We have audited the accompanying Standalone financialstatements of Hariom Pipe Industries Limited (the "Company"),which comprise the Balance Sheet as at March 31, 2025, theStatement of Profit and Loss (including Other ComprehensiveIncome), the Statement of Changes in Equity and the Statement ofCash Flows for the year then ended, and notes to the standalonefinancials statement, including a summary of material accountingpolicies and other explanatory information (hereinafter referred toas the "Standalone financial statements").
In our opinion and to the best of our information and according tothe explanations given to us, the aforesaid standalone financialstatements give the information required by the Companies Act,2013 (the "Act") in the manner so required and give a true and fairview in conformity with the Indian Accounting Standards prescribedunder section 133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015, as amended, ("Ind AS") andother accounting principles generally accepted in India, of thestate of affairs of the Company as at March 31, 2025 and its profitincluding total comprehensive income, its cash flows and changesin equity for the year ended on that date.
We conducted our audit of the standalone financial statementsin accordance with the Standards on Auditing ("SA" s) specifiedunder section 143(10) of the Act. Our responsibilities under thoseStandards are further described in the "Auditor's Responsibilitiesfor the Audit of the Standalone Financial Statements" section ofour report.
We are independent of the Company in accordance with the Codeof Ethics issued by the Institute of Chartered Accountants of India("ICAI") together with the ethical requirements that are relevantto our audit of the standalone financial statements under theprovisions of the Act and the Rules made thereunder, and we havefulfilled our other ethical responsibilities in accordance with theserequirements and the ICAI's Code of Ethics. We believe that the auditevidence obtained by us is sufficient and appropriate to provide abasis for our audit opinion on the standalone financial statements.
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of the standalonefinancial statements for the year ended March 31, 2025. Thesematters were addressed in the context of our audit of the standalonefinancial statements as a whole, in forming our opinion thereon, andwe 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.
Sr. No. Key Audit Matter
How our audit addressed the key audit matter
1 Property, Plant and Equipments (PPE)/ Capital Work inProgress (CWIP) -
A. PPE Rs.42271.91 lakhs as at March 31, 2025(Refer note -2(a)):
During the year, there has been substantial additions inthe PPE. In view of the same, this was considered as a keyaudit matter so as to confirm the proper accounting of PPE,compliance with the INDAS 16, controls and monitoringprocedure for capitalization of PPE and utilization of thefunds raised for this purpose.
Our Audit procedures included the following:
i. For Addition to the PPE, we verified the Definitive Agreement with themajor vendors and respective purchase orders.
ii. We selected the sample of vouchers for additions to the PPE duringthe year and verified the same.
iii. We verified correctness of the depreciation.
iv. We verified correctness of accounting and disclosure as per Ind ASread with schedule III of the Act.
B.
CWIP- Rs.1164.6 lakhs as at March 31, 2025(Refer note 2(b))
The CWIP balance majorly includes the following projectsundertaken by the Company:
a) The Company is developing a Sponge iron unit atAnantapur, Andra Pradesh which will increase theproduction of sponge iron.
b) The Company is expanding its capacity of existing36,000 Metric Ton per annum (MTPA) to 72,000 (MTPA).
Since the amounts involved in the development of the aboveproject was significant and material, the audit of the abovearea was considered to be a key audit matter for reportingpurpose.
i. We understood from the management details of the projects inprocess.
ii. reviewed the project report issued by the professional appointed bybankers, to understand the progress of the project and observations.
iii. reviewed the management’s procedure to review the periodicprogress of the projects based on certification by the projectmanagement consultants and correspondent running bills submittedby the contractors.
iv. Verification of invoices of the CWIP on sample basis as per applicableterms and conditions.
v. Verification of payments made by the accounts, based on theapproval by the proper authorities and other terms and conditions.
vi. Discussion of audit observations with the management/accounts andfinance team for clarification as and when required
2 Share Capital:
i) Conversion of Share Warrants:
The Board of Directors had allotted of 33,48,125 and 7,500
i.
review of the minute books of
(i.e., total 33,55,625) Convertible Warrants (hereinafter
•
the board of directors and
"Warrants”) on March 31, 2023 and April 6, 2023,respectively at an issue price of Rs. 345/- per Warrant
shareholders;
to be converted into equity share of Rs. 10/- each with apremium of Rs. 335/- per equity share. Upon receipt of thefull and final payment of share warrant as per the terms and
ii.
referred the relevant provisions of the Companies Act 2013 readwith the Companies (Share Capital and Debenture Rules) 2014, asapplicable to ascertain whether the same have been complied with;
conditions of allotment.
iii.
reviewed compliance to applicable guidelines of SEBI regulations
12,46,747 share warrants amounting to Rs. 3,225.96 Lakhswere received by the Company on the exercise of the optionby the Warrant holders on January 3, 2024. Accordingly,
iv.
review of various e-forms submitted to the Ministry of CorporateAffairs (MCA) in compliance with the provisions of the Companies Act2013 and the relevant rules;
12,46,747 equity shares were allotted to those Warrantholders on January 3, 2024.
