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Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Auditor Report of Ram Ratna Wires Ltd.

Mar 31, 2025

We have audited the accompanying Revised Standalone
Financial Statements of Ram Ratna Wires Limited ("the
Company"), which comprise the Revised Balance Sheet
as at 31^st March, 2025 and the Revised Statement
of Profit and Loss (including Other Comprehensive
Income), the Revised Cash Flows Statement and the
Revised Statement of Changes in Equity for the year then
ended, and notes to the Revised Standalone Financial
Statements, including a summary of material accounting
policies and other explanatory information.

In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
Revised Standalone Financial Statements give the
information required by the Companies Act, 2013 ("the
Act") in the manner so required and give a true and fair
view in conformity with the Indian Accounting Standards
prescribed under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015,
as amended ("Ind AS"), and other accounting principles
generally accepted in India, of the state of affairs of
the Company as at 31^st March, 2025 and its profit, total
comprehensive income, its cash flows and the changes
in equity for the year then ended.

2. Basis for Opinion

We conducted our audit in accordance with the Standards
on Auditing (SAs) specified under section 143(10) of
the Act. Our responsibilities under those Standards are
further described in the Auditor''s Responsibilities for the
Audit of the Revised Standalone Financial Statements
in paragraph 7 below of our report. We are independent
of the Company in accordance with the Code of Ethics
issued by the Institute of Chartered Accountants of India
("ICAI") together with the ethical requirements that are
relevant to our audit of the Revised Standalone Financial
Statements under the provisions of the Act and the
Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements

and the Code of Ethics. We believe that the audit evidence
obtained by us is sufficient and appropriate to provide a
basis for our opinion on the Revised Standalone Financial
Statements.

3. Emphasis of Matter

We draw attention to notes 1 and 53 of the Revised
Standalone Financial Statements which describe the
basis of preparation and scheme of amalgamation. As
explained in detail therein, these Revised Standalone
Financial Statements for the year ended 31^st March,
2025 have been prepared pursuant to the Scheme of
Amalgamation (merger by absorption) (''the Scheme'')
for merger of the Company''s subsidiary, Global Copper
Pvt. Ltd. ("the Transferor Company"), with and into the
Company, from the specified retrospective appointed date
(1^st April, 2024), as approved by the National Company
Law Tribunal (NCLT), Mumbai Bench vide its order dated
29^th May, 2025 ("the Order"). The Scheme is effective from
23^rd June, 2025 upon filing the same with the Registrar
of Companies, Mumbai. As per the requirements of
Appendix C to Ind AS 103 "Business Combinations", the
Scheme has been given effect to as if it had occurred
from the beginning of the preceding period (i.e. 1^st April,
2023) in the Revised Standalone Financial Statements.

We had issued auditor''s report dated 29^th May, 2025 on
earlier Standalone Financial Statements for the year
ended 31^st March, 2025 to the members of the Company.
The Order approving the Scheme was received by the
Company subsequent to the conclusion of the Board
meeting approving the Standalone Financial Statements
for the year ended 31^st March, 2025. The Company has now
prepared the Revised Standalone Financial Statements
for the year ended 31^st March, 2025 incorporating the
impact of the Scheme from 1^st April, 2023. In accordance
with the provisions of Standard on Auditing 560 (Revised)
''Subsequent Events'' issued by ICAI, our audit procedures,
in so far as they relate to the revision of the Standalone
Financial Statements, have been carried out solely on this
matter and no additional procedure has been carried out
for any other event occurring after 29^th May, 2025 (being
the date of our report on the earlier Standalone Financial
Statements). Our report dated 29^th May, 2025 on the
earlier Standalone Financial Statements for the year
ended 31^st March, 2025 is superseded by this report on

the Revised Standalone Financial Statements for the year
ended 31^st March, 2025.

Our opinion is not modified in respect of above matter.

4. Key Audit Matters

Key audit matters are those matters which, in our
professional judgment, were of most significance in our
audit of the Revised Standalone Financial Statements

of the current period. These matters were addressed
in the context of our audit of the Revised Standalone
Financial Statements as a whole, and in forming our
opinion thereon, and we do not provide a separate
opinion on these matters. We have determined the
matters described below to be the key audit matters to be
communicated in our report on the Revised Standalone
Financial Statements.

Key audit matters	How our audit addressed the key audit matters
Property, Plant and Equipment (PPE)	Our audit incorporated the following procedures with regard
Addition to PPE and Capital work-in-progress totalling to ?	to PPE and Capital-work-in-progress:
35,960. 07 Lakhs for set up of a new manufacturing facility	â¢	testing the design, implementation and operating
at Bhiwadi, Rajasthan and enhancing the capacity of the		effectiveness of controls in respect of review of capital
Company''s (Excluding Transferor Company''s) existing plants during the year. PPE are capitalised when they are ready for		work-in-progress, recognising the PPE, and timing of the capitalisation with the source documentation.
their intended use.	â¢	obtaining and evaluating the material accounting policy with respect to capitalisation, including application of
The Accounting for PPE is identified as a key audit matter		said policy, to assess consistency with the requirements
considering the significant investment in PPE and capital		as set out in Ind AS 16.
work-in- progress during the year which represents substantial	â¢	testing procedures included verification on sample basis
portion of the assets of the Company, valuation of PPE,		of supporting documentation such as contracts, work
determination of timing of capitalisation, capitalisation of		orders etc. for additions and capitalisation during the
incidental expenses, estimation of useful life of assets and		year.
depreciation. Revenue Recognition	â¢	evaluating the assumption and work accuracy for allocation of incidental and direct overhead cost incurred and capitalised.
(Refer note 1 (c) (xii) and 42 of the Revised Standalone	â¢	testing procedures included, verifying necessary
Financial Statements)		authorisations for capitalisation of items of PPE, verifying
Revenue is the main profit driver and therefore susceptible		installation/ commencement/ work certificates issued by
to misstatement. There is inherent risk of incorrect timing of		internal and external agencies/suppliers and discussions
recognition of revenue and related rate difference, discounts		with the management for assets to be in the location and
in reporting period. Cut- off on the reporting date is the key		condition necessary for it to be capable of operating in
assertion insofar as revenue is concerned, any in-appropriate		the manner intended by the managements, and
method can result in misstatement of financial statements for the year.	â¢	reviewing, testing and discussing the assumptions considered by the management in determining the useful life of the PPE and testing the effectiveness of internal
Assessment of carrying value of investments in subsidiaries		controls and verifying the mathematical accuracy of
and joint venture		computation of depreciation charge for the year.
The investments in subsidiaries and joint ventures are	Our	audit incorporated the following procedures with regard
reported in the Revised Standalone Financial Statements	to Revenue Recognition: -
at cost. In case of an investment amounting to ? 2,222.16	â¢	assessing the process, internal controls and testing the
Lakhs in a joint venture (ceased as a subsidiary w.e.f. 30^th		effectiveness of key controls;
September, 2024) where an indication of impairment exists,	â¢	testing the accuracy of cut-off with substantive analytical
the carrying value of investment is assessed for impairment.	â¢	procedures supplemented with third party confirmation, delivery acknowledgment, delivery terms, estimation for delivery time based on historical records; and judgments and estimations made for discounts, rebates, appropriate authorisation, historical trends, credit and debit notes issued after the balance sheet date, inventory reconciliation and receivable balance confirmations.

