ashirwad steels & industries ltd share price Auditors report

TO THE MEMBERS OF ASHIRWAD STEELS & INDUSTRIES LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Ashirwad Steels & Industries Limited ("the Company"), which comprise the Balance Sheet as at March 31,2023, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 ("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 state of affairs of the Company as at March 31, 2023, and total comprehensive income (comprising of profit and other comprehensive income), changes in equity and its cash flows for the year then ended.

Basis for Opinion

We conducted our audit 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 ("the ICAI") together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules made there under, 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 opinion.

Emphasis of Matter

We draw your attention to Note no 1 and Note 26(1) to the financial statements which states that the Company had sold /disposed of its Sponge iron plant situated at Jamshedpur and Nalgonda (Telangana) during the financial year 2021-22 and in 2018-19. Further the company had two LPG bottling plants located at Uluberia Industrial Growth Centre, Howrah, West Bengal and the second one at Raigarh in the State of Chattisgarh. The former was given on lease/sublease to M/s. Shiv Energy Private Limited since the year 2000 and was ultimately sold to the same company and deal whereof was completed in the financial year 2022-23 after completing all formalities and receipt of the agreed consideration value. The second bottling plant at Raigarh is lying inoperative for last several years as being economically unviable. Thus by September 2022, the Company was left with no trading or industrial business and the Board of Directors in their wisdom and in the interest of the company adopted the new business of investments and lending (beside others) by adopting new Memorandum of Association of the Company with the approval and consent of the same by the shareholders through postal ballot process. Further the Companys Board has also taken authority from the shareholders to convert the company into a NBFC at an appropriate time. However, the management is actively and seriously making efforts to identify any other diversified business or industry and till then the company would continue to invest its funds in its new business of investments in shares and securities and lending money l to get somewhat better returns than Bank fixed deposits wherein the bulk of companys funds are parked. However, the management and the Board of directors have assessed the impact of these transacti ons of its new business and firmly believe the Companys ability to continue as a going concern.

Our opinion is not modified in respect of these 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 financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Description of Key Audit Matter
Evaluation of key tax matters
Sr. No. Key Audit Matter	How the matter was addressed in our audit
1. The Company operates in multiple jurisdictions and is subject to periodic challenges by local tax authorities on a range of tax matters during the normal course of business including indirect tax matters and other litigation(s). These involve significant judgment by the company to determine the possible outcome of the uncertain tax positions, consequently having an impact on related accounting and disclosures in the financial statements.	Our audit procedures included the followina substantive procedure;
	1. Obtain an understanding of key tax matters
	2. The audit team along with our internal tax experts read and analysed select key correspondences, external legal opinions/ consultation obtained by Company for key tax matters
	3. Evaluated the key assumptions made by the company in estimating the current and deferred tax balances,
	4. Assessed the companys estimate of the possible outcome of the disputed cases and pending litigations by considering legal precedence and other judicial rulings and;
	5. Assessed and tested the presentation and disclosures relating to taxes and litigations if any.
Evaluation of Contingent liabilities (Refer note 26 (2) to the financial statements)
Sr. No. Key Audit Matter	How the matter was addressed in our audit
1. Claims against the Company not acknowledged as debts is disclosed in the financial statements. In this regard, the Bank Guarantee issued by the HDFC Bank in favour of Central Coal fields Ltd, dated 1112.2013 for Rs 46.00 Lacs and renewed on 07.02. 2023 for a period of upto 31-03-2024 against which the Company has pledged /created lien on its fixed deposits with the HDFC Bank Ltd. The existence of the payments against these claims requires managements judgement to ensure disclosure of most appropriate values of contingent liabilities.	Our audit procedures include;
	1.Among others, assessing the appropriateness of the managements judgement in estimating the value of claims against the Company not acknowledged as debts as given in the Note 26 (2) to the financial statements.
2. The company is contesting a money recovery suit for Rs 27,05,436/- (Plus Interest at district court Nalgonda, Telangana )mischievously filed against the company by M/s Shri Balaji Transport (Proprietor Jonnalagadda Balaji) a transporter who used to transport iron ore to companys erstwhile Sponge Iron Plant located at village Chityal, Nalgonda, Telangana. The said transporter had indulged in dishonest activities at companys plant in collision with certain people and employees resulting in huge losses to the company during the year 2005 and later the said loss was determined and adjusted against the transporter charges of the said transporter and his account was paid off in full and final settlement and hence no further amount is payable or due to the said party. The company is very hopeful that the aforesaid money recovery suit will be decided in its favour.	2.Evaluating the appropriateness or otherwise of the suit filed by a party against the company for a sum of rupees 27,05,436 plus interest with the District Court of Nalgonda, Telengana. We have gone through the suit documents and plaints and counter plaints for our evaluation and satisfaction with respect to the contention of the management with respect to this case.

