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Gyscoal Alloys Ltd.

BSE: 533275 Sector: Metals & Mining
NSE: GAL ISIN Code: INE482J01021
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OPEN 3.74
CLOSE 3.69
VOLUME 118370
52-Week high 8.59
52-Week low 2.06
P/E
Mkt Cap.(Rs cr) 58
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Gyscoal Alloys Ltd. (GAL) - Auditors Report

Company auditors report

Independent Auditor's Report

TO

THE MEMBERS

GYSCOAL ALLOYS LTD.

Report on the Audit of Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements ofGyscoal Alloys Limited (the "Company") which comprise the Balance Sheet as atMarch 31 2021 the Statement of Profit and Loss (including Other Comprehensive Income)the Statement of Changes in Equity and the Statement of Cash Flows for the year ended onthat date and notes to the financial statements including a summary of significantaccounting policies and other explanatory information. (hereinafter referred to as the"standalone financial statements").

2. In our opinion and to the best of our information and according tothe explanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (the "Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2021and its loss total comprehensive income changes in equity and its cash flows for theyear ended on that date.

Basis for opinion

3. We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing ("SA"s) specified under section143(10) of the Act. Our responsibilities under those Standards are further described inthe Auditor's Responsibilities for the Audit of the Standalone Financial Statementssection of our report. We are independent of the Company in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India ("ICAI")together with the ethical requirements that are relevant to our audit of the standalonefinancial statements under the provisions of the Act and the Rules made thereunder and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the ICAI's Code of Ethics. We believe that the audit evidence obtained by us issufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial statements.

Key audit matters

4. Key audit matters are those matters that in our professionaljudgment were of most significance in our audit of the standalone financial statements ofthe current period. These matters were addressed in the context of our audit of thestandalone financial statements as a whole and in forming our opinion thereon and we donot provide a separate opinion on these matters. We have determined the matters describedbelow to be the key audit matters to be communicated in our report.

Assessment of contingent liabilities relating to litigations and claimsSee Note 21 to the standalone financial statements

Key Audit Matter How our audit addressed the Key Audit Matter
The Company has material uncertain tax positions including matters under dispute relating to direct tax and indirect tax which involves significant judgment to determine the possible outcome of these disputes. Our audit procedures included:
Assessment of contingent liabilities disclosure requires Management to make judgments and estimates in relation to the issues and exposures. • We tested the effectiveness of controls around the recording and re-assessment of contingent liabilities.
Whether the liability is inherently uncertain the amounts involved are potentially significant and the application of accounting standards to determine the amount if any to be provided as liability is inherently subjective. • Obtained details of completed tax assessments and demands for the year ended March 31 2021 from management.
• We used our subject matter experts to assess the value of material contingent liabilities in light of the nature of exposures applicable regulations and related correspondence with the authorities.
• We discussed the status and potential exposures in respect of significant litigation and claims with the Company's management including their views on the likely outcome of each litigations claim and the magnitude of potential exposure and sighted any relevant opinions given by the Company's advisors. We assessed the adequacy of disclosures made.
• We discussed the status in respect of significant provisions with the Company's management.
• We performed retrospective review of management judgments relating to accounting estimate included in the financial statement of prior year and compared with the outcome.

Information other than the Financial Statements and Auditors'Report thereon

5. The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in the AnnualReport but does not include the Standalone Financial

Statements and our auditors' report thereon.

6. Our opinion on the Standalone Financial Statements does not coverthe other information and we do not express any form of assurance conclusion thereon.

7. In connection with our audit of the Standalone Financial Statementsour responsibility is to read the other information and in doing so consider whethersuch other information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact.

We have nothing to report in this regard.

Management's Responsibilities for the Standalone FinancialStatements

8. The Company's Board of Directors is responsible for the mattersstated in Section 134(5) of the Act with respect to the preparation of these StandaloneFinancial Statements that give a true and fair view of the financial position financialperformance including other comprehensive income cash flows and changes in equity of theCompany in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards (Ind AS) specified under Section 133 of the Actread with the Companies (Indian Accounting Standards) Rules 2015 as amended. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgements and estimates that are reasonable and prudent; andthe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the Standalone FinancialStatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

9. In preparing the Standalone Financial Statements management isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

10. Those Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's responsibilities for the audit of the StandaloneFinancial Statements

11. Our objectives are to obtain reasonable assurance about whether theStandalone Financial Statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditors' report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these Standalone Financial Statements.

12. As part of an audit in accordance with SAs we exerciseprofessional judgment and maintain professional skepticism throughout the audit.

