We have audited the accompanying standalone IND AS financial statements of S.A.L. STEEL LIMITED (the "Company"), which comprisethe Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement ofChanges in Equity and the Statement of Cash Flows for the year ended on that date and a summary of material accounting policies andother 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, except for the effect of the matterdescribed in the Basis for Qualified Opinion section of our report, the aforesaid standalone financial statements give the informationrequired by the Companies Act, 2013 (the "Act") in the manner so required and give a true and fair view in conformity with the IndianAccounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, asamended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2025 and its losses, total comprehensive income, changes in equity and its cash flows for the year ended on that date.
1. For the Year ended on 31st March, 2025, the company has not made provision for Electricity Duty in the books of accountshad the company made the provision for Electricity Duty for the year ended on 31st March, 2025, the Loss for the yearwould have been higher by Rs 314.28 lakhs and current liabilities would have been higher to that extent. (Refer to Noteno. 41 of Standalone IND AS Financial Statements).
2. For the year ended on 31st March, 2025, the company has not made Impairment of entire Capital Work in Progress. Hadthe Company made Impairment of entire Capital Work in Progress for the year ended on 31st March, 2025, the Loss forthe year would have been higher by Rs 100.94 lakhs and Capital Work in Progress would have been lower to that extent.(Refer to Note No. 39 of Standalone IND AS Financial Statements).
We conducted our audit in accordance with the Standards on Auditing ("SA" s) specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute ofChartered Accountants of India ("ICAI") together with the ethical requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient andappropriate to provide a basis for our qualified opinion on the standalone IND AS financial statements.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone IND ASfinancial statements of the current period. These matters were addressed in the context of our audit of the standalone IND AS financialstatements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Description of Key audit Matter
Our response and results
REVENUE (Refer note 23) to the standalone Ind ASfinancial statements)
Revenue of the company comprises of sale of Sponge Iron,Ferro alloys as well as sale of power. The company sells itsproducts directly to the end use customers.
Revenue recognition is a significant audit risk acrossthe company. Specifically there is a risk that revenue isrecognized on sale of goods before the control in the goodsis transferred.
Our key audit procedures to assess the recognition of revenue on saleof goods included the following:
• We assessed the appropriateness of the Company's revenuerecognition policies, including those related to discountsand incentives;
• We obtained an understanding of process and assessed the design,implementation and operating effectiveness of management'skey internal controls in relation to revenue recognition from saleof goods. We also tested the Company's controls over timing ofrevenue recognition;
• We also tested, on a sample basis, whether specific revenuetransactions around the year end had been recognized in theappropriate period on the basis of the terms of sale of the contract,particularly with reference to the transfer of control in the goodsin question with regard to the year end transactions.
We inspected key customer contracts/ purchase orders to identifyterms and conditions related to acceptance of goods and the right toreturn and assessing the Company's revenue recognition policies withreference to the requirements of the prevailing accounting standards;
Litigations and claims
(Refer note 31A) to the standalone Ind AS financial statements)The cases are pending with multiple tax authorities likeService tax, VAT, Income Tax, Excise. & customs and thereare claims against the company which have not beenacknowledged as debt by the company.
In normal course of business, financial exposures may arisefrom pending proceedings and from claims of the customersnot acknowledged as debt by the company. Whether a claimneeds to be recognized as liability or disclosed as contingentliability in the standalone Ind AS financial statements isdependent on a number of significant assumptions andjudgments. The amounts involved are potentially significantand determining the amount, if any, to be recognized ordisclosed in the standalone Ind AS financial statements, isinherently subjective.
We have considered Litigations and claims; a Key AuditMatter as it requires significant management judgement,including accounting estimates that involves highestimation uncertainty.
Our audit procedures, inter alia, included following:
- Discussed disputed litigation matters with the company'smanagement.
- Evaluated the management's judgment of tax risks, estimatesof tax exposures, other claims and contingencies. Past andcurrent experience with the tax authorities and management'scorrespondence/response including on the claims lodgedby customers were used to assess the appropriateness ofmanagement's best estimate of the most likely outcome of eachuncertain contingent liability.
- Critically assessed the entity's assumptions and estimates inrespect of claims, included in the contingent liabilities disclosedin the standalone Ind AS financial statements. Also, assessed theprobability of negative result of litigation and the reliability ofestimates of related obligations.
Conclusion:
Based on the procedures described above, we did not find anymaterial exceptions to the management's assertions and treatment,presentation & disclosure of the subject matter in the standalone IndAS financial statements.
1. The Company has not complied with the disclosure requirements of segment reporting as per Indian AccountingStandard - 108 'Operating Segments'. However, there is no impact on the financial results due to the said non-disclosure.(Refer Note No.32 of notes forming part of Standalone Ind AS financial statement)
2. During the Year under review, the company has written back creditors amounting to Rs 44.71 lakhs, in view of themanagement the same is not payable, accordingly they have been written back and credited to statement of Profitand loss account as Other Income for the year ended on 31st March, 2025. (Refer to Note No.42 of Standalone IND ASFinancial Statements).
3. We draw attention to the matter that company has not provided details w.r.t MSME Vendors as prescribed under MSMEAct, 2006 which states as specified Companies( Furnishing of information about payment to micro and small enterprisesuppliers) Order 2019.However, in the absence of the above mentioned details we are unable to comment on the non¬recognition of any provisioning to be made on account of interest on balance outstanding to MSME vendors if any,required at the balance sheet date 31.03.2025. (Refer to Note No. 40 of Standalone IND AS Financial Statements).
4. The balance confirmation from the suppliers, and customers have been called for, but the same are awaited till the dateof audit. Thus, the balances of receivables, advance from customers and trade payables have been taken as per the booksof accounts submitted by the company and are subject to confirmation from the respective parties. (Refer to Note No. 37of Standalone IND AS Financial Statements).
