To the Members of
AANCHAL ISPAT LIMITED
Report on the Audit of the Standalone Financial Statements
We have audited the accompanying Ind AS financial statements of AANCHAL ISPAT LIMITED
("the
Company" or "the Corporate Debtor"), which comprise the Balance Sheet as at
March 31, 2025, the
Statement of Profit and Loss, including the statement of Other Comprehensive Income,
Statement of
Changes in Equity and the Statement of Cash Flows for the year then ended, and Notes to
the Ind AS
Financial Statements, including a summary of Significant Accounting Policies and other
explanatory
information (hereinafter referred to as "Ind AS financial statements").
Opinion
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 Company
Act 2013 ("the
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 of the state of affairs of the Company as at March 31, 2025; and of the loss,
its cash flows
for the year ended on that date.
M/S. ALDOUS COMMODITIES PRIVATE LIMITED, being an operational creditor of M/S
AANCHAL ISPAT LIMITED ("Corporate Debtor"), had filed an application (company
petition no.
CP(IB) No. 1518/( KB) /2020) under Section 7 of the Insolvency and Bankruptcy Code, 2016
("IBC")
read with Rule 4 of the Insolvency and Bankruptcy (Application to Adjudicating Authority)
Rules, 2016
before the Honble National Company Law Tribunal ("NCLT"), Special Bench (COURT
-II), Kolkata
seeking initiation of the Corporate Insolvency Resolution Process ("CIRP") of
the Corporate Debtor.
The said application was admitted by the Honble NCLT Special Bench (COURT -II), Kolkata
vide its
order dated 12.09.2023 (certified copy received on 13th September, 2023, and Mr. Sriram
Mittal,
Insolvency Professional (IBBI Registration No.: IBBI/IPA-001/IP- P02276/2021-2022/13677
was
appointed as the Interim Resolution Professional ("IRP") to carry out the CIRP.
Subsequently, vide
order dated 17.11.2023, CA Santanu Brahma has been appointed as the Resolution
Professional ("RP)
upon application filed for replacing the erstwhile "IRP, Mr. Sriram Mittal.
During the CIRP, the Resolution Professional received a resolution plan from MR. MUKESH
GOEL,
which was duly approved by the Committee of Creditors (CoC) with the required majority.
The said
resolution plan was filed before the Honble NCLT, Special Bench (COURT-II), Kolkata
through
Interlocutory Application No. IA (IBC) (PLAN) No. 9/ (KB) /2024, and was approved vide
order dated
27.03.2025. As per the approved Resolution Plan, the management and control of the Company
were
handed over to the Resolution Applicant with effect from 28th March 2025, in accordance
with the
Implementation Schedule specified in the Resolution Plan. Subsequently, a Monitoring
Committee was
constituted on 23rd April 2025, and the Resolution Professional demitted office upon
implementation
of the Resolution Plan.
As per the Resolution Plan all the past claims against the Company have been settled
and finalized vide
the approval of the Resolution Plan, in terms of the law laid in Ghanashyam Mishra and
Sons Private
Limited v. Edelweiss Asset Reconstruction Company Limited & Ors (SC). Thus, all past
claims that do
not form part of the Resolution Plan stands extinguished.
Basis for opinion
We conducted our audit of the Ind AS financial statements in accordance with the
Standards on Auditing
(SAs) specified 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 Ind AS financial statements under the provisions of
the Companies
Act, 2013 and we have fulfilled our other ethical responsibilities in accordance with
these requirements
and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and
appropriate to provide a basis for our audit opinion on the Ind AS financial statements.
