mstc ltd share price Auditors report

MSTC LIMITED

INDEPENDENT AUDITORS REPORT

To The Members of MSTC Limited

Report on the Audit of The Standalone Financial

Statements

Opinion

1. We have audited the accompanying standalone Financial Statements of MSTC Limited ("the Company"), which comprise the Balance Sheet as at 31^st March 2023, and the Statement of Profit and Loss (including Other Comprehensive Income), Statement of Changes in Equity, 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.

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 Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2023, Profit and Other Comprehensive Income, changes in Equity and its Cash Flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143 (10) of the Companies Act, 2013. 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 Companies Act, 2013 and the Rules made thereunder, 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 provides basis for ouropinion.

Emphasis of Matter

2. Without qualifying our opinion, we draw attention to the following:

(a) With reference to Note No. 33 of the Standalone Financial Statements there is a non- Provision of Deferred Tax Asset of Rs. 4,237.60 lakhs on Provision for Doubtful Debts of Rs. 12,126.84 lakhs since 1^st April, 2018.

(b) The Title Deed of a freehold flat in Mumbai having Gross Block of Rs. 7.42 lakhs as at 31^st March, 2023 was not available for verification.

Key Audit Matters

3. Key audit matters are those matters that, in our professional judgement, 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 matters described below to be the key audit matters to be communicated in our report.

SI.		Key Audit Matters		Auditors Response
1.		Recoverability of Trade Receivables:		While examiningdetails of Receivables and transactions during the year ended 31stMarch 2023, we have observed the nature of the Trade Receivables including those Advance to Customers classified as such, the sustainability and the likelihood of recoverability of Receivables. In terms of an Accounting Policy all such debts as considered doubtful of recovery have been provided for in the Books as at 31st March 2023.
		As at 31st March 2023, Trade Receivables- Gross is Rs. 88,033.95 lakhs (Net Rs. 33,353.06 lakhs), with Rs. 54,680.89 lakhs being considered as Credit Impaired for which a provision for bad and doubtful debts for similaramountisheld inthe Books.
SI.	Key Audit Matters		Auditors Response
	In the event of reference of each case of debt with impaired credit to NCLT and /or other forums for adjudication, the Company is exposed to potential risk of financial loss when the recoveries become subjected to long processes of litigations and eventually doubtful.		Since Companys obtaining of balance confirmations from Parties is an ongoing process (as referred to in Note 41), substantive audit procedures have been followed to ensure accuracy of balances. We have assessed the recoverability of the unsettled receivables on a sample basis through our evaluation of managements assessment with reference to the credit profile of the customers and their historical payment pattern, wherever applicable, along with the latest correspondences with the customers, as available read with the Companys existing Risk Management Policy.
	The recoverable amounts are estimated by management based on their specific recoverability assessment on individual debtor as well as consideration and application of a provisioning policy.
	The disclosures related to Trade Receivables of the Company are provided in Note 8.1 to 8.6 to the accompanyingStandalone Financial Statements.
ii.	IT Systems & Control:
	Preparation and presentation of Financial Statements are dependent on Companys supporting software and hardware controls involving risk management exercise for maximum elimination of erroneous data. Thus, quality of audit outcome and its authenticity are dependent on the extent of IT controls and systems.		We have planned, designed and carried out the desired audit procedures and sample checks, which in our opinion are adequate to provide reasonable assurance on the adequacy of IT controls in place.
III.	Assessment of allowance for Bad and Doubtful Advances and Contingent Liabilities:
	Assessment of allowance for Bad and Doubtful Advances made during the year and Contingent liabilities requiring assessment of probable outcomes and cash flows.		We have carried out the validation of the information provided by the management by performing thefollowing procedures:-
			Evaluating reasonableness of the underlyingassumptions.
			Understandingthe currentstatus of the litigations.
	The identification and quantification require estimation and judgment by the management. The disclosure related to allowance for Bad and Doubtful Advances during the year and Contingent liabilities are provided in Note No 28 & 32 (a) to the accompanying Standalone Financial Statements.
			Examiningthe relevant documentson available records.
			Reviewing legal opinion/ industry practices wherever necessary.
			Verification of various disclosures made by the management.
			Obtaining Managements Representation as per guidelines of the ICAI.
			Companys Accounting Policy.

