We have audited the standalone financial statements of
Tata Motors Limited (the "Company"), its joint operation
(including its subsidiary company) and its Trust which
comprise the standalone balance sheet as at 31 March 2025,
and the standalone statement of profit and loss (including
other comprehensive income), standalone statement of
changes in equity and standalone statement of cash flows for
the year then ended, and notes to the standalone financial
statements, including 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 ("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 31 March 2025, and its profit and other
comprehensive income, changes in equity and its cash flows
for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards
on Auditing (SAs) specified under Section 143(10) of the Act.
Our responsibilities under those SAs are further described in
the Auditor's Responsibilities for the Audit of the Standalone
Financial Statements section of our report. We are
independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants of
India together with the ethical requirements that are relevant
to our audit of the standalone 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 opinion on the
standalone financial statements.

Key Audit Matter

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
standalone financial statements of the current period. 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.

Other Information

The Company's Management and Board of Directors are
responsible for the other information. The other information
comprises the information included in the annual report,
but does not include the financial statements and auditor's
report thereon. The annual report is expected to be made
available to us after the date of this auditor's report.

Our opinion on the standalone 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 standalone 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 standalone financial statements or our
knowledge obtained in the audit, or otherwise appears to be
materially misstated.

When we read the annnual report, if we conclude that
there is a material misstatement therein, we are required to
communicate the matter to those charged with governance
and take necessary actions, as applicable under the relevant
laws and regulations.

Management's and Board of Directors' and
Board of Trustees' Responsibilities for the
Standalone Financial Statements

The Company's Management and Board of Directors are
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 state of affairs,
profit/ loss and other comprehensive income, changes in
equity and cash flows 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. The respective Management and Board
of Directors of the Company and its joint operation company
(including its subsidiary company) and Board of Trustees
of the Trust are responsible for maintenance of adequate

accounting records in accordance with the provisions of the
Act for safeguarding of the assets of the Company, its joint
operation (including its subsidiary company) and its Trust 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 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, the
respective Management and Board of Directors/Board of
Trustees are responsible for assessing the ability of each
company/Trust to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the
going concern basis of accounting unless the respective Board
of Directors/Board of Trustees either intends to liquidate the
company/Trust or to cease operations, or has no realistic
alternative but to do so.

The respective Board of Directors/Board of Trustees are
responsible for overseeing the financial reporting process of
each company/Trust.

Auditor's Responsibilities for the Audit of the
Standalone Financial Statements

Our objectives are to obtain reasonable assurance about
whether the standalone financial statements as a whole
are free from material misstatement, whether due to fraud
or error, and to issue an auditor's report that includes our
opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic

decisions of users taken on the basis of these standalone
financial statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:

• 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 the Management and
Board of Directors.

• Conclude on the appropriateness of the Management
and Board of Directors use of the going concern basis
of accounting in preparation of standalone financial
statements and, based on the audit evidence obtained,
whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the
Company's ability to continue as a going concern. If
we conclude that a material uncertainty exists, we
are required to draw attention in our auditor's report
to the related disclosures in the standalone financial
statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor's
report. However, future events or conditions may cause
the Company to cease to continue as a going concern.

• 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 of the
Company and such other entities included in the standalone
financial statements of which we are the independent
auditors 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
of the current period and are therefore the key audit matters.
We describe these matters in our auditor's report unless law
or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because
the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of
such communication.

Report on Other Legal and Regulatory
Requirements

1. As required by the Companies (Auditor's Report) Order,
2020 ("the Order") issued by the Central Government of
India in terms of Section 143(11) of the Act, we give in
the "Annexure A" a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.

2 A. 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
it appears from our examination of those books
except for the matters stated in the paragraph
2(B)(f) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014.

c. The standalone balance sheet, the standalone
statement of profit and loss (including other
comprehensive income), the standalone statement
of changes in equity and the standalone statement
of cash flows dealt with by this Report are in
agreement with the books of account.

d. In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified under
Section 133 of the Act.

e. On the basis of the written representations
received from the directors of the Company and its
joint operation company (including its subsidiary
company) as on 1 April 2025 to 10 April 2025 taken
on record by the respective Board of Directors,
none of the directors is disqualified as on 31 March
2025 from being appointed as a director in terms of
Section 164(2) of the Act.

f. the modification relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph 2(A)(b) above on
reporting under Section 143(3)(b) of the Act and
paragraph 2B(f) below on reporting under Rule
11(g) of the Companies (Audit and Auditors)
Rules, 2014.

g. With respect to the adequacy of the internal financial
controls with reference to financial statements
of the Company and its joint operation company
(including its subsidiary company) incorporated
in India and the operating effectiveness of such
controls, refer to our separate Report in "Annexure
B".