5. In order to buy peace of mind and to put an end to the litigation, the Company has entered into a Settlement Agreementwith Shreenidhi Trading Company a creditor who had initiated legal proceedings against the Company. The Company hasagreed to pay a settlement amount of Rs 510.00 Lakhs, to the said alleged creditor against the principal outstanding of Rs94.41 Lakhs. Thus, the balance amount of Rs. 415.59 Lakhs is shown as "Exceptional Item" in the statement of profit andloss for the year ended on 31st March 2025. (Refer Note No 46 of notes forming part of Standalone Financial Statements)
Our opinion is not modified on the above matter.
The Company's Board of Directors is responsible for the other information. The other information comprises the information includedin the Annual Report, but does not include the standalone IND AS financial statements and our auditor's report thereon.
Our opinion on the standalone IND AS financial statements does not cover the other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the standalone IND AS financial statements, our responsibility is to read the other information and, indoing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledgeobtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, weconclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to reportin this regard.
The statement has been prepared on the basis of Standalone Ind AS annual financial statement.
The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true andfair view of the net profit and other comprehensive income of the Company and other financial information in accordance withthe applicable accounting standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and otheraccounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequateinternal 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 Ind AS financial statements that give a true and fair view and are freefrom material misstatement, whether due. to fraud or error.
In preparing the standalone Ind AS financial statements, Board of Directors is responsible for assessing the Company's ability to continueas a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unlessBoard of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the standalone IND AS financial statements as a whole are freefrom material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect amaterial misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone INDAS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout theaudit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, designand perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting fromerror, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriatein the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosuresmade by the management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidenceobtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in ourauditor's report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modifyour opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, futureevents or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone IND AS financial statements, including the disclosures,and whether the standalone IND AS financial statements represent the underlying transactions and events in a manner thatachieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit andsignificant 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 regardingindependence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significancein the audit of the standalone Ind AS financial statements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rarecircumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing sowould reasonably be expected to outweigh the public interest benefits of such communication.
1. As required by section 197(16) of the Act as amended, in our Opinion and to the best our information and according to theexplanations given to us, the remuneration paid by the company to its directors during the year is in accordance with the provisionsof section 197 of the Act read with Schedule V of the Act.
2. As required by the Companies (Auditor's Report) Order, 2020 (the "Order") issued by the Central Government in terms of Section143(11) of the Act, we give in "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
3. As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and except for the matters described in the Basis for Qualified Opinion, obtained all the information andexplanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) Except for the possible effects of the matters described in the Basis for Qualified opinion paragraph above and for thematter stated in paragraph 3(i)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014,in our opinion, proper books of account as required by law have been kept by the Company so far as it appears from ourexamination of those books.
c) The standalone Balance Sheet, the standalone Statement of Profit and Loss including Other Comprehensive Income,standalone Statement of Changes in Equity and the standalone Statement of Cash Flows dealt with by this Report are inagreement with the books of account.
d) Except for the possible effects of the matter described in Basis of Qualified opinion paragraph, in our opinion, the aforesaidstandalone IND AS Financial statements comply with the Indian Accounting Standards specified under section 133 of the Act.
e) The matters described in the paragraphs on Basis for Qualified Opinion and Emphasis of Matters, in our opinion it may havean adverse effect on the functioning of the company.
f) On the basis of the written representations received from the directors as on March 31,2025 taken on record by the Board ofDirectors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section164(2) of the Act.
g) With respect to the adequacy of the internal financial controls with reference to standalone IND AS Financial Statements ofthe Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B". Our reportexpresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controlswith reference to standalone Financial Statements.
h) The Modification relating to the maintenance of accounts & other matters connected therewith, are stated in Basis ofQualified Opinion paragraph and also stated in paragraph 3(b) above on reporting under section 143(3)(6) of the act, andalso stated at paragraph 3(i)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.
i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies(Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to theexplanations given to us
(i) The Company has disclosed the impact of pending litigations on its financial position in the standalone Ind AS FinancialStatements (Refer Note No. 31-A to the Standalone Ind AS Financial Statements.)
(ii) The Company did not have any long-term contracts including derivative contracts for which there were any materialforeseeable losses.
(iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fundby the Company.
(iv) (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material
either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed fundsor share premium or any other sources or kind of funds) by the Company to or in any other person or entity,including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identifiedin 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 (which are materialeither individually or in the aggregate) have been received by the Company from any person or entity, includingforeign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that theCompany shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security orthe like on behalf of the Ultimate Beneficiaries;
c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances,nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii)of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
(v) The company has not declared and paid any Interim divided nor has proposed any final dividend during the previousyear, and hence the question of Compliance and applicability of Section 123 of the Companies Act does not arise.
(vi) The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1 April 2023
Based on our examination, which included test checks, the Company has used accounting software for maintaining itsbooks of account for the financial year ended March 31,2025 which has a feature of recording audit trail (edit log) facilityand the same operated throughout the year for all relevant transaction recorded in the software. Further, during the
course of our audit, we did not come across any instances of audit trail feature being tampered. The audit trail has beenpreserved by the Company as per the statutory requirements for record retention.
However, in respect of Books of Accounts maintained at factory, the accounting software does not have the feature ofedit log under the year under review and the same was not operated throughout the year for all relevant transactionsrecorded in the software, hence question of preservation of back up of audit trail does not arise.
For, Parikh & Majmudar
Chartered AccountantsFRN - 107525W
[CA SATWIK DURKAL]
PARTNER
Place : Ahmedabad Membership No. 107628
Date : 30-05-2025 UDIN: 25107628BMHGBN3520