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Rama Steel Tubes Ltd.

BSE: 539309 Sector: Metals & Mining
NSE: RAMASTEEL ISIN Code: INE230R01027
BSE 00:00 | 05 Aug 211.40 5.55
(2.70%)
OPEN

212.00

HIGH

216.10

LOW

204.00

NSE 00:00 | 05 Aug 215.80 7.10
(3.40%)
OPEN

217.00

HIGH

219.10

LOW

198.40

OPEN 212.00
PREVIOUS CLOSE 205.85
VOLUME 11941
52-Week high 216.10
52-Week low 25.30
P/E 66.06
Mkt Cap.(Rs cr) 355
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 212.00
CLOSE 205.85
VOLUME 11941
52-Week high 216.10
52-Week low 25.30
P/E 66.06
Mkt Cap.(Rs cr) 355
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Rama Steel Tubes Ltd. (RAMASTEEL) - Auditors Report

Company auditors report

To the Members of

RAMA STEEL TUBES LIMITED

Report on the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of RAMA STEEL TUBES LIMITED("the Group") which comprise the balance sheet as at March 31 2020 and thestatement of Profit and Loss statement of changes in equity and statement of cash flowsfor the year then ended and notes to the standalone financial statements including asummary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at March 31 2020 and profits changes in equity and its cash flows for the year endedon that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theStandalone Financial Statements section of our report. We are independent of the Companyin accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Companies Act 2013 and theRules thereunder and we have fulfilled our other ethical responsibilities in accordancewith these requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion on thestandalone financial statements.

Emphasis of Matter

We draw your attention to Note 50 to the standalone financial statements which explainsthe uncertainties and the management's assessment of the financial impact due to thelock-downs and other restrictions and conditions related to the COVID -19 pandemicsituation for which a definitive assessment of the impact in the subsequent period ishighly dependent upon circumstances as they evolve. Our opinion is not modified in respectof this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

Key Audit Matter Auditor's Response
1. Adoption of Ind AS 116 ‘Leases' Our audit procedures on adoption of Ind AS 116 included:
The company has adopted Ind AS 116 Leases (IND AS 116) in the current year. The application and transition to this accounting standard is complex and is an area of focus in our audit since the company has many leases with different contractual terms. • Assessed and tested new processes and controls in respect of the lease accounting standard (Ind AS 116)
• Assessed the Company's evaluation on the identification of leases based on the contractual agreements and our knowledge of the business.
• Involved our specialists to evaluate the reasonableness of the discount rates
Ind AS 116 introduces a new lease accounting model wherein lessees are required to recognize a right-of-use (ROU) asset and a lease liability arising from a lease on the balance sheet. • Upon transition as at 1 April 2019:
• Evaluated the method of transition and related adjustments
The lease liabilities are initially measured by discounting future lease payments during the lease terms as per contract/arrangement. Adoption of the standard involves significant judgements including determination of the discount rates and the lease term. • Tested completeness of the lease data by reconciling the company's lease commitments to data used in computing ROU Asset and the lease liabilities.
Additionally the standard mandates detailed disclosures in respect of transition. • Assessed the key terms and conditions of each lease and the key estimates such as discount rates and the lease term.
Refer Note 45 to the standalone financial statements. • Evaluated computation of lease liabilities and challenged the key estimates such as discount rates and the lease term.
• Assessed and tested the presentation and disclosures relating to Ind AS 116 including disclosures relating to transition.
2. Related Party Transactions Our audit procedures on related party transactions included:
The Company has entered into several transactions with related parties during the year 2019-20.We identified related party transactions as a key audit matter because of risks with respect to completeness of disclosures made in the standalone financial statements including recoverability thereof; compliance with statutory regulations governing relate party relationships such as the Companies Act2013 and SEBI Regulations and the judgement involved in assessing whether transactions with related parties are undertaken at arms' length. Refer Note 46 to the standalone financial statements. • Assessed the key controls to identify and disclose related party relationships and transactions in accordance with the relevant accounting standard.
• Assessed compliances with the listing regulations and the regulations under Companies Act2013 including checking of approvals/scrutiny as specified in Sections 177 and 188 of the Companies Act2013 with respect to the related party transactions.
• Considered the adequacy and appropriateness of the disclosures in the standalone financial statements including recoverability thereof relating to the related party transactions.
• Inspected relevant ledgers agreements and other information that may indicate the existence of related party relationships or transactions. Further we also tested completeness of related parties with reference to the various registers maintained by the company statutorily.
• On a sample basis tested Company's assessment of related party transactions for arms' length pricing.
Key Audit Matter Auditor's Response
1. Provisions and contingent liabilities in relation to tax positions
Company has received outstanding demands and show cause notices from various tax authorities.
The Management have made judgements relating to the likelihood of an obligation arising and whether there is a need to recognize a provision or disclose a contingent liability. We therefore focused on this area as a result of uncertainty and potential material impact. Refer Note 41 to the standalone financial statements. We have involved our tax experts to gain an understanding of the current status of the tax cases and monitored changes in the disputes by reading external opinions received by the company if any where relevant to establish that the tax provisions had been appropriately adjusted to reflect the latest external developments.
For Legal regulatory and tax matters our procedures included the following:
• Testing key controls surrounding litigation regulatory and tax procedures.
• Performing substantive procedures on the underlying calculations supporting the provisions recorded.
• Where relevant reading external legal opinions obtained by the management
• Discussing open matters with the litigation regulator general counsel and tax teams
• Assessing management's conclusions through understanding precedents set in similar cases.
Based on the evidence obtained while noting the inherent uncertainty with such legal regulatory and tax matters we determined the level of provisioning and disclosure of contingent liabilities as at March 312020 to be appropriate.

