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Shyam Century Ferrous Ltd.

BSE: 539252 Sector: Metals & Mining
NSE: SHYAMCENT ISIN Code: INE979R01011
BSE 00:00 | 28 Nov 22.00 0.40
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21.90

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NSE 00:00 | 28 Nov 21.95 0.35
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OPEN 21.90
PREVIOUS CLOSE 21.60
VOLUME 111807
52-Week high 38.05
52-Week low 10.69
P/E 9.78
Mkt Cap.(Rs cr) 489
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 21.90
CLOSE 21.60
VOLUME 111807
52-Week high 38.05
52-Week low 10.69
P/E 9.78
Mkt Cap.(Rs cr) 489
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Shyam Century Ferrous Ltd. (SHYAMCENT) - Auditors Report

Company auditors report

To the Members of

Shyam Century Ferrous Limited

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS

Opinion

We have audited the accompanying Financial Statements of Shyam Century Ferrous Limited("the Company") which comprise the Balance Sheet as at 31st March 2022 theStatement of Profit and Loss (including Other Comprehensive Income) the Statement ofChanges in Equity and the Statement of Cash Flow for the year then ended including asummary of significant accounting policies and other explanatory information (hereinafterreferred to as "the Financial Statements").

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Financial Statements give the information required by theCompanies Act 2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards prescribed under section 133of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amendedand other accounting principles generally accepted in India of the state of affairs ofthe Company as at 31st March 2022 the profit and other comprehensive income changes inequity and the cash flows for the year then ended.

Basis for Opinion

We conducted our audit of the Financial Statements in accordance with the Standards onAuditing (SAs) specified under section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditor’s Responsibilities for the Auditof the Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia ("ICAI") together with the ethical requirements that are relevant to ouraudit of the Financial Statements under the relevant provisions of the Act and Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the ICAI’s Code of Ethics. We believe that the audit evidencewe have obtained is sufficient and appropriate to provide a basis for our opinion on theFinancial Statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Financial Statements of the current period. These matterswere addressed in the context of our audit of the Financial Statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters. Wehave determined the matters described below to be the key audit matters to be communicatedin our report:

Sl. No. Key Audit Matters Auditor's Response
1 Revenue Recognition Our principal audit procedures to assess the appropriateness of revenue recognised included:
(Refer Note no. 26 to the Financial Statements and Note 1.18 (A) of the significant accounting policies of the Financial Statements). - Obtaining an understanding of and assessing the design implementation and operating effectiveness of the Company’s key internal controls over the revenue recognition process.
Revenue is recognised when the control of the underlying products has been transferred and dispatched to customer. Delivery occurs when the product has been dispatched to the specific location and the risk of obsolescence / loss has been transferred and there is no unfulfilled obligation that could affect the buyer’s acceptance of the product as per the terms of the contract and no significant uncertainty exists regarding the amount of the consideration that will be derived from the sale of goods. - Assessing the appropriateness of the Company’s accounting policies relating to discounts incentives rebates etc by comparing with Ind AS 115.
Revenue is recognised based on the price and as per terms specified in the contracts net of the estimated volume discounts. Revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. There is a significant risk of misstatement due to risk related to inappropriate recognition of the revenue and hence this was determined to be a key audit matter. - Obtaining and inspecting on a sample basis supporting documentation for discounts incentives and rebates recorded and disbursed during the year as well as credit notes issued after the year end to determine whether these were recorded appropriately.
- Examination of significant contracts entered into close to year end to ensure revenue recognition is made in the correct period.
Our testing as described above showed that revenue has been recorded in accordance with the terms of applicable contracts and accounting policy in this area.
Sl. No. Key Audit Matters Auditor's Response
2 Litigation Claims and Contingent Liabilities Our principal audit procedures to assess the appropriateness of provisions and adequacy of disclosures included:
(Refer Note no. 43 to the Financial Statements and Note 1.22 of the significant accounting policies of the Financial Statements) - Reviewing the outstanding litigations against the Company for consistency with the previous years. Enquiring and obtaining explanations for movement during the year.
Provisions and contingent liability disclosures may arise from indirect tax proceedings legal proceedings including regulatory and other government/ department proceedings as well as investigations by authorities and commercial claims. - Reading the latest correspondence between the Company and the various tax/legal authorities.
The Company applies significant judgement in estimating the likelihood of the future outcome in each case and in determining the provisions or disclosures required for each matter. These estimates could change significantly over time as new facts emerge and each legal case progresses. The Company is involved in legal proceedings on disputed tax demands. The Company’s management has assessed that the probability of success of the demand is remote and accordingly has not provided for the disputed demands. - Discussing the status of significant litigation with the Company’s in-house Legal Counsel and other senior management personnel and assessing their responses.
This has been considered a key audit matter in view of the uncertain outcome of the litigations and involvement of significant management judgement in assessing the probability of outflow of economic resources. - On sample basis examining the Company’s legal expenses and reading the minutes of the board meetings in order to ensure all cases have been identified.
- With respect to tax matters discussing with the Company’s tax officers their views and strategies on significant cases as well as the related technical grounds relating to their conclusions based on applicable tax laws.
- For those matters where management concluded that no provisions should be recorded considering the adequacy and completeness of the Company’s disclosures with regard to facts and circumstances of the legal and litigation matters.
On the basis of the above procedures performed we considered the management’s assessment in respect of contingencies and provision for taxes and other litigations and claims to be reasonable and disclosures to be appropriate.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR'S REPORT THEREON

