We have audited the Standalone Financial Statements of IFGL Refractories Limited ("the Company"), which comprise the Balance Sheet asat March 31,2025, the Statement of Profit and Loss, including the Statement of Other Comprehensive Income, the Cash Flow Statementand the Statement of Changes in Equity for the year then ended, and Notes to the Standalone Financial Statements, including a summaryof Material 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 FinancialStatements give the information required by the Companies Act, 2013, as amended ("the Act") in the manner so required and give a trueand fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March31,2025, its Profit including Other Comprehensive Loss, its Cash Flows and the Changes In Equity for the year ended on that date.
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs), as specified underSection 143(10) of the Act. Our responsibilities under those Standards are further described in the 'Auditor's Responsibilities for the Auditof the Standalone Financial Statements' Section of our Report. We are independent of the Company in accordance with the 'Code ofEthics' issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit ofthe Financial Statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Standalone Financial Statements.
We draw attention to :
(a) Note 38 to the Standalone Financial Statements, relating to Amalgamation of the erstwhile IFGL Refractories Limited with theCompany (the amalgamated entity was thereafter renamed as IFGL Refractories Limited) with effect from April 01,2016. Pursuant tothe same, the aforesaid Business Combination was recognized under the 'Purchase Method' as defined under Accounting Standard(AS) 14, Accounting for Amalgamations and Goodwill arising on such amalgamation aggregating ' 26,699.46 lakhs had beenrecognized which is being amortized over a period of ten years with a charge of ' 2,669.95 lakhs per year. However, as per IndianAccounting Standard (Ind AS) 103, Business Combinations, the aforesaid amalgamation had to be recognized under 'Pooling ofInterest Method' since these were entities under common control.
(b) Note 33(b) to the Standalone Financial Statements regarding uncertainty related to outcome of an appeal by Company in relationto determination of income tax obligations based on provisions of the Income Tax Act, 1961 that were applicable prior to theintroduction of the 'Explanation' to Section 10AA(1) of the Income Tax Act, 1961 with effect from assessment years beginningApril 01,2018. Pending decision by Division Bench of Hon'ble High Court at Calcutta, no adjustments have been considered in theFinancial Statements.
Our opinion is not modified in respect of above matters.
Key Audit Matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone FinancialStatements for the Financial Year ended March 31, 2025. These matters were addressed in the context of our audit of the StandaloneFinancial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Foreach matter below, our description of how our audit addressed the matter is provided in that context.
We have determined the matters described below to be the key audit matters to be communicated in our Report. We have fulfilled theresponsibilities described in the Auditor's responsibilities for the audit of the Standalone Financial Statements Section of our Report,including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our
assessment of the risks of material misstatement of the Standalone Financial Statements. The results of our audit procedures, includingthe procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying StandaloneFinancial Statements.
Key Audit Matters
How our Audit addressed the Key Audit Matter
Revenue Recognition (as described in Note 2.12 and 24 of the Standalone Financial Statements)
Revenue is recognized when the Company satisfiesperformance obligation by transferring promised goodsand services to the customer. Performance obligations aresatisfied at a point of time. For the year ended March 31,2025, the Company's Statement of Profit and Loss includedRevenues from operations of ' 99,763.49 lakhs. The varietyof contractual terms, including the timing of controltransfer and delivery specifications, create complexity andjudgement in determining timing of revenue recognition.We have considered this as a key audit matter on accountof judgement involved in determining the timing ofrevenue of recognition.
Our audit procedures included the following:
a. Evaluated the Company's Revenue Recognition Policy to ensurecompliance with the requirements of Ind AS 115 'Revenue fromContracts with Customers'.
b. Obtained an understanding of the revenue process and assessed thedesign and tested the operating effectiveness of Internal Controlsrelated to timing of Revenue Recognition.
c. Tested on sample basis the sales transactions including adjustmentsto sales price made pre and post year end and tested their underlyingdocuments to assess that revenue is recognized in the proper periodand in accordance with the Company's revenue recognition policy.
d. Assessed the adequacy of relevant disclosures made in respect ofrevenue in the Standalone Financial Statements.
We have determined that there are no other key audit matters to communicate in our report.
The Company's Board of Directors is responsible for the other information. The other information comprises the information included inthe Annual Report, but does not include the Standalone Financial Statements and our Auditor's Report thereon.
