To The Board of Directors
JTL DEFENCE LIMITED (Erstwhile RCI INDUSTRIES & TECHNOLOGIES LIMITED)
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying standalone financial statements of JTL DEFENCE LIMITED (Erstwhile RCI INDUSTRIES & TECHNOLOGIES LIMITED) ("the Company"), which comprise the Balance Sheet as at March 31, 2026, and the Statement of Profit and Loss, including Other Comprehensive Income, Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including material accounting policy information and other explanatory information (hereinafter referred to as the "standalone financial statements").
In our opinion and to the best of our information and according to the explanations given to us the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("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 Companies (Indian Accounting Standards) Rules, 2015, as amended ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, and profit/loss (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter
We draw attention to the following matters in the Notes to the Standalone financial statements:
a) Revaluation of Property, Plant and Equipment
We draw attention to Note 2 to the Standalone Financial Statements, which describes that during the year ended 31st March, 2026, the Company has carried out a revaluation of its Land, Buildings and Plant & Machinery. The resultant revaluation surplus/deficit has been recognised and accounted for in the financial statements in accordance with Ind AS 16 - "Property, Plant and Equipment" and other applicable accounting standards.
b) Recovery of Financial Assets
We draw attention to Note 7 and 10 to the Standalone Financial Statements regarding certain financial assets in the nature of trade receivables, debtors, securities and other recoveries which were outstanding/due at the time of the Insolvency Resolution Proceedings of the Company. As informed to us, during the financial year 2026-27, the management is actively following up with the concerned debtors and other parties for recovery of these dues. The management has further represented that in the event such balances remain unrecovered during the financial year 2026-27, the Company shall take necessary actions in the books of account, including appropriate adjustments, writeoffs or provisions, as may be considered necessary at that time. The ultimate realisation of these balances is, accordingly, dependent upon the successful outcome of the ongoing recovery efforts being undertaken by the Company.
c) Settlement of Liabilities and Transfer to Capital Reserve
We draw attention to Note 12 to the Standalone Financial Statements, which describes that during the year, the Company has settled certain outstanding liabilities, and the resultant gain/balance arising on such settlement has been transferred to Capital Reserve, as considered appropriate by the management. The accounting treatment adopted by the management, including the classification of such balance as Capital Reserve, is based on the managements assessment of the nature of the underlying transactions.
d) Notices from Taxation Authorities and Immunity under NCLT Order
We further report that the Company has received various notices from the Taxation Authorities pertaining to periods prior to the issuance of the order of the Honble National Company Law Tribunal (NCLT) approving the Resolution Plan of the Company. As per the managements understanding, such notices fall within the ambit of the immunity
granted under the said NCLT order, and the Company will deal with these notices in accordance with the law laid down in the said order.
We further draw attention to the fact that during the Corporate Insolvency Resolution Process (CIRP), which was completed on 8th December, 2025, the Resolution Professional had responded to such notices by invoking the moratorium imposed under Section 14 of the Insolvency and Bankruptcy Code, 2016.
The eventual outcome of these matters and the consequential impact, if any, on the financial statements is presently not ascertainable and shall be given effect to in the books of account as and when the matters are concluded.
e) Long-Standing Investments Pending Confirmations and Recoverability
We draw attention to Note 3 to the Standalone Financial Statements, which describes that the Company (JTL Defence Limited) was under the Corporate Insolvency Resolution Process (CIRP) before the Honble National Company Law Tribunal (NCLT) during the previous financial year, pursuant to which the operations of the Company had remained substantially disrupted, and that consequent to the successful conclusion of the resolution process, the Company has resumed full operations during the year under review.
In respect of the long-standing investments held by the Company in the equity shares of Ace Matrix Solutions Limited, Kay Kay Exim Private Limited, and MetalRod Private Limited, aggregating to d,186.17 Lakhs as at 31st March, 2026, the management has, owing to the prolonged disruption caused by the CIRP and the consequent break in continuity of communication with the investee companies, not been able to obtain the latest audited financial statements or balance/shareholding confirmations from the said investee companies as at the reporting date. Accordingly, these investments continue to be carried at their existing book values in the financial statements.
As represented by the management, now that the Company is fully operational, the management is actively in the process of re-establishing communication with the investee companies, obtaining balance/shareholding confirmations, and taking steps to recover/realise the said amounts during the financial year 2026-27. In the event the management is unable to obtain satisfactory confirmations or effect recovery, appropriate necessary actions including provision for diminution in value / impairment / write-off of these investments shall be considered and accounted for in accordance with the applicable Accounting Standards in the year in which such determination is made.
The ultimate impact, if any, on the carrying value of these investments and consequently on the financial statements, is presently not ascertainable.