We also:

• Identify and assess the risks of material misstatement of theStandalone Financial Statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. UnderSection 143(3)(i) of the Act we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controls with reference to financialstatements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditors'report to the related disclosures in the financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditors' report. However future events or conditionsmay cause the Company 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 StandaloneFinancial Statements represent the underlying transactions and events in a manner thatachieves fair presentation.

13. We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

14. We also provide those charged with governance with a statement thatwe have complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

15. From the matters communicated with those charged with governancewe determine those matters that were of most significance in the audit of the StandaloneFinancial Statements for the financial year ended

March 31 2021 and are therefore the key audit matters. We describethese matters in our auditors' report unless law or regulation precludes publicdisclosure about the matter or when in extremely rare circumstances we determine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on other legal and regulatory requirements

16. As required by the Companies (Auditor's Report) Order 2016("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 thematters specified in paragraphs 3 and 4 of the Order to the extent applicable.

17. As required by Section 143(3) of the Act we report that:

(a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit;

(b) In our opinion proper books of accounts as required by law havebeen 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 (includingother comprehensive income) the Statement of Changes in Equity and the Cash FlowStatement dealt with by this Report are in agreement with the books of account;

(d) In our opinion the aforesaid Standalone Financial Statementscomply with the Accounting Standards specified under Section 133 of the Act read withCompanies (Indian Accounting Standards) Rules 2015 as amended;

(e) On the basis of the written representations received from thedirectors as on March 31 2021 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2021 from being appointed as a director in termsof Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controlswith reference to these Standalone Financial Statements of the Company and the operatingeffectiveness of such controls refer to our separate Report in "Annexure B";

(g) In our opinion the managerial remuneration for the year endedMarch 31 2021 has been paid/provided by the Company to its directors in accordance withthe provisions of section 197 read with Schedule V to the Act;

(h) With respect to the other matters to be included in theAuditor'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 tothe explanations given to us:

i) The Company has disclosed the impact of pending litigations on itsfinancial position in its financial statements Refer Note 21 to the financial statements;ii) The Company has no long-term contracts as at March 31 2021 for which there were nomaterial foreseeable losses. The Company did not have any long term derivative contractsas at March 31 2021;

iii) There were no amounts which were required to be transferred to theInvestor Education and Protection Fund by the Company; and

Annexure A to Independent Auditors' Report

Referred to in paragraph 16 of the Independent Auditors' Report ofeven date to the members of Gyscoal Alloys Limited on the standalone financial statementsas of and for the year ended March 31 2021

The Annexure referred to in Independent Auditors' Report to themembers of the Company on the standalone financial statements for the year ended 31 March2021 we report that:

(i) (a) Whether the company is maintaining proper records showing fullparticulars including quantitative details and situation of fixed assets;

The Company has maintained proper records showing full particularsincluding quantitative details and situation of fixed assets on the basis of availableinformation.

(b) Whether these fixed assets have been physically verified by themanagement at reasonable intervals; whether any material discrepancies were noticed onsuch verification and if so whether the same have been properly dealt with in the booksof account;

As explained to us all the fixed assets have been physically verifiedby the management in a phased periodical manner which in our opinion is reasonable havingregard to the size of the Company and nature of its assets. No material discrepancies werenoticed on such physical verification.

(c) Whether the title deeds of immovable properties are held in thename of the company. If not provide the details thereof;

According to the information and explanations given to us and on thebasis of our examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

(ii) Whether physical verification of inventory has been conducted atreasonable intervals by the management and whether any material discrepancies were noticedand if so whether they have been properly dealt with in the books of account;

In our opinion the inventories have been physically verified during theyear by the Management at reasonable intervals and as explained to us no materialdiscrepancies were noticed on physical verification.

(iii) Whether the company has granted any loans secured or unsecuredto companies firms Limited Liability Partnerships or other parties covered in theregister maintained under section 189 of the Companies Act 2013. If so

(a) Whether the terms and conditions of the grant of such loans are notprejudicial to the company's interest;

(b) Whether the schedule of repayment of principal and payment ofinterest has been stipulated and whether the repayments or receipts are regular;

(c) If the amount is overdue state the total amount overdue for morethan ninety days and whether reasonable steps have been taken by the company for recoveryof the principal and interest;

According to the information and explanations given to us the Companyhas not granted any loans secured or unsecured to companies firms Limited LiabilityPartnerships or other parties covered in the register maintained under Section 189 of theAct. Accordingly the provisions of clause 3(iii) (a) (b) and (c) of the Order are notapplicable to the Company and hence not commented upon.

