Dalmia Bharat’s record is a study in scale and friction: a clean audit opinion every year, a newly re-appointed auditor, and a promoter group that holds 55.84% with zero pledge sit alongside seven years of recurring Emphasis of Matter paragraphs, a confirmed ₹93 crore proceeds-of-crime finding, and a ₹270 crore mineral-tax liability whose first instalment falls due on 1 April 2026.
Key findings
- ED attachment reduced to \~₹93 crore, with High Court appeal planned
Major- The Enforcement Directorate issued a Provisional Attachment Order dated 31 March 2025 attaching land parcels with a carrying value of ₹444 crore as on 31 March 2025. The PMLA Appellate Tribunal on 9 March 2026 reduced the alleged proceeds of crime to approximately ₹93 crore and ordered release of all attached land parcels against a bank guarantee of ₹93 crore. The company will appeal the \~₹93 crore proceeds-of-crime finding to the High Court; no hearing date is specified as of the FY2025-26 reporting period. - A Supreme Court mineral-tax ruling creates a ₹270 crore liability, while West Bengal retroactively cancelled a ₹250 crore subsidy
Major- The Supreme Court on 25 July 2024 upheld States’ power to levy mineral tax and on 14 August 2024 allowed levy from 1 April 2005, payable in 12 instalments starting 1 April 2026; the Group estimated a contingent liability of ₹270 crore as of 21 January 2026. Separately, West Bengal enacted the Revocation Act on 2 April 2025 retrospectively rescinding a subsidy scheme under which the Calcutta High Court had ordered release of ₹236 crore plus interest; the company has challenged the Act’s constitutional validity. - The consolidated audit has carried recurring Emphasis of Matter paragraphs for seven years covering a disputed arbitration, a fraudulent mutual-fund transfer, and goodwill amortisation
Major- The consolidated audit opinion was unqualified every year from FY2019 through FY2025 but included Emphasis of Matter paragraphs in each of those years. The paragraphs flagged a dispute with the Bawri Group minority shareholder, where an arbitral award directed DCBL to pay ₹30 crore plus interest and ₹16 crore costs, and a fraudulent transfer of mutual fund units valued at ₹390 crore as at 31 March 2021 that were released only upon furnishing a bank guarantee of ₹344 crore. The FY2025 paragraph also noted that profit before tax was lower by ₹153 crore due to goodwill amortisation under an NCLT-approved scheme. - Goodwill amortisation under NCLT schemes has systematically reduced consolidated profit before tax by ₹153-₹402 crore annually, while the remaining ₹160 crore of non-amortised goodwill and ₹1,991 crore of brands have never been impaired
Major- Goodwill amortisation reduced consolidated profit before tax by ₹153 crore in FY2025, ₹203 crore in each of FY2024 through FY2021, and ₹402 crore in FY2020. The pre-tax discount rate used for Cement CGU impairment testing rose from 16.35% in FY2020 to 19.94%-20.05% in FY2025, while the terminal growth rate stayed at 4.00% across all six years, yet no impairment of goodwill was identified in any year. Brands acquired via the ODCL slump exchange are recorded at ₹1,991 crore and have never been impaired. - Promoter-group entities have been counterparties to a series of large asset sales, debt subscriptions, and a ₹1,700 crore inter-subsidiary guarantee, while a legacy ₹30 crore loan to a non-related party remains fully impaired
Major- DCBL provided a corporate guarantee of ₹1,700 crore to Dalmia Cement (North East) Ltd to secure bank borrowings, approved by shareholders as a material related-party transaction in FY2024-25. DCBL sold its entire 42.36% stake in associate Dalmia Bharat Refractories Ltd to promoter-group entity Sarvapriya Healthcare Solutions Private Ltd for ₹800 crore, completed on 25 April 2023, recognising an exceptional loss of ₹144 crore. DCBL invested ₹59 crore in non-interest-bearing Optionally Redeemable Convertible Debentures of Saroj Sunrise Private Ltd, secured by a pledge of DCNEL equity shares, outstanding from FY2020-21 through FY2024-25. A legacy unsecured loan of ₹30 crore to non-related party Rewas Ports Ltd was fully impaired as an exceptional item in FY2021-22 and remained overdue for more than 90 days as at 31 March 2025. - Dalmia Bharat faces multi-forum litigation, including unresolved disputes with Bawri Group, JAL, and CBI charges