Information other than the Financial Statements and Auditor's Report thereon

The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report BusinessResponsibility Report Corporate Governance and Shareholder's Information but does notinclude the standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibilityis to read the other information identified above when it becomes available and in doingso consider whether the other information is materially inconsistent with the standalonefinancial statements or our knowledge obtained in the audit or otherwise appears to bematerially 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 the fact. We havenothing to report in this regard.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theaccounting Standards specified under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate implementationand maintenance of accounting policies; making judgments and estimates that are reasonableand prudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial statement that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the standalone financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so. That Board of Directors' are also responsible foroverseeing 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 standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professional judgement andmaintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalonefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate financial controls system in place and the operating effectiveness ofsuch controls.

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

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists 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 existswe are required to draw attention in our auditor's report to the related disclosures inthe standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the company to cease tocontinue as a going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonable knowledgeable under of the standalone financial statements may be influences.We consider quantitative materiality and qualitative factors in (i) planning the scope ofour audit work and in evaluating the results of our work; and (ii) to evaluate the effectof any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall 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 thosematters that were of most significance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor's report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would bereasonably 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 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Companies Act 2013 we give in "Annexure A" a statement on the mattersspecified 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 bestof 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 theCompany so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss including other comprehensiveincome Statement of Changes in Equity and the statement of Cash Flow dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

e) On the basis of the written representations received from the directors as on 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2020 from being appointed as a director in terms of Section164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure B".

g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(16) of the Act as amended:

In our opinion and to the best of our information and according to the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inaccordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand 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 financialposition in its standalone financial statements.

ii. The Company is not required to make any provision as required under the applicablelaw or accounting standards for material foreseeable losses on longterm contractsincluding derivative contracts.

iii. The Company is not required to transfer any amount to the Investor Education andProtection Fund.

For Alok Mittal & Associates

Chartered Accountants

ICAI Firm Registration Number: 005717N

Alok Kumar Mittal

Partner

Membership Number: 071205

Place: New Delhi

Date: June 29 2020

UDIN: 20071205AAAAHY9286

ANNEXURE ‘A' TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of RAMA STEEL TUBES LIMITED of evendate)

i. (a) The company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The company has a program of verification to cover all the items of fixed assets ina phased manner which in our opinion is reasonable having regard to the size of theCompany and the nature of its assets. Pursuant to the programme certain fixed assets havebeen physically verified by the management during the year and no material discrepancieswere noticed on such physical verification.

