements of the Company for the year ended March 31, 2025, were audited by predecessor auditors, whose audit report dated 13th May 2025 expressed an unmodified opinion on those financial statements. Our opinion is not modified in respect of the above matters.
Report on Other Legal and Regulatory Requirements
1. As Required under Section 143(5) of the Companies Act,2013, we give in the "Annexure A", our report on the directions and sub-directions issued by the Comptroller and Auditor General of India.
2. As required by the Companies (Auditors Report) Order, 2020 ("the Order") issued by the Central Government of India in terms of Section 143 (11) of the Companies Act, 2013, we give in "Annexure C" a statement on the matters specified in paragraphs 3 of the Order, to the extent applicable.
3. As required by Section 143(3) of the Act, we report, 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 appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches not visited by us, except for the matters stated in the Paragraph 3(j)(vi) below on reporting under rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.
(c) The Company has branch offices primarily for marketing purposes and the books of accounts and records of such marketing offices have been considered by us in the course of our audit of the financial statements of the
Company as a whole. No separate branch auditor has been appointed under Section 143(8) of the Companies Act, 2013. Accordingly, reporting on the consideration of reports of branch auditors is not applicable in the present case.
(d) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account and returns.
(e) In our opinion, the aforesaid Financial Statements comply with the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of Companies (Accounts) Rules, 2014.
(f) In our opinion and according to the information and explanations given to us, there are no observations or comments on financial transactions or matters which have any adverse effect on the functioning of the
Company.
(g) On the basis of the written representations received from the Directors as on 31st March 2026 taken on record by the Board of Directors, none of the Directors are disqualified as on 31st March 2026 from being appointed as a Director in terms of Section 164(2) of the Act.
(h) There are no qualifications, reservations or adverse remarks relating to the maintenance of accounts and other matters connected therewith.
(i) With respect to the adequacy of the Internal Financial Controls over financial reporting of the Company, and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".
(j) 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, 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 financial statements. Refer note 38 to the 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 note 42(xvi)(A) to the 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 persons or entities, 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 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(xvi)(B) to financial statements no funds have been received by the company from any persons or entities, 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) Basedonsuchauditprocedureswehaveconsideredreasonableandappropriateinthecircumstances; nothing has come to the notice that has caused us to believe that the representations under subclause (i) and (ii) of Rule 11(e) contain any material mis-statement. v) The dividend paid by the Company during the year in respect of the dividend declared for the previous year is in accordance with the provisions of Section 123 of the Companies Act, 2013. vi) Based on our examination, which included test checks performed by us the company has used an accounting software Oracle E-Business Suite ("EBS") which "at the application level" records details for each accounting record, creator information, creation, and update timestamps, and locking records upon transaction entry. In EBS, edits directly to accounted transactions are prohibited by design, with any modifications necessitating a separate reversal entry. All accounting records are frozen on creation and maintained for updates (via update date/user). An override to an accounting record requires a new reversal line and original line is untouched. Such records are available and maintained for the previous year also. However, the EBS software does not have audit trail enabled at the "database level" for logging any direct data changes. As per information and explanation given to us there is no scope to alter/edit any entry at the back end by the users. Thus, the software by its design and control takes care of the audit trail requirements under the Companies Act and the same has been operated throughout the year for all transactions recorded in the software and the audit trail has not been tampered with and the audit trail has been preserved by the company as per the statutory requirements for record retention and the data once created cannot be edited except by way of reversal of the original entry.
