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1 Sr. No. Key Audit Matter
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How our audit addressed the key audit matter
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1.
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Contingent Liability
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Obtained an understanding from the management with respect to process
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The Company is involved in various litigations including direct
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and controls followed by the Company for identification and monitoring of
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and indirect tax litigations that are pending with various tax
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significant developments in relation to the litigations, including completeness
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authorities as mentioned in Note No. 50 of the Standalone
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thereof.
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Financial Statements. Whether a liability is recognized or
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Obtained the list of litigations from the management and reviewed their
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disclosed as a contingent liability in the standalone financial
statements is inherently judgmental and dependent on
assumptions and assessments. We placed specific focus
on the judgements in respect to these demands against the
Company. Determining the amount, if any, to be recognized or
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assessment of the likelihood of outflow of economic resources being probable,
possible or remote in respect of the litigations.
Assessed management’s discussions held with their legal consultants and
understanding precedents in similar cases;
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disclosed in the standalone financial statements, is inherently
subjective. Therefore, these litigations amount is considered
to be a key audit matter.
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Obtained and evaluated the confirmations from the consultants representing
the Company before the various authorities and our own dedicated teams of
direct tax and indirect tax.
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Assessed and validated the adequacy and appropriateness of the disclosures
made by the management in the standalone financial statements.
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2.
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Capital Expenditure in respect of Property, Plant and
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We obtained an understanding of the Company’s capitalisation policy and
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Equipment (PPE)
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assessed for compliance with the relevant accounting standards.
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The Company has incurred significant expenditure on
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We obtained understanding, evaluated the design and tested the operating
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capital projects, as reflected by additions in property plant
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effectiveness of internal controls related to capital expenditure and
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and equipment including capital work in progress in note no.
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capitalisation of assets.
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5 of the standalone financial statements.
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Reviewed management’s evaluation of project in progress and their intent to
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We considered Capital expenditure to PPE as a Key audit
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bring assets to its intended use.
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matter due to:
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We performed substantive testing on a sample basis for various elements
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• Significance of amount incurred on such items during the
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of capitalised costs and directly attributable cost, including verification
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year ended March 31, 2026.
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of underlying supporting evidence and understanding nature of the costs
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• Judgement and estimate required by management in
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capitalised.
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assessing assets meeting the capitalisation criteria set
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We have tested on sample basis the appropriate classification of asset category
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out in Ind AS 16 Property, Plant and Equipment.
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and its useful life in accordance with the Schedule II of the Companies Act
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• Judgement involved in determining the eligibility of costs
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2013.
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including borrowing cost and other directly attributable
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We have obtained componentisation and Completion reports for capitalisation
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costs for capitalisation as per the criteria set out in Ind AS
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carried out during the year, wherever applicable and have assessed
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16 Property, Plant and Equipment.
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appropriateness of basis of componentisation and stages of completion.
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In relation to borrowing costs we obtained the supporting calculations, tested
the inputs to the calculation and tested the arithmetical accuracy of the model.
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We have audited the Standalone Financial Statements of Kirloskar
Ferrous Industries Limited (“the Company”), which comprise the
Balance Sheet as at March 31, 2026, and the Statement of Profit
and Loss (including Other Comprehensive Income), Statement of
Changes in Equity and Statement of Cash Flows for the year then
ended, and notes to the Financial Statements, including a summary
of Material Accounting Policies and other 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, the aforesaid Standalone Financial
Statements give the information required by the Companies Act,
2013 (‘the Act’) in the manner so required and give a true and fair view
in conformity with the accounting principles generally accepted in
India, of the standalone state of affairs of the Company as at March
31, 2026, and its standalone profit (including Other Comprehensive
Income), standalone changes in equity and its standalone cash flows
for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on
Auditing (SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described
in the Auditor’s Responsibilities for the Audit of the standalone
Financial Statements section of our report. We are independent
of the Company in accordance with the Code of Ethics issued by
the Institute of Chartered Accountants of India together with the
ethical requirements that are relevant to our audit of the standalone
Financial Statements under the provisions of the Act and the Rules
thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion
Emphasis of Matter
We draw attention to Note 52 of the Standalone Financial
Statements which fully explains that by virtue of approval of
Scheme of arrangement and merger by absorption of Oliver
Engineering Private Limited (‘Transferor Company 1’) and Adicca
Energy Solutions Private Limited (‘Transferor Company 2’)
(together the ‘Transferor Companies’) with the Company, their
respective shareholders and creditors (‘the Scheme’) by Hon’ble
National Company Law Tribunal (NCLT) Mumbai Bench vide order
dated June 02, 2026 with effect from April 01, 2025 (‘Appointed
Date’), the Standalone Financial Statements approved by Board
on May 07, 2026 have been updated to give the effect of merger
in accordance with Appendix C to Ind AS 103 read with related
accounting pronouncements, as set out in the aforesaid note.