B. With respect to the other matters to be included in
the Auditor's Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our
opinion and to the best of our information and according
to the explanations given to us:

a. The Company has disclosed the impact of
pending litigations as at 31 March 2025 on its
financial position in its standalone financial
statements - Refer Note 39 to the standalone
financial statements.

b. The Company has made provision, as required
under the applicable law or accounting standards,
for material foreseeable losses, if any, on long-term
contracts including derivative contracts - Refer
Note 50 (ii) to the standalone financial statements.

c. There is one instance of delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by the
Company amounting to Rs. 0.08 crores during the
year. Further, there were no amounts which were
required to be transferred to the Investor Education
and Protection Fund by the joint operation
company (including its subsidiary company).

d. (i) The respective management of the Company

and its joint operation company (including its
subsidiary company) incorporated in India
whose financial statements has been audited
under the Act has represented to us that, to

the best of its knowledge and belief, other
than as disclosed in the Note 49 (IV) 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 and its joint operation company
(including its subsidiary 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 directly
or indirectly lend or invest in other persons or
entities identified in any manner whatsoever
by or on behalf of the Company and its joint
operation company (including its subsidiary
company) ("Ultimate Beneficiaries") or
provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries.

(ii) The respective management of the Company
and its joint operation company (including its
subsidiary company) incorporated in India
whose financial statements has been audited
under the Act has represented to us that, to the
best of its knowledge and belief, as disclosed
in the Note 49 (V) to the standalone financial
statements, no funds have been received
by the Company and its joint operation
company (including its subsidiary 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 and its joint
operation company (including its subsidiary
company) shall directly or indirectly, lend or
invest in other persons or entities identified
in any manner whatsoever by or on behalf of
the Funding Parties ("Ultimate Beneficiaries")
or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.

(iii) Based on the audit procedures 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 (i) and (ii) of
Rule 11(e), as provided under (i) and (ii) above,
contain any material misstatement.

e. The final dividend paid by the Company during
the year, in respect of the same declared for the
previous year, is in accordance with Section 123
of the Act to the extent it applies to payment
of dividend.

As stated in Note 21(B)(g) to the standalone
financial statements, the Board of Directors of the
Company has proposed final dividend for the year
which is subject to the approval of the members
at the ensuing Annual General Meeting. The
dividend declared is in accordance with Section
123 of the Act to the extent it applies to declaration
of dividend.

The interim dividend declared and paid by the joint
operation company during the year is in accordance
with Section 123 of the Act.

f. Based on our examination which included test
checks, except for the instances mentioned below,
the Company and its joint operation company
(including its subsidiary company) have used
accounting softwares for maintaining its books
of account which, along with privilege access
management tool, wherever applicable, have a
feature of recording audit trail (edit log) facility
and the same has operated throughout the year
for all relevant transactions recorded in the
respective softwares:

i. In respect of the Company, the feature of
recording audit trail (edit log) facility was not
enabled at the database level to log any direct
data changes for the accounting software
used for maintaining price master, variable
marketing expenses and time records for
product development cost.

ii. In respect of the Company, in the absence of
coverage of audit trail (edit log) with respect
to database level in the independent auditor's
report in relation to controls at the service
organization for accounting software used for
preparation of financial statements, which
is operated by third party software service
provider, we are unable to comment whether
the audit trail feature of the database
level of the said software was enabled and
operated throughout the year for all relevant
transactions recorded in the software.

iii. In respect of the joint operation company
(including its subsidiary company), for the
accounting software used for maintaining:

• its general ledger, the feature of
recording audit trail (edit log) facility
was not enabled from 1 April 2024 to
29 January 2025. Further, the audit trail

feature was not enabled in respect of
direct create action at the database level.

• its payroll records, the feature of
recording audit trail (edit log) facility was
not enabled for the period from 1 April
2024 to 21 March 2025.

Further, where audit trail (edit log) facility was enabled
and operated, we did not come across any instance of
the audit trail feature being tampered with. Additionally,
except where the audit trail (edit log) facility was not
enabled in the previous year, the audit trail has been
preserved by the Company and its joint operation
company (including its subsidiary company) as per the
statutory requirements for record retention, except
for the accounting software used for preparation of
financial statements where the audit trail has not
been preserved.

C. With respect to the matter to be included in the Auditor's
Report under Section 197(16) of the Act:

In our opinion and according to the information and
explanations given to us the remuneration paid by
the Company to its directors during the current year
is in accordance with the provisions of Section 197 of
the Act. The remuneration paid to any director by the
Company is not in excess of the limit laid down under
Section 197 of the Act. The Ministry of Corporate Affairs
has not prescribed other details under Section 197(16)
of the Act which are required to be commented upon
by us.

Further, with respect to the joint operation company
(including its subsidiary company) included in the
standalone financial statements, in our opinion and
according to the information and explanations given
to us, the provisions of Section 197 of the Act are not
applicable to the joint operation company (including its
subsidiary company) incorporated in India since it is not
a public company.

For B S R & Co. LLP

Chartered Accountants
Firm's Registration No.:101248W/W-100022

Vijay Mathur

Partner

Membership No.: 046476
ICAI UDIN:25046476BMOWLY1411

Place: Mumbai
Date: 13 May 2025