For A JOHN MORIS & CO
Chartered Accountants Firm Registration.No.007220S
CA A JOHN MORIS
Partner Membership No. 029424 Chartered Accountants UDIN: 26029424VJKRSU2038 Place : Chennai Date : 02.07.2026
ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 under report on other legal and regularity Requirements section of our report to the members of Tamil Newsprint and Papers Limited of even date)
SL.NO Compliance |
Comments |
| 01. Assess the fair valuation of all the investments, both quoted and unquoted, made directly by the Company or through Trusts, for Post retirement benefits of the employees. This includes verifying valuation methodologies, ensuring | The Company has Post-retirement benefits in the form of defined contribution plan such as pension through Employee Provident Fund Organization (EPFO) and Superannuation scheme and defined benefit plan such as Provident Fund, Gratuity and Long-term compensated absences (Leave encashment). |
| consistency with Ind AS and reviewing supporting documentation. The auditor shall provide a brief note on the valuation approach, its reasonability, and compliance with applicable regulations, reporting any material deviations or misstatements. | The obligations for contributions for defined contribution plans are recognized as an employee benefit expenses in the statement of profit and loss in the periods during which the related services are rendered by the employees. In the case of Provident Fund in the form of defined benefit plan, the company contribute to provided fund at pre- determined rates to a separate irrevocable trust approved by the Commissioner of Income-tax, which invest the funds in permitted securities. While the obligation to the company is limited to such fixed contribution, as per the rules of Employees Provident Fund (EPF) any deficiency in the rate interest on the contribution based on its return on investments as compared to the rate declared for EPF by the Govt., of India under para 60 of the Employees Provident Fund Act is to be met by the Company. Also as per rules, any deficiency in the fair value of plan assets backing the provident fund accumulations compared to the amount of such accumulations is to be met by the Company. In accordance with actuarial valuation of the provident fund liabilities and based on the assumption of discount rate and Guaranteed rate of return, there is no deficiency in the interest cost as present value of expected future earnings of the fund is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest of Govt., administered provident fund. Liabilities in respect of defined benefit plan in the form of Gratuity and Long-term compensated absences are determined based on actuarial valuation made by an independent actuary using projected unit credit method as at the balance sheet date and are unfunded. |
| 02. Whether the Company has a system in place to process all the accounting transactions through IT systemRs If yes, whether review of this system and controls that are significant to the Companies financial reporting process as well as cyber security has been done by Information Security Auditing Organisations empanelled by Cert-In at a minimum frequency of once in a year and material discrepancies found, if any, have been suitably reportedRs The implications of processing of accounting transactions outside IT System on the integrity of the accounts along with the financial implications may also be reported. | Financial transactions including placement of purchase orders, Materials and services, purchase accounting, payroll, sale order processing, dispatches, collection and payments are automated and processed through IT systems and application. Few areas related to treasury, discount recognition, duty drawback & RodTep, month end provision and adjustments, and related accounts transactions are prepared manually and processed through IT system for which necessary controls are in place. |
| Review of the system and controls that are significant to the Companies financial reporting process as well as cyber security has been done by Information Security Auditing Organisation empanelled by Cert-In and no material descripencies were found in their report. | |
| The Company has implemented ISO 27001-2022 for IT infrastructure and ERP System. There are no material discrepancies found in the system audit | |
| 03. Whether funds (grants/subsidy etc) received/receivable for specific schemes from Central/State Government or its agencies were properly accounted for as per the applicable accounting standards or norms and whether the received funds were utilised as per its terms and conditionsRs Whether accounting of interest earned on grants received has been done as per terms and conditions of the Grant. List the cases of deviation. cial finan No. 27 to the statements. | The Company has not received any funds under specific schemes from Central or State Government during the current year. However, in connection with its expansion activities, the Company has recognized an incentive amounting to 2,334.53 lakh provided under the Structured Package Incentive Scheme of the Government of Tamil Nadu, administered through State Industries Promotion Corporation of Tamil Nadu (SIPCOT). |
| The incentive has been accounted for in accordance with Ind AS 20 upon fulfilment of the prescribed eligibility criteria. The same has been appropriately disclosed in Note | |
| 04. Whether the Company has identified the key Risk areasRs If yes, whether the Company has formulated any Risk Management Policy to mitigate these risksRs If yes, | The agreement for Structured Package Incentive Scheme does not provide for interest. Hence, the accounting of interest earned on such incentive does not arise. Yes, the Company has identified its key risk areas and has established a formal Risk Management Policy for systematic risk identification, assessment, and mitigation. The Policy includes a structured risk identification process, a Risk Scoring Matrix for categorizing risks based on impact and probability and defined mitigation plans. |
SL.NO Compliance |
Comments |