Emphasis of Matter
a) As per Ind AS-1 "Presentation of Financial Statements", the financial
statements have been
prepared on a going concern basis. The Company had substantial accumulated losses in past
years
and based on financial ratios, asset realization expectations, and other accompanying
information,
material uncertainty existed over its ability to continue as a going concern. However,
during the
year, the resolution plan submitted by the Successful Resolution Applicant was approved by
the
Honble NCLT, Kolkata Bench on 27th March 2025. The plan provides for substantial waiver
of
liabilities and revival of operations, and accordingly, the financial statements are
prepared on a
going concern basis. We further state that our reporting is based on the facts up to the
date of this
report, and we do not guarantee or assure the discharge of all liabilities falling due
within one year
from the balance sheet date.
b) We draw attention to Note 39 of the financial statements, the Company did not have a
Company
Secretary and Chief Financial Officer during the financial year under review. However, the
appointments for both positions have been made in April 2025 after formation of new Board
of
directors. The absence of such Key Managerial Personnel during the period may have
impacted
regulatory compliance and internal controls.
c) We draw attention to Note 37 of the financial statements, which describes that the
Companys net
worth, though positive, has exhibited a continuous declining trend over the past five
financial years
due to recurring losses and/or low profitability. The management has prepared a revival
plan under
the NCLT-approved resolution plan dated 27 March 2025, and believes that the financial
performance is expected to improve.
d) We draw attention to Note 37 of the Statement, which describes that the Honble
National
Company Law Tribunal (NCLT) has approved the resolution plan for the Company under the
Insolvency and Bankruptcy Code, 2016, vide its order dated March 27, 2025. The
implementation
of the resolution plan is in progress, and its impact on the financial statements is
dependent on
various factors including approvals from regulatory authorities and successful execution
of the
plan. Further as a part of the CIRP proceedings under the Insolvency and Bankruptcy Code,
2016,
registered valuers determined the fair value and liquidation value of the companys assets
as
^3,282.45 lakhs and ^2,435.88 lakhs, respectively. These valuations were for the purpose
of
insolvency resolution and have not been accounted for in the books.
e) We draw attention to Note 38 of the financial statements, which explains that ?3
crore was received
from the Resolution Applicant during the CIRP period as Performance Security in accordance
with
the terms of the resolution process. As of the reporting date, the amount has been
disclosed as a
liability pending adjustment under the NCLT-approved resolution plan.
f) We draw attention to Note 41 of the accompanying financial statements, wherein the
Company has
written off ^5528.40 lakhs towards non-recoverable trade receivables, loans, and advances
and re-
value the various inventories due to obsolescence/damage/non-usability of inventories
during the
year, based on managements assessment of their recoverability and as part of the
resolution
process. These balances had been subject to audit qualification in earlier years. The
write-off has
now been accounted for in the current years financial statements and disclosed as part of
exceptional items except inventories which is recognized through Profit & Loss A/c.
g) We draw attention to Note No.40 of the accompanying statement which describes
transaction of
purchase and sales undertaken by the Company with Maina International Limited, a related
party
under common control. As stated in the said note, these transactions were conducted at
prices stated
to be at Arms length.
h) We draw attention to Note 42 of the financial statements, which describes the basis
on which the
Company has not recognized any Expected Credit Loss (ECL) on trade receivables, as the bad
debts have already been written off and the remaining receivables are considered fully
recoverable.
i) We draw attention to Note 42 of the financial statements, which explains the
reclassification and
re-measurement of a quoted investment from amortised cost to fair value in accordance with
Ind
AS 109. This change has been made to reflect the appropriate classification of the
investment based
on its characteristics and business model.
j) We draw attention to the fact that the Company has not carried out impairment
testing of its
Property, Plant and Equipment (PPE) in accordance with the requirements of Ind AS 36 -
Impairment of Assets, despite indicators of impairment being present. The Company has
incurred
significant losses in the past, has faced continued financial stress, and was under
Corporate
Insolvency Resolution Process (CIRP) during the year.
k) We draw attention to the fact that the company has deducted TDS on provision of
balance CIRP
cost of Rs.71.95 lakhs booked under the NCLT-approved resolution plan.
l) There were delays in disclosures under Regulation 30 (CIRP disclosure), Regulation
29 (Board
Meeting intimation), and Regulation 44 (AGM voting results), attracting penalties from BSE
Ltd.