The accounting for investment is a Key Audit Matter as	Our audit incorporated the following procedures with regard
the determination of recoverable value for impairment	to assessment of impairment of investment:
assessment involves significant management judgments and	â¢	reviewing the approach adopted for testing impairment
estimates.		including appropriateness of valuation method used;
Accounting for Business Combination - Amalgamation	â¢	reviewing and checking financial projections and other
(merger by absorption) of the Company''s subsidiary, Global		relevant data for mathematical accuracy;
Copper Pvt. Ltd. (GCPL) with and into the Company ("the Scheme") (Note: 53)	â¢	reviewing the valuation report of qualified valuer obtained by the Company and the joint venture partner;
The Scheme of merger of GCPL with the Company u/s 230 to 232 of the Act was approved by NCLT vide its Order dated	â¢	reviewing the assumptions used in the financial projection;
29^th May, 2025 with retrospective appointed dated 1^st April, 2024 subsequent to the year end and post approval of the financial statements of the Company by Board of Directors. The Scheme is effective from 23^rd June, 2025 upon filing the same with the Registrar of Companies, Mumbai.	â¢	reviewing the assumptions used in the financial projection;
	â¢	discussions with the Management of the Joint Venture, key person of the Company and ascertaining the factors contributing towards present performance and strategy to overcome it, business expectation, market conditions and business plans; and
The Company has accounted for the business combinations
using the pooling of interest method in accordance with	â¢	discussions on Company''s management perception
Appendix C of Ind AS 103, Business Combinations in		regarding business, market condition, expected market
accordance with the Scheme and NCLT Order. The carrying		size, future planning, financial strength, support and
value of the assets and liabilities of GCPL being the beginning		intention of other promoter of the Joint Venture.
of the previous period (i.e. 1^st April, 2023), as appearing in the	Our	audit procedures included the following with regards to
consolidated financial statements of the Company before	accounting of merger of GCPL:
the merger have been incorporated in the books with merger	â¢	obtaining and reading the Scheme and final order passed
adjustments, as applicable.		by the NCLT to understand its key terms and conditions;
The Company will allot fully paid-up equity shares to the	â¢	understanding from the management, assessing and
eligible shareholders of GCPL in accordance with the Scheme.		testing the design and operating effectiveness of the
The determination of appropriateness of the accounting treatment, the complex accounting involved, the aforesaid		Company''s key controls over the accounting for business combinations;
business combination treatment in the Revised Standalone	â¢	evaluating the Company''s accounting of the business
Financial Statements required significant auditor''s attention		combinations as per pooling of interest method
and therefore, has been considered to be a key audit matter.		prescribed in Appendix C of Ind AS 103, Business
Further, owing to the significant and pervasive impact of the merger on the accompanying Revised Standalone Financial		Combinations in accordance with the Scheme and NCLT Order and guidance issued by ICAI;
Statements as disclosed in Note 53, the matter is also considered fundamental to the understanding of the users of the accompanying Revised Standalone Financial Statements.	â¢	tracing the assets and liabilities as at 1^st April, 2023 and results for the financial year ended 31^st March, 2024 and 31^st March, 2025 of GCPL from the audited Financial Statements of GCPL as considered in the Consolidated Financial Statements of the Company;
	â¢
	â¢	testing the management''s computation for arriving at the value of fully paid-up equity shares to be issued and treatment of reserves in accordance with the Scheme;
	â¢	testing the management''s computation of determining the amount of goodwill; and
	â¢	assessing the adequacy and appropriateness of the disclosures made in the Revised Standalone Financial Statements.

5. Information Other than the Financial Statements and
Auditor''s Report thereon

The Company''s Management and Board of Directors
are responsible for other information. Other information
comprises the information included in the Annual Report,
but does not include the Revised Standalone Financial
Statements, Revised Consolidated Financial Statements,
and our auditor''s reports thereon.

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

In connection with our audit of the Revised Standalone
Financial Statements, our responsibility is to read the
other information when it becomes available and, in
doing so, consider whether the other information is
materially inconsistent with the Revised Standalone
Financial Statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated.

When we read other information comprising the
information included in the Annual Report and we
conclude that there is a material misstatement therein,
we are required to communicate the matter to those
charged with governance. We have nothing to report in
this regard.

6. Management''s Responsibility for the Revised Standalone
Financial Statements

The Company''s Management and Board of Directors are
responsible for the matters stated in section 134(5) of
the Act with respect to the preparation of the Revised
Standalone Financial Statements that give a true and
fair view of the financial position, financial performance
including other comprehensive income, cash flows and
changes in equity of the Company in accordance with the
Ind AS and other accounting principles generally accepted
in India. This responsibility also includes maintenance
of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of
the Company and for preventing and detecting frauds
and other irregularities; selection and application of
appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate
internal financial controls, that were operating effectively
for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and

presentation of the Revised Standalone Financial
Statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.

In preparing the Revised Standalone Financial Statements,
the Management and Board of Directors are responsible
for assessing the Company''s ability to continue as a
going concern, disclosing, as applicable, matters related
to going concern and using the going concern basis of
accounting unless the Board of Directors either intends
to liquidate the Company or to cease operations, or has
no realistic alternative but to do so. The Company''s Board
of Directors are also responsible for overseeing the
Company''s financial reporting process.

7. Auditor''s responsibilities for the audit of the Revised
Standalone Financial Statements

Our objectives are to obtain reasonable assurance about
whether the Revised Standalone Financial Statements as
a whole are free from material misstatement, whether
due to fraud or error, and to issue a Auditor''s Report that
includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a
material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users
taken on the basis of these Revised Standalone Financial
Statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional
scepticism throughout the audit. We also:

â¢ Identify and assess the risks of material
misstatement of the Revised Standalone Financial
Statements, whether due to fraud or error, design
and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the
override of internal control.

the company has adequate internal financial controls
with respect to financial statements in place and the
operating effectiveness of such controls.

â¢ Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting
estimates and related disclosures made by the
management.

â¢ Conclude on the appropriateness of management''s
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
conditions that may cast significant doubt on the
Company''s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we
are required to draw attention in our auditor''s report
to the related disclosures in the Revised Standalone
Financial Statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions
are based on the audit evidence obtained up to the
date of our earlier auditor''s report. However, future
events or conditions may cause the Company to
cease to continue as a going concern.

â¢ Evaluate the overall presentation, structure and
content of the Revised Standalone Financial
Statements, including the disclosures, and whether
the Revised Standalone Financial Statements
represent the underlying transactions and events in
a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in
the Revised Standalone Financial Statements that,
individually or in aggregate, makes it probable that the
economic decisions of a reasonably knowledgeable
user of the Revised Standalone Financial Statement
may be influenced. We consider quantitative
materiality and qualitative factors in (i) planning the
scope of our audit work and in evaluating the results
of our work; and (ii) to evaluate the effect of any
identified misstatements in the Revised Standalone
Financial Statements.