In the financial year ended March 31, 2025, a further21,02,163 equity shares were allotted upon conversion ofwarrants, for which the Company received the remainingconsideration of Rs. 5,439.35 Lakhs.
Since the amount involved is material and significant, audit ofabove area was considered to be key audit matter for reportingpurpose.
v.
appropriate disclosure in the financial statements in accordance withthe IND AS, and the requirements of schedule III
We have fulfilled the responsibilities described in the Auditors'responsibilities for the audit of the Standalone Financial Statementssection of our report, including in relation to these matters.Accordingly, our audit included the performance of proceduresdesigned to respond to our assessment of the risks of materialmisstatement of the Standalone Financial Statements. The resultsof our audit procedures.
The Company's Management and Board of Directors are responsiblefor the other information. The other information comprises theinformation included in the Management Discussion and Analysis,Board's Report including annexures to Board's Report, BusinessResponsibility and Sustainability Report, Corporate GovernanceReport and Shareholder's Information, but does not include thestandalone financial statements, and our auditor's report thereon.
Our opinion on the standalone financial statements does not coverthe other information and we do not express any form of assuranceconclusion thereon.
In connection with our audit of the standalone financial statements,our responsibility is to read the other information and, in doing so,consider whether the other information is materially inconsistentwith the standalone financial statements or our knowledge obtainedduring the course of our audit or otherwise appears to be materiallymisstated. If, based on the work we have performed, we concludethat there is a material misstatement of this other information;we are required to report that fact. We have nothing to report inthis regard.
The Company's Management and Board of Directors are responsiblefor the matters stated in section 134(5) of the Act with respect tothe preparation of these standalone financial statements that givea true and fair view of the financial position, financial performance,including other comprehensive income, cash flow and change in
equity of the Company in accordance with the Ind AS, specifiedunder Section 133 of the Act and other accounting principlesgenerally accepted in India. This responsibility also includesmaintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Companyand for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies;making judgments and estimates that are reasonable and prudent;and design, implementation and maintenance of adequate internalfinancial controls, that were operating effectively for ensuring theaccuracy and completeness of the accounting records, relevantto the preparation and presentation of the standalone financialstatements that give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the standalone financial statements, Management andBoard of Directors are responsible for assessing the Company'sability to continue as a going concern, disclosing, as applicable,matters related to going concern and using the going concernbasis of accounting unless Board of Directors either intends toliquidate the Company or to cease operations, or has no realisticalternative but to do so. The Management and Board of Directorsare also responsible for overseeing the Company's financialreporting process.
Our objectives are to obtain reasonable assurance about whetherthe standalone financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and toissue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance, but is not a guarantee thatan audit conducted in accordance with SAs will always detect amaterial misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if, individually or inthe aggregate, they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalonefinancial statements.
As part of an audit in accordance with SAs, we exercise professionaljudgment and maintain professional skepticism throughout theaudit. We also:
• Identify and assess the risks of material misstatement of thestandalone 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 appropriateto provide a basis for our opinion. The risk of not detecting amaterial misstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion, forgery,intentional omissions, misrepresentations, or the override ofinternal control.
• Obtain an understanding of internal financial control relevantto the audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) ofthe Act, we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controlswith reference to standalone financials statement in place andthe operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates and relateddisclosures made by the management.
• Conclude on the appropriateness of management's use of thegoing concern basis of accounting and, based on the auditevidence obtained, whether a material uncertainty existsrelated to events or conditions that may cast significant doubton the Company's ability to continue as a going concern. If weconclude, that a material uncertainty exists, we are required todraw attention in our auditor's report to the related disclosuresin the standalone financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are basedon the audit evidence obtained up to the date of our auditor'sreport. However, future events or conditions may cause theCompany to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of thestandalone financial statements, including the disclosures,and whether the standalone financial statements represent theunderlying transactions and events in a manner that achievesfair presentation.
Materiality is the magnitude of misstatements in the standalonefinancial statements that, individually or in aggregate, makesit probable that the economic decisions of a reasonablyknowledgeable user of the standalone financial statements maybe influenced. We consider quantitative materiality and qualitativefactors in
(i) planning the scope of our audit work and in evaluating theresults of our work; and
(ii) to evaluate the effect of any identified misstatements in thefinancial statements.
We communicate with those charged with governance regarding,among other matters, the planned scope and timing of the auditand significant audit findings, including any significant deficienciesin internal control that we identify during our audit.