Information other than the Financial Statements and Auditors Report thereon

The Companys Board of Directors is responsible for the other informations. The other informations comprises the informations included in the Managements Discussion and Analysis report , Boards Report including Annexures to the Boards Report, Corporate Governance Report and being part of and included in the Companys annual report, but does not include the financial statements and our auditors report thereon.

Our opinion on the financial statements does not cover the other informations and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other informations and, in doing so, consider whether the other informations are materially inconsistent with the financial statements or our knowledge obtained during our audit or otherwise appears to be materially misstated.

If based on the work we have performed; we conclude that there is no material misstatement of these other informations; we are required to report t those facts. However, after going through the same we have found nothing to report in this regard.

Managements Responsibility and those charged with governance for the Financial Statements

The Companys Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, changes in equity and cash flows of the Company in accordance with the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safe guarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, 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 Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements are free from material misstatements, 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 Standards on Audit (SA) will always detect a material misstatement when and if 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 based on these financial statements.

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

• Identify and assess the risks of material misstatements of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.

• Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial control systems in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

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

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the results of our work; and

(ii) to evaluate the effect of any identified misstatements in the financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal controls 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 financial statements of the period under audit 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 matters 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 (Auditors Report) Order, 2020 ("the Order") issued by the Central Government in terms of Section143(11) of the Act, applicable from 01^st April, 2021, we give in the "Annexure B" a statement on the matters specified in paragraph 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 informations 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 accounts as required by the law have been kept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of profit and loss (including other comprehensive income), the Statement of Changes in Equity and the Statement of cash flow dealt with by this Report are in agreement with the relevant books of accounts.

d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act.

e) On the basis of the written representations received from the directors taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2023 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 with reference to financials statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure A".

g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Amendment Rules, 2021, effective from 01st April 2021, in our opinion and to best of our informations and according to the explanations given to us , we report that :

a) The Company did not have any significant pending litigations as at March 31, 2023, which may affect its financial position in a substantial way.

b) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses, during the financial year ended March 31, 2023

c) During the financial year under reporting; no amounts were required to be transferred to the Investor Education and Protection Fund by the Company, so the question of delay in transferring such sums does not arise.

d) Omitted by the Companies (Audit and Auditors) Amendment Rules 2021, effective from 01^st April, 2021

e) (i) The Management has represented that, to the best of its knowledge and belief, as disclosed in Note 27(14)(A) to the financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other 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 ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(ii) The Management has represented, that, to the best of its knowledge and belief, as disclosed in Note 27(14)(B) to the financial statements, 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, 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 prov ide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(iii) Unmodified Opinion: - Based on the audit procedures performed that has 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) contain any material mis-statement.

f) No dividends were declared or paid during the year by the Company, hence compliance with Section 123 of the Companies Act, 2013 is not applicable

3) With respect to the matter to be included in the Auditors Report under Section 197(16) of the Act:

In our opinion and according to the informations 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 Companies Act, 2013 read with Schedule V to the said Act.

For and on behalf of

C.K. CHANDAK & CO

Chartered Accountants

Firm Registration Number: 326844E

CA Chandra Kumar Chandak

Proprietor

Membership Number: 054297

UDIN: 23054297BGWLBH1577

Place: Kolkata

Date: 03.05.2023

Annexure - A to the Independent Auditors Report

With reference to the Annexure A referred to paragraph 2(f) under Report on Other Legal and Regulatory Requirements of the Independent Audit Report of even date to the members of the Company on the financial statements as on and for the year ended March 31, 2023, we report the following:

Report on the Internal Financial Controls with reference to Financial Statements under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 (the "Act")

We have audited the internal financial controls with reference to financial statements of Ashirwad Steels & Industries Limited ("the Company") as of March 31, 2023 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys Management and the Board of Directors of the Company are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components as stated in the Guidance Note 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 informations, as required under the companies Act.

Auditors Responsibility

Our responsibility is to express an opinion on the internal financial controls with reference to financial statements 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") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls with reference to financial statements. 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 with reference to standalone financial statements were established and maintained and whether 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 with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effective 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.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls with reference to financial statement.