(c) The title deeds of immovable properties as disclosed in Note 3 on fixed assets tothe standalone financial statements are held in the name of the Company.

ii. According to the information available to us that physical verification ofinventory has been conducted at reasonable intervals by the management and no materialdiscrepancies is noticed on physical verification between the physical stocks and the bookrecords.

iii. The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained underSection 189 of the Act. Therefore the provisions of Clause 3(iii) (iii)(a) (iii)(b) and(iii)(c) of the said Order are not applicable to the Company.

iv. In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Section 185 and 186 of the Companies Act 2013in respect of the loans and investments made and guarantees and security provided by it.

v. The Company has not accepted any deposits from the public within the meaning ofSections 73 74 75 and 76 of the Act and the Rules framed there under to the extentnotified.

vi. Pursuant to the rules made by the Central Government of India the company isrequired to maintain cost records as specified under Section 148(1) of the Act in respectof its products. We have broadly reviewed the same and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We have not madea detailed examination of the records with a view to determine whether they are accurateor complete.

vii. (a) The Company has generally been regular in depositing undisputed statutorydues including Provident Fund Employees' State Insurance Income-tax Sales Tax ServiceTax Goods and Service Tax Customs Duty Excise Duty Value Added Tax cess and othermaterial statutory dues applicable to it to the appropriate authorities.

(b) There were no undisputed amounts payable in respect of Provident Fund Employees'State Insurance Income-tax Sales Tax Service Tax Customs Duty Excise Duty ValueAdded Tax Goods and Service Tax cess and other material statutory dues in arrears as atMarch 31 2020 for a period of more than six months from the date they became payable.

(c) The particulars of dues of Entry Tax as at March 31 2020 which have not beendeposited on account of dispute are as follows:

Name of the Statute Nature of Dues Amount in Lacs Period to which dues Related Authority where the Dispute is Pending for Decision
UP Tax on Entry of Goods into Local Areas Ordi- nance2007 Constitutional Validity of the ordinance has been challenged 69.90 Nov 2008 to March 2011 Allahabad High Court

viii. According to the records of the Company examined by us and the information andexplanation given to us the company has not defaulted in repayment of loans or borrowingsto any bank. Further the company has not obtained any loan or borrowing from governmentor financial institution.

ix. In our opinion and according to the information and explanations given to us theCompany has not raised any moneys by way of initial public offer or further public offer(including debt instruments).In our opinion and according to the information andexplanations given to us money raised by way of term loans have been applied by thecompany during the year for the purposes for which they were raised.

x. During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such case by theManagement. The Company has not given any guarantee for loans taken by others from bank orfinancial institutions.

xi. The Company has paid/ provided for managerial remuneration during the year inaccordance with the provisions of Section 197 read with Schedule V to the Act.

xii. As the Company is not a Nidhi Company and the Nidhi Rules2014 are not applicableto it the provisions of Clause 3(xii) of the Order are not applicable to the Company.

xiii. The Company has entered into transactions with related parties in compliance withthe provisions of Section 177 and 1988 of the Act. The details of such related partytransactions have been disclosed in the Standalone Financial Statements as required underIndian Accounting Standard (Ind AS) 24 Related Party Disclosures specified under Section133 of the Act read with Rule 4 of the Companies (Indian Accounting Standards) Rules2015 (as amended).

xiv. During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly paid convertible debentures and hence reportingunder clause 3 (xvi) of the order is not applicable to the company.

xv. The Company has not entered into any non-cash transactions with its Directors orpersons connected with him. Accordingly the provisions of Clause 3(xv) of the Order arenot applicable to the Company

xvi. The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly the provisions of Clause 3(xvi) of the Order are notapplicable to the Company.

For Alok Mittal & Associates

Chartered Accountants

ICAI Firm Registration Number: 005717N

Alok Kumar Mittal

Partner

Membership Number: 071205

Place: New Delhi

Date: June 29 2020

UDIN: 20071205AAAAHY9286

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Rama Steel Tubes Limited of evendate)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub- section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of RAMA STEELTUBES LIMITED ("the Company") as of March 31 2020 in conjunction with our auditof the standalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls 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. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India and the Standards on Auditing prescribed under Section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence obtained by us are sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that:

(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may be come in adequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2020 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Alok Mittal & Associates

Chartered Accountants

ICAI Firm Registration Number: 005717N

Alok Kumar Mittal

Partner

Membership Number: 071205

Place: New Delhi

Date: June 29 2020

UDIN: 20071205AAAAHY9286

.