Information Other than the Standalone Financial Statements and Auditors Report Thereon

4. The Companys Board of Directors is responsible for the preparation of other information. The other information comprises the information included in the Management Discussions and Analysis, Boards Report including Annexureto Boards Report, Corporate Governance and Shareholders Information, but does not include the Standalone Financial Statements and our auditors report thereon.

Our opinion on the Standalone Financial Statements does not cover the other information and we do not

express any form of assurance and conclusion thereon.

In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained during the course of our audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information we are required to report that fact. We have nothing to report in this regard.

Responsibility of Management and Those Charged with

Governance for Standalone Financial Statements

5. The Companys Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Ind ASs 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; makingjudgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, management is responsible for assessing the Companys ability to continue as a Going Concern, disclosing, as applicable, matters related to GoingConcern and usingthe 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 Standalone

Financial Statements

6. 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.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism 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, orthe 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 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 ourauditors 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 mannerthatachievesfair presentation.

Materiality is the magnitude of misstatement in the

Standalone Financial Statement that, individually or in

aggregate, makes it probable that the economic decision of a

reasonably knowledgeable user of the Financial Statement may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.

We 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 duringouraudit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are, therefore, the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

7. The following other matters are mentioned.

(a) With reference to Note 41, confirmation of balances were not available in many cases of Trade and other Receivables, Trade and other Payables, Loans and Advances, Deposits made and received and the impact of consequent adjustments required, if any, is not ascertained.

(b) Since the pandemic situation out of COVID -19 has waned in India, we have made visits to certain Southern Region Branches, viz. Hyderabad, Vizag and Chennai to audit the transactions as well as having the assessment of activities in the said Branches. We have, however, followed alternative audit procedures as per the Standards on Auditing prescribed by the Institute of Chartered Accountants of India (ICAI) in respect of all the Branches. Full remote access of the data in respect of all the Branches were available on the Companys ISTMS systems. We have been represented by the

management of the Company that the data provided on the system for our audit purposes is correct, complete, reliable and are generated by the accountingsystem of the Company.

Our audit opinion is not modified in respect of the above.

Report on Other Legal and Regulatory Requirements

8. As required by the Companies (Auditors Report) Order, 2020 ("the Order"), issued by Government of India in terms of Sub-section (11) of Section 143 of the Companies Act, 2013, we give in the" Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

9. As required bySectlon 143(3) of the Act, we reportthat:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary forthe purposes of ouraudit.

(b) In our opinion, proper Books of Accounts 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 Cash Flow Statement dealt with bythis Reportare in agreement with the Books of Accounts.

(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act, read with relevant Rules thereto.

(e) Notification no. G.S.R 463(E) dated 5^th June, 2015 issued by Ministry of Corporate Affairs, Section 164(2) of the Companies Act, 2013 regarding disqualification of the Director is not applicable to the Company, since it is a Government Company.

(f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls, refer to ourseparate Report in "Annexure B".

(g) The Company being a Government Company, provisions of Section 197 (16) of the Companies Act, 2013 regarding managerial remuneration is not applicable to the Company as per notification no. G.S.R. 463(E) dated 5^th June, 2015 issued by Min istry of Corporate Affairs.

(h) 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, 2022, in

our opinion and to the best of our information and

according to the explanations given to us:

(i) The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements -Refer Note 32(a) to the Standalone Financial Statements.

(ii) The Company did not have any long-term contracts including derivative contracts for which there were any foreseeable material losses.

(iii) The Company had transferred Rs. 11.06 lakhs to the Investor Education and Protection Fund duringtheyear under review.

(iv) The management of the Company has represented that, to the best of its knowledge and belief, other than as disclosed in the Notes to Accounts, no funds has 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 any other person(s) or entity (ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(v) The management of the Company has represented that, to the best of its knowledge and belief, other than as disclosed in the Notes

to Accounts, no funds has been received by the Company from any person(s) or entity (ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

Based on the audit procedures considered reasonable and appropriate in the circumstances, nothing has come to notice that may cause us to believe that the representations as noted in Sl.(h)(iv) & (v) above contain any material misstatement.