These penalties remain unpaid as on date.
Our conclusion is not modified in respect of above matters.
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. We have determined the
matter
described below to be the key audit matter to be communicated in our report.
Revenue recognition
The key audit matter |
How the matter was addressed in our audit |
Taxation and Legal matters- Refer |
We used our expertise to gain an understanding of the current status of the cases and monitored changes in the disputes by reading relevant documents received by the Company, to establish that the provisions had been appropriately adjusted to reflect the latest external developments. For legal, regulatory and tax matters, our procedures included the following |
testing key controls surrounding litigation, regulatory and tax procedures; |
|
performing substantive procedures on the underlying calculations supporting the provisions recorded; |
|
where relevant, reading external legal opinions obtained by the management |
|
discussing open matters with the Companies litigation, regulatory and tax teams; |
|
assessing managements conclusions through understanding precedents set in similar cases; and |
|
Based on the explanations given and evidence obtained, the resolution plan was filed on 12.09.2023 before the Adjudicating Authority Honble NCLT Kolkata, which has approved the Resolution Plan vide its order dated 27.03.2025. The order of the NCLT was duly communicated to the Income Tax Department and made available on the website of the company for attention of all the stakeholders / creditors of the Company. Thus, all the claims against the company shall be dealt with and settled as per the terms contained in the NCLT approved resolution plan. |
Related party transactions
The key audit matter |
How the matter was addressed in our audit |
We identified the accuracy and |
Our procedures in relation to the disclosure of related party transactions included: |
Obtaining an understanding of the Companys policies and procedures in respect of the capturing of related party transactions and how management ensures all transactions and balances with related parties have been disclosed in the standalone Ind AS financial statements. |
|
The significance of transactions |
Obtaining an understanding of the Companys policies and procedures in respect of evaluating arms-length pricing and approval process by the audit committee and the board of directors. |
Agreeing the amounts disclosed to underlying
documentation and |
|
Refer Note 29 to the Standalone |
Information other than the financial statements and auditors report thereon
The Companys Management is responsible for the preparation of the other information.
The other
information comprises the information included in the Management Discussion and Analysis,
Boards
Report including Annexure to Boards Report, Business Responsibility Report, Corporate
Governance
and Shareholders Information, but does not include the Ind AS financial statements and
our auditors
report thereon.
Our opinion on the Ind AS 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 Ind AS financial statements, our responsibility is
to read the other
information and, in doing so, consider whether the other information is materially
inconsistent with the
Ind AS financial statements or our knowledge obtained during the course of our audit or
otherwise
appears to be materially misstated.
We have not reviewed the other information and accordingly, we are not able to report in this regard.
Managements Responsibility and Those charged with Governance for the Financial Statement
The Management is responsible for the matters stated in Section 134(5) of the Act with
respect to the
preparation and presentation of the Ind AS financial statements that give a true and fair
view of the
financial position, financial performance including other comprehensive income, cash flows
and
changes in equity of the Company in accordance with the accounting principles generally
accepted in
India, including the Indian Accounting Standards prescribed under Section 133 of the Act
read with
relevant rules issued there under. This responsibility also includes maintenance of
adequate accounting
records in accordance with the provisions of the Act for safeguarding 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 Ind AS financial statements that give a true and fair view and are
free from material
misstatement, whether due to fraud or error.
In preparing the IND AS financial statement, management is responsible for assessing
the Companys
ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and
using the going concern basis of accounting unless management either intends to liquidate
the Company
or to cease operations, or has no realistic alternative but to do so.
The Management is responsible for overseeing the Companys financial reporting process.
Auditors Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the IND AS financial
statement 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 IND AS financial statement.
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 IND AS financial
statement,
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
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 IND AS financial
statement 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 IND AS financial
statement,
including the disclosures, and whether the IND AS financial statement represent the
underlying
transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied
with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our
independence, and
where applicable, related safeguards. From the matters communicated with those charged
with
governance, we determine those matters that were of most significance in the audit of the
Ind AS
financial statements of the current period and are therefore the key audit matters.