The Company’s Board of Directors is responsible for the other information. Theother information comprises the information included in the Board’s Report includingAnnexures to Board’s Report Management Discussion & Analysis and Report onCorporate Governance but does not include the Financial Statements and our auditor’sreport thereon.

Our opinion on the Financial Statements does not cover the other information and we donot express any form of assurance conclusion thereon.

In connection with our audit of the Financial Statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the Financial Statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is a materialmisstatement of this other information; we are required to report that fact. We havenothing to report in this regard.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE FINANCIALSTATEMENTS

The Company’s Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of the Financial Statements that give atrue and fair view of the financial position financial performance including othercomprehensive income changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards specified under section 133 of the Act read with relevant rules issuedthereunder.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial controls with reference to financial statements that were operatingeffectively for ensuring the accuracy and completeness of the accounting records relevantto the preparation and presentation of the Financial Statements that give a true and fairview and are free from material misstatement whether due to fraud or error.

In preparing the Financial Statements Management is responsible for assessing theCompany’s ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

The Board of Directors is also responsible for overseeing the Company’s financialreporting process.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the FinancialStatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor’s report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these Financial Statements.

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

• Identify and assess the risks of material misstatement of the FinancialStatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign 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 Companyhas adequate internal financial controls system with reference to financial statements inplace and the operating effectiveness of such 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 concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany’s ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor’s report to therelated disclosures in the Financial Statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor’s report. However future events or conditions may cause theCompany to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of the FinancialStatements including the disclosures and whether the Financial Statements represent theunderlying transactions and events in a manner that achieves fair presentation.

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 Financial Statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor’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 reasonablybe expected to outweigh the public interest benefits of such communication.

OTHER MATTER

The Financial Statements for the year ended 31st March 2021 which are included ascomparative figures were audited by the erstwhile Statutory Auditors of the Company whoexpressed an unmodified opinion vide their report dated 9th June 2021 and we have reliedon the same for the purpose of our audit of the financial statements.

Our opinion is not modified in respect of the above matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by 'the Companies (Auditor’s Report) Order 2020 ('theOrder’) issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the "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 purpose 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) the Statement of Changes in Equity and the Statement of Cash Flow dealt with bythis Report are in agreement with the books of account;

(d) In our opinion the aforesaid Financial Statements comply with the IndianAccounting Standards specified under Section 133 of the Act read with relevant rulesissued thereunder;

(e) On the basis of the written representations received from the directors and takenon record by the Board of Directors none of the directors is disqualified as on 31stMarch 2022 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 tothe Financial Statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B" wherein we have expressed anunmodified opinion.