Our opinion is not modified in respect of these matter(s).
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 for the year ended March 31, 2026. 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 that there are no key audit matters to communicate in our report.
Information Other than the Standalone Financial Statements and Auditors Report Thereon
a. The Companys Board of Directors is responsible for the other information. The other information comprises the information included in Directors Report but does not include the financial statements and auditors report thereon.
b. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
c. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements, or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
d. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of
the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management and Board of Directors are 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Companys financial reporting process.
Auditors Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 standalone financial statements.
We give in "Annexure A" a detailed description of Auditors responsibilities for Audit of the Standalone Financial Statements.
Other Matter:
1. Attention is drawn to the fact that the figures for the quarter ended March 31, 2026 and corresponding quarter ended in previous year as reported in these standalone financial results are the balancing figures between audited figures in respect of the full financial year and published year-to-date figures upto the end of the third quarter of the current and previous financial year respectively. Also, the figures upto the end of the third quarter for the current and previous financial year had only been reviewed as required by the Listing Regulations.
Our opinion is not modified in respect of the above matter.
Report on 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 Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books
(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 books of account.
(d) In our opinion, the aforesaid standalone 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 as on March 31, 2026 taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2026 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure C".
(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) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company does not have any pending litigations which would impact its financial position;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
iv. a. The Management has represented
that, to the best of its knowledge and belief, 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.
b. The Management has represented, that, to the best of its knowledge and belief, 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, as on the date of this audit report, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
c. Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, and according to the information and explanations provided to us by the Management in this
regard nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) as provided under (1) and (2) above, contain any material mis-statement.
v. The company has not declared or paid any dividend during the year and has not proposed final dividend for the year
vi. Based on our examination, the Company has used accounting software for maintaining its books of account for the year ended March 31, 2026 which has the audit trail feature enabled throughout the year. (Refer Note 39)
As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended March 31, 2026.
3. In our opinion, according to information, explanations given to us, the remuneration paid by the Company to its directors is within the limits laid prescribed under Section 197 read with Schedule V of the Act and the rules thereunder.
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF JTL DEFENCE LIMITED (ERSTWHILE RCI INDUSTRIES & TECHNOLOGIES LIMITED)
Auditors Responsibilities for the Audit of the Standalone Financial Statements
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to standalone financial statements in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management and Board of Directors.
Conclude on the appropriateness of management and Board of Directors 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 standalone
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our 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 standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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.
ANNEXURE B TO INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF JTL DEFENCE LIMITED (Erstwhile RCI INDUSTRIES & TECHNOLOGIES LIMITED) FOR THE YEAR ENDED MARCH 31, 2026
Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements in the Independent Auditors Report
i. (a) A The Company has maintained proper records showing full particulars including quantitative details and
situation of property, plant and equipment.
i. (a) B The Company has no intangible assets. Accordingly, the provisions stated under clause 3(i)(a)(B) of the Order
are not applicable to the Company.
i. (b) Property, Plant and Equipment have been physically verified by the management at reasonable intervals and no
material discrepancies were identified on such verification.
i. (c) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) as disclosed in the standalone financial statements, are held in the name of the Company.
i. (d)
According to the information and explanations given to us, the Company has revalued its Property, Plant andEquipment, which is based on the valuation by Registered Valuer. The Company do not have any intangible assets.
The following are details where change is 10% or more in aggregate of net carrying amount for each class of Property, plant and Equipment:
| Sr. No | Particulars | Gross Value of Asset | Net carrying value as on March 19, 2026 (before revaluation) (A) | Net carrying value as on March 20, 2026 (after revaluation) (B) | Amount of change(A) - (B) | % Change |
| 1 | Land | 9,71,62,000 | 9,71,62,000 | 52,73,10,000 | 43,01,48,000 | 442.71% |
| 2 | Building | 20,86,94,410 | 14,35,56,519 | 28,48,13,822 | 14,12,57,303 | 98.40% |
| 3 | Plant & Machinery | 65,19,32,420 | 13,70,68,367 | 1,46,54,78,000 | 1,32,84,09,633 | 969.16% |
i. (e) According to the information and explanations given to us, no proceeding has been initiated or pending against
the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988, as amended and rules made thereunder. Accordingly, the provisions stated under clause 3(i)(e) of the Order are not applicable to the Company.
ii. (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of
verification, coverage and procedure of such verification is reasonable and appropriate, having regard to the size of the Company and the nature of its operations. The discrepancies noticed on physical verification of inventory as compared to book records were not 10% or more in aggregate for each class of inventory.
ii. (b) During any point of time of the year, the Company has not been sanctioned working capital limits from Banks and
financial institutions on the basis of security of current assets. Accordingly, the provisions stated under clause 3(ii) (b) of the Order is not applicable to the Company.