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

We also provide those charged with governance with
a statement that we have complied with relevant
ethical requirements regarding independence, and to
communicate with them all relationships and other
matters that may reasonably be thought to bear on
our independence, and where applicable, related
safeguards.

From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the Revised
Standalone Financial Statements of the current period
and are therefore the key audit matters. We describe
these matters in our auditor''s report unless law or
regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated
in our report because the adverse consequences of
doing so would reasonably be expected to outweigh
the public interest benefits of such communication.

8. Other Matter

In accordance with the Scheme as stated in Note No
53 to the Revised Standalone Financial Statements
and the Emphasis of Matter para herein above, the
Standalone Financial Statements of the Company have
been restated to include the audited financial information
of the Transferor Company whose financial statements
reflect total gross assets of ? 19,987.48 Lakhs as at 31^stMarch, 2025 and ? 16,422.84 Lakhs as at 31^st March,
2024 and total gross revenue of ? 53,275.35 Lakhs and
? 34,403.68 Lakhs, total comprehensive income of ?
1,806.28 Lakhs and ? 951.48 Lakhs and net cash flow of
? 4.81 Lakhs and net cash outflow of (? 204.77) Lakhs
for the year ended 31^st March, 2025 and 31^st March,
2024 respectively. The financial statements/information
of the Transferor Company have been audited by other
auditor whose reports have been furnished to us by the
management of the Company. Our opinion on the Revised
Standalone Financial Statement, in so far as it relates
to amount and disclosures included in respect of the
Transferor Company is based solely on the reports of the
other auditor. We have audited the adjustments made by
the management consequent to the merger of Transferor
Company with the Company to arrive at restated figures
for the year ended 31^st March, 2024 and 31^st March, 2025.
Our report is not modified in respect of this matter.

9. Report on other Legal and Regulatory Requirements

(1) As required by Section 143(3) of the Act, based on

our audit we report that:

(a) We have sought and obtained all the information
and explanations which to the best of our
knowledge and belief were necessary for the
purposes of our audit.

(b) In our opinion, proper books of account as
required by law have been kept by the Company
so far as it appears from our examination of
those books except for the matters stated in
paragraph (i) (vi) below on reporting under Rule
11(g) of the Companies (Audit and Auditors)
Rules, 2014.

(c) The Revised Standalone Balance Sheet, the
Revised Standalone Statement of Profit and Loss
(including other comprehensive Income), the
Revised Standalone Cash Flows Statement and
the Revised Standalone Statement of Changes in
Equity dealt with by this Report are in agreement
with the relevant books of account.

(d) In our opinion, the aforesaid Revised Standalone
Financial Statements comply with the Indian
Accounting Standards specified under Section
133 of the Act.

(e) On the basis of the written representations
received from the directors as on 1^st April, 2025
taken on record by the Board of Directors, none
of the directors is disqualified as on 31^st March,
2025 from being appointed as a director in terms
of Section 164 (2) of the Act.

(f) The modification relating to the maintenance
of accounts and other matters connected
therewith in respect of audit trail are stated in
the paragraph (1) (b) above on reporting under
section 143 (3) (b) of the Act and paragraph (i)
(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014.

(g) With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Company and the operating
effectiveness of such controls, refer to our
separate Report in Annexure "A". Our report
expresses an unmodified opinion on the

adequacy and operating effectiveness of the
Company''s internal financial controls with
reference to financial statements.

(h) With respect to the other matters to be included
in the Auditor''s Report in accordance 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 explanations
given to us, the remuneration paid by the
Company to its directors during the year is in
accordance with the provisions of section 197 of
the Act.

(i) With respect to the other matters to be included
in the Auditor''s Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules,
2014, in our opinion and to the best of our
information and according to the explanations
given to us:

i) The Company has disclosed the impact, if
any, of pending litigations as at 31^st March,
2025 on its financial position in its Revised
Standalone Financial Statements - Refer
Note 30 to the Revised Standalone Financial
Statements;

ii) The Company did not have any long term
contracts including derivative contracts for
which there were any material foreseeable
losses;

iii) There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by
the Company;

iv) (a) The management has represented that,

to the best of it''s knowledge and belief,
as disclosed in the notes to the Revised
Standalone Financial Statements, no
funds have been advanced or loaned or
invested (either from borrowed funds or
share premium or any other sources or
kind of funds) by the Company to or in any
other person(s) or entity(ies), including
foreign entities ("Intermediaries"), with
the understanding, whether recorded
in writing or otherwise, that the
Intermediary shall :

â¢ directly or indirectly lend or invest in
other persons or entities identified
in any manner whatsoever by or on
behalf of the Company ("Ultimate
Beneficiaries") or

â¢ provide any guarantee, security to
or the like on behalf of the Ultimate
Beneficiaries.

(b) The management has represented,
that, to the best of it''s knowledge
and belief, as disclosed in the notes
to the Revised Standalone Financial
Statements, no funds have been
received by the Company from any
person(s) or entity(ies), including
foreign entities ("Funding Parties"), with
the understanding, whether recorded in
writing or otherwise, that the Company
shall:

â¢ directly or indirectly, lend or invest in
other persons or entities identified
in any manner whatsoever by or
on behalf of the Funding Party
("Ultimate Beneficiaries") or

â¢ provide any guarantee, security by
or the like on behalf of the Ultimate
Beneficiaries.

(c) Based on the audit procedures
performed that have been considered
reasonable and appropriate in the
circumstances, nothing has come to our
notice that has caused us to believe that
the representations under sub-clause
(i) and (ii) of Rule 11(e), as provided
under (iv) (a) and (b) above, contain any
material mis-statement.

v) (a) The dividend proposed in the previous
year, declared and paid by the Company
during the year is in accordance with
Section 123 of the Act, as applicable.

(b) The Board of Directors of the Company
have proposed final dividend for the year
which is subject to the approval of the
members at the ensuing Annual General
Meeting. The amount of dividend
proposed is in accordance with Section
123 of the Act, as applicable.

vi) Based on our examination, which included
test checks and considering the report of
the auditor of the Transferor Company, the
Company has except as mentioned below,
used an accounting software for maintaining
its books of account for the financial year
ended 31^st March, 2025 which has a feature
of recording audit trail (edit log) facility and
the same has operated throughout the year
for all relevant transactions recorded in the
software.

a) The Transferor Company has started
using accounting software for
maintaining its books of account for the
financial year ended 31^st March, 2025
which has a feature of recording audit
trail (edit log) facility effective 22^nd April,
2024.

b) The feature of recording audit trail (edit
log) facility was not enabled for the
accounting software used for sales
order booking which are non- editable.
Further, wherever audit trail (edit log)
facility was enabled and operated
through the year, we did not come across
any instance of audit trail features being
tampered with and the audit trail has
been preserved by the Company as per
the statutory requirements for record
retention.

(2) As required by the Companies (Auditor''s Report)
Order, 2020 ("the Order"), issued by the Central
Government of India in terms of sub-section (11)
of section 143 of the Act, we give in the Annexure
"B", a statement on the matters specified in
paragraphs 3 and 4 of the Order to the extent
applicable.