(iv) In respect of loans investments guarantees and security whetherprovisions of section 185 and 186 of the Companies Act 2013 have been complied with. Ifnot provide the details thereof.

As informed to us the Company has not granted and loans or made anyinvestments or provided any guarantee or security to the parties covered under section185 and 186. Accordingly paragraph 3(iv) of the Order is not applicable.

(v) In case the company has accepted deposits whether the directivesissued by the Reserve Bank of India and the provisions of sections 73 to 76 or any otherrelevant provisions of the Companies Act 2013 and the rules framed thereunder whereapplicable have been complied with? If not the nature of such contraventions be stated;If an order has been passed by Company Law Board or National Company Law Tribunal orReserve Bank of India or any court or any other tribunal whether the same has beencomplied with or not?

As informed to us The Company has not accepted any deposits within themeaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules2014 (as amended). Accordingly the provisions of clause 3(v) of the Order are notapplicable to the Company.

(vi) Whether maintenance of cost records has been specified by theCentral Government under sub-section (1) of section 148 of the Companies Act 2013 andwhether such accounts and records have been so made and maintained.

We have broadly reviewed the cost records maintained by the Companypursuant to the Companies (Cost Records and Audit) Rules 2014 prescribed by the CentralGovernment under Section 148(1) (d) of the Companies Act 2013 and are of the opinionthat prima facie the prescribed accounts and cost records have been maintained. We havehowever not made a detailed examination of the cost records with a view to determinewhether they are accurate or complete.

(vii) (a) Whether the company is regular in depositing undisputedstatutory dues including provident fund employees' state insurance income-taxsales-tax service tax duty of customs duty of excise value added tax cess and anyother statutory dues to the appropriate authorities and if not the extent of the arrearsof outstanding statutory dues as on the last day of the financial year concerned for aperiod of more than six months from the date they became payable shall be indicated;

According to the information and explanations given to us and therecords of the Company examined by us in our opinion the Company is not regularin depositing undisputed statutory dues including provident fund employees' stateinsurance income-tax goods and service tax and any other statutory dues to theappropriate authorities during the period.

Such statutory dues are not paid even after its due dates during theyear.

According to the information and explanations given to us details ofundisputed amounts payable in respect of sales tax customs duty excise duty cess andother material statutory dues aggregating `2.73 lacs were in arrears as at 31stMarch 2021 for a period of more than six months from the date they became payable are asunder :

Statement of Arrears of Statutory Dues outstanding for more than SixMonths from the date they became payable as at 31st March 2021.

Name of the Statute Nature of the Dues Amount Period to which the amount relates Due date Date of Payment Remarks if any
Employees State Insurance Act 1948 ESIC Payable 1363.00 Apr-20 15/05/2 020 Not Paid Till Date
Employees State Insurance Act 1948 ESIC Payable 1369.00 May-20 15/06/2 020 Not Paid Till Date
Employees State Insurance Act 1948 ESIC Payable 2367.00 Jun-20 15/07/2 020 Not Paid Till Date
Employees State Insurance Act 1948 ESIC Payable 1693.00 Jul-20 15/08/2 020 Not Paid Till Date
Employees State Insurance Act 1948 ESIC Payable 1812.00 Aug-20 15/09/2 020 Not Paid Till Date
The Gujarat State Tax o n Professions Trades Callings and Employment Act 1976 Professional Tax 160.00 Apr-20 15/05/2 020 Not Paid Till Date
The Gujarat State Tax o n Professions Trades Callings and Employment Act 1976 Professional Tax 380.00 May-20 15/06/2 020 Not Paid Till Date
The Gujarat State Tax o n Professions Trades Callings and Employment Act 1976 Professional Tax 1660.00 Jun-20 15/07/2 020 Not Paid Till Date
The Gujarat State Tax o n Professions Trades Callings and Employment Act 1976 Professional Tax 2820.00 Jul-20 15/08/2 020 Not Paid Till Date
The Gujarat State Tax o n Professions Trades Callings and Employment Act 1976 Professional Tax 2900.00 Aug-20 15/09/2 020 Not Paid Till Date
The Employees' Provident Funds and Miscellaneous Provisions Act 1952 Provident Fund Payable 30936.00 Apr-20 15/05/2 020 Not Paid Till Date
The Employees' Provident Funds and Miscellaneous Provisions Act 1952 Provident Fund Payable 31458.00 May-20 15/06/2 020 Not Paid Till Date
The Employees' Provident Funds and Miscellaneous Provisions Act 1952 Provident Fund Payable 65218.00 Jun-20 15/07/2 020 Not Paid Till Date
The Employees' Provident Funds and Miscellaneous Provisions Act 1952 Provident Fund Payable 65630.00 Jul-20 15/08/2 020 Not Paid Till Date
The Employees' Provident Funds and Miscellaneous Provisions Act 1952 Provident Fund Payable 63254.00 Aug-20 15/09/2 020 Not Paid Till Date
Total 273020.00

