Rishabh Digha Steel & Allied Products Ltd Auditor Reports

TO THE MEMBERS OF RISHABH DIGHA STEEL AND ALLIED PRODUCTS LIMITED

REPORT TO THE FINANCIAL STATEMENTS

We have audited the accompanying financial statements Rishabh Digha Steel And Allied Products Limited (the Company), which comprise the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss for the year ended, The Cash statement as on March 31, 2024 and a summary of significant accounting policies and other explanatory information.

MANAGEMENTS RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Companys Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance 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, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 internal financial control, 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.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. 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. In making those risk assessments, the auditor considers internal financial control relevant to the

Companys preparation of the financial statements that give true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the

accounting estimates made by Companys Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

OPINION

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 Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2024;

(b) In the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date; and

(c) In the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date

MATERIAL UNCERTAINTY RELATED TO GOING CONCERN

Due to COVID-19, the business operations of the company were totally disrupted and the management could not find the best possible way to retrieve the business operations back on track. The management had then decided to stop the business operations in totality and thus the company had suffered the losses till 31st March, 2024. The company during the year under audit has disposed of their fixed assets comprising of leasehold land, factory building and structures. The total assets of the company are sufficient to meet the liabilities of the company and this will not affect the going concern of the company.

EMPHASIS OF MATTERS

There are no matters to be emphasized as there are no litigations against the company

The impact of COVID-19 has been addressed in the Para : Material Uncertainty Related To Going Concern mentioned above.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

As required by the Companies (Auditors Report) Order, 2020 ("the Order") issued by the Central

Government of India in term of sub section (11) of section 143 of the Act, as the same is applicable we do give in the Annexure A statement on matters specified in Paragraph 3 and 4 of the Order. As required by section 143(3) of the Act, we report that:

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

b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books except for the matters stated in the paragraph below on reporting under Rule 11(g).

c) In our opinion, the company does not have any branch offices during the year under audit and therefore we refrain from giving remarks / qualifications under section 143(3)(c ).

d) The Balance Sheet, the Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account.

e) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

f) In accordance with our examination and assessment, we have not identified any material uncertainties that cast significant doubt on the companys ability to operate as a going concern. g) On the basis of written representations received from the directors as on 31 March, 2024, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2024, from being appointed as a director in terms of Section 164(2) of the Act.

h) The reservation remark with respect to the maintenance of accounts are as stated in paragraph (b) of Report on Other Legal and Regulatory Requirements above on reporting under section 143(3)(b) and paragraph (j)(vi) of Report on Other Legal and Regulatory Requirements below on reporting under Rule 11(g)

i) With respect to the adequacy of internal financial control over the financial reporting of the company and the operating effectiveness of such controls refer to our Separate report in Annexure B.

j) With respect to the other matters included in the Auditors Report in accordance with rule 11 of the Companies (Audit and Auditors) Rule,2014,in our opinion and to our best of our information and according to the explanations given to us :

i. The Company does not have any pending litigation which would impact its financial position.

ii. The Company did not have any long-term contracts including derivatives contracts for which there can be any material foreseeable losses.

iii. The company did not have any pending funds to be transferred to the Investor Education Protection Fund.

iv. The company during the year directly or indirectly has not lended or invested in other persons or entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or provided any guarantee, security or the like on behalf of the Ultimate Beneficiaries from its own funds or from funds received from the Funding Parties as described.

v. The company has not paid or declared any dividend during the year.

vi. Based on our examination, the company has migrated their accounting software during the year and is in the process of establishing necessary controls and documentations regarding audit trail (edit log). Consequently, we are unable to comment on audit trail feature of the said software.

For M/s. Akshay D Shah & Co. LLP

Chartered Accountants

Sd/-

CA Kunal B Lodaya

(Designated Partner)

M.N. 183189

FRN.121865W

UDIN : 24183189BKBIXH6059

Place: Mumbai

Date: 28-05-2024

Annexure A to the Auditors Report

The Annexure referred to in our report to the members of Rishabh Digha Steel & Allied Products Limited for the year Ended on 31st March,2024. We report that:

i) a) (A) The company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets but is in the process of doing the same.