(vi) The Company has declared dividend or paid during the year in compliance with the Companies Act, 2013.

10. As required by Section 143(5) of the Act the directions and sub-directions issued by the Comptroller & Auditor General of India, we give our comments on the Standalone Financial Statements in "Annexure-C" annexed herewith.

For S. Ghose & Co LLP Chartered Accountants FRN-302184E/E300007

	CA Pradlp Kumar Mltra
	Partner
Place: Kolkata	M.No.052183
Date: May 23,2023	UDIN:23052183BGZFZD3156

Annexure-A to the Independent Auditors Report

(Referred to in paragraph 8 under ‘Report on Other Legal & Regulatory Requirement of our report of even date)

(i) (a) The Company has maintained proper records

showing full particulars including quantitative details and situation of property plant & equipment.

(b) The Company maintains proper records showing full particulars of its Intangible Assets.

(c) The Company has carried out physical verification of its property, plant & equipment as per a programme for the purpose during the year. According to the information and explanations, no material discrepancies were noticed on such verification

(d) 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 all Immovable Properties (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) are in the name of the Company. The title deed of the Companys immovable properties have been found to be held in the name of the Company except a flat at Mumbai (Book Value : Gross / Net Rs. 7.42 /Rs. 4.02 lakhs respectively) for which no title deed could be made available for verification.

(e) There was no revaluation of any asset during the year.

(f) According to the information and explanations given to us and on the basis of examination of the records of the Company, there was no proceedings initiated or pending against the Company for holding any benami property under Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(ii) (a) The Company does not hold any Inventory as at the

year end. Therefore, the provisions of Clause 3(ii) of the order are not applicable to the Company.

(b) The Company has Working Capital and Demand Loans from Banks as on 31^st March, 2023 in excess of Rs. 5 Crores which are sub-judice and have been separately reported upon in Clause (ix) (a) herein below in this report. There is no other Working Capital Limits, viz. Cash Credit or Overdraft operated by the Company. No Stock Statement and Quarterly Returns are required to be submitted to the lending Banks in terms of subsisting agreements.

(iii) As per information and explanations given to us and based on examination of records, the Company has not made any investments or granted any loan or advance in the nature of loan, secured or unsecured to Companies, Firms, Limited Liability Partnerships or other parties covered in the Register maintained under section 189 of the Act. Accordingly, the provisions of Clause 3 (iii) of the order are not applicable to the Company.

(iv) Accordingto the information and explanations given to us and based on examination of records, the Company has not granted any loan or provided any guarantee/security as specified under Section 185 of the Act. The company has also not given any loan nor made any investment duringtheyearundersection 186 of the Act.

(v) Accordingto the information and explanations given to us and based on examination of records, 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 Companies Act, 2013 and the rules framed thereunder and therefore, the provision of Clause 3(v) of the Order is not applicable on the Company.

(vi) As informed to us, the maintenance of Cost Records has not been specified by the Central Government under subsection (1) of Section 148 of the Act. Therefore, the provision of Clause 3(vi) of the Order is not applicable on the Company.

(vii) (a) The company is generally regular in depositing

undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Goods and Service Tax, Cess and any other statutory dues as applicable with the appropriate authorities. According to the information and explanation given to us, no undisputed amount payable in respect of aforesaid dues were outstanding as at 31^st March, 2023 for a period of more than six months from the date of becoming payable.

(b) According to the information and explanations given to us, and the records of the Company examined by us, the particulars of dues of Income Tax, Service Tax, Sales Tax, Value Added Tax, Duty of Customs, etc as at 31^st March, 2023 which has not been deposited on account of a dispute are as follows:

SI No	Name of the Statute	Nature of Dues	Period to which the amount relates (FY)	Amount (Rs. in Lakhs)	Forum where the dispute is pending
1	UP Trade Tax Act 1948	Claim by Sales Tax Authority	2001-02	1.93	High Court Allahabad
	UP Trade Tax Act 1948		2004-05	1.67	Commercial Tax Tribunal Bench, Ghaziabad
2	WB VAT Act 2003	Claim by Sales Tax Authority	2009-10	426.33	Appellate Revision Board, Kolkata
	WB VAT Act 2003		2012-13	517.20	Senior Joint Commissioner, Commercial Taxes, Kolkata
3	AP VAT Act 2005	Claim by Sales Tax Authority	1998-99	22.53	Sales Tax Appellate Tribunal (STAT), Visakhapatnam
	AP VAT Act 2005		1999-00	41.08	CTO-Suryabag Circle
	AP VAT Act 2005		2004-05	9.08	Sales Tax Appellate Tribunal (STAT), Visakhapatnam
	AP VAT Act 2005		2005-06	3.70	Sales Tax Appellate Tribunal (STAT), Visakhapatnam
	AP VAT Act 2005		2006-07	0.76	Sales Tax Appellate Tribunal (STAT), Visakhapatnam
	AP VAT Act 2005		2008-13	177.35	High Court of Judicature at Hyderabad
	AP VAT Act 2005		2008-13	56.22	Appellate Joint Commissioner (Appeals), Vijayawada
4	Delhi Value Added Tax Act, 2004	Claim by Sales Tax Authority	2011-12	0.22	VATO-KCS, DVAT
5	J&K Sales Tax Act 1962	Claim by Sales Tax Authority	2015-16	0.27	Commercial Tax Circle-N, Jammu
6	CST (CENTRAL SALES TAX ACT)	Claim by Sales Tax Authority	2009-10	249.00	Sales Tax Appellate Tribunal (STAT), Visakhapatnam
7	Jharkhand Value Added Tax Act, 2005	Claim by Sales Tax Authority	2015-16	4.45	Commissioner of Commercial Tax, Govt, of Jharkhand
	Jharkhand Value Added Tax Act, 2005		2016-17	7.93	Commissioner of Commercial Tax, Govt, of Jharkhand
8	Orissa Sales Tax Act	Claim by Sales Tax Authority	1986-87	269.00	High Court Orissa
9	Gujarat VAT Act 2003	Claim by Sales Tax Authority	2004-05	217.99	Gujarat Value Added Tax Tribunal against DC (Appeal Order)
	Total of Sales Tax Dues			2,006.71
10	Customs Act 1962	Claim by Custom Department	1995-96	266.25	Madras High Court
	Customs Act 1962		2001-02	203.81	High Court Calcutta
	Customs Act 1962		2012-13	635.70	CESTAT Bangalore or CESTAT Chennai
	Customs Act 1962		2013-14	83.55	CESTAT Bangalore or CESTAT Chennai
	Total of Custom Dues			1,189.31
11	Finance Act 1994 (Service Tax)	Service Tax Demand	2005-07	1490.10	CESTAT Kolkata
	Total of Service Tax Dues			1,490.10
12	Income Tax Act 1961 (TDS)		2015-16	9.85	Commissioner Appeals, Kolkata
	Total Income Tax Dues			9.85
TOTAL TAX DUES				4,695.97

(viii) According to the information and explanations given to us, there has not been any transaction not recorded in the Books of Accounts which have been surrendered or disclosed as income duringtheyear in the tax assessment under Income Tax Act, 1961.

(ix) (a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the

repayment of dues to banks, except sub-judice cases of loans as under:

Nature of Borrowing	Name of Lender	Amount (Rs. in lakhs)	Whether Principal or Interest	No of days delay or unpaid	Remarks
Claim from Bank on account of Legal Fees paid by them	Indian Overseas Bank	138.233	Principal	Since 19.09.2011	Refer Note 18A(a) to Accounts
Export Bills Purchase	Standard Chartered Bank	14,361.977	Principal Interest Accrued but not due is Rs. 7,889.03 Lakhs	Since 2008-09	Refer Note 18B to Accounts

(b) According to information and explanations given to us and based on our examination of records, the Company has not been declared a wilful defaulter by any bankor financial institution or other lender.

(c) The Company had taken Term Loan from State Bank of India for the purpose of construction of its Corporate Office Building, The amount of loan as disbursed and obtained by the Company has been utilized for the purpose for which such loan was received and there was no diversion of such loan for any other purpose. The said loan has been fully paid during the year 2022-23.

(d) According to information and explanations given to us and on an overall examination of the Balance Sheet, there was no funds received on short term basisand used prima-faciefor longterm purposes.