| (a) whether the Risk Management policy has been formulated considering global best practicesRs (b) Whether the Company has identified its data assets and whether it has been valued appropriatelyRs | Pursuant to this Policy, the Company has identified key risk areas such as operational risk, environmental risk and marketing risk. Each risk is evaluated, assigned a risk rating and supported with appropriate mitigation strategies. The status of identified risks and mitigation measures is periodically reviewed and placed before the Risk Management Committee. |
| The Risk Management framework has been developed with due consideration to generally accepted global best practices in risk management. | |
| Further, the Company has evaluated its data assets and as at 31 March 2026, there are no data assets requiring recognition or valuation in the financial statements. | |
| 05. Whether the Company is complying with the Securities and Exchange Board of India (SEBI) (Listing obligation and Disclosure Requirements) Regulations, 2015, and other | Yes. The Company is complying with SEBI (LODR) Regulations, 2015 and other applicable rules and regulations of SEBI, Ministry of Corporate Affairs and Reserve Bank of India. |
| applicable rules and regulations of SEBI, Department of Investment and Public Asset Management, Ministry of Corporate Affairs, Department of Public Enterprises, Reserve Bank of India, Telecom Regulatory Authority of India, CERT IN, Ministry of Electronics and Information Technology and National Payments Corporation of India wherever applicableRs If not, the cases of deviation may be highlighted. | The Company is subjecting itself for CERT-IN Audits and follow the guidelines. The Company is not covered under any specific rules and regulations of Department of Investment and Public Asset Management, Department of Public Enterprises, Telecom Regulatory Authority of India, Ministry of Electronics and Information Technology and National Payments Corporation of India and hence it is not applicable. |
| 06. Whether the Companys pricing policy absorbs all fixed and variable costs of production as well as the allocation of overheadsRs | Based on information and explanation given to us by the management, the pricing policy of the companys products are market driven and thus determined by the market conditions, and hence the margin depends upon the market driven pricing. |
| 07. Whether the Company has fixed norms for normal losses and a system for evaluation of abnormal losses for remedial action is in existenceRs | Yes. |
| 08. What is the system of valuation of by- products and finished productsRs List out the cases of deviation from its declared policy. | Finished goods at factory are measured at lower of cost which includes cost of inputs (net of taxes and duties eligible for credits) and overheads and net realizable value. |
| 09. State the extent of utilization of plant and machinery during the year vis-?- vis installed capacity. | The Company has a by-product i.e, Pith, which are valued at Cost. There is no deviation from its declared policy Paper 108.57 % |
| 10. Whether the Company effective system for physical verification, valuation of stock, treatment of non- moving items and accounting of effect of shortage/ excess noticed during physical verificationRs | Packaging Board 100.04 % |
| Cement 46.73% Yes. The company has effective system of physical verification, valuation of stock and a policy for treatment of non-moving items and accounting of effect of shortage |
For A JOHN MORIS & CO
Chartered Accountants Firm Registration.No.007220S
CA A JOHN MORIS
Partner Membership No. 029424 Chartered Accountants UDIN: 26029424VJKRSU2038 Place : Chennai Date : 02.07.2026
ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF TAMIL NADU NEWSPRINT AND PAPERS 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 over financial reporting of Tamil Nadu Newsprint and Papers Limited
("the Company") as of March 31, 2026 in conjunction with our audit of the 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 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 over financial reporting 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, issued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of Internal Financial Controls, both applicable to an audit of Internal Financial Controls and 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 over Financial Reporting 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 system over financial reporting and their operating effectiveness. Our audit of Internal Financial Controls over financial reporting included obtaining an understanding of Internal Financial Controls over Financial Reporting, 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 System over Financial Reporting.
Meaning of Internal Financial Controls over Financial Reporting
A Companys Internal Financial Controls over financial reporting 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 Control over Financial Reporting includes those policies and procedures that:
(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(ii) 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 (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized 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 the financial statements
Because of the inherent limitations of Internal Financial Controls over the financial reporting, 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 over financial reporting to future periods are subject to the risk that the Internal Financial Controls over financial reporting 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, an adequate Internal Financial Controls systems over financial reporting and such Internal Financial Controls over financial reporting 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 on Audit of Internal Financial Controls Over Financial Reporting issued by ICAI.
For A JOHN MORIS & CO
Chartered Accountants Firm Registration.No.007220S
CA A JOHN MORIS
Partner Membership No. 029424 Chartered Accountants UDIN: 26029424VJKRSU2038 Place : Chennai Date : 02.07.2026
ANNEXURE "C" TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF TAMIL NADU NEWSPRINT AND PAPERS LIMITED.