Meaning of Internal Financial Controls with reference to Financial Statements

A companys internal financial control with reference to financial statement 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 finan cial control with reference to financial statement includes those policies and procedures that:-

(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

Because of the inherent limitations of internal financial controls with reference to financial statements 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 the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial control with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls with reference to financial statements and such internal financial controls with reference to financial statements were operating effectively as at March 31, 2023, based on the internal control with reference to financial statements criteria established by the Company considering the essential components of internal controls stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the Guidance Note).

For and on behalf of

C.K. CHANDAK & CO

Chartered Accountants

Firm Registration Number: 326844E

CA Chandra Kumar Chandak

Proprietor

Membership Number: 054297

UDIN: 23054297BGWLBH1577

Place: Kolkata

Date: 03.05.2023

Annexure - B to the Independent Auditors Report

Referred to in paragraph 1 of the Independent Auditors Report of even date to the members of Ashirwad Steels & Industries Limited Company on the financial statements as of and for the year ended March 31, 2023, we report the following:-

i. In respect of the Companys Property, plant and equipment:-

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment. Further the Company does not have intangible assets.

(b) The Company has physically verified all the major property, plant and equipment as per a phased program of verification. In our opinion, the periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. No discrepancies were reported on such verification by the management.

(c) According to the information and explanations given to us, and the records examined by us and based on the examination of the records/deeds provided to us, we report that the title deeds of all the immovable properties other than self-constructed immovable properties (Building and Factory sheds etc.) are held in the name of the Company.

(d) The Company has not revalued any of its property, plant and equipments during the year.

(e) No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and rules made thereunder.

ii. (a) The Company did not have any inventory as at the beginning or at end of the financial year, hence physical verification of the inventory was not required.

(b) The Company has not been sanctioned working capital limits in excess of five crores, in aggregate, from banks or financial institutions on the basis of security of currents assets during any point of time of the year.

iii. (a) The Company has provided loans to the companies during the financial year under review and the aggregate amount of fresh loans provided during the year and the balance outstanding as at balance sheet date are as follows;

				Rs In lacs
Particulars	Guarantees	Security	Loans	Advances in nature of loans
Aggregate amount granted during the year	NIL	NIL	130.00	None
Subsidiaries	Nil	Nil	Nil	None
Joint ventures	Nil	Nil	Nil	None
Associates	Nil	Nil	Nil	None
Others	Nil	Nil	130.00	None
Balance outstanding as at balance sheet date in respect of above cases including brought forward amounts of previous years:- Subsidiaries	Nil	Nil	Nil	None
Joint ventures	Nil	Nil	Nil	None
Associates	Nil	Nil	Nil	None
Others	Nil	Nil	1,615.00	None

 

Note : The company has not given any kind of guarantee or any advance in the nature of loan or security either in the FY 2022-23 or in the earlier years and thus the outstanding amount on these accounts as on 31.03.2023 was Rs. NIL.

(b) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that the terms and conditions of loans granted by the company are not prejudicial to companys interest.

(c) According to the information and explanations given to us and based on the procedures performed by us, the schedule of repayment of principal and payment of interest is generally stipulated though most of the loans are repayable on demand and are generally regular in nature and considered good.

(d) According to the information and explanations given to us and based on procedures performed by us, the total amount of loans overdue for more than 90 days as on 31.3.2023 were as follows:-

Rs In Lacs

No of cases	Principal amount overdue	Interest overdue	Total overdue
1	Nil (The repayment period of loan ofRs 250.00 was extended with mutual consent and hence loan was not over due)	229.64	229.64

Further the company takes reasonable steps for recovery of the principal and interest amounts as and when and if required.

(e) The Company has not renewed or extended (except Rs 250.00 lacs as mentioned above in respect of one party) or granted fresh loans to settle the over dues of existing loans given to the same parties.

