We have audited the accompanying Standalone Financial Statements of Rajnandini Metals Limited ("Company"),
which comprise the Standalone Balance Sheet as at 31 March 2025, the Standalone Statement of Profit and Loss
(including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone
Statement of Cash Flows for the year ended on that date and a summary of significant 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, except for the
effects of the matters described in the Basis for Qualified Opinion paragraph below, 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 Indian Accounting Standards prescribed under
section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind
AS") and other accounting principles generally accepted in India, of the state of affairs of the company as at 31
March 2025, the profit and other comprehensive income, its cash flows and changes in equity for the year ended
on that date.
Basis for Qualified Opinion
We draw attention to Note 26(6) to the accompanying Standalone Financial Statements, with respect to demand
raised by the GST Authorities aggregating to Rs. 290.70 crores (Including Interest and penalty), pursuant to the
search and further proceedings conducted by the Authorities, alleging claiming of ineligible input credit of GST.
Further, Income Tax Authorities had also searched the Company and raised a demand of Rs. 16.98 crores. The
management is seeking legal recourse against the said demands and in the interim filed a rectification and appeal
applications for deletion of entire demand.
Pending outcome of the legal proceedings, we are unable to comment on the outcome of the said demands and its
consequential impact, if any, required to be recorded in the accompanying Standalone Financial Statements.
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing
specified under section 143(10) of the Act ("SAs"). 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 ("ICAI") 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 made thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion
on the Standalone Financial Statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the Standalone Financial Statements for the financial year ended 31 March 2025. 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. We have determined that there are no key audit matters
to communicate in our report.
Information Other than the Standalone Financial Statements and Auditor's Report Thereon
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, Board's Report including Annexures to Board's
Report, Business Responsibility Report, Corporate Governance and Shareholder's Information, 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 assurance conclusion thereon.
In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other information
is materially inconsistent with the Standalone Financial Statements or our knowledge obtained during the course
of our audit or otherwise appears to be materially misstated.
When we read the above reports, if we conclude that there is a material misstatement therein, we are required to
communicate the matter to those charged with governance.
Management's Responsibilities 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 financial position,
financial performance, including other comprehensive income, changes in equity and cash flows of the Company
in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility
also includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding 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 financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, 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 The 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 financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the 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 financial control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company 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 disclosures made by the 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 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 financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be
influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the
financial statements.
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 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 Section 143(3) of the Act, based on our audit 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 except for the matters stated in the paragraph 2(h)(vi)
below,on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.
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 in agreement with the books of account.
d) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under
Section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31 March 2025 taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March 2025, 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 over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in "Annexure A", Our report
expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal
financial controls over financial reporting.
g) In our opinion and to the best of our information and according to the explanations given to us, the
Company has paid remuneration to its directors during the year in accordance with the provisions of and
limits laid down under Section 197 read with Schedule V to the Act. The Ministry of Corporate Affairs
has not prescribed other details under section 197(16) of the Act which are required to be commented
upon by us.
h) The modifications relating to the maintenance of accounts and other matters connected therewith are as
stated in the paragraph 2(b) above on reporting under section 143(3)(b) of the Act and paragraph 2(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 the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial
statements - Refer Note 26(5) to the Standalone Financial Statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by 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 funds or 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 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, that, to the best of its knowledge and belief, no funds (which
are material either individually or in the aggregate) have been received by the Company from any
person or entity, including foreign entity ("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 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. Based on our examination which included test checks and information given to us, the company has
used accounting software for maintaining its books of account, which did not have a feature of
recording audit trail (edit log) facility throughout the year for all relevant transactions recorded in
the respective software,
vi. The company has not declared/paid any dividend during the year and subsequent to the year-end.
2. As required by the Companies (Auditor's Report) Order, 2020 (the "Order") issued by the Central
Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters
specified in paragraphs 3 and 4 of the Order.
For, KAPG and Associates
Chartered Accountants
Firm Registration no. 032569N
Karun Agarwal
Partner
M.No.519869
New Delhi, May 29. 2025
UDIN: 25519869BMNYRP7560
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