iii. (a) According to the information and explanations provided to us, the Company has not made any investments in, or
provided any guarantee or security, or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the provisions stated under clause 3(iii) of the Order are not applicable to the Company.
iii. (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 investments made, guarantees provided, securities given and terms and conditions in relation to grant of all loans and advances in the nature of loans, investments made, guarantees provided and securities given are not prejudicial to the interest of the Company. iii. (c) In case of the loans and advances in the nature of loan, schedule of repayment of principal and payment of interest have been stipulated and the borrowers have been regular in the repayment of the principal and payment of interest.
iii. (d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no overdue amount remaining outstanding as at the balance sheet date as the loans and advances in the nature of loans are repayable on demand.
iii. (e) According to the information and explanations provided to us, the loans or advances in the nature of loan granted has not fallen due during the year. Accordingly, the provisions stated under clause 3(iii)(e) of the Order are not applicable to the Company.
iii. (f) According to the information and explanations provided to us, the Company has not any granted loans and / or
advances in the nature of loans, including to promoters or related parties as defined in clause (76) of section 2 of the Companies Act, 2013 either repayable on demand or without specifying any terms or period of repayment during the year. Accordingly, the requirement to report under clause 3(iii)(f) of the Order is not applicable to the Company.
iv. According to the information and explanations given to us and on the basis of our examination of the records of the company, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable.
v. According to the information and explanations given to us, the Company has neither accepted any deposits from the public nor any amounts which are deemed to be deposits, within the meaning of the provisions of Sections 73 to 76 of the Companies Act, 2013 and the rules framed there under. Accordingly, the requirement to report under clause 3(iv) of the Order is not applicable to the Company.
vi. The provisions of sub-Section (1) of Section 148 of the Companies Act, 2013 are not applicable to the Company [as the Company do not meet the thresholds prescribed therein read with related Rules]. Accordingly, the requirement to report on clause 3(vi) of the Order is not applicable to the Company.
vii. (a) According to the information and explanations given to us and the records examined by us, in our opinion,
undisputed statutory dues including [goods and services tax, provident fund, employees state insurance, income- tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess,] and other statutory dues have been regularly deposited by the Company with appropriate authorities in all cases during the year. No undisputed amounts payable in respect of these statutory dues were outstanding as at March 31, 2026, for a period of more than six months from the date they became payable.
vii. (b) According to the information and explanations given to us and the records examined by us, there are no dues
relating to goods and services tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess, and other statutory dues which have not been deposited on account of any dispute.
viii. According to the information and explanations given to us, there are no transaction which are not recorded in the books of account which have been surrendered or disclosed as income during the year in Income-tax Assessment under the Income Tax Act, 1961. Accordingly, the requirement to report as stated under clause 3(viii) of the Order is not applicable to the Company.
ix. (a) In our opinion and according to the information and explanations given to us and the records of the Company
examined by us, the Company has not defaulted in repayment of loans or borrowings or in payment of interest thereon to any lender.
ix. (b) According to the information and explanations given to us and on the basis of our audit procedures, we report
that the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
ix. (c) In our opinion and according to the information and explanations provided to us, money raised by way of term
loans during the year have been applied for the purpose for which they were raised. Refer Note 13 to the standalone financial statements.
ix. (d) According to the information and explanations provided to us, there are no were funds raised on short term basis
during the year. Accordingly, the requirement to report under clause 3(ix)(d) of the Order is not applicable to the Company.
ix. (e) According to the information and explanations given to us and on an overall examination of the standalone
financial statements of the Company, we report that the Company has not taken any funds from an any entity or person on account of or to meet the obligations of its subsidiaries, associates, or joint ventures.
ix. (f) According to the information and explanations given to us and procedures performed by us, we report that the
Company has not raised loans during the year on the pledge of securities held in its subsidiaries or associate companies. Accordingly, the requirement to report under Clause 3(ix)(f) 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 did not raise
any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, the reporting requirement under clause 3(x)(a) of the Order is not applicable to the Company.
x. (b) According to the information and explanations given to us and based on our examination of the records of the
Company, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partly, or optionally convertible) during the year. Accordingly, the requirements to report under clause 3(x)(b) of the Order is not applicable to the Company.
xi. (a) Based on our examination of the books and records of the Company and according to the information and
explanations given to us, we report that no fraud by the Company or no fraud on the Company has been noticed or reported during the year in the course of our audit.
xi. (b) During the year no report under Section 143(12) of the Act, has been filed by us in Form ADT-4 as prescribed under
Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.
xi. (c) As represented to us by the Management, there are no whistle-blower complaints received by the Company
during the year.
xii. The Company is not a Nidhi Company. Accordingly, the provisions stated under clause 3(xii)(a) to (c) of the Order are not applicable to the Company.
xiii. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into transactions with the related parties. Accordingly, the requirement to report under clause 3(xiii) of the Order is not applicable to the Company.
