We have audited the Standalone financial statements of TVS
Motor Company Limited ("the Company"), which comprise
the balance sheet as at 31st March 2026, the Statement of
Profit and Loss (including Other Comprehensive Income),
Statement of changes in Equity and Statement of Cash
Flows for the year then ended, and notes to the Standalone
financial statements, including a summary of material
accounting policies and other explanatory information
(hereinafter referred to as "the Standalone financial
statements").
In our opinion and to the best of our information and
according to the explanations given to us, 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
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 March 31, 2026, and
profit, Other Comprehensive Income, Changes in Equity and
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 Matters
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:
Key Audit Matter Principal Audit Procedures
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Key Audit matter
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Principal Audit Procedure
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1. Government Grants
Government has announced various Grants to
manufacturers of automobiles. The company in turn
is availing the said grants on fulfilling the conditions
attached to that.
The recognition of Government grants is considered
to be key audit matter because of significance of
amount of grants and management judgements
involved in fulfilling the conditions to receive the grant.
The management periodically reviews, during the
year, compliance of relevant conditions attached to
each grant whether there is a reasonable assurance
that the grants will be received, in order to determine
the timing and amounts of grants to be recognized in
the financial statements.
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Determined the appropriateness of the accounting
policy for government grants as per the relevant
accounting standards;
Examined the Company's key internal financial controls
over recognition of government grants with regard to
its design and implementation. Tested the operating
effectiveness of such controls for the transactions
selected.
Verified documents, on sample basis, submitted to the
various government authorities relating to the grants
received and receivable and checked the compliance of
conditions attached to the respective grants.
Considered the basis of management's judgement
towards fulfilment of conditions attached to the grants
and evaluated the reasonable assurance that grants will
be received.
Reviewed the appropriateness of the disclosures made
in accordance with the relevant accounting standards.
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Key Audit matter
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Principal Audit Procedure
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2.
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Investments
The Company has significant investments in its
subsidiaries and associates.
Management reviews regularly whether there are
any indicators of impairment of the investments
by reference to the requirements under Ind AS 36
"Impairment of Assets".
For investments where impairment indicators exist,
significant judgments are required to determine the
key assumptions used in the valuation model and
methodology, such as revenue growth, discount
rates, etc.
Considering, the impairment assessment which
involves significant assumptions and judgement of
the management and the same has been considered
as key audit matter.
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Obtained and read the valuation report used by the
management for determining the fair value ('recoverable
amount') of its material investments.
Considered the independence, competence and
objectivity of the management specialist involved in
determination of valuation.
Tested the fair value of the investment as mentioned in
the valuation report to the carrying value in books.
Made inquiries with management to understand key
drivers of the cash flow forecasts, discount rates, etc.
Assessed the disclosures made in the financial
statements regarding such investments to comply with
the requirements of Standards.
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3.
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Intangible assets under development
The Company has various internally generated
intangible projects under development. Initial
recognition of the development expenditure under
these projects is based on assessing each project in
relation to specific recognition criteria that needs to be
met for capitalisation. In addition, the management
also assess indication of impairment of the carrying
value of assets which requires management
judgment and assumptions as affected by future
market or economic developments.
Due to the materiality of the assets under development
recognised and the level of management judgement
involved, initial recognition and measurement
of internally generated intangible assets under
development has been considered as a key audit
matter.
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Our audit procedures included but were not limited to the
following:
Assessed whether the Company's Internally generated
intangible assets- research and development
expenditure accounting policy is in compliance with Ind
AS 38 “Intangible Assets".
We assessed the design, implementation and operating
effectiveness over management process of identifying
and capitalising the development expenditure
in accordance with the accounting principles of
capitalisation of expenditure on internally generated
intangible assets as per Ind AS 38 such as technical
feasibility of the project, intention and ability to complete
the intangible asset, ability to use or sell the asset,
generation of future economic benefits and the ability to
measure costs reliably.
We performed test of details of development expenditure
capitalised by reviewing the key assumptions including
the authorisation of the stage of the project in the
development phase, the accuracy of costs included and
assessing the useful economic life attributed to the asset.
In addition, we considered whether any indicators of
impairment were present by understanding the business
rationale for projects.
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4.
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Evaluation of Uncertain Direct tax and Indirect Tax
positions:
The Company has material uncertain tax positions,
including matters under dispute relating Excise,
Customs Duty, Value Added Tax (Indirect Taxes) and
Income Tax (Direct Tax).
These matters involve significant judgment to
determine the possible outcome of these disputes.
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We obtained details of demands relating to Direct Tax
and indirect tax, as on 31st March 2026.