(e) The Company has not taken any funds from entity or person on account of its subsidiary, associate or joint venture.

(f) The Company did not receive any loan during the year on pledge of securities held in its subsidiary, joint venture or associate.

(x) (a) Based on the information and explanations given by the management and our examination of records, the Company has not raised any money by way of Initial Public Offer or further Public Offer including Debt Instruments. Further Money raised by way of term loan was applied for the purpose for which it was raised.

(b) Based on the information and explanations given to us and based on our examination of records, the Company did not make any preferential allotment or private placement of shares or convertible debentures.

(xi) (a) During the course of our examination of the books

and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we report that no cases of fresh fraud on or by the Company or by the officers and employees of the company has been noticed or reported during the year, nor have we been informed of any such case by the management.

(b) Accordingtothe information and explanations given to us, no report under sub-section 12 of Section 143 of the Companies Act, 2013 has been filed with the Central Government by the Auditors in Form ADT-4 as prescribed under Rule 13 of the Companies (Audit and Auditors) Rules, 2014.

(c) According to information and explanations given to us, there was no whistleblower complaint received by the Company duringtheyear.

(xii) As per information and explanations given to us, the Company is not a Nidhi Company. Therefore, the provision of clause 3 (xii) of the Order is not applicable to the Company.

(xiii) As per information and explanations given to us, 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 Note No 37 to the Standalone Financial Statements as required by the applicable Indian AccountingStandards.

(xiv) The Company has an Internal Audit System commensurate with the nature and size of its business. The Company gets its Internal Audits conducted for all its Branches and Head Office operations on a quarterly, half-yearly, yearly fixed on a Cluster basis through

engagement of Firms of Chartered Accountants whose appointments are made by appropriate approvals by its Board of Directors. Such reports have been duly examined and considered by us while forming audit opinion on the Financial Statements.

(xv) According to information and explanations given to us and on the basis of examination of records, the Company has not entered into any non-cash transactions with its Directors or persons connected with them.

(xvi) In our opinion and according to the information and explanations given to us and on the basis of examination of records, the Company is neither required to be registered under section 45 IA of the Reserve Bank of India Act, 1934, nor the Company has been engaged in a Non-banking Financial or Housing Finance activities, nor the Company is a Core Investment Company (CIC) and nor the Group has any CIC as part of the Group and accordingly, therefore, provision of clauses 3 (xvi) (a), (b), (c) and (d) of the Order are not applicable to the Company.

(xvii) The Company neither incurred any Cash Loss during theyear nor in the previous year.

(xviii) There was no resignation of the Statutory Auditor duringtheyear.

(xix) According to the information and explanations given to us and based on the Financial Ratios, Aging and expected dates of realization of financial assets and obligation for payment of financial liabilities as also considering the Directors Report, other information

accompanying the Financial Statements and based on our examination of the evidence of supporting assumptions, nothing has come to our attention which causes us to believe that any material uncertainty exists as on the date of audit that the Company is not capable of meeting its liabilities existing at the Balance Sheet date 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 audit 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 asand when they fall due.

(xx) In our opinion and according to the information and explanations given to us and on the basis of our examination of records, there is no unspent amount under Section 135(5) of Companies Act, 2013 pursuant to any project, whether ongoing or other than ongoing. Accordingly, clauses 3(xx)(a) and 3(xx)(b) of the Order are not applicable,

For S. Ghose & Co LLP Chartered Accountants FRN-302184E/E300007

	CA Pradip Kumar Mitra
	Partner
Place: Kolkata	M.No.052183
Date: May 23,2023	UDIN:23052183BGZFZD3156

Annexure -B to the Independent Auditors Report

Referred to In paragraph 9(f) of the Independent Auditors

Report of even date to the members of MSTC Limited on the

Standalone Financial Statements for the year ended 31*

March, 2023.

Report on the Internal Financial Controls over Financial

Reporting under Clause (i) of Sub-section 3 of Section 143

of the Companies Act, 2013 ("the Act")

Opinion

1. We have audited the internal financial controls over Financial Reporting of MSTC Limited ("the Company") as at 31^st March, 2023 in conjunction with our audit of the Standalone Financial Statements of the Company as at and for the year ended on that date.