The Annexure referred to in Paragraph 2 under the heading Report on Other Legal and Regulatory Requirements of our Report of even date:
In terms of the information and explanations sought by us and provided to us by the Company and the books of account and records examined by us in the normal course of audit and to the best of knowledge and belief we state that:
(i) (a) (A) The Company is maintaining proper records showing all particulars, including quantitative details and situation of Property, Plant and Equipment; (B) The company is maintaining proper records showing all particulars of intangible assets
(b) These Property, Plant and Equipment have been physically verified by the Management according to a regular programme of conducting physical verification of all Property, Plant and Equipment over a period of three years and no material discrepancies were noticed on such verification.
(c) All title deeds of the immovable properties are held in the name of the Company except the land (extending about 10 grounds and 425 square feet) on which the Corporate Office of the Company is functioning at Chennai and also the land measuring 39.50 acres of Government Poramboke Land for setting up the Multilayer Coated Board Plant at Mondipatti Village of Manaparai Taluk in Tiruchirappalli District, Tamil
Nadu. The transfer of title of the said land by the Government of Tamil Nadu in favour of the Company is yet to be done pending completion of necessary formalities.
Description of the property |
Gross carrying amount (In lakhs) | Held in name of | Whether Promoter, Director or their relative or employee | Property held since which date | Reason for not being held in the name of company |
| Land | 149.69 | Govt. of Tamil Nadu | Promotor | 1991 | The transfer of title of the said Land (measuring 10 grounds and 425 sq. ft) by the Government of Tamilnadu in favour of the company is yet to be done pending completion of necessary formalities |
| Land | 79.85 | Govt. of Tamil Nadu | Promotor | 2013 | The Govt., of Tamil Nadu vide G.O.No.447 dated 11.11.2013 granted only to enter upon permission for the land measuring 39.50 acres of Govt., Poramboke Land to establish the Multi-coated Board Plant. The Govt., of Tamil Nadu has not yet fixed the cost of land as well as not completed full-fledged regular alienation of land in favour of the company. |
According to the information and explanations given to us and on the basis of our examination of the records of the Company, Immovable properties of land whose title deeds have been pledged with the lead bank as securities for term loans and other credit facilities availed by the company the same are stated to have been held in the name of the company based on the mortgage deed executed between the Bank and the Company for which confirmations have been obtained from the lead bank.
(d) The company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year.
(e) No proceedings that have been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
(ii) (a) The Management has conducted physical verification of inventory at reasonable intervals and in our opinion, the coverage and procedure of such verification by the management is appropriate; no discrepancies of
10% or more in the aggregate for each class of inventory were noticed.
(b) The company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, (Both fund and non-fund based) by Banks on the basis of security of current assets. There are differences between the quarterly returns or statements filed by the company with the banks based on provisional figures and as per the books of account of the Company. However, the drawing power based on the books of account is in excess of the sanctioned limits. The company has not been sanctioned working capital limits by financial institutions.
(iii) The Company has not made investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to Companies, Firms, Limited Liability Partnerships or any other parties and hence reporting under clauses 3 (iii) (a), (b) ,(c) ,(d), (e) and (f) does not arise (iv) The Company has investment in equity shares which are in accordance with the provisions of Section 185 and 186. However, there are no loans guarantees and securities granted in respect of which provision of section 185 and 186 are applicable.
(v) The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable. (vi) The Central Government has prescribed maintenance of Cost Records under Sub-section (1) of Section 148 of the Companies Act, 2013. 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 of the Act, and are of the opinion that prime facie, the prescribed accounts and cost records have been made and maintained.
(vii) (a) The Company is regular in depositing undisputed Statutory dues including Goods and Service Tax, Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Duty of Customs, Cess, and any other Statutory Dues to the appropriate authorities and there were no undisputed amounts payable which were in arrears as at 31st March 2026 for a period of more than six months from the date they became payable.