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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its Financial Statements. - Refer Note no. 43 to the Financial Statements

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;

iii. There were no amounts required to be transferred to the Investor Education andProtection Fund by the Company during the year ended 31st March 2022.

iv. a) The Management has represented that to the best of its knowledge and beliefother than as disclosed in the notes to the accounts no funds have been advanced orloaned or invested (either from borrowed funds or share premium or any other sources orkind of funds) by the Company to or in any other person(s) or entity(ies) includingforeign entities ("Intermediaries") with the understanding whether recorded inwriting or otherwise that the Intermediary shall whether directly or indirectly lend orinvest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Company ("Ultimate Beneficiaries") or provide any guarantee security or thelike on behalf of the Ultimate Beneficiaries;

b) The Management has represented that to the best of its knowledge and belief nofunds have been received by the Company from any person(s) or entity(ies) includingforeign entities ("Funding Parties") with the understanding whether recordedin writing or otherwise that the Company shall directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of theFunding Party ("Ultimate Beneficiaries") or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries; and

c) Based on such audit procedures performed as considered reasonable and appropriate inthe circumstances nothing has come to our notice that has caused us to believe that theManagement representations under sub-clauses (a) and (b) above contain any materialmisstatement.

v. The Board of Directors of the Company has not proposed / paid any dividend for theyear ended 31st March 2022 hence no compliance of Section 123 of the Act was necessary.

3. 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 according to the information and explanations given to us theremuneration paid by the Company to its directors during the current year is in accordancewith the provisions of Section 197 of the Act. The remuneration paid to any director isnot in

excess of the limit laid down under Section 197 of the Act. The Ministry of CorporateAffairs has not prescribed other details under Section 197 (16) of the Act which arerequired to be commented upon by us.

For D. K. Chhajer & Co.
Chartered Accountants
Firm Registration No. 304138E
Neha Maheshwari
Partner
Membership No. 308616
UDIN: 22308616AJCXZU1804
Place: Kolkata
Date: 17th May 2022

ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to under the heading "Report on Other Legal and RegulatoryRequirements" in Paragraph 1 of our Independent Auditor’s Report of even date)

i. (a) (A) The Company has maintained proper records showing full particularsincluding quantitative details and situation of Property Plant and Equipment and relevantdetails of right-of- use assets.

(B) The Company has maintained proper records showing full particulars of intangibleassets.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has a regular programme of physicalverification of its Property Plant and Equipment by which all property plant andequipment are verified at reasonable intervals of time. In accordance with this programmecertain property plant and equipment were verified during the year. In our opinion thisperiodicity of physical verification is reasonable having regard to the size of theCompany and the nature of its assets. No material discrepancies were noticed on suchverification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of the immovable properties(other than properties where the Company is the lessee and the lease agreements are dulyexecuted in favour of the lessee) disclosed in the Financial Statements are held in thename of the Company as at the balance sheet date.

(d) The Company has not revalued its Property Plant and Equipment (includingright-of-use assets) or intangible assets or both during the year. Accordingly reportingunder clause 3(i)(d) of the order is not applicable to the Company.

(e) Based on the information and explanations furnished to us no proceedings have beeninitiated on or are pending against the Company for holding benami property under theProhibition of Benami Property Transactions Act 1988 (as amended in 2016) (formerly theBenami Transactions (Prohibition) Act 1988 (45 of 1988)) and Rules made thereunder andtherefore the question of our commenting on whether the Company has appropriatelydisclosed the details in its Financial Statements does not arise.

ii. (a) The inventory except goods-in-transit has been physically verified by themanagement during the year. With respect to goods-in-transit subsequent evidence ofreceipts has been linked with inventory records. In our opinion the frequency of suchverification is reasonable and procedures and coverage as followed by management wereappropriate. No discrepancies were noticed on verification between the physical stocks andthe book records that were more than 10% in the aggregate of each class of inventory.

(b) The Company has not been sanctioned any working capital facility from financialinstitutions. The Company has been sanctioned working capital limits in excess of '5 Crore in aggregate at points of time during the year from banks on the basis ofsecurity of current assets. In our opinion and according to the information andexplanations given to us the quarterly returns or statements comprising stock and bookdebt statements filed by the Company with such banks are in agreement with the unauditedbooks of account of the Company of the respective quarters other than those as set outbelow:

(Rs in Lakhs)

Name of the Bank Aggregate working capital limits sanctioned Nature of Current Asset offered as Security Quarter ended Amount disclosed as per Quarterly Return/ Statement Amount as per Books of account Difference Reasons for difference
Jun’21 1631.35 1679.88 -48.53 The difference is due to variation in stock valuation rate as the valuation is based on previous month’s cost sheet.
Sept'21 1201.68 1206.47 -4.79
Dec'21 1479.08 1481.39 -2.31
HDFC Bank ' Thirty Crore Refer Note Below Mar'22 2466.65 2466.65 -

Working capital facilities from banks are secured by first charge on the current assetsand second charge on the property plant and equipment of the Company’s Ferro AlloyPlant at Byrnihat Meghalaya.