(B) The company does not have any intangible assets and therefore the provision of clause (i)(a)(B) of the Companies (Auditors Report) Order, 2020 is not applicable.

b) The Fixed Assets have been physically verified by the management during the year and no material discrepancies between the books records and the physical fixed assets have been noticed.

c) The Company has satisfactory title to all the assets.

d) The Company has not revalued any of its Plant, Property & Equipment during the year and therefore the provision of clause (i)(d) of the Companies (Auditors Report) Order, 2020 is not applicable

e) The company does not have any proceedings under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

ii) a) The company does not have any business operations during the year and therefore the provisions of clause (ii)(a) of the Companies (Auditors Report) Order 2020 is not applicable.

b) The company has not availed any working capital loan exceeding Rupees Five Crores in aggregate from banks or financial institutions and therefore the provisions of clause (ii)(b) of the Companies (Auditors Report) Order 2020 is not applicable.

iii) The company has not made investments in, 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. Therefore, the provision of clause (iii) (a) to (iii) (f) of the Companies (Auditors Report) Order, 2020 is not applicable.

iv) In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section 185 and I86 of the Companies Act, 2013 in respect of loans, investments, guarantees, and security given.

v) The company has not accepted deposits so 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 and the rules framed there under is not applicable. Therefore, the provision of clause v of the Companies (Auditors Report) Order, 2020 is not applicable

vi) The maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act are not applicable. Therefore, the provision of clause vi of the Companies (Auditors Report) Order, 2020 is not applicable.

vii) a) According to the information and explanation given to us, company is generally regular in depositing undisputed statutory dues including provident fund, employees state insurance, income-tax, GST and any other statutory dues with the appropriate authorities.

b) According to the information and explanation given to us there are no dues of income tax or sales tax or service tax or duty of customs or GST or duty of excise or value added tax or cess which have not been deposited on account of any dispute. viii) The company did not have any income tax assessments under the Income Tax Act, 1961 during the year and also the company does not have any undisclosed or unrecorded transactions of previous years and therefore the provision of clause (viii) of the Companies (Auditors Report) Order, 2020 is not applicable

ix) According to the information and explanation given to us, company has availed a Bank Overdraft Facility of Rs. 413.20 lacs from the Bank of Baroda against the Fixed Deposits amounting to Rs. 459.11 lacs so made in the same bank and has not defaulted in repayment of dues including interest. Therefore, the provision of clause (ix) (a) to (ix) (f) of the Companies (Auditors Report) Order, 2020 is not applicable

x) (a) In our opinion and according to the information and explanations to us, the company has not raised money by way of initial public offer or further public offer (including debt instruments). Therefore, the provision of clause (x)(a) of the Companies (Auditors Report) Order, 2020 is not applicable.

(b) In our opinion and according to the information and explanations to us, the company has not made any preferential allotment or private placement of shares or convertible debentures during the year. Therefore, the provision of clause (x)(b) of the Companies (Auditors Report) Order, 2020 is not applicable

xi) (a) According to the information and explanation given to us no fraud by the company and on the company by its officers has been noticed or reported during the year. Therefore, the provision of clause (xi)(a) of the Companies (Auditors Report) Order, 2020 is not applicable.

(b) The company has not reported any frauds during the year and therefore the auditors are not required to submit any reports in Form ADT-4. Therefore, the provision of clause (xi)(b) of the Companies (Auditors Report) Order, 2020 is not applicable.

(d) The company has not received any whistle blower complaints during the year and therefore, the provision of clause (xi)(c) of the Companies (Auditors Report) Order, 2020 is not applicable.

xii) In our opinion, the Company is not Nidhi Company. Therefore, the provision of clause (xii) of the Companies (Auditors Report) Order, 2020 is not applicable.

xiii) All transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards. Related Party transaction are as per Note No. 21 forming part of the financial statements.

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.