We also provide those charged with governance with a statementthat 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 withgovernance, we determine those matters that were of mostsignificance in the audit of the financial statements of the yearended March 31,2025 and are therefore the key audit matters.We describe these matters in our auditor's report unless law orregulation precludes public disclosure about the matter or when,in extremely rare circumstances, we determine that a mattershould not be communicated in our report because the adverseconsequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
We did not audit the financial information of the liaison office of theCompany, situated at Bangkok, Thailand, operating there sinceApril 9, 2024 considered in these standalone financial statementswhich reflect total assets of Rs. 3.85 lakhs as at March 31, 2025,total revenue of Rs. Nil for the financial year ended on that date inrespect of the liaison office. The financial information of the saidliaison office in Thailand has been prepared by the managementand incorporated in these standalone financial statements.
Our opinion on the Statement in respect of above matter isnot modified.
1. As required by the Companies (Auditors' Report) Order,2020 ("the Order") issued by the Central Government interms of Section 143(11) of the Act, we give in "Annexure A"a statement on the matters specified in paragraphs 3 and 4 ofthe Order, to the extent applicable.
2. As required by Section 143(3) of the Act, and based on ouraudit, we report that:
a) We have sought and obtained all the information andexplanations which to the best of our knowledge andbelief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required bylaw have been kept by the Company so far as it appearsfrom our examination of those books.
c) The Balance Sheet, the Statement of Profit and Lossincluding Other Comprehensive Income, the Statementof Changes in Equity and the Statement of Cash Flowsdealt with by this Report are in agreement with the booksof account.
d) I n our opinion, the aforesaid standalone financialstatements comply with the Ind AS specified underSection 133 of the Act, as applicable.
e) On the basis of the written representations receivedfrom the directors as at March 31, 2025 taken onrecord by the Board of Directors, none of the directors isdisqualified as at March 31, 2025 from being appointedas a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financialcontrols over financial reporting of the Company andthe operating effectiveness of such controls, refer to ourseparate Report in "Annexure B". Our report expresses
an unmodified opinion on the adequacy and operatingeffectiveness of the Company's internal financialcontrols over financial reporting.
g) With respect to the other matters to be included in theAuditors' Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, in ouropinion and to the best of our information and accordingto the explanations given to us:
(i) The Company has disclosed the impact of pendinglitigations as on March 31, 2025 on its financialposition in its financial statements. (Refer noteno. 33)
(ii) The Company does not have any long-termcontracts including derivatives contracts for whichthere were any material foreseeable losses.
(iii) There were no amounts which were requiredto be transferred to the Investor Education andProtection Fund by the Company.
h) (a) The Management has represented that, to
the best of its knowledge and belief, no funds(which are material either individually or in theaggregate),other than disclosed in notes to thestandalone financial statements, have beenadvanced or loaned or invested (either fromborrowed funds or share premium or any othersources or kind of funds) by the Company to or inany other person or entity, including foreign entities("Intermediaries"), with the understanding,whether recorded in writing or otherwise, that theIntermediary shall, whether, directly or indirectlylend or invest in other persons or entities identifiedin any manner whatsoever by or on behalf of theCompany ("Ultimate Beneficiaries") or provideany guarantee, security or the like on behalf of theUltimate Beneficiaries;
(b) The Management has represented, that, to thebest of its knowledge and belief, no funds (whichare material either individually or in the aggregate)have been received by the Company from anyperson or entity, including foreign entity ("FundingParties"), with the understanding, whetherrecorded in writing or otherwise, that the Companyshall, whether, directly or indirectly, lend or investin other persons or entities identified in any
manner whatsoever by or on behalf of the FundingParty ("Ultimate Beneficiaries") or provide anyguarantee, security or the like on behalf of theUltimate Beneficiaries;
(c) Based on the audit procedures that have beenconsidered reasonable and appropriate inthe circumstances, nothing has come to ournotice that has caused us to believe that therepresentations under sub-clause (i) and (ii) ofRule 11(e), as provided under (a) and (b) above,contain any material misstatement.
i) The Dividend paid by the Company duringthe year is in compliances with the provisionsof Section 123 of the Act, as applicable.
j) With respect to the other matters to be included in theAuditor's Report in accordance with the requirements ofsection 197(16) of the Act, as amended:
I n our opinion and to the best of our informationand according to the explanations given to us, theremuneration paid by the Company to its directorsduring the year is in accordance with the provisions ofsection 197 of the Act.
k) Based on our examination which included test checks,the company has used an accounting software (BizsolERP) for maintaining its books of account which has afeature of recording audit trail (edit log) facility and thesame has operated throughout the year for all relevanttransactions recorded in the said software. Further,during the course of our audit, we did not come acrossany instance of audit trail feature being tampered withand the audit trail has been preserved by the companyas per the statutory requirements for record retention.
For R Kabra & Co LLP
Chartered Accountants
(Firm Registration No. 104502W/W100721)
Sd/-
Deepa Rathi
(Partner)
Membership No.: 104808UDIN: 25104808BMJHCA9890Place: MumbaiDate: May 09, 2025