For Bhagwagar Dalal & Doshi

Chartered Accountants
Firm Registration No. 128093W
UDIN: 25034236BMIXAS7524

Yezdi K. Bhagwagar

Place: Mumbai Partner

Date: 29^th May, 2025 Membership No. 034236

(23^rd June, 2025, as to give effect to the matter
discussed under paragraph 3 above "Emphasis of Matter")

Mar 31, 2024

Ram Ratna Wires LimitedReport on the Audit of the Standalone Financial Statements1. Opinion

We have audited the accompanying Standalone Financial Statements of Ram Ratna Wires Limited (âthe Companyâ), which comprise the Balance Sheet as at 31^st March, 2024 and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the Standalone Financial Statements, including a summary of material accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013 (âthe Actâ) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (âInd ASâ), and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2024 and its profit, total comprehensive income, its cash flows and the changes in equity for the year then ended.

2. Basis for Opinion

of the Standalone Financial Statements in paragraph 7 below of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (âICAIâ) together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.

3. Emphasis of Matter

We draw attention to Note 30.4 of the Notes to Standalone Financial Statements relating to a search and seizure action under section 132 of the Income Tax Act, 1961 against the Company, its Subsidiaries, other group entities and their few employees in November, 2023. Pending completion of the search proceedings, the consequent impact on the financial statements for the year ended 31^st March, 2024, is currently not ascertainable.

Our opinion is not modified in respect of this matter.

4. Key Audit Matters

Key audit matters are those matters which, in our professional judgment, were of most significance 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 Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

The Key audit matter

How our audit addressed the key audit matter

Revenue Recognition

(Refer note 1 (c) (xii) and 42 of the Standalone Financial Statements)

Revenue is the main profit driver and therefore susceptible to misstatement. There is inherent risk of incorrect timing of recognition of revenue and related rate difference, discounts in reporting period. Cut- off on the reporting date is the key assertion insofar as revenue is concerned, any in-appropriate method can result in misstatement of financial statements for the year.

Our audit incorporated the following procedures with regard to

Revenue Recognition: -

â¢ assessing the process, internal controls and testing the effectiveness of key controls;

â¢ testing the accuracy of cut-off with substantive analytical procedures supplemented with third party confirmation, delivery acknowledgment, delivery terms, estimation for delivery time based on historical records;

â¢ judgments and estimations made for discounts, rebates, appropriate authorisation, historical trends, credit and debit notes issued after the balance sheet date, inventory reconciliation and receivable balance confirmations.

Assessment of carrying value of investments in subsidiaries and joint venture

The investments in subsidiaries and joint venture are reported in the Standalone Financial Statements at cost. In case of an investment amounting to '' 2,223.99 Lakhs in a subsidiary (including additional investment of '' 1,491.39 Lakhs during the year) where an indication of impairment exists, the carrying value of investment is assessed for impairment.

The accounting for investment is a Key Audit Matter as the determination of recoverable value for impairment assessment involves significant management judgments and estimates.

Our audit incorporated the following procedures with regard to

assessment of impairment of investment:

â¢ reviewing the approach adopted for testing impairment including appropriateness of valuation method used;

â¢ reviewing and checking financial projections and other relevant data for mathematical accuracy;

â¢ reviewing the valuation report of qualified valuer obtained by the Company;

â¢ reviewing the assumptions used in the financial projection;

â¢ discussions with key person of the Company and that of subsidiary and ascertaining the factors contributing towards present performance and strategy to overcome it, business expectation, market conditions and business plans;

â¢ discussions on Companyâs management perception regarding business, market condition, expected market size, future planning, financial strength, support and intention of joint venture investor of the subsidiary.

5. Information Other than the Financial Statements and Auditorâs Report thereon

The Companyâs Management and Board of Directors are responsible for other information. Other information comprises the information included in the Annual Report, but does not include the Consolidated Financial Statements, Standalone Financial Statements and our auditorâs report thereon.

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

In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

6. Managementâs Responsibility for the Standalone Financial Statements

and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, the management and Board of Directors are responsible for assessing the Companyâs ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Companyâs Board of Directors is also responsible for overseeing the Companyâs financial reporting process.

7. Auditorâs responsibilities for the audit of the Standalone Financial Statements

conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

â¢ Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

â¢ Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with respect to Standalone Financial Statements in place and the operating effectiveness of such controls.

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

â¢ Conclude on the appropriateness of managementâs use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorâs report. However, future events or conditions may cause the Company to cease to continue as a going concern.

â¢ Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone Financial Statement may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.

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

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditorâs report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

8. Report on other Legal and Regulatory Requirements

(1) As required by Section 143(3) of the Act, based on our audit we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in paragraph (i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account.

(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31^st March, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on 31^stMarch, 2024 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) The modification relating to the maintenance of accounts and other matters connected therewith in respect of audit trail are stated in the paragraph (1) (b) above on reporting under section 143 (3) (b) of the Act and paragraph (i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

(g) With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure âAâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls with reference to Standalone Financial Statements.

(h) With respect to the other matters to be included in the Auditorâs Report in accordance 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 explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

(i) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i) The Company has disclosed the impact, if any, of pending litigations as at 31^st March, 2024 on its financial position in its Standalone Financial Statements - Refer Note 30 to the Standalone Financial Statements;

ii) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;

iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

iv) (a) The management has represented

that, to the best of itâs knowledge and belief, as disclosed in the notes to accounts, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (âIntermediariesâ), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall :

â¢ directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (âUltimate Beneficiariesâ) or

â¢ provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(b) The management has represented, that, to the best of itâs knowledge and belief, as disclosed in the notes to accounts, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (âFunding Partiesâ), with the understanding, whether recorded in

writing or otherwise, that the company shall:

â¢ directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (âUltimate Beneficiariesâ) or

â¢ provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(c) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (iv) (a) and (b) above, contain any material mis-statement.

v) (a) The dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.

(b) The special interim dividend declared and paid by the Company during the year is in compliance with Section 123 of the Act, as applicable.

(c) The Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of

dividend proposed is in accordance with Section 123 of the Act, as applicable.

vi) Based on our examination, which included test checks, the Company has except mentioned below, used an accounting software for maintaining its books of account for the financial year ended 31^st March, 2024 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software.

The feature of recording audit trail (edit log) facility was not enabled for the accounting software used for sales order booking which are non- editable.

Further, during the course of our audit we did not come across any instance of audit trail features being tampered with.

(2) As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure âBâ, a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

For Bhagwagar Dalal & Doshi

Chartered Accountants Firm Registration No. 128093W UDIN: 24034236BKFDFH7745

Yezdi K. Bhagwagar

Place: Silvassa Partner

Date: 14^th May, 2024 Membership No. 034236

Mar 31, 2023

Ram Ratna Wires Limited

Report on the Audit of the Standalone Financial Statements

1. Opinion

We have audited the accompanying Standalone Financial Statements of Ram Ratna Wires Limited (âthe Companyâ), which comprise the Balance Sheet as at 31^st March, 2023 and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the Standalone Financial Statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013 (âthe Actâ) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (âInd ASâ), and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2023 and its profit, total comprehensive income, its cash flows and the changes in equity for the year then ended.

2. Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditorâs Responsibilities for the Audit of the Standalone Financial Statements in paragraph 6 below of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.

3. Key Audit Matters

The Key audit matter

How our audit addressed the key audit matter

Revenue Recognition

(Refer note 1 (c) (xii) and 42 of the Standalone Financial Statements)

Our audit incorporated the following procedures with regard to

Revenue Recognition: -

â¢ assessing the process, internal controls and testing the effectiveness of key controls;

Assessment of carrying value of investments in subsidiaries, joint venture and fair value of other investments

The investments in subsidiaries and joint venture are reported in the Standalone Financial Statements at cost. In case of an investment amounting to '' 732.60 Lakhs in a subsidiary (including investment of '' 435.86 Lakhs during

Our audit incorporated the following procedures with regard to assessment of impairment of investments and fair value of investment: -

â¢ reviewing the approach adopted for testing impairment and fair valuation including appropriateness of valuation method used;

â¢ reviewing and checking financial projections and other relevant data for mathematical accuracy;

â¢ reviewing the valuation report of qualified valuer obtained by the Company;

â¢ reviewing the assumptions used in the financial projection;

the year) where an indication of impairment	â¢ reviewing the data and other assumptions used in valuation for
exists, the carrying value of investment is	fair valuation of investment;
assessed for impairment.	â¢ discussions with key person of the Company and that of
For investment carried at fair value, a fair valuation	subsidiary and ascertaining the factors contributing towards
is done at the reporting date, as required and	present performance and strategy to overcome it, business
applicable in accordance with Ind AS 109.	expectation, market conditions and business plans;
The accounting for investment is a Key Audit	â¢ discussions on Companyâs management perception regarding
Matter as the determination of recoverable	business, market condition, expected market size, future
value for impairment assessment/ fair valuation	planning, financial strength, support and intention of joint venture
involves significant management judgments and estimates.	investor of that subsidiary.

4. Information Other than the Financial Statements and Auditorâs Report thereon

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

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

5. Managementâs Responsibility for the Standalone Financial Statements

The Companyâs Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flow and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting

policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, management is responsible for assessing the Companyâs ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Companyâs Board of Directors is also responsible for overseeing the Companyâs financial reporting process.

6. Auditorâs responsibilities for the audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditorâs report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

â¢ Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial control with respect to Standalone Financial Statements in place and the operating effectiveness of such controls.

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

Materiality is the magnitude of misstatements in the

Standalone Financial Statements that, individually or

in aggregate, makes it probable that the economic

decisions of a reasonably knowledgeable user of the Standalone Financial Statement may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.

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

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

7. Report on other Legal and Regulatory Requirements

(i) As required by Section 143(3) of the Act, based on our audit we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive loss), the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31^st March, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31^st March, 2023 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure âAâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial control with reference to Standalone Financial Statements.

(g) With respect to the other matters to be included in the Auditorâs Report in accordance with the requirements of section 197(16) of the Act, as amended:

(h) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i) The Company has disclosed the impact, if any, of pending litigations as at 31^st March, 2023 on its financial position in its Standalone Financial Statements - Refer Note 30 to the Standalone Financial Statements;

ii) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;

iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

iv) (a) The management has represented that,

to the best of itâs knowledge and belief, as disclosed in the notes to accounts, no funds have been advanced or loaned or invested (either from borrowed funds or

share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (âIntermediariesâ), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall :

â¢ directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (âUltimate Beneficiariesâ) or

â¢ provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

â¢ directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (âUltimate Beneficiariesâ) or

â¢ provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(c) Based on such audit procedures as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (iv) (a) and (b) above, contain any material misstatement.

v) (a) The dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.

(b) The Board of Directors of the Company have proposed dividend for the year which is subject to the approval of the members

at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with Section 123 of the Act, as applicable.

vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for using accounting software for maintaining books of accounts which has a feature of recording of each and every transactions, creating an edit log of each change made in books of accounts along with date when such changes were made and ensuring that the audit trail cannot be disabled is applicable to the Company with effect from 1^stApril, 2023, and accordingly, clause (g) of Rule 11 of the Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended 31^st March, 2023.

(ii) As required by the Companies (Auditorâs Report) Order, 2020 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure âBâ, a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

For Bhagwagar Dalal & Doshi

Chartered Accountants Firm Registration No. 128093W

UDIN: 23034236BGXCHN8574 Yezdi K. Bhagwagar

Place: Mumbai Partner

Date: 26^th May, 2023 Membership No. 034236

Mar 31, 2018

1. Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of Ram Ratna Wires Limited (âthe Companyâ), which comprise the Balance Sheet as at 31^st March, 2018, the Statement of Profit and Loss (Including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. Managementâs Responsibility for the Standalone Ind AS Financial Statements

The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive Income, cash flows and changes in equity of the Company in accordance with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rule, 2015, as amended, and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

3. Auditorâs Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit.

In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

4. Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the Ind AS and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2018, and its profit, total comprehensive income, its cash flows and the changes in equity for the year ended on that date.

5. Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit, we report, to extent applicable that:

(i) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(ii) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(iii) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

(iv) In our opinion, the aforesaid the standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act.

(v) On the basis of the written representations received from the directors as on 31^st March, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31^st March, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.

(vi) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure âAâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls over financial reporting.

(vii) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

(a) The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements - Refer Note 29 - âContingent Liabilities and Commitmentsâ to the standalone Ind AS financial statements.

(b) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

(c) There has been no delay in transferring amount required to be transferred, to the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditorsâ Report) Order, 2016 (âthe Orderâ) issued by the Central Government in terms of sub-section (11) of Section 143 of the Act, we give in Annexure âBâ, a statement on the matters specified in paragraphs 3 and 4 of the Order.

ANNEXURE âAâ to the Independent Auditorsâ Report

Referred to in paragraph 1 (vi) under âReport on Other Legal and Regulatory Requirementsâ in the Independent Auditorâs Report of even date to the members of Ram Ratna Wires Limited.

1. Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of sub - section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)

We have audited the internal financial controls over financial reporting of Ram Ratna Wires Limited (âthe Companyâ) as of 31^st March, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

2. Managementâs Responsibility for Internal Financial Controls

The Companyâs management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (âICAIâ). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

3. Auditorsâ Responsibility

Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (âthe Guidance Noteâ), issued by ICAI and the Standards on Auditing prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.

4. Meaning of Internal Financial Controls Over Financial Reporting

A Companyâs internal financial controls over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial controls over financial reporting include those policies and procedures that:-

(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the Company; and

(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Companyâs assets that could have a material effect on the financial statements.

5. Inherent Limitations of Internal Financial Controls Over Financial Reporting

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

6. Opinion

In our opinion, to the best of our information and according to explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31^st March, 2018 based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

ANNEXURE âBâ to the Independent Auditorsâ Report

Referred to in paragraph 2 under âReport on Other Legal and Regulatory Requirementsâ in the Independent Auditorâs Report of even date to the members of Ram Ratna Wires Limited

(1) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a program of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and the records examined by us including registered title deeds, we report that, the title deeds, comprising all the immovable properties are held in the name of the Company as at the Balance Sheet date.