Further, explanation with respect to the evaluation performed by
management in respect of the unabsorbed depreciation and carried
forward business losses of the transferor companies that were
transferred and vested in the Company pursuant to the sanctioned
scheme of merger and consequential effect on Current Tax and
Deferred Tax is also provided in the said note.
Consequently, our report on the Standalone Financial Statements
dated May 07, 2026 having UDIN 26117309CSXTNY6855 and
26117695JWEMXO7558 stands cancelled.
Our opinion on Standalone Financial Statements is not modified in
respect of the above matter.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the standalone
financial statements for financial year ended March 31, 2026. These
matters were addressed in the context of our audit of the standalone
financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters. For each
matter below, our description of how our audit addressed the matter
provided in that context.
We have determined the matters described below to be the key
audit matters to be communicated in our report.
Other Information
The Company’s Board of Directors is responsible for the other
information. The other information comprises the information
included in the Management Discussion and Analysis, Corporate
Governance and Board of Director’s report, but does not include the
standalone Financial Statements and our auditor’s report thereon.
This information is expected to be made available to us after the date
of this auditor’s report.
Our opinion on the standalone Financial Statements does not cover
the other information and we do not express any form of assurance
conclusion 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 inconsistent
with the standalone Financial Statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated.
When we read the information as mentioned above, if we conclude
that there is a material misstatement therein, we will communicate
the matter to those charged with governance.
Responsibilities of Management and Those
Charged with Governance for the Standalone
Financial Statements
The Company’s Board of Directors is responsible for the matters
stated in section 134(5) of the Act with respect to the preparation
of these standalone Financial Statements that give a true and fair
view of the standalone financial position, standalone financial
performance including other comprehensive income, standalone
changes in equity and standalone cash flows of the Company in
accordance with the accounting principles generally accepted 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 records in
accordance with the provisions of the Act for safeguarding of the
assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation
of the standalone Financial Statements that give a true and fair view
and are free from material misstatement, whether due to fraud
or error.
In preparing the standalone Financial Statements, the management
is responsible for assessing the Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
Those Board of Directors is also responsible for overseeing the
Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the
Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the
standalone Financial Statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit conducted
in accordance with SAs will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of
users taken on the basis of these standalone Financial Statements.
As part of an audit in accordance with SAs, we exercise professional
judgment and maintain professional skepticism throughout
the audit.
We also:
• Identify and assess the risks of material misstatement of
the standalone Financial Statements, whether due to fraud
or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations,
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 the circumstances. Under section 143(3)0) of the Act we
are also responsible for expressing our opinion on whether
the Company has adequate internal financial controls with
reference to standalone financial statements in place and the
operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the
going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt
on the Company’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures
in the standalone Financial Statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the
standalone Financial Statements, including the disclosures,
and whether the standalone Financial Statements represent
the underlying transactions and events in a manner that
achieves fair presentation.
We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the standalone Financial Statements
of the current period and are therefore the key audit matters. We
describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
Report on Other Legal and Regulatory
Requirements
1. As required by the Companies (Auditor’s Report) Order, 2020
(“the Order”), issued by the Central Government of India in
terms of sub-section (11) of section 143 of the Act, we give
in the Annexure A; a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.
2. 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 it appears from
our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss
including other comprehensive income, the Statement
of Changes in Equity and the Statement of Cash Flow
dealt with by this Report are in agreement with the books
of account.
d) I n our opinion, the aforesaid Standalone Financial
Statements comply with the Indian Accounting
Standards specified under Section 133 of the Act, read
with the Companies (Indian Accounting Standards) Rules,
2015, as amended.
e) On the basis of the written representations received
from the directors as on March 31, 2026 taken on
record by the Board of Directors, none of the directors is
disqualified as on March 31, 2026 from being appointed
as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial
controls with reference to financial reporting of the
company and the operating effectiveness of such
controls, refer to our separate Report in “Annexure B”.
g) As required by section 197 (16) of the Act; in our opinion
and according to information and explanation provided to
us, the remuneration paid by the company to its directors
is in accordance with the provisions of section 197 of the
Act and remuneration paid to directors is not in excess of
the limit laid down under this section.
h) 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, in our
opinion and to the best of our information and according
to the explanations given to us:
(i) The Company has disclosed the impact of pending
litigations on its financial position in its Standalone
Financial Statements - Refer Note No. 50 to the
Standalone Financial Statements.