From the matters communicated with those charged with governance, we determine those
matters
that were of most significance in the audit of the IND AS financial statement 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 the other Legal and regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2020 ("the Order")
issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act 2013
and
except for the effects, if any, of the matters described in the basis for opinion
paragraph. We give
in the Annexure A on the matters specified in paragraph 3 and 4 of the order.
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 appears from our examination of those books except for the possible effects of the
matters
described in basis of opinion section above and the matters stated in the paragraph
(j)(vi) below
on reporting under Rule11(g) of the Companies (Audit and Auditors) Rules, 2014.
c. The Balance Sheet and the Statement of Profit and Loss, and the cash flow statement
dealt with
by this Report are in agreement with the books of account.
d. Except for the possible effects of the matters described in basis of opinion section
above, in our
opinion, the aforesaid financial statements comply with the Ind AS Specified under Section
133
of the Act.
e. On the basis of written representations received from the directors as on 31 March,
2025, taken
on record by the 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. However, the
Honble
National Company Law Tribunal (NCLT), Kolkata Bench, vide its order dated September 12,
2023, admitted the Company under the Corporate Insolvency Resolution Process (CIRP),
pursuant to which the existing Board of Directors was suspended, and the powers vested in
them were transferred to the Resolution Professional (RP) for managing the affairs of the
Company. The RP managed the affairs of the Company until March 27, 2025. A new Board
was duly constituted with effect from April 10, 2025, and thereafter took over the
responsibility
of managing the Companys affairs.
f. The modifications relating to the maintenance of accounts and other matters
connected
therewith are as stated in the paragraph 2(b) above on reporting under Section 143(3)(b)
of the
Act and paragraph (j)(vi) 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 over financial
reporting of the
company and the operating effectiveness of such controls, refer to our separate Report in
"Annexure B".
h. With respect to the other matters to be included in the Auditors Report in
accordance with the
requirements of section 197(16) of the Act, as amended. In our opinion and according to
the
information and explanations given to us, no remuneration has been paid by the Company to
its
directors during the year. Accordingly, the provisions of Section 197 of the Companies
Act,
2013 are not applicable.
i. The matters described in the basis for opinion section above and material
uncertainty related to
going concern section above, in our opinion, may have an adverse effect on the functioning
of
the company.
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. As The Resolution plan is approved by the Honble NCLT Kolkata Bench on 27.03.2025,
The Company does not have any pending litigation which would impact on its financial
position in its standalone financial statement.;
ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.
iii. There is no amount 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, no
funds
(which are material either individually or in the aggregate) have been advanced or loaned
or invested (either from the borrowed funds or share premium or any other sources or
kind of funds) by the company to or in any other person or entity, including foreign
entity
("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 manners whatsoever by or on behalf of the Company
("Ultimate
Beneficiaries") or provide any guarantee, security or the like on behalf of the
Ultimate
Beneficiaries;
b) The management has represented, that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) have been received by
the Company from any person or entity, including foreign entity ("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;
c) 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 one (i) and (ii) of Rule 11(e), as provided under (a)
and (b) above, contain any material misstatement.
v. No dividend is declared or paid during the year.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books
of
account using accounting software which has a feature of recording audit trail (edit log)
facility is applicable to the Company with effect from April 1, 2023, and accordingly,
reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not
applicable for the financial year ended 31 March 2025.
The Annexure A referred to in paragraph 1 of the Our Report of even date to the members
of
M/s AANCHAL ISPAT LIMITED on the accounts of the company for the year ended 31st
March,
2025.
On the basis of such checks as we considered appropriate and according to the
information and
explanation given to us during the course of our audit, we report that:
1. (a) (i)The Company has maintained proper records showing full particulars including
quantitative details and situation of Property, Plant and Equipments and relevant details
of
right of use assets.