Also refer Note 51 to the Financial Statements.

iii. According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not made any investments orprovided any guarantee or security or granted any advances in the nature of loans securedor unsecured to companies firms limited liability partnership or any other partiesduring the year. The Company has granted unsecured loans to two body corporates inrespect of which the requisite information is as below. The Company has not granted anyloans secured or unsecured to firms and limited liability partnership.

(a) Based on the audit procedures carried on by us and as per the information andexplanations given to us the Company has provided loans to any other entity as below:

Particulars Loans (Rs in Lakhs)
Aggregate amount during the year
- Subsidiaries -
- Joint Ventures -
- Associates -
- Others* 30
Balance outstanding as on 31st March 2022 with respect to above cases
- Subsidiaries -
- Joint Ventures -
- Associates -
- Others* 273.23

*The above amounts are included in Note 11 to the Financial Statements.

(b) According to the information and explanations given to us and based on the auditprocedures conducted by us in our opinion the terms and conditions of the grant ofunsecured loans are prima facie not prejudicial to the interest of the Company.

(c) The Company has granted unsecured loans aggregating ' 273.23 Lakhs to twobody corporates that are payable on demand and where no schedule of repayment of principaland payment of interest has been stipulated. In the absence of stipulation ofrepayment/payment terms we are unable to comment on the regularity of repayment ofprincipal and payment of interest. There are no advances in the nature of loan.

(d) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company there is no overdue amount for more than ninetydays in respect of unsecured loan given. Further the Company has not given any advancesin the nature of loans to any party during the year.

(e) As stated in point (c) above the Company has granted unsecured loans that arepayable on demand where no schedule of repayment of principal and payment of interest hasbeen stipulated. In the absence of stipulation of repayment/payment terms we are unableto comment whether such loans have fallen due during the year. Further no loans grantedby the Company have been renewed or extended or fresh loans granted to settle the overduesof existing loans given to the same parties. The Company has not given any advances in thenature of loans to any party.

(f) The Company has granted unsecured loans which are repayable on demand as perdetails below:

(Rs in Lakhs)

Particulars Total Loans Promoters Related Parties
Aggregate of loans granted: -
-Repayable on Demand 273.23 - 30.01
Percentage of loans above to the total loans - - 10.98%

iv. According to the information and explanation given to us and based on the auditprocedures conducted by us the Company has neither granted any loans or made investmentsnor provided guarantees or securities in contravention of provisions of Section 185 of theAct. The Company has not made any investments or guarantees or securities to the partiescovered under Section 186 of the Act. In respect of loans made by the Company theprovisions of Section 186 of the Act have been complied with.

v. The Company has not accepted any deposits or amounts which are deemed to be depositswithin the meaning of Sections 73 74 75 and 76 of the Act and the Rules framed thereunder to the extent notified. Accordingly reporting under Clause 3(v) of the Order is notapplicable to the Company.

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 nothowever made a detailed examination of the records with a view to determine whether theyare accurate or complete.

vii. (a) In our opinion the Company is generally regular in depositing the undisputedstatutory dues including Provident Fund Employees’ State Insurance Income taxGoods and Service tax and other statutory dues as applicable with the appropriateauthorities. There were no undisputed amounts payable in respect of the aforesaidstatutory dues in arrears as at 31st March 2022 for a period of more than six months fromthe date they became payable.

(b) According to the information and explanations given to us and based on the recordsof the Company examined by us the dues of Income- Tax Excise Duty Royalty CessVAT/GST/MEPRF on Coal which have not been deposited on account of any dispute are asfollows:

Name of the Statute Nature of dues Amount (Rs in Lakhs) Period to which the amount relates Forum where the dispute is pending
MMDR GST & VAT Act Royalty MEPRF GST/VAT 1738.99 FY 2014-15 to FY 2018-19 Director of Mineral Resources Meghalaya
The Central Excise Act 1949 Excise Duty 112.04 July 2004 - March 2013 Meghalaya High Court
Income Tax Act 1961 Demand Payable 0.28 AY 2018-19 National Faceless Appeal Centre (NFAC) Delhi

viii. According to the information and explanations given to us and the records of theCompany examined by us there are no transactions in the books of account that has beensurrendered or disclosed as income during the year in the tax assessments under the IncomeTax Act 1961 that has not been recorded in the books of account.

ix. (a) According to the information and explanations

given to us and the records of the Company examined by us the Company has notdefaulted in repayment of loans or other borrowings or in the payment of interest to anylender during the year.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not been declared a wilfuldefaulter by any bank or financial institution or government or government authority.