(2) (a) As explained to us, the Company has conducted physical verification of inventories during the year at reasonable intervals.

(b) The procedures of physical verification of inventories followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventories. No material discrepancies were noticed on physical verification.

(3) The Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly, sub clauses (a), (b) & (c) of clause 3(iii) of the Order are not applicable to the Company.

(4) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Act in respect of investments, guarantees and securities provided by it. Further the Company has not granted any loans to the parties who are covered by the provisions of section 185 & 186 of the Act.

(5) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposit from the Public in accordance with the provisions of Sections 73 to 76 or any other relevant provisions of the Act and rules framed there under. Accordingly, paragraph 3(v) of the Order is not applicable to the Company.

(6) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records & Audit) Rules, 2014, as amended, prescribed by the Central Government under sub-section (1) of Section 148 of the Act and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have however, not made a detailed examination of the cost records with a view to determine whether they are accurate and/or complete.

(7) According to the information and explanations given to us, in respect of statutory dues :-

(a) The Company has generally been regular in depositing undisputed statutory dues including Provident Fund, Employeesâ State Insurance, Income Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty, Value Added Tax, Goods and Service Tax, Cess and any other material statutory dues applicable to it with appropriate authorities.

(b) There were no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Income Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Goods and Service Tax, Cess and other material statutory dues in arrears, as at 31^st March, 2018 for a period of more than six months from the date they became payable.

(c) There are no dues with respect to Income Tax, Sales Tax, Service Tax, Value Added Tax, Customs Duty, Excise Duty, Goods and Service Tax and any other material statutory dues applicable to it, which have not been deposited on account of any dispute other than the following:-

(Rs. in lakhs)

Name of the Statue	Forum where matter is pending	Period to which the amount relates	Nature of Dues	Amount
Central Excise Act, 1944	High Court	April, 2001 to May 2013	Excise Duty	616.78
	Tribunal	Various periods from 2006-07 to 2016-17	Excise Duty & Service Tax	85.63
	Commissioner (Appeals)	Various periods from 2009-10, 2015-16 & 2016-17	Excise Duty & Service Tax	20.57

(8) In our opinion and according to the information and explanations given to us, the Company has not defaulted during the year in re-payment of loans or borrowings to the financial institution and banks. The Company does not have any loan from Government. Further, the Company has not issued any debentures.

(9) In our opinion and according to the information and explanations given to us, the Term Loans obtained during the year have been applied by the Company for the purpose for which they were obtained. The Company has not raised any money by way of Initial Public offer or further Public Offer (including debt instruments).

(10) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such instance by the management.

(11) In our opinion and according to the information and explanations given to us, the managerial remuneration paid or provided is in accordance with requisite approvals mandated by the provisions of Section 197 read with Schedule V of the Act.

(12) According to information and explanations given to us, the Company is not a Nidhi Company and hence report under clause 3(xii) of the Order is not applicable to the Company.

(13) In our opinion and according to the information and explanations given to us and on the basis of examination of the books and records of the Company carried out by us, all the transactions with the related parties are in compliance with the provisions of section 177 and 188 of the Act, where applicable. The details thereof have been disclosed in the financial statements as required under Indian Accounting Standards.

(14) In our opinion and according to the information and explanations given to us, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year hence reporting under clause 3 (xiv) of the Order is not applicable to the Company.

(15) In our opinion and according to the information and explanations given to us and on the basis of examination of the books and records of the Company carried out by us the Company has not entered into any non-cash transactions with directors or persons connected with such directors and hence provisions of section 192 of the Act are not applicable.

(16) According to the information and explanations given to us, the Company is not required to be registered under section 45IA of the RBI Act, 1934.

For Bhagwagar Dalal & Doshi

Chartered Accountants

(Firmâs Registration No: 128093W)

Jatin V. Dalal

Place : Mumbai Partner

Date : 29^th May, 2018 Membership No. 124528

Mar 31, 2016

To,

The Members,

Ram Ratna Wires Limited Mumbai

1. Report on the Standalone Financial Statements

We have audited the accompanying Standalone Financial Statements of Ram Ratna Wires Limited (âthe Companyâ), which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. Managementâs Responsibility for the Standalone Financial Statements

The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation and presentation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

3. Auditorâs Responsibility

Our responsibility is to express an opinion on these Standalone Financial Statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone Financial Statements.

4. Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2016, and its profit and its cash flows for the year ended on that date.

5. Report on Other Legal and Regulatory Requirements

A. As required by the Companies (Auditors'' Report) Order, 2016 (âthe Orderâ) issued by the Central Government in terms of sub-section (11) of Section 143 of the Act, we give in Annexure âAâ, a statement on the matters specified in paragraphs 3 and 4 of the Order.

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

(i) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(ii) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(iii) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(iv) In our opinion, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(v) On the basis of written representations received from the directors as on March 31, 2016, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.

(vii) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

(a) The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 28 on Contingent Liabilities to the Standalone Financial Statements;

(b) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;

(c) There has been no delay in transferring amount required to be transferred, to the Investor Education and Protection Fund by the Company.

Referred to in paragraph 1 under âReport on Other Legal and Regulatory Requirementsâ in the Independent Auditorâs

Report of even date to the members of RAM RATNA WIRES LIMITED

(1) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(c) On the basis of documents produced before us and information provided, the Title Deeds in respect of all the immovable properties of the Company are in the name of the Company.

(2) (a) The Company has conducted physical verification of inventory during the year at reasonable intervals.

(b) The procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification.

(4) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Act in respect of investments, guarantees and securities provided by it. Further the Company has not granted any loans to those who are covered by the provisions of section 185 & 186 of the Act.

(5) In our opinion and according to the information and explanations given to us, the Company has complied with the directives issued by Reserve Bank of India and the provisions of Sections 73 to 76 of the Act and the rules framed there under with regard to the acceptance of deposits. Further, as informed, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.

(6) We have broadly reviewed the books of account maintained by the Company in respect of products where the maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of the Act and the rules framed there under and we are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have however, not made a detailed examination of the cost records with a view to determine whether they are accurate and/or complete.

(7) According to the information and explanations given to us, in respect of statutory dues :-

(a) The Company has generally been regular in depositing undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, cess and any other material statutory dues applicable to it with appropriate authorities.

(b) There were no undisputed amounts payable in respect of provident fund, employees'' state insurance, income tax, sales tax, wealth tax, service tax, value added tax, duty of customs, duty of excise, cess and other material statutory dues in arrears, as at March 31, 2016 for a period of more than six months from the date they became payable.

(c) There are no dues with respect to income tax, sales tax, wealth tax, service tax, value added tax, duty of customs, duty of excise, cess and any other material statutory dues applicable to it, which have not been deposited on account of any dispute other than the following:-

Sr. No.	Nature of Dues	Amount Rs. ( in Lacs)	Forum where matter is pending
1	Excise	666.00	Tribunal
2	Service Tax	8.95	Tribunal

(8) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re-payment of loans or borrowings to the financial institutions and banks. The Company does not have any loan from Government. Further, the Company has not issued any debentures.

(9) The Company has not raised any money by way of Initial Public offer or further Public Offer (including debt instruments) and Term Loans during the year.