(b) The company has appointed internal auditor as mentioned under the section 138 of the Companies Act, 2013 and we have considered the internal audit reports of the company issued till date, for the period under audit.

xv) In our opinion and according to the information and explanations to us the company has not entered into any non-cash transactions with directors or persons connected with him. Therefore, the provisions of clause xv the Companies (Auditors Report) Order, 2020 is not applicable.

xvi) The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and therefore, the provisions of clause xvi of paragraph 3 of the Order are not applicable to the Company. xvii) The company has incurred a cash profit of Rs. 14,68,13,676/- during the FY 2023-24 as compared to the cash loss of 25,88,457.93/- during the FY 2022-23.

xviii) There are no resignations of statutory auditors during the year and therefore the provisions of clause (xviii) of the Companies (Auditors Report) Order, 2020 is not applicable.

xix) The company even after incurring cash losses during the year is in a good position to pay off its liabilities if any that may arise during the period of one year from the balance sheet date and also no material uncertainty exists as on the balance sheet date.

xx) The Corporate Social Responsibility provisions as defined under the Companies Act, 2013 are not applicable to the company and hence the provisions of clause (xx) of the Companies (Auditors Report) Order, 2020 is not applicable.

xxi) The company is not required to prepared the consolidated financial statements with its group companies and therefore the provisions of clause (xxi) of the Companies (Auditors Report) Order, 2020 is not applicable

For M/s. Akshay D Shah & Co.LLP

Chartered Accountants

Sd/-

CA Kunal Lodaya

Designated Partner

Membership No.:183189

UDIN: 24183189BKBIXH6059

Place: Mumbai

Date: 28-05-2024

"Annexure B" to the Independent Auditors Report of even date on the Financial Statements of

Rishabh Digha Steel And Allied Products Limited

Report on the Internal Financial Controls under clause (i) of sub-section 3 of section 143 of the

Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of Rishabh Digha Steel And Allied Products Limited as of March 31, 2024 in Conjunction with our audit of the standalone financial statements of the company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls. The internal control over financial reporting criteria established by the company considering the essential component of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on

Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the

Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the companies Act 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and both, issued by the Institute of Chartered Accountants of India. Those standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risk 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 system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purpose in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance

Page 54 of 72 with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting effectively as at March 31, 2024 based on 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 Reporting issued by the Institute of Chartered Accountants of India.

For M/s. Akshay D Shah & Co. LLP

Chartered Accountants

Sd/-

CA Kunal B Lodaya

(Designated Partner)

M.N. 183189

FRN.121865W

UDIN: 24183189BKBIXH6059

Place: Mumbai

Date: 28-05-2024

ACCOUNTING FOR THE YEAR ENDED 31ST MARCH 2024

SIGNIFICANT ACCOUNTING POLICIES

1) Basis of Preparation of Financial Statements

The financial statements are prepared in accordance with Indian Accounting Standard ( Ind AS) notified under the Companies( Indian Accounting Standards) Rules 2015 and as prescribed under section 133 of the Companies Act ,2013. The Accounting policies are consistent form one period to another. The Company has followed The Income Computation and Disclosure Standard as notified by the Central Board of Direct Taxes.

2) Use of Estimates

The preparation of financial statements requires estimates and assumptions to be made that affect the reported amount of assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the actual results and estimates are recognized in the period in which the results are known/ materialized.

3) Fixed Assets a.) Tangible Fixed Assets:

Fixed Assets are stated at cost net of recoverable taxes and includes amounts added on revaluation, less accumulated depreciation and impairment loss, if any. All costs, including financing costs till commencement of commercial production, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the fixed assets are capitalized.

b.) Intangible Assets:

Intangible Assets are stated at cost of acquisition net of recoverable taxes less accumulated amortization / depletion. All costs, including financing costs till commencement of commercial production, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the intangible assets are capitalized.

4) Depreciation

Depreciation on fixed assets is provided to the extent of depreciable amount on Straight Line method (SLM) at the rates and in the manner prescribed in Schedule II to the Companies Act, 2013. The useful life has been reworked so as to arrive at the revised rates of depreciation for due compliance of the new provisions of depreciation.

In respect to assets sold / discarded / scrapped during the year depreciation is calculated on a pro rata basis considering the number of days for which the Fixed Assets is used during the current financial year. Thereafter the sales proceeds is reduced from the cost of the assets to determine the gain or loss on a particular fixed asset.

Depreciation on idle assets is charged until the assets are fully depreciated or the assets are classified as Non-Current Assets Held for Sale.