(c) In our opinion and according to the information and explanations given to us theCompany has not raised any money by way of term loans during the year and did not have anyterm loans outstanding at the beginning of the current year. Accordingly reporting underclause 3(ix) (c) of the Order is not applicable to the Company.

(d) According to the information and explanations given to us and on an overallexamination of the Balance Sheet of the Company we report that no funds raised onshort-term basis have been used for long-term purposes by the Company.

(e) During the year ended 31 March 2022 the Company did not have any subsidiariesassociates or joint ventures as defined under the Act. Accordingly reporting under clause3(ix) (e) of the Order is not applicable to the Company.

(f) During the year ended 31 March 2022 the Company did not have any subsidiariesassociates or joint ventures as defined under the Act. Accordingly reporting under clause3(ix) (f) of the Order is not applicable to the Company.

x. (a) The Company has not raised moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the year. Accordingly the reportingunder Clause 3(x) (a) of the Order is not applicable to the Company.

(b) The Company has not made any preferential allotment or private placement of sharesor fully or partially or optionally convertible debentures during the year. Accordinglythe reporting under Clause 3(x) (b) of the Order is not applicable to the Company.

xi. (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company carried out in accordance with thegenerally accepted auditing practices in India we have neither come across any instanceof fraud by the Company or on the Company noticed or reported during the year nor havewe been informed of any such case by the Management.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company carried out in accordance with the generallyaccepted auditing practices in India a report under Section 143 (12) of the Act in FormADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules 2014 was notrequired to be filed by us with the Central Government during the year and upto the dateof this report. Further as informed by the Company the Cost Auditor as well as theSecretarial Auditor of the Company have not filed any report under Section 143(12) of theAct with the Central Government in Form ADT-4 as prescribed under Rule 13 of Companies(Audit and Auditors) Rules 2014 during the year and upto the date of this report.Accordingly the reporting under Clause 3(xi) (b) of the Order is not applicable to theCompany.

(c) According to the information and explanations given to us there were no whistleblower complaints received during the year by the Company.

xii. As the Company is not a Nidhi Company and the Nidhi Rules 2014 are not applicableto it; the reporting under Clause 3(xii) of the Order is not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to us thetransactions with related parties are in compliance with Sections 177 and 188 of the Actwhere applicable and the details of the related party transactions have been disclosed inthe financial statements as required by the applicable accounting standards.

xiv. (a) In our opinion and according to the information and explanation given to usthe Company has an internal audit system commensurate with the size and nature of itsbusiness.

(b) We have considered the internal audit reports of the Company issued till date forthe period under audit.

xv. In our opinion and according to the information and explanations given to us theCompany has not entered into any non-cash transactions with its Directors or personsconnected with them. Accordingly the reporting on compliance with the provisions ofSection 192 of the Act under Clause 3(xv) of the Order is not applicable to the Company.

xvi. (a) The Company is not required to be registered under Section 45-IA of theReserve Bank of India Act 1934. Accordingly the reporting under Clause 3(xvi) (a) of theOrder is not applicable to the Company.

(b) The Company has not conducted non-banking financial / housing finance activitiesduring the year. Accordingly the reporting under Clause 3(xvi) (b) of the Order is notapplicable to the Company.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulationsmade by the Reserve Bank of India. Accordingly the reporting under Clause 3(xvi)(c) ofthe Order is not applicable to the Company.