(12) The Company is not a Nidhi Company and hence report under clause 3(xii) of the Order 2016 is not applicable to the Company.

(16) The Company is not required to be registered under section 45IA of the RBI Act, 1934.

3. Auditorsâ Responsibility

Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (âthe Guidance Noteâ), issued by ICAI and the Standards on Auditing issued by ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. These Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.

4. Meaning of Internal Financial Controls Over Financial Reporting

A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial controls over financial reporting include those policies and procedures that:-

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

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial Statements.

5. Inherent Limitations of Internal Financial Controls Over Financial Reporting

6. Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For V.C. Darak & Associates

Chartered Accountants

(Firm Registration No.119336W)

V. C. Darak

Place : Mumbai Proprietor

Date : 15^th June, 2016 (M. No.6307)

Mar 31, 2015

1. We have audited the accompanying financial statements of Ram Ratna Wires Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2015, and the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

2. The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls and ensuring their operating effectiveness and the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors' Responsibility

3. Our responsibility is to express an opinion on these financial statements based on our audit.

4. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

5. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Opinion

7. In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2015, its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

8. As required by the Companies (Auditors' Report) Order, 2015 ("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 statement on the matters specified in paragraphs 3 and 4 of the Order.

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

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014;

e) On the basis of written representations received from the directors as on March 31,2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2015 from being appointed as a director in terms of Section 164 (2) of the Act;

f) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

(i) The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 28 on Contingent Liabilities to the financial statements;

(ii) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;

(iii) There has been a delay in transferring unclaimed dividend for F.Y. 2006-07, to the Investor Education and Protection Fund by the Company due to technical reasons.

Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements' in the Independent Auditor's Report of even date to the members of RAM RATNA WIRES LIMITED

(1) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) Some of the fixed assets were physically verified during the year by the Management in accordance with a program of verification which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were notices on such verification.

(2) (a) As explained to us the Company has conducted physical verification of inventory during the year at reasonable intervals.

(b) The procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification.

(3) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 189 of the Act. Accordingly, sub clauses (a) & (b) of clause III of the Order are not applicable to the Company.

(4) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, we have not observed any major weaknesses in such internal control system.

(5) In our opinion and according to the information and explanations given to us, the Company has complied with the directives issued by Reserve Bank of India and the provisions of Sections 73 to 76 of the Act and the rules framed there under with regard to the acceptance of deposits. However, in payment of interest there are marginal delays. Further, as informed, no Order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.

(6) We have broadly reviewed the books of account maintained by the Company in respect of products where the maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of the Act and the rules framed there under and we are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(7) According to information and explanations given to us, in respect of statutory dues :-

(a) The Company has generally been regular in depositing undisputed statutory dues including provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, value added tax, duty of customs, duty of excise, cess and any other material statutory dues applicable to it with appropriate authorities.

(b) There were no undisputed amounts payable in respect of provident fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, value added tax, duty of customs, duty of excise, cess and other material statutory dues in arrears, as at March 31,2015 for a period of more than six months from the date they became payable.

(c) There are no dues with respect to income tax, sales tax, wealth tax, service tax, value added tax, duty of customs, duty of excise, cess and any other material statutory dues applicable to it, which have not been deposited on account of any dispute other than the following:-

Sr. Nature of Dues Amount (Rs. in Lacs) Forum where matter is pending No

1 Income Tax 49.42 Tribunal

2 Income Tax 2.10 CIT (Appeal)

3 Excise 666.00 Tribunal

4 Service Tax 8.95 Tribunal

(8) There has been delay in transferring amount of unclaimed dividend, required to be transferred, to the Investor Education and Protection Fund by the Company due to technical reason details of which are as follows :-

Period to which Name of the Nature of the Amount the amount statute dues relates

The Companies Unclaimed 72,182 2006-07 Act, 1956 Dividend

Name of the Statute Date of Due Date Payment

The Companies Act 1956 07-10-2014 27-11-2014

(9) There are no accumulated losses at the end of the financial year. The Company has not incurred cash loss either in the current or in the preceding financial year.

(10) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re-payment of dues to banks and financial institutions.

(11) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the Company for loans taken by the company's dealers from bank are not prejudicial to the interest of the Company.

(12) In our opinion and according to the information and explanations given to us, the term loan has been applied by the Company during the year for the purposes for which it was obtained.

(13) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any such instance by the management.

For V.C. Darak & Associates Chartered Accountants Firm Registration No.119336W

V.C. Darak Place: Mumbai Proprietor Date: 30th May, 2015 Membership No.6307

Mar 31, 2014

We have audited the accompanying financial statements of Ram Ratna Wires Limited (the "Company"), which comprise the Balance Sheet as at March 31st, 2014, and the Statement of Profit and Loss and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 (the "Act") read with General Circular No. 15/ 2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITORS'' RESPONSIBILITY

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors'' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31st, 2014;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors'' Report) Order, 2003 (the "Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure, a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

a. we have obtained all the information and explanations which to the best of 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 the Company so far as appears from our examination of those books;

c. the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d. in our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act, read with General Circular No. 15/ 2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013;

e. on the basis of written representations received from the directors as on March 31st, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31st, 2014, from being appointed as a director in terms of section 274(1) (g) of the Act.

ANNEXURE TO INDEPENDENT AUDITORS'' REPORT Referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our Report of even date to the Members of Ram Ratna Wires Limited

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the Management at reasonable intervals. The frequency of verification is reasonable having regard to the size of the Company and the nature of its business. No material discrepancies were noticed by the Management on such verification as compared with the records of fixed assets maintained by the Company.

(c) No substantial part of fixed assets has been disposed of during the year. The going concern concept is not affected.

(ii) (a) As explained to us the Company has conducted physical verification of inventories during the year at reasonable intervals.

(b) The procedures of physical verification of inventories followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventories. No material discrepancies were noticed on physical verification.

(iii) (a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly clause 4(iii)(b), (c)and (d) of the Companies (Auditors''Report) Order 2003 is not applicable.

(b) The Company has taken unsecured loan from one company and eleven parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1378.43 Lacs and year-end balance of such loan is Rs. 1008.43 Lacs.

(c) The rate of interest and other terms and conditions of loans taken are prima facie not prejudicial to the interest of the Company.

(d) The payment of the principal amount and interest is regular.

(iv) The Company has an adequate internal control procedure commensurate with the size and nature of business of the Company for the purchase of inventory, fixed assets and the sale of goods and services. In view of this, the question of failure to correct weaknesses in internal control does not arise.

(v) In respect of the contracts or arrangements referred to in Section 301 of the Companies Act, 1956 :

(a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements which need to be entered in the register referred to in Section 301 of the Companies Act, 1956 have been so entered.

(b) The transactions entered into register exceeding the value of Rs. 5(Five) Lacs are reasonable having regard to the prevailing market prices.

(vi) In our opinion and according to information and explanation given to us, the Company has complied with the provision of Section 58A and Section 58AA or any other relevant provision of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regards to deposits accepted from the public.

(vii) The Company has an adequate internal audit system commensurate with size and nature of its business which is being carried out by qualified external auditor.