5. Non-Current Assets held for sale and discontinued operations.

The assets are classified as held for sale or discontinued operations only when the management intends to sell it in a distant future. For the sale to be highly probable i. The appropriate level of management must be committed to a plan to sell the assets, to locate the buyer and the said plan must have been initiated. ii. The assets must be actively marketed for sale at a price that is reasonable in relation to its current fair value. iii. The sale should be expected to qualify for recognition as a completed sale within one year from the date of classification.

6. Investments

Investments are valued and presented as per Ind AS 109 read with Ind AS 113. The profit or loss determined as per Ind AS has been considered as Other Comprehensive Income and has been reflected in the Profit and Loss account and the same have been also reflected in the Balance Sheet by creating a reserve in Other Equity.

7. Revenue Recognition

Revenue is recognized only when it can be reliably measured and it is reasonable to expect ultimate collection and the same is in accordance with the Income Computation and Disclosure Standards (ICDS IV) and Ind AS 115 as below.

Disclosure Requirements	Remarks
In a transaction involving sales of goods, total	NA.
amount not recognized as revenue during
previous year due to lack of reasonably certainty
of its ultimate collection along with nature of
uncertainty.
The amount of revenue from service	NIL
transactions recognized as revenue during the
previous year.
The method used to determine stage of	Not applicable-Company recognizes revenue
completion of service transaction in progress.	from service contracts with duration of less than
	90 days when the rendering of services under
	than contract is completed.
For service transaction in progress at the end of	Not Applicable.
the previous year. a) Amount of cost incurred
and recognized profit less recognized losses up
to end of the previous year. b) Amount of
advances received.3) Amount of retentions

8. Borrowing Costs

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other borrowing costs are charged to Profit and Loss account.

9. Provision for Current and Deferred Tax

Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income-tax Act, 1961. Deferred tax resulting from "timing difference" between taxable and accounting income is accounted for using the tax rates and laws that are enacted or substantively enacted as on the balance sheet date. Deferred tax asset is recognized and carried forward only to the extent that there is a virtual certainty that the asset will be realized in future.

10. Provisions, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes. Contingent Assets are neither recognized nor disclosed in the financial statements. The above disclosures if any are made in accordance with Income Computation and Disclosure Standards and Ind AS.

11. Event Occurring after the date of Balance Sheet

There is no important events occurred after the date of the balance sheet which has a material effect on the profitability or the position of the company. The said impact on inventories, valuation of financial instruments, recognition of revenue, provision, contingent liabilities & Assets, going concern assessment, borrowing cost, Provision of taxes, lease accounting have been duly assessed and wherever required has been disclosed appropriately.

12. Going Concern

The financial statement has been prepared assuming that the concern will continue as going concern.

13. Earnings Per Share.

Earnings per share is calculated on distributable profits to equity shareholders after providing for the preference share dividend and any other any item of income or expense which is otherwise required to be recognized in profit or loss in accordance with Indian Accounting Standards is debited or credited to securities premium account/other reserves, if any. This is in accordance with the Ind AS 33.

14. Preliminary Expenses & Pre-operative expenses.

Preliminary expenses are capitalized and is written off over a period of 5 years from the date company commences its business activities as per section 35D of the Income Tax Act 1961. Other expenses which are not termed as preliminary expenses are capitalized to the relevant fixed assets as this are the expenses which are incurred to bring the assets in operating conditions.

15. Employee Benefits

The statutory obligations of the company such as EPF, Gratuity, ESIC have been duly recognized on accrual basis and has been charged to Profit & Loss Account.

16. General a) In the opinion of the Board of Directors, the value on realization of current Assets, Loans and Advances and Receivables if realized in the ordinary course of business, shall not be less than the amount at which they are stated in the Balance Sheet and Receivables and Loans and Advances including Capital Advances are considered goods and recoverable on an ongoing basis.

b) The balances of Sundry Creditors, Deposits Given, Loans and Advances and Receivables are subject to confirmation.

c) Figures have been regrouped and rearranged wherever found necessary.

For Rishabh Digha Steel & Allied Products Limited

Sd/-

Mr. Ashok Mehta

Director

DIN: 00163206

Date: 28-05-2024

Place: Mumbai