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.
xiv. (b) We have considered the internal audit reports of the Company issued till the date of our audit report, for the period
under audit.
xv. According to the information and explanations given to us, and based on our examination of the records of the Company, in our opinion during the year the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and accordingly, the requirement to report on on clause 3(xv) of the Order is not applicable to the Company.
xvi. (a) The Company is not required to be registered under Section 45 IA of the Reserve Bank of India Act, 1934 (2 of 1934)
and accordingly, the requirements to report under clause 3(xvi)(a) of the Order is not applicable to the Company.
xvi. (b) The Company is not engaged in any Non-Banking Financial or Housing Finance activities during the year and accordingly, the provisions stated under clause 3 (xvi)(b) of the Order are not applicable to the Company.
xvi. (c) The Company is not a Core investment Company (CIC) as defined in the regulations made by Reserve Bank of India. Accordingly, the requirement to report under clause 3 (xvi)(c) of the Order is not applicable to the Company.
xvi. (d) The Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) does not have
any Core Investment Company (as part of its group. Accordingly, the requirement to report under clause 3(xvi)(d) of the Order is not applicable to the Company.
xvii. Based on the overall review of standalone financial statements, Company has not incurred cash losses during the current financial year but has incurred cash losses amounting to INR 839.58 Lakhs during the immediately preceding financial year.
xviii. There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.
xix. According to the information and explanation given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statement, our knowledge of Board of Director and management plan and based on our examination of the evidence supporting the assumption, there exists a material uncertainty on the date of audit report that the 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.
xx According to the information and explanations given to us and based on our verification, since the Company has not
made average net profits during the three immediately preceding financial years, the Company is not required to spend the amount as prescribed under section 135(5) of the Companies Act, 2013. Accordingly, reporting under clause 3(xx) of the Order is not applicable to the Company.
xxi. The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone financial statements. Accordingly, no comment in respect of the said Clause has been included in the report.
Annexure C to the Independent Auditors Report on the standalone financial statements of JTL DEFENCE LIMITED (Erstwhile RCI INDUSTRIES & TECHNOLOGIES LIMITED) for the year ended 31 March 2026
Report on the internal financial controls with reference to the aforesaid standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Act
(Referred to in paragraph 2(A) (f) under Report on Other Legal and Regulatory Requirements section of our report of even date)
Opinion
We have audited the internal financial controls with reference to financial statements of JTL DEFENCE LIMITED (Erstwhile RCI INDUSTRIES & TECHNOLOGIES LIMITED) ("the Company") as of 31 March 2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial statements and such internal financial controls were operating effectively as at 31 March 2026, based on the internal financial controls with reference to financial statements criteria established by such companies considering the essential components of such 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").
Managements and Board of Directors Responsibilities for Internal Financial Controls
The respective companys Management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the respective company considering the essential components of internal control stated in the Guidance Note. 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 the respective 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 Act.
The Management of the Company is in the process of strengthening and formalizing its internal control framework through the development and implementation of comprehensive Standard Operating Procedures (SOPs) across key business and financial processes. These SOPs are being designed to further enhance control standardization, documentation, and consistency in execution of controls.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under Section 143(10) of the Act, 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 financial statements were 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 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 internal financial controls with reference to financial statements, 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 judgement, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error.
In the course of our audit, we have considered the progress made by Management in this regard, including the design, documentation, and phased implementation of such SOPs. We have performed audit procedures to evaluate whether the controls, including those in the process of being formalized, are adequately designed and are operating effectively, based on the current stage of implementation.
Our audit procedures included reviewing managements action plans, examining supporting documentation, conducting walkthroughs, and testing selected controls to assess whether they are being executed in a manner consistent with the intended control objectives. Based on the procedures performed, we have relied on the representations and evidence provided by Management regarding the ongoing development and strengthening of SOPs and related control processes.
We have observed that Management is taking appropriate steps to enhance the internal control environment and that the controls, as currently designed and implemented, are operating in a manner that supports the Companys internal financial control objectives.
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 statements.
Meaning of Internal Financial Controls with Reference to Financial Statements
A companys internal financial controls with reference to financial statements 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 controls with reference to financial statements include 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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised 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 of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls 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.
Ashwani Bansal |
Partner |
Membership No. 529077 |
UDIN: 26529077RNKKGH8780 |
Place: Chandigarh |
Date: May 6th 2026 |
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