(b) Details of Statutory dues of Goods and Service Tax, Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Duty of Customs, Cess, and any other Statutory Dues that not been deposited as on 31st March 2026 on account of disputes are given below:
Name of the statute |
Nature of Dues | Period to which the amount pertains | Forum where the dispute is pending | Gross amount (in lakhs) | Pre- deposit ( in lakhs) | Net amount ( in lakhs) |
| Cenvat Credit Rules, 2004 | Input Service Credit | 2012-2018 | The Customs, Excise and Service Tax Appellate Tribunal, Chennai | 426.93 | 10.60 | 416.33 |
| Cenvat Credit Rules, 2004 | Input Service Credit | 2016-2018 | Commissioner of GST & Central Excise (Appeals), Trichy | 63.12 | 1.38 | 61.74 |
| CGST Act 2017 | Input Service Credit | 2017-2018 | Commissioner of GST & Central Excise (Appeals), Trichy | 64.19 | 2.23 | 61.96 |
| CGST Act 2017 | Input Service Credit | 2018-2021 | Commissioner of GST & Central Excise (Appeals), Trichy Assistant | 200.56 | 9.33 | 191.23 |
| Customs Act, 1962 | Customs Duty | 1991-1993 | Commissioner of Customs, Chennai | 90.47 | - | 90.47 |
| Customs Act, 1962 | Customs Duty | 1999-2000 | Deputy Commissioner of Customs, Chennai | 106.29 | - | 106.29 |
| Customs Act, 1962 | Customs Duty | 2014-2015 | The Customs, Excise and Service Tax Appellate Tribunal, Chennai Assistant | 84.11 | 8.41 | 75.70 |
| Customs Act, 1962 | Customs Duty | 1999-2000 | Commissioner of Customs, Cochin | 20.44 | - | 20.44 |
| Customs Act, 1962 | Customs Duty | 2000-2001 | Honble Supreme Court | 217.39 | - | 217.39 |
| Customs Act, 1962 | Customs Duty | 2012-2013 | The Customs, Excise and Service Tax Appellate Tribunal referred to Larger bench Office of the Commissioner | 2,400.99 | - | 2,400.99 |
| Customs Act, 1962 | Customs Duty | 2017-2018 | of Customs (Adjudication) - Mumbai | 1,800.00 | - | 1,800.00 |
| Income Tax Act, 1961 | Income Tax | 2002-2003 | ||||
| Income Tax Act, 1961 | Income Tax | 2003-2004 | Assessing Officer, Chennai | 2,359.52 | - | 2,359.52 |
| Income Tax Act, 1961 | Income Tax | 2007-2008 | Honble High Court of Madras Income Tax Appeallate | 332.93 | 332.93 | |
| Income Tax Act, 1961 | Income Tax | 2004-2005 | Tribunal Chennai | 121.60 | 121.60 | |
| Income Tax Act, 1961 | Income Tax | 2017-2018 | Assessing Officer, Chennai | 309.77 | 309.77 | |
| Income Tax Act, 1961 | Income Tax | 2018-2019 | ||||
| Income Tax Act, 1961 | Income Tax | 2022-2023 | Commissioner of Income Tax (Appeals), | 345.75 | 345.75 | |
| Income Tax Act, 1961 | Income Tax | 2023-2024 1997-2000 | Chennai | |||
| Wealth Tax Act, 1957 | Wealth Tax | 2001-2003 | Commissioner of Income Tax (Appeals), Chennai | 19.46 | 19.46 | |
| TNVAT Act 2006 | Value Added Tax | 2006-2013 | Sales Tax Appellate Tribunal, Madurai | 81.55 | 27.35 | 54.20 |
| Consumption or Sale of Electricity Act, 2003 | Electricity Generation tax and Interest thereon | 2003-2005 | Secretary, Energy Department, Chennai | 5,722.49 | 5,722.49 | |
Total |
14767.56 | 59.30 | 14708.26 |
(viii) There are no transactions relating to previously unrecorded income in the books of account that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
(ix) (a) The Company has not defaulted in repayment of loans or other borrowing or in the payment of interest thereon to any lender
(b) The Company is not declared as a willful defaulter by any bank or financial institution or other lender.
(c) The term loans were applied for the purpose for which the loans were obtained.
(d) According to the information and explanations given to us and on an overall examination of the Financial Statements of the Company, we report that funds raised on short-term basis have been utilised for long-term purposes. However, during the year funds raised on short-term basis have not been utilised for long-term purposes.