(ii) The Company is not having any intangible assets. Therefore, the provision of
Clause is
not Applicable to the company.
(b) According to the information and explanations given to us and based on the records
examined, the Company has a programme for the physical verification of Property, Plant and
Equipment, which in our opinion is reasonable having regard to the size of the Company and
the nature of its assets. As informed to us, the said physical verification was conducted
by the
management during the year, and no material discrepancies were reported. We have not
physically verified the assets ourselves nor visited any of the locations. ?
(c) Based upon the audit procedure performed and according to the records of the
company, the
title deeds of all the immovable properties (other than properties where the company is
the
lessee, and the lease agreements are duly executed in favor of the lessee) are held in the
old
name of the company. (Title Deed is in the Name of Vinita Projects (P) Ltd which is the
old
name of Aanchal Ispat Ltd. CIN No-U27106WB1996PLC076866)
(d) According to the information and explanations given to us and based on the audit
procedures
conducted by us, the company has not revalued its Property, Plant and Equipment during the
year.
(e) According to the information and explanation given to us, no proceedings have been
initiated
during the year or are pending against the Company as at March 31, 2025 for holding any
benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made
thereunder.
2. (a) The management has conducted physical verification of inventory at reasonable
intervals
during the year, except for inventories held with third parties. In our opinion, the
coverage and
procedure of such verification is appropriate considering the nature of the companys
operations. No material discrepancies (i.e., 10% or more in aggregate for each class of
inventory) were noticed on such verification. For inventories lying with third parties,
the
Company has obtained substantial confirmations from those parties.
We further report that, during the year, the Company has written off inventory
amounting to
^442.05 lakhs pursuant to the resolution plan approved by the Honble National Company Law
Tribunal (NCLT) under the Insolvency and Bankruptcy Code, 2016. The write-off has been
made in accordance with the terms of the approved resolution plan and has been properly
accounted for in the books of account.
As informed by the management, a stock audit was conducted on May 27-28, 2025, by an
independent auditor appointed by the new management. The report yet to be finalized,
however
draft report indicates that post-resolution inventory records as of that date are
generally
consistent with the books of account after written of the inventory. However, this
subsequent
development does not affect the accounting treatment already applied as of 31 March 2025.
(b) The Company had been sanctioned working capital limits aggregating to ^82.69 crores
from
a bank, secured by current assets. However, pursuant to the resolution plan approved by
the
Honble National Company Law Tribunal (NCLT) under the Insolvency and Bankruptcy Code,
2016, the sanctioned facility was modified and the liability towards the bank was reduced
to
^47.25 crores.
Based on the information and explanations provided to us, the Company is no longer
required
to submit quarterly returns or statements to the bank post-implementation of the
resolution plan.
In view of the above, we are unable to comment on the agreement of quarterly
returns/statements with the books of account.
3. The company has not made investments in companies, firms, Limited Liability
Partnerships
and not granted unsecured loans to other parties, during the year, in respect of which:
(a) The Company has not provided any loans or advances in the nature of loans or stood
guarantee, or provided security to any other entity during the year, and hence reporting
under clause 3(iii)(a) of the Order is not applicable.
(b) The company has not made any investments and hence reporting under clause 3(iii)(b)
of the Order is not applicable.
(c) The Company has not provided any loans or advances in the nature of loans hence
reporting with respect to repayment of principal and regular payment of interest is not
applicable.
(d) The Company has not provided any loans or advances in the nature of loans hence
reporting with respect to overdue amounts and steps taken by the company for the
recovery is not applicable.
(e) There were no loan granted by the Company which has fallen due during the year and
has been renewed or extended or fresh loans granted to settle the over dues of existing
loans given to the same parties.
(f) The Company has not granted any loans or advances in the nature of loans either
repayable on demand or without specifying any terms or period of repayment during
the year. Hence, reporting under clause 3(iii) (f) is not applicable.
4. The company has compiled with the provisions of Section 185 and 186 of the companies
Act
2013 in respect of loans granted, investments made and guarantees and securities provided
as
applicable.