(b) Where dues of income tax or sales tax or service tax or duty ofcustoms or duty of excise or value added tax have not been deposited on account of anydispute then the amounts involved and the forum where dispute is pending shall bementioned. (A mere representation to the concerned Department shall not be treated as adispute).

According to the information and explanations given to us the disputedstatutory dues aggregating Rs. 16403.40 lacs that have not been deposited on account ofdisputed matter pending before appropriate authorities are as under :

Name of the Statue Nature of the Dues Amount Rs. in Lacs Period to which the amount relates Forum where dispute is pending
1. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 49.48 2006-07 Gujarat Value Added Tax Tribunal Ahmedabad
2. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 4.73 2006-07
3. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 37.47 2007-08
4. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 280.49 2007-08
5. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 1.71 2008-09
6. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 1070.84 2008-09
7. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 2505.25 2009-10 Gujarat Value Added Tax Tribunal Ahmedabad
8. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 2.45 2009-10
9. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 2794.09 2010-11
10. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 6.77 2010-11
11. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 1520.74 2011-12
12. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 17.12 2011-12 Gujarat Value Added Tax Tribunal Ahmedabad
13. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 1580.40 2012-13
14. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 4.32 2012-13
15. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 1684.12 2013-14
16. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 4.40 2013-14
17. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 2240.04 2014-15
18. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 1565.81 2015-16
19. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 31.79 2016-17 Appeal is still to be admitted with
20. The Gujarat Value Added Tax Act 2003 Value Added Tax and interest 791.63 2017-18 Gujarat Value Added
21. The Central Sales Tax Act 1956 Central Sales Tax Interest and Penalty 5.93 2017-18 Tax Tribunal Ahmedabad
Total 16199.58
19. The Income Tax Act 1961 Income Tax Interest 76.47 2011-12 CIT (Appeal) Ahmedabad
20. The Income Tax Act 1961 Income Tax Interest 70.45 2014-15 CIT (Appeal) Ahmedabad
21. The Income Tax Act 1961 Income Interest Tax 56.90 2016-17 CIT (Appeal) Ahmedabad
Total 203.82
Grand Total 16403.40

(viii) Whether the company has defaulted in repayment of loans orborrowing to a financial institution bank Government or dues to debenture holders? Ifyes the period and the amount of default to be reported (in case of defaults to banksfinancial institutions and Government lender wise details to be provided).

In our opinion and according to the information and explanations givento us the Company has defaulted in repayment of dues to financial institutions banks ordebenture holders during the year details of which are as under:

Name of the Bank Default made since Defaulted principal amount outstanding as on Balance Sheet Date Amount Rs. in Lacs Defaulted interest amount outstanding as on Balance Sheet Date Amount Rs. in Lacs (up to 31/03/2021) Remarks
State Bank of India
1. Stressed Assets Management Branch 2nd Floor Opp V.S. Hospital EllisbridgeAhmedabad. Cash Credit A/c No. 61137449344 28/01/2016 2669.54 588.12
State Bank of India
2. Stressed Assets Management Branch 2nd Floor Opp V.S. Hospital EllisbridgeAhmedabad Cash Credit A/c No. 65084267769 28/07/2015 1640.73 As all these Accounts classified by bank as NPA interest on the same is not charged by the bank in the said accounts. So the company has made provision of interest payable on such accounts.
UCO Bank
3. Ashram Road Branch Ahmedabad Cash Credit A/c No. 19980500007002 May-16 2948.69 1567.92
UCO Bank
4. Kukarvada Branch Kukarvada Cash Credit A/c No. 28390510000137 May-16 101.20 54.38

(ix) Whether moneys raised by way of initial public offer or furtherpublic offer (including debt instruments) and term loans were applied for the purposes forwhich those are raised. If not the details together with delays or default and subsequentrectification if any as may be applicable be reported;

In our opinion and according to the information and explanations givento us the Company has utilized the money raised by way of initial public offer / furtherpublic offer (including debt instruments) and the term loans during the year for thepurposes for which they were raised.