We considered legal precedence and other rulings,
obtained external opinions and discussed with company's
internal legal team in evaluating management's position
on these uncertain tax positions.
Satisfied ourselves that it is not probable that an outflow
of economic benefits will be required and disclosed such
obligation as a contingent liability.
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Information Other than the Standalone
financial statements and Auditor's Report
thereon
The Company's Board of Directors is responsible for the
other information. The other information comprises the
information included in the Management Discussion and
analysis, Board's Report including annexures to Board's
Report, Business Responsibility and Sustainability report,
Corporate Governance and Shareholder's Information
but does not include the Standalone financial statements
and our auditor's 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 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.
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 Management and Those
Charged with Governance for the Standalone
financial statements
The Company's 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 financial position,
financial performance, total 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
read with the Companies (Indian Accounting Standards)
Rules 2015. 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 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 Board of Directors is responsible for assessing the
Company's ability to continue as a going concern,
disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting
unless the Board of Directors either intends to liquidate
the Company or to cease operations, or has no realistic
alternative but to do so.
The Board of Directors are also responsible for
overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the
Standalone financial statements
Our objectives are to obtain reasonable assurance
about whether the Standalone financial statements as
a whole are free from material misstatement, whether
due to fraud or error, and to issue an auditor's report that
includes our opinion. Reasonable assurance is a high
level of assurance but is not a guarantee that an audit
conducted in accordance with SAs will always detect
a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered
material if, individually or in the aggregate, they could
reasonably be expected to influence the economic
decisions of users taken on the basis of these Standalone
financial statements.
As part of an audit in accordance with SAs, we exercise
professional judgement 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 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 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 management's
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
conditions that may cast significant doubt on the
Company's ability to continue as a going concern.
If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor's report
to the related disclosures in the Standalone financial
statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our
auditor's report. However, future events or conditions
may cause the Company to cease to continue as a
going concern.
^ 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.
Materiality is the magnitude of misstatements in the
Standalone Financial Statements that, individually or
in aggregate, makes it probable that the economic
decisions of a reasonably knowledgeable user of the
Standalone 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 Standalone
Financial Statements.
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 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 (Auditor's Report)
Order, 2020 ("the Order"), issued by the Central
Government of India in terms of sub-section (11)
of section 143 of the Act, we give in the Annexure A
statement on the matters specified in paragraphs 3
and 4 of the Order, to the extent applicable.
2. 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
and proper returns adequate for the purposes of
our audit.
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 accounts.;
d. In our opinion, the aforesaid Standalone financial
statements comply with the Ind AS specified
under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014.
vi. Based on our examination, which included test
checks, the Company has used accounting
software for maintaining its books of account
for the financial year ended March 31, 2026 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. Further, during the course of our
audit we did not come across any instance of
the audit trail feature being tampered with.
e. 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
is disqualified as on 31st March 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 over financial reporting of the Company and
the operating effectiveness of such controls, refer to
our separate Report in "Annexure B".
g. The remuneration paid by the Company to its
Directors is in accordance with the provisions of
Section 197 of the Act and the same is not in excess
of the limit laid down under Section 197 of the Act.
h. With respect to the other matters to be included
in the Auditor's Report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014
as amended, in our opinion and to the best of our
information and according to the explanations given
to us:
i . The Company has disclosed the impact of
pending litigations on its financial position in its
standalone financial statements - Refer Note No.
40 (a) to the standalone financial statements.
ii. Provision has been made in the Standalone
financial statements, as required under
applicable law or accounting standards,
for material foreseeable losses, if any, on
long-term contracts including derivative
contracts - Note 30 (d) to the Standalone
financial statements.
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. Management has represented that, to the
best of its knowledge and belief, other than
as disclosed in the notes to the accounts
(refer note no 42 (xii), 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. Management has represented that, to
the best of its knowledge and belief, other
than as disclosed in the notes to the
accounts (refer note no 42 (xiii)), 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 the audit procedures adopted
by us, nothing has come to our notice
that has caused us to believe that the
representations made by the management
under sub clause (a) and (b) above, contain
any material misstatement.
/. The dividends declared and paid by the
Company during the year are in accordance
with section 123 of the Companies Act 2013.
In our opinion, the Company has preserved the
audit trail as per the statutory requirements
for record retention as specified under the
proviso to Rule 3(1) of the Companies (Accounts)
Rules, 2014.
For Sundaram and Srinivasan
Chartered Accountants
Firm Registration No. 004207S
S. USHA
Partner
Membership No.: 211785
UDIN: 26211785SIUSGM6597
Place: Chennai
Date: 13th May 2026
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