(viii) We have broadly reviewed the cost records made and maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209 (1) (d) of the Companies Act, 1956.

(ix) (a) The Company is regular in depositing undisputed statutory dues in respect of Provident Fund, Investors Education and Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other Statutory dues (wherever applicable) with the appropriate authorities. There are no arrears of any statutory dues as at the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited on account of any dispute other than the following.

Sr. No. Nature of Dues Amount ( in Lacs) Forum where dispute is pending

1 Income Tax 74.70 Appellate Tribunal

2 Income Tax 2.10 CIT (Appeal)

3 Excise 666.00 Tribunal (Appeal)

4 Service Tax 8.95 Tribunal (Appeal)

(x) There are no accumulated losses at the end of the financial year. The Company has not incurred cash losses either in the current year or in the immediate preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re-payment of dues to banks and financial institutions.

(xii) The Company has not granted any loans and advances on the basis of security. In view of this the question of maintenance of records and adequacy of documents does not arise.

(xiii) The Company not being chit fund/nidhi/mutual benefit fund/society, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable.

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) The Company has not given any guarantee for loans taken by others either from banks or financial institutions.

(xvi) The term loan obtained have been applied for the purpose for which it was taken.

(xvii) On the basis of overall examination of the Balance Sheet of the Company, we report that no funds raised on short term basis have been used for long term investments.

(xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company has not issued any debentures.

(xx) The Company has not raised monies by way of public issue during the year.

(xxi) In our opinion and according to information and explanation given to us,no fraud on or by the Company has been noticed or reported during the year.

For V.C. Darak& Associates Chartered Accountants Firm Registration No: 119336W

V.C. Darak

Place: Mumbai Proprietor Date: 12th May, 2014 M.No:6307

Mar 31, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of Ram Ratna Wires Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.

The procedures selected depend on the auditors''judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013;

(b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors'' Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure, a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that;

a. we have obtained all the information and explanations which to the best of 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 the Company so far as appears from our examination of those books;

c. the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d. in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in section 211 (3C) of the Act;

e. on the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of section 274(1)(g) of the Act.

ANNEXURE TO INDEPENDENT AUDITORS'' REPORT

Referred to in Paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our Report of even date to the Members of Ram Ratna Wires Limited

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the Management at reasonable intervals. The frequency of verification is reasonable having regard to the size of the Company and the nature of its business. No material discrepancies were noticed by the Management on such verification as compared with the records of fixed assets maintained by the Company.

(c) No substantial part of fixed assets has been disposed off during the year. The going concern concept is not affected.

(ii) (a) As explained to us the Company has conducted physical verification of inventory during the year at reasonable intervals.

(b) The procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification.

(iii) (a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly clause 4(iii) (b), (c) and (d) of the Companies (Auditor''s Report) Order 2003 is not applicable.

(b) The Company has taken unsecured loan from one company and three parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 840.51 Lacs and year-end balance of such loan is Rs. 598.51 Lacs.

(c) The rate of interest and other terms and conditions of loans taken are prima facie not prejudicial to the interest of the Company.

(d) The payment of the principal amount and interest is regular.

(iv) The Company has an adequate internal control procedure commensurate with the size and nature of business of the Company for the purchase of inventory, fixed assets and the sale of goods and services. In view of this, the question of failure to correct weaknesses in internal control does not arise.

(v) Transactions that need to be entered into register in pursuance of Section 301 of the Companies Act, 1956 have been so entered.

(a) In our opinion and according to the information and explanations given to us the particulars of contracts or arrangements which need to be entered in the register referred to in section 301 of the Companies Act, 1956 have been so entered.

(b) The transactions entered into register exceeding the value of f 5 (Five) Lacs are reasonable having regard to the prevailing market prices.

(vi) In our opinion and according to information and explanation given to us, the Company has complied with the provision of Section 58A and Section 58AA or other relevant provision of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regards to deposits accepted from the public.

(vii) The Company has an adequate internal audit system commensurate with size and nature of its business which is being carried out by qualified external auditor.

(viii) We have broadly reviewed the cost records made and maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209 (1) (d) of the Companies Act, 1956.

(ix) (a) The Company is regular in depositing undisputed statutory dues in respect of Provident Fund, Investors Education and Protection Fund, Employees''State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other Statutory dues (wherever applicable) with the appropriate authorities. There are no arrears of any statutory dues as at the last day of the financial year for a period of more than six months from the date they became payable.

(x) There are no accumulated losses at the end of the financial year. The Company has not incurred cash loss either in the current or in the preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re-payment of dues to banks.

(xii) The Company has not granted any loans and advances on the basis of security. In view of this the question of maintenance of records and adequacy of documents does notarise. ,

(xiii) The Company not being chit fund/nidhi/mutual benefit fund/societies, the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable.

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) The Company has not given any guarantee for loans taken by others either from banks or financial institutions.

(xvi) The term loans obtained have been applied for the purpose for which it was taken.

(xvii)On the basis of overall examination of the Balance Sheet of the Company, we report that no funds raised on short term basis have been used for long term investments.

(xviii)The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company has not issued any debentures.

(xx) The Company has not raised monies by way of public issue during the year.

(xxi) In our opinion and according to information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year.

For V.C. Darak & Associates

Chartered Accountants

(Firm Registration No: 119336W)

V.C. Darak

Place : Mumbai Proprietor

Date :18th May, 2013 M.No:6307

Mar 31, 2012

We have audited the attached Balance Sheet of Ram Ratna Wires Limited as at 31st March, 2012, the Statement of Profit and Loss and the Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that:

a) we have obtained all the information and explanations, which to the best of 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 the Company so far as appears from our examination of those books;

c) the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956;

e) on the basis of written representations received from the Directors, as on 31st March, 2012 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2012 from being appointed as a Director in terms of Section 274(1)(g) of the Companies Act, 1956;

f) in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with notes thereon on give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012;

(ii) in the case of the Statement of Profit and Loss, of the Profit of the Company for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the Cash Flows of the Company for the year ended on that date.

ANNEXURE TO THE AUDITORS' REPORT

The Annexure referred to in the Auditors' Report to the Members of Ram Ratna Wires Limited for the year ended 31st March, 2012. We report that:

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the Management at reasonable intervals. The frequency of verification is reasonable having regard to the size of the Company and the nature of its business. No material discrepancies were noticed by the Management on such verification as compared with the records of fixed assets maintained by the Company.

(c) No substantial part of fixed assets has been disposed off during the year. The going concern concept is not affected.

(ii) (a) As explained to us the Company has conducted physical verification of inventory during the year at reasonable intervals.

(b) The procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification.

(iii) (a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly clause 4(iii) (b), (c) and (d) of the Companies (Auditor's Report) Order 2003 is not applicable.

(b) The Company has taken unsecured loan from one company and four parties covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1,342.04 Lacs and year end balance of such loan is Rs. 620.02 Lacs.

(c) The rate of interest and other terms and conditions of loans taken are prima facie not prejudicial to the interests of the Company.

(d) The payment of the principal amount and interest is regular.

(iv) The Company has an adequate internal control procedure commensurate with the size and nature of business of the Company for the purchase of inventory, fixed assets and the sale of goods and services. In