In our opinion, the Company has, in all respects, adequate internal financial controls with reference to Standalone Financial Statements and such internal financial controls were operating effectively as at 31^st March 2023 based on the internal financial controls criteria, with reference to Standalone Financial Statements, established by the Company consideringthe 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.

Managements Responsibility for Internal Financial Controls

2. 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 (ICAI). 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 underthe Companies Act, 2013.

Auditors Responsibility

3. 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") issued by the Institute of Chartered Accountants of India ("ICAI") 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. Those Standards and the Guidance Note require that we comply with the 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 overfinancial 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, includingthe assessment of the risks of material misstatement of the Standalone 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 internal financial controls system over financial reporting of the Company.

Meaningof Internal Financial Controls over Financial Reporting

4. 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:

(a) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and d ispositions of the assets of the Com pany;

(b) 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

(c) 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 over

Financial Reporting

5. 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.

For S. Ghose & Co LLP Chartered Accountants FRN-302184E/E300007

	CA Pradip Kumar Mitra
	Partner
Place: Kolkata	M.No.052183
Date: May 23,2023	UDIN:23052183BGZFZD3156

Annexure - C to the Independent Auditors Report

Directions issued by the Comptroller and Auditor General of India under section 143(5) of the Companies Act, 2013, based on the verification of records of the Company and according to Information and explanation given to us, we report as under:

Directions Auditors Reply
l.	Whether the Company has system in place to process all the accounting transactions through IT systemRs. If yes, the implications of processing of accounting transactions outside IT system on the integrity of the accounts along with thefinancial implications, ifany, may be stated.	The matter has been adequately dealt with in our report of even date. [Para 3 (ii) of Key Audit Matter]
2.	Whether there is any restructuring of an existing loan or cases of waiver/write off of debts/loans/interest etc. made by a lender to the Company due to the companys inability to repay the loanRs. If yes, the financial impact may be stated. Whether such cases are properly accounted forRs. (In case lender is a Government Company, then this direction is also applicableforstatutoryauditoroflenderCompany).	There is no instance of restructuring of an existing loan or cases of waiver / write off of debts/ loans / interest etc. made by a lender to the Company due to Companys inability to repay the loan during thefinancial year 2022-23.
3.	Whether funds (grants/subsidy etc.) received/ receivable for specific schemes from Central/State Governments or its agencies were properly accounted for/utilised as per its term and conditionsRs. Listthe cases of deviation.	There is no case of funds received/receivable during the financial year 2022-23 for specific schemes from Central/State Government or its agencies.

For S. Ghose & Co LLP Chartered Accountants FRN-302184E/E300007

	CA Pradip Kumar Mitra
	Partner
Place: Kolkata	M.No.052183
Date: May 23,2023	UDIN:23052183BGZFZD3156

COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNDER SECTION 143(6)(b) OF THE COMPANIES ACT, 2013 ON THE FINANCIAL STATEMENTS OF MSTC LIMITED FOR THE YEAR ENDED 31^st MARCH 2023

The preparation of financial statements of MSTC Limited for the year ended 31^st March, 2023 in accordance with the financial reporting framework prescribed under the Companies Act, 2013 (Act) is the responsibility of the management of the company. The statutory auditor appointed by the Comptroller and Auditor General of India under section 139(5) of the Act is responsible for expressing opinion on the financial statements under section 143 of the Act based on independent audit in accordance with the standards on auditing prescribed under section 143(10) of the Act. This is stated to have been done by them vide their Audit Report dated 23^rd May, 2023.

I, on behalf of the Comptroller and Auditor General of India, have conducted a supplementary audit of the financial statements of MSTC Limited for the year ended 31st March 2023 under section 143(6)(a) of the Act. This supplementary audit has been carried out independently without access to the working papers of the statutory auditors and is limited primarily to inquiries of the statutory auditors and company personnel and a selective examination of some of the accounting records.

On the basis of my supplementary audit, nothingsignificant has come to my knowledge which would give rise to any comment upon or supplement to statutory auditors report under section 143(6)(b) of the Act.

For and on the behalf of the Comptroller & Auditor General of India

	(Atul Prakash)
Place: Kolkata	Principal Director of Audit (Mines)
Date: July 26,2023	Kolkata