(x) Whether any fraud by the company or any fraud on the Company by itsofficers or employees has been noticed or reported during the year; If yes the nature andthe amount involved is to be indicated;

Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the Financial Statements and according to the information andexplanations provided by the management we report that no fraud by the Company or nomaterial fraud on the Company by the officers and employees of the Company has beennoticed or reported during the year.

(xi) Whether managerial remuneration has been paid or provided inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act? If not state the amount involved and steps taken bythe company for securing refund of the same;

According to the information and explanations give to us and based onour examination of the records of the Company the Company has paid/provided formanagerial remuneration in accordance with the requisite approvals mandated by theprovisions of section 197 read with Schedule V to the Act.

(xii) Whether the Nidhi Company has complied with the Net Owned Fundsto Deposits in the ratio of 1: 20 to meet out the liability and whether the Nidhi Companyis maintaining ten per cent unencumbered term deposits as specified in the Nidhi Rules2014 to meet out the liability;

In our opinion and according to the information and explanations givento us the Company is not a nidhi company. Accordingly paragraph 3(xii) of the Order isnot applicable to the Company and hence not commented upon.

(xiii) Whether all transactions with the related parties are incompliance with sections 177 and 188 of Companies Act 2013 where applicable and thedetails have been disclosed in the Financial Statements etc. as required by theapplicable accounting standards;

According to the information and explanations given to us and based onour examination of the records of the Company transactions with the related parties arein compliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) Whether the company has made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review and if so as to whether the requirement of section 42 of the Companies Act2013 have been complied with and the amount raised have been used for the purposes forwhich the funds were raised. If not provide the details in respect of the amount involvedand nature of non-compliance;

According to the information and explanations give to us and based onour examination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year under review and hence reporting requirements under clause 3(xiv) of the Orderare not applicable to the Company and not commented upon.

(xv) Whether the company has entered into any non-cash transactionswith directors or persons connected with him and if so whether the provisions of section192 of Companies Act 2013 have been complied with;

According to the information and explanations given to us and based onour examination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable to the Company and not commented upon.

(xvi) Whether the company is required to be registered under section45-IA of the Reserve Bank of India Act 1934 and if so whether the registration has beenobtained.

The Company is not required to be registered under section 45-IA of theReserve Bank of India Act 1934.

Annexure B to Independent Auditors' Report

Referred to in paragraph 17(f) of the Independent Auditors' Reportof even date to the members of

Gyscoal Alloys Limited on the standalone financial statements for theyear ended March 31 2021 Report on the Internal Financial Controls with reference tofinancial statements under Clause (i) of subsection 3 of section 143 of the Act

1. We have audited the internal financial controls with reference tofinancial statements of Gyscoal Alloys Limited ("the Company") as of March 312021 in conjunction with our audit of the standalone financial statements of the Companyfor the year ended on that date.

Management's responsibility for Internal Financial Controls

2. The Company's management is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India (ICAI).These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditors' responsibility

3. Our responsibility is to express an opinion on the Company'sinternal financial controls with reference to financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting (the "Guidance Note") and the Standards onAuditing deemed to be prescribed under section 143(10) of the Act to the extent applicableto an audit of internal financial controls both applicable to an audit of internalfinancial controls and both issued by the ICAI. Those Standards and the Guidance Noterequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls with reference tofinancial statements was established and maintained and if such controls operatedeffectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidenceabout the adequacy of the internal financial controls system with reference to financialstatements and their operating effectiveness. Our audit of internal financial controlswith reference to financial statements included obtaining an understanding of internalfinancial controls with reference to financial statements assessing the risk that amaterial weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion on the Company's internalfinancial controls system with reference to financial statements.

Meaning of Internal Financial Controls with reference to financialstatements

6. A company's internal financial controls with reference tofinancial statements is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles.

A company's internal financial controls with reference tofinancial statements includes those policies and procedures that :

(1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of thecompany;

(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; and

(3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the company's assetsthat could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with reference tofinancial statements

7. Because of the inherent limitations of internal financial controlswith reference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the internal financial controls with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Opinion

8. In our opinion the Company has in all material respects anadequate internal financial controls system with reference to financial statements andsuch internal financial controls with reference to financial statements were operatingeffectively as at March 31 2021 based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting issued by the Institute of Chartered Accountants of India.

For SAURABH R. SHAH & CO.
Chartered Accountants
Firm Reg. No. 127176W
N. S. Patel
Partner
Place: Ahmedabad Membership No. 151799
Date: June 17 2021 UDIN : 21151799AAAABK7104

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