(ii) The Company did not have any material
foreseeable losses on long-term contracts
including derivative contracts.
(iii) There is no delay in transferring amounts, required
to be transferred, to the Investor Education and
Protection Fund by the Company.
(iv) (a) The management has represented to us
that, to the best of its knowledge and belief,
no funds have been advanced or loaned
or invested (either from borrowed funds
or share premium or any other sources or
kind of funds) by the Company to or in any
other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with the
understanding, whether recorded in writing
or otherwise, that the Intermediary shall,
whether, directly or indirectly lend or invest
in other persons or entities identified in any
manner whatsoever by or on behalf of the
company (“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on behalf of
the Ultimate Beneficiaries.
(b) The management has represented to us,
that, to the best of its knowledge and belief,
no funds have been received by the Company
from any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with the
understanding, whether recorded in writing or
otherwise, that the Company shall, whether,
directly or indirectly, lend or invest in other
persons or entities identified in any manner
whatsoever by or on behalf of the Funding
Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the
Ultimate Beneficiaries.
(c) Based on the information and explanation
given to us and audit procedures performed
as considered reasonable and appropriate in
the circumstances, nothing has come to our
notice that has caused us to believe that the
representations made by the management and
as mentioned under sub-clause (iv)(a) and (iv)
(b) above contain any material misstatement.
(v) The dividend declared and paid during the year by
the Company is in compliance with Section 123 of
the Act.
(vi) Based on our examination which included test
checks, the company has used an accounting
software for maintaining its books of account which
has a feature of recording audit trail (edit log) facility
and the same has operated throughout the year for
all relevant transactions recorded in the software.
Further, during the course of our audit we did not
come across any instance of audit trail feature being
tampered with and the audit trail has been preserved
by the Company as per the statutory requirements for
record retention.
Other Matters
a. The accompanying Standalone Financial Statements
includes the audited financial statements and other financial
information, in respect of Transferor Company 1, whose
financial statements include total assets of Rs. 261.61 Crores
as at March 31, 2026, total income of Rs. 118.36 Crores, total
net (loss) after tax of Rs. (17.78) Crores, total comprehensive
income of Rs. (17.75) Crore and net cash inflow of Rs. 4.74 Crore
for the year ended March 31, 2026. All the above figures are
before effect of merger. These Audited financial Statements
have been audited by one of the Joint Statutory Auditors.
The opinion of the other Joint Statutory Auditors, in so far as
it relates to the affairs of the transferor Company 1, is based
solely on such Audited financial Statements.
b. The accompanying Standalone Financial Statements
includes the audited financial statements and other financial
information, in respect of Transferor Company 2, whose
financial statements include total assets of Rs. 2.80 Crores as
at March 31, 2026, Nil total income, total net (loss) after tax of Rs.
(0.30) Crores, total comprehensive income of Rs. (0.30) Crore
and net cash outflow of Rs. 0.04 Crore for the year ended March
31, 2026. All the above figures are before effect of merger.
These Audited Financial Statements have been audited by
other Auditor. The opinion of the Joint Statutory Auditors, in
so far as it relates to the affairs of the transferor Company 2, is
based solely on such Audited financial Statements.
Our opinion on the Standalone Financial Statement is not modified
in respect of the above matters with respect to our reliance on the
work done and the reports of the other auditors.
For KIRTANE & PANDIT LLP For P G BHAGWAT LLP
Chartered Accountants Chartered Accountants
Firm Registration No.105215W/W100057 Firm Registration No. 101118W/W100682
Parag Pansare Nachiket Deo
Partner Partner
Membership No: 117309 Membership No: 117695
Date: June 12, 2026 Date: June 12, 2026
UDIN: 26117309JREOYM5221 UDIN: 26117695OQGNTT3551
Pune Pune
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