(e) The Company has no subsidiaries, associates and joint ventures hence this clause is not applicable. (f) The Company has no subsidiaries, associates and joint ventures, hence this clause is not applicable.
(x) (a) The Company has not raised any moneys by way of initial public offer or further public offer (including debt instruments) during the year.
(b) The company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year and hence the requirements of section 42 and section 62 of the Companies Act, 2013 does not arise.
(xi) (a) The Company has not noticed or reported during the year any fraud by the Company or any fraud on the Company.
(b) There is no report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.
(c) There are no complaints received during the year under whistle-blower Mechanism. (xii) The Company is not a Nidhi Company and hence reporting under this clause does not arise.
(xiii) All transactions with the related parties are in compliance with Sections 177 and 188 of the Companies Act where applicable and the details have been disclosed in the Financial Statements, etc., as required by the applicable Accounting Standards (xiv) The Company has an internal audit system commensurate with the size and nature of its business. We have considered the internal audit reports for the period issued till date.
(xv) The Company has not entered into any non-cash transactions with Directors or persons connected with him and hence, provisions of Section 192 of the Act are not applicable to the Company.
(xvi) (a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934).
(b) The Company has not conducted any Non-Banking Financial or Housing Finance activities during the year.
(c) In our opinion, there is no core Investment Company within Group (as defined in the Core Investment companies (Reserve Bank Directions,2016), and accordingly reporting under clause 3(xvi)(d) of the order is not applicable.
(xvii) The company has not incurred cash losses in the financial year and in the immediately preceding financial year.
(xviii) There has been no instance of any resignation of the statutory auditors occurred during the year.
(xix) On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements, and 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 indicating 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) The company has spent the minimum amount required to be spent as stipulated in section 135 of the
Companies Act and hence the transfer of unspent amount to a Fund specified in Schedule VII to the Companies
Act in compliance with second proviso to sub-section (5) of section 135 of the said Act is not applicable. (b) There are no unspent amounts towards Corporate Social responsibility (CSR) on ongoing projects requiring a transfer to a special account in compliance with provisions of sub section (6) of section 135 of the said act. (xxi) The Company has no subsidiaries or associate or joint ventures, hence this clause is not applicable
For A JOHN MORIS & CO
Chartered Accountants Firm Registration.No.007220S
CA A JOHN MORIS
Partner Membership No. 029424 Chartered Accountants UDIN: 26029424VJKRSU2038 Place : Chennai Date : 02.07.2026
OFFICE OF THE PRINCIPAL ACCOUNTANT GENERAL (AUDIT II), TAMIL NADU & PUDUCHERRY COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNNDER SECTION 143(6)(b) OF THE COMPANIES ACT, 2013 ON THE FINANCIAL STATEMENTS OF TAMIL NADU NEWSPRINT AND PAPERS LIMITED, CHENNAI FOR THE YEAR ENDED 31 MARCH 2026
The preparation of financial statements of Tamil Nadu Newsprint and Papers Limited, Chennai for the year ended 31 March 2026 in accordance with the financial reporting framework prescribed under the Companies Act, 2013 is the responsibility of the management of the Company. The Statutory Auditors appointed by the Comptroller and Auditor
General of India under Section 139(5) of the Act are responsible for expressing opinion on the financial statements under section 143 of the Act based on independent audit in accordance with standards on auditing prescribed under section 143 (10) of the Act. This is stated to have been done by them vide their Revised Audit Report dated 02.07.2026 which supersedes their earlier Audit Report dated 24.04.2026.
I, on behalf of the Comptroller and Auditor General of India have conducted a supplementary audit of the financial statements of Tamil Nadu Newsprint and Papers Limited, Chennai for the year ended 31 March 2026 under section 143
(6) (a) of the Act. This supplementary audit has been carried out independently without access to the working papers of the statutory auditors and is limited primarily to inquiries of the statutory auditors and company personnel and a selective examination of some of the accounting records.
In view of the revisions made in the Statutory Auditors report; to give effect to some of my observations raised during supplementary audit, I have no further comments to offer upon or supplement to statutory auditors report under section 143 (6) (b) of the Act.
For and on behalf of the Comptroller & Auditor General of India
Place : Chennai R Thiruppathi Venkatasamy
Date : 06/08/2026 Principal Accountant General
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