5. 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.
6. We have broadly reviewed the cost records maintained by the Company pursuant to the
Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central
Government under Section 148(1) of the Companies Act, 2013, and are of the opinion that
prima facie, the prescribed cost records have been made and maintained. However, we have
not
carried out a detailed examination of such cost records with a view to determine whether
they
are accurate or complete.
As informed to us, the cost audit for the year is under progress, and the Cost Audit
Report has
not been made available to us as on the date of this report.
7. a) According to the information and explanations given to us, the Company is
generally regular
in depositing undisputed statutory dues, including provident fund, employees state
insurance,
sales tax, income tax, wealth tax, service tax, duty of customs, duty of excise, value
added tax,
cess and other statutory dues, as applicable, and no statutory dues which have remained
outstanding as at the last day of the financial year concerned for a period of more
than six
months from the date they became payable with the appropriate authorities.
b) According to the information and explanations given to us and the records examined
by us,
during the year, the Company was under the Corporate Insolvency Resolution Process (CIRP)
and the resolution plan was approved by the Honble National Company Law Tribunal (NCLT)
under the Insolvency and Bankruptcy Code, 2016. Pursuant to the terms of the approved
resolution plan, all the disputed statutory dues have been extinguished, and accordingly,
there
are no longer disputed statutory dues by the Company as on the balance sheet date.
8. As explained and informed us there was no transactions unrecorded income that have
been
surrendered or disclosed as income during the year in the tax assessment under the income
Tax
Act, 1961 (43 of 1961).
9. a) According to the information and explanations given to us and based on our
examination of
the records, the company had defaulted in repayment of loans and interest to banks and
financial
institutions in the past. The total outstanding liability prior to the resolution process
was ?84.11
crores. However, such defaults have been settled pursuant to a resolution plan approved by
the
Honble National Company Law Tribunal (NCLT) under the Insolvency and Bankruptcy Code,
2016, pursuant to which the liability was settled at ^47.25 crores. As on the balance
sheet date,
the company is in compliance with the revised terms of repayment as specified in the
approved
resolution plan.
b) According to the information and explanations given to us, including management
representations, and based on our audit procedures, nothing has come to our attention that
causes us to believe that the Company has been declared a willful defaulter by any bank,
financial institution or any other lender during the year. However, we have not received
independent confirmation from banks or financial institutions in this regard.
c) In our opinion and according to the information and explanation given to us, no term
loans
were taken/ raised by the company.
d) In our opinion and according to the information and explanation given to us, funds
raised by
the company on short term basis have not been utilized for long term purpose.
e) According to the information and explanations given to us and on an overall
examination of
the financial statements of the company, the Company has not taken any funds from any
entity
or person on account of or to meet the obligation of its subsidiaries.
f) According to the information and explanations given to us, the company has not
raised any
loans during the year on the pledge of securities held in the subsidiaries.
10. a) The company has not raised moneys by way of initial public offer or further
public offer
(including debt instruments) during the year, Hence, reporting under clause 3(x)(a) of the
order
is not applicable.
b) The company has not made any preferential allotment of share or fully or partial
convertible
debentures during the year. Hence, reporting under clause 3(x)(b) of the order is not
applicable
11. a) No fraud by the company and no material fraud on the company has been noticed or
reported
during the year.
b) No report under sub-section (12) of section 143 of the Companies Act has been filed
in
form ADT-4 as prescribed under rule 13 of the Companies Rules 2014 with the central
government, during the year and up to the date of this report.
c) As represented to us by the management, there are no whistle blower complaints
received by
the company during the year.
12. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of
clause 3 (xii)
of the Order are not applicable to the Company.
13. In our opinion, and according to the information and explanation given to us, all
transactions
with the related parties are in compliance with section 177 and 188 of Companies Act, 2013
and the details have been disclosed in the Financial Statements as required by the
applicable
accounting standards.