Major- DCBL’s dispute with Bawri Group under a 16 January 2012 shareholders’ agreement involves two parallel arbitrations: the Delhi High Court on 17 October 2022 set aside a 20 March 2021 arbitral award favouring BG and ordered de novo consideration, and BG’s appeal to the Division Bench is pending. Jaiprakash Associates Limited was admitted into CIRP by NCLT Allahabad on 3 June 2024; DCBL made a provision of ₹113 crore classified as an exceptional item in FY2025. The CBI filed a charge sheet against DCBL and its employees alleging investment in Bharathi Cement Corporation as quid pro quo for a prospecting license; charges are yet to be framed. - NCLT schemes override Ind AS to amortise goodwill through the P&L, while depreciation-method and salvage-value changes, tax-provision write-backs, and deferred-tax recognition on acquired losses shape reported profit
Minor- DCBL amortised goodwill from the slump exchange of Odisha Cement Limited over 10 years per an NCLT Chennai scheme, overriding Ind AS 38, reducing consolidated profit before tax by ₹153 crore in FY2025 and ₹203 crore in FY2024. The Group changed the depreciation method for North East manufacturing units from WDV to straight-line effective 1 January 2024, lowering the FY2024 depreciation charge by ₹46 crore, and raised the salvage value of buildings and plant and equipment from 1% to 5%, lowering it by a further ₹14 crore. DCBL reassessed prior-year tax provisions and wrote back ₹102 crore in FY2025 and ₹61 crore in FY2024. Murli Industries Limited, a step-down subsidiary, recognised previously unrecognised deferred tax assets of ₹330 crore in FY2022. - Walker Chandiok & Co LLP was appointed as statutory auditor in FY22, replacing S.S. Kothari Mehta & Company after a routine rotation, and was re-appointed for a second five-year term in FY26
Clean- S.S. Kothari Mehta & Company served as statutory auditor through FY21, with consolidated fees of ₹85.56 lakh in FY21. Walker Chandiok & Co LLP was appointed at the 8th AGM on 29 September 2021 for a five-year term ending at the 13th AGM in 2026. Consolidated fees paid to Walker Chandiok & Co LLP rose from ₹0.64 crore in FY22 to ₹2.80 crore in FY25. The firm was re-appointed for a second five-year term at the 13th AGM on 30 June 2026, with 99.9999% votes in favour.
What to watch
- PMLA proceeds-of-crime appeal. The company will appeal the \~₹93 crore finding to the High Court; no hearing date is specified as of the FY2025-26 reporting period.
- Mineral-tax instalment. The first instalment of the ₹270 crore mineral-tax liability is payable from 1 April 2026, pending evaluation of the Supreme Court judgment’s impact.
- West Bengal subsidy revocation. DCBL’s writ petition challenging the constitutional validity of the West Bengal Revocation Act, 2025 is pending adjudication.
- Bawri Group litigation. The Bawri Group appeal before the Division Bench of the Delhi High Court against the 17 October 2022 judgment setting aside the arbitral award is pending final disposal.
- Bihar grinding unit. The deferred Bihar grinding unit carried ₹79 crore in CWIP as of 31 March 2025 and has been deferred since FY24; its capitalisation or impairment remains to be determined.
Bottom line: This is a disclosed and audited record with a stable auditor and a promoter group that holds its stake unpledged. The weight sits in the unresolved: a confirmed proceeds-of-crime finding, a mineral-tax liability whose first instalment falls due on 1 April 2026, and seven years of recurring audit emphasis that name the same disputes. Read the litigation notes and the goodwill assumptions together, the first carry the cash-outflow risk, the second carry the carrying-value risk, and watch whether the High Court appeal and the Bawri Group Division Bench hearing get dates.