(d) According to the information and explanations provided to us during the course ofaudit the Group (as per the provisions of the Core Investment Companies (Reserve Bank)Directions 2016) does not have any CIC.

xvii. The Company has not incurred any cash losses in the current financial year and inthe immediately preceding financial year. Accordingly reporting under Clause (xvii) ofthe Order is not applicable to the Company.

xviii. There has been no resignation of the statutory auditors during the year andaccordingly the reporting under Clause 3(xviii) of the Order is not applicable to theCompany.

xix. According to the information and explanations given to us and on the basis of thefinancial ratios ageing and expected dates of realisation of financial assets and paymentof financial liabilities other information accompanying the financial statements ourknowledge of the Board of Directors and management plans and based on our examination ofthe evidence supporting the assumptions nothing has come to our attention which causesus to believe that any material uncertainty exists as on the date of the audit report thatthe Company is not capable of meeting its liabilities existing at the date of balancesheet as and when they fall due within a period of one year from the balance sheet date.We however state that this is not an assurance as to the future viability of theCompany. We further state that our reporting is based on the facts up to the date of theaudit report and we neither give any guarantee nor any assurance that all the liabilitiesfalling due within a period of one year from the balance sheet date will get dischargedby the Company as and when they fall due.

xx. (a) The Company has fully spent the required amount towards Corporate SocialResponsibility (CSR) and there are no unspent CSR amount for the year requiring a transferto a Fund specified in Schedule VII to the Companies Act or special account in compliancewith the provision of subsection (6) of section 135 of the said Act. Accordinglyreporting under clause 3(xx)(a) of the Order is not applicable to the Company for theyear.

(b) In respect of ongoing projects the Company does not have any unspent CorporateSocial Responsibility (CSR) amount as at the end of the previous financial year and alsoat the end of the current financial year. Accordingly reporting under Clause 3(xx) (b) ofthe Order is not applicable for the year.

xxi. During the year ended 31 March 2022 the Company did not have any subsidiariesassociates or joint ventures as defined under the Act. Accordingly reporting under Clause3(xxi) of the Order is not applicable to the Company.

For D. K. Chhajer & Co.
Chartered Accountants
Firm Registration No. 304138E
Neha Maheshwari
Partner
Membership No. 308616
UDIN: 22308616AJCXZU1804
Place: Kolkata
Date: 17th May 2022

ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to under the heading "Report on Other Legal and RegulatoryRequirements" in Paragraph 2(f of our Independent Auditor’s report of even date)

REPORT ON THE INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTSUNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT 2013

We have audited the Internal Financial Controls with reference to the FinancialStatements of Shyam Century Ferrous Limited ("the Company") as at 31st March2022 in conjunction with our audit of the Financial Statements of the Company for the yearended on that date.

MANAGEMENT'S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIALSTATEMENTS

The Company’s management is responsible for establishing and maintaining internalfinancial controls based on the internal control with reference to Financial Statementscriteria 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 ("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 of reliablefinancial information as required under the Act.

AUDITOR'S RESPONSIBILITY

Our responsibility is to express an opinion on the Company’s internal financialcontrols with reference to the Financial Statements based on our audit. We conducted ouraudit in accordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the "Guidance Note") and the Standards on Auditing issuedby ICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the ICAI. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls withreference to Financial Statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system with reference to financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tofinancial statements included obtaining an understanding of internal financial controlswith reference to financial statements assessing the risk that a material weakness existsand testing and evaluating the design and operating effectiveness of internal controlbased on the assessed risk. The procedures selected depend on the auditor’s judgmentincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company’s internal financial controlssystem with reference to the Financial Statements.

MEANING OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS

A Company’s internal financial control with reference to Financial Statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of Financial Statements for external purposes in accordancewith generally accepted accounting principles. A Company’s internal financial controlwith reference to Financial Statements 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) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the Company are being made only in accordance withauthorisation of the management and directors of the Company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the Company’s assets that could have a material effect on theFinancial Statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIALSTATEMENTS

Because of the inherent limitations of internal financial controls with reference toFinancial Statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls withreference to financial statements to future periods are subject to the risk that theinternal financial control with respect to Financial Statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

OPINION

In our opinion the Company has in all material respects an adequate internalfinancial controls system with reference to

Financial Statements and such internal financial controls with reference to FinancialStatements were operating effectively as at 31st March 2022 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 ICAI.

For D. K. Chhajer & Co.
Neha Maheshwari
Chartered Accountants Firm Registration No. 304138E
Partner
Membership No. 308616
UDIN: 22308616AJCXZU1804
Place: Kolkata
Date: 17th May 2022

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