14. a) In our opinion and according to the information and explanations given to us,
the Company
is required to have an internal audit system under Section 138 of the Companies Act, 2013.
The
Company has represented to us that such an internal audit system exists and is
commensurate
with the size and nature of its business.
b) As informed to us, the Company has an internal audit system, and internal audit was
conducted
during the year. As per the internal audit report received, the internal auditors have
given
emphasis on introducing systems and procedures to enable the company to carry on
operations
in a smooth and effective way with better internal control systems.
15. According to the information and explanations given to us, the Company has entered
into non-
cash transactions with a sister concern by way of book adjustments, which involve persons
connected with the directors of the Company. Based on the audit procedures performed and
the
review of relevant documents, such transactions appear to be in compliance with the
provisions
of Section 192 of the Companies Act, 2013.
16. a) In our opinion, the company is not required to be registered under section 45 IA
of the Reserve
Bank of India Act, 1934 and accordingly, the provisions of clause a), b) c) of the Order
are not
applicable to the Company and hence not commented upon.
b) As informed to us there is no core Investment Company within the group, hence
provisions
of the clause not applicable.
17. The company have incurred cash loss during the year and also in immediately
preceding
financial year.
18. There have been no resignations of the statutory auditors of the company during the year.
19. On the basis of the financial ratios, ageing and expected dates of realization 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, we draw attention to the Ind As
financial statement which indicate that company had not been able to make the repayment of
borrowing availed from the bank and account has become NPA in the past financial years.
However, during the financial year, Honble NCLT approve the Resolution Plan submitted by
Resolution Applicant for settlement of various liabilities including Bank liabilities and
revival
the company. Therefore, material uncertainty does not exist as on the date of audit
report. 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 remaining 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.
20. The provisions of Section 135 towards corporate social responsibility are not
applicable on the
company. Accordingly, the provisions of clause 3(xx) of the Order is not applicable.
21. The reporting under clause (xxi) is not applicable in respect of audit of
standalone financial
statements of the Company. Accordingly, no comment has been included in respect of said
oIoiica 11110or flue rAnnrf
"Annexure B" to the Independent Auditors Report of even date on the
Financial Statements of M/s
AANCHAL ISPAT 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 AANCHAL
ISPAT
LIMITED ("the Company") as of March 31, 2025 in conjunction with our audit of
the Ind AS 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". 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 the Institute of Chartered Accountants of
India. 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 judgment, including the assessment of the
risks of material
misstatement of the financial statements, whether due to fraud or error.
Because of the matters described in our main paragraphs and notes to the accounts, the
Company
needs to further strengthen its internal financial controls system over financial
reporting of the
Company
Meaning of Internal Financial Controls over Financial Reporting
A companys internal financial control 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
(1) pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that
transactions are recorded as necessary to permit preparation of financial statements in
accordance with
generally accepted accounting principles, and that receipts and expenditures of the
company are being
made only in accordance with authorizations of management and directors of the company;
and (3)
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 over Financial Reporting
Because of the inherent limitations of internal financial controls over 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 control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of
compliance with the policies or procedures may deteriorate.
Basis for Opinion
In our opinion, the Company has, in all material respects, an adequate internal
financial controls system
over financial reporting and such internal financial controls over financial reporting
were operating
effectively as at March 31, 2025, 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"
Other matters
We bring to the attention of the users that the audit of the internal financial control
system over financial
reporting and the operating effectiveness of such internal financial controls over
financial reporting has
been performed remotely in the conditions more fully explained in the Emphasis of Matter
Paragraph
of our Independent Audit Report on the audit of the Financial Statements.
Our opinion on the internal financial control system over financial reporting is not
modified in respect
of the above.
For Rajesh Jalan & Associates |
Chartered Accountants |
(Firm Registration No. : 326370E) |
Sd/- |
(Rajesh Jalan) |
Partner |
(UDIN: 25065792BMJBRF1807) |
Place : Kolkata |
Date : 30/05/2025 |
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