Our opinion on the Standalone Financial Statements does not cover the 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 doingso, consider whether such other information is materially inconsistent with the Financial Statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a materialmisstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation ofthese Standalone Financial Statements that give a true and fair view of the financial position, financial performance including OtherComprehensive Income, Cash Flows and Changes in Equity of the Company in accordance with the accounting principles generallyaccepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonableand prudent; and the design, implementation and maintenance of adequate Internal Financial Controls, that were operating effectivelyfor ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the StandaloneFinancial 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 Company's ability to continue as a goingconcern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless managementeither 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 Financial Statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our Opinion. Reasonable assurance is a highlevel of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatementwhen it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they couldreasonably 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 skepticism 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 Control relevant to the audit in order to design audit procedures that are appropriate in thecircumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Companyhas adequate Internal Financial Controls with reference to Financial Statements in place and the operating effectiveness of suchcontrols.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosuresmade by 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 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 Auditor's Report. However, future events orconditions 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, andwhether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fairpresentation.
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 significance inthe audit of the Standalone Financial Statements for the Financial Year ended March 31,2025 and are therefore the key audit matters. Wedescribe these matters in our Auditor's Report unless law or regulation precludes public disclosure about the matter or when, in extremelyrare circumstances, we determine that a matter should not be communicated in our Report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of such communication.
1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms ofsub-section (11) of Section 143 of the Act, we give in the "Annexure 1" a statement on the matters specified in paragraphs 3 and 4of the Order.
2. As required by Section 143(3) of the Act, we report, to the extent applicable, that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief werenecessary for the purposes of our audit;
(b) In our opinion, proper Books of Account as required by law have been kept by the Company so far as it appears from ourexamination of those books except for the matters stated in the paragraph i(vi) below on reporting under Rule 11(g);
(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash FlowStatement and Statement of Changes in Equity dealt with by this Report are in agreement with the Books of Account;
(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under Section133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
(e) 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 Section 164(2) of the Act;
(f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph2(b) above on reporting under Section 143(3)(b) and paragraph i(vi) below on reporting under Rule 11(g);
(g) With respect to the adequacy of the Internal Financial Controls with reference to these Standalone Financial Statements andthe operating effectiveness of such controls, refer to our separate Report in "Annexure 2" to this Report;
(h) In our opinion, the managerial remuneration for the year ended March 31,2025 has been paid/provided by the Company toits Directors in accordance with the provisions of Section 197 read with Schedule V to the Act;
(i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanationsgiven to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone FinancialStatements - Refer Note 33 to the Standalone Financial Statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any materialforeseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and ProtectionFund by the Company;
iv. (a) The Management has represented that, to the best of its knowledge and belief, other than as disclosed in the
Note 43 (iv) to the Standalone Financial Statements, no funds have been advanced or loaned or invested (eitherfrom borrowed funds or share premium or any Other Sources or kind of Funds) by the Company to or in any otherperson(s) or entities, including Foreign Entities ("Intermediaries"), with the understanding, whether recorded inwriting or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons orentities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provideany 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, other than as disclosed in the Note43 (v) to the Standalone Financial Statements, no funds have been received by the Company from any person(s)or entities, including Foreign Entities ("Funding Parties"), with the understanding, whether recorded in writingor otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entitiesidentified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide anyguarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(c) Based on such audit procedures performed that have been considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe that the representations under sub¬clause (a) and (b) contain any material misstatement.
v. The Final Dividend for the previous year declared and paid by the Company during the year is in accordance with Section123 of the Act to the extent it applies to payment of Dividend.
The Interim Dividend declared and paid by the Company during the year and until the date of this Audit Report is inaccordance with Section 123 of the Act.
As stated in Note 16.1 to the Standalone Financial Statements, the Board of Directors of the Company have proposedFinal Dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. TheDividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of Dividend.
vi. The Company has migrated to new SAP RISE accounting software from SAP B1 software during the year. Based on ourexamination which included test checks, the Company has used SAP B1 and RISE accounting software, for maintainingits Books of Account which has a feature of recording audit trail (edit log) facility and the same has operated throughoutthe year for all relevant transactions recorded in the software, except as explained in Note 41 to the Standalone FinancialStatements:
• In respect of SAP B1 software and SAP RISE, the audit trail feature is not enabled for direct changes to data whenusing certain access rights at database level. Further, during the course of our audit we did not come across anyinstance of audit trail feature being tampered with in respect of the SAP B1 and SAP RISE accounting softwarewhere audit trail has been enabled.
• The audit trail feature is not enabled for SARAL system. Further, Service Organization Controls report from thethird-party software service provider in respect of SARAL payroll software is not available with the Company.Accordingly in respect of such accounting software, we are unable to comment about operation/ tampering ofaudit trail feature in such accounting software as described in Note 41 to the Standalone Financial Statements.
Additionally, the audit trail of previous year has been preserved by the Company as per the statutory requirements forrecord retention, to the extent it was enabled and recorded in the previous year.
Chartered AccountantsICAI Firm Registration Number : 301003E/E300005per Sanjay Kumar Agarwal
Partner
Kolkata Membership Number : 060352
May 24, 2025 UDIN : 25060352BMOBGK5091