(f) The Company has not granted loans which are repayable on demand or without specifying any terms or period of repayment, to Promoters, related parties as defined in clause (76) of Section 2 of the Companies Act, 2013. Further details are as follows:-

iv. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections186 of the Act in respect of grant of loans, making investments and providing guarantees and securities, as applicable. No loan has been given to any director of the Company; hence Provisions of Section 185 of the Act is not applicable

v. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from public within the meaning of sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under and hence no reporting on this account is required. Further according to the information and explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal for contravention of these Sections or any other relevant Provision(s) of the Act and the relevant rules thereunder.

vi. We have broadly reviewed the books of accounts of the Company and are of the opinion that maintenance of cost records has not been specified for the Company, hence this clause is not applicable to the Company.

vii. a) The Company is generally regular in depositing undisputed statutory dues including staff provident fund, Employees State Insurance, Income Tax, Cess, Goods and Services Tax, and other material statutory dues as applicable to it and the extent of arrears of outstanding Statutory dues as on the last day of the financial year concerned is not for a period of more than six months from the date they become payable.

b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues referred to in (a) above, as on March 31, 2023 which has not been deposited on account of a dispute.

viii. There are no amounts that are in nature of undisclosed transactions or amounts surrendered as income in assessments under the Income Tax Act, 1961

ix. a) The Company has not taken any loans or borrowings from financial institution, banks, Government or from any lender, (except temporary over draft limits against its own fixed deposits and the amount of such OD availed and remaining due as on 31.3.2023 was Rs NIL) hence reporting under this clause of the Order is not applicable to the Company.

b) The Company is not declared willful defaulter by any bank or financial institution or other lender.

c) During the year the Company has not availed of or has been disbursed any term loans.

d) The Company has not raised any funds during the year, hence this clause of the Order is not applicable to the Company.

e) The Company does not have any subsidiaries, associates or joint ventures; hence this clause of the Order is not applicable to the Company.

f) The Company does not have any subsidiaries, associates or joint ventures; hence this clause of the Order is not applicable to the Company.

x. a) In our opinion and according to the information and explanations given to us, the Company has not raised moneys by way of initial public offer or further public offer including debt instruments or term loans and hence reporting under this clause of the Order is not applicable to the Company

b) The Company has not made any preferential allotment or private placement of shares or convertible debentures during the year.

xi. a) To the best of our knowledge and according to the informations and explanations given to us, no fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the year.

b) There is no instance, during the year under consideration that necessitates reporting in Form ADT-4

c) There are no instances of whistle-blower complaints received during the year by the Company.

xii. The Company is not a Nidhi Company; hence this clause of the Order is not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to us, the Company is in compliance with the provisions of Section 177 and Section 188 of the Companies Act, 2013 where ever applicable for transactions with the related parties and the details of the related party transactions have been disclosed in the financial statements as required by the applicable Accounting Standards.

xiv. a) In our opinion and based on our examination, the Company has an internal audit system commensurate with the size and nature of its business. The Company has engaged a firm of Chartered Accountants to carry out internal audit and who submit their report to the Audit Committee and to the Board of Directors.

b) The reports of the internal auditors for the period under audit have been considered by us.

xv. In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors or persons connected with them

xvi. a)In our Opinion and according to the information and explanations given to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934 up to the period ended 31.03.2023 .

b) The Company has conducted Non-Banking Financial or Housing Finance activities of making of investments in share and securities and lending of money out of its surplus funds. The board of directors during the year had taken approval and consent of the shareholders through a special resolution passed by postal ballot process vide postal ballot notice dated 03.11.2022 authorizing it to convert the company into an NBFC company and to register it as such with RBI at an appropriate time and has also changed its main objects clause accordingly. We are informed that Board will take a final decision in this respect in due course if the company which now has no trading or industrial business (after having sold its industrial units during the FY - 2022-2023 and in the earlier years) fails to identify and venture in to any new trading or industrial business for the company.

c) The Company is not a Core Investment Company (CIC) as defined in the Regulations made by the Reserve Bank of India hence Para 3(xvi)(c) and Para 3(xvi)(d) of the Order is not applicable to the Company

xvii. The Company has not incurred cash losses in the financial year and in the immediately preceding financial year.

xviii. There has not been any resignation of the Statutory Auditors during the year.

xix. According to the information and explanations given to us and 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, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the company as and when they fall due.

xx. The Provisions of Section 135 of the Companies Act, 2013 is not applicable to the Company for the financial year under review, hence reporting under {Para 3(xx)(a)} and {Para 3(xx)(b)}of the Order is not applicable to the Company.

xxi. The Company does not have any subsidiaries or associates or joint ventures, the accounts of which are to be consolidated and as such there are no consolidated financial statements. Hence reporting under {Para 3(xxi} of the Order is not applicable to the Company.

For and on behalf of

C.K. CHANDAK & CO

Chartered Accountants

Firm Registration Number: 326844E

CA Chandra Kumar Chandak

Proprietor

Membership Number: 054297

UDIN: 23054297BGWLBH1577

Place: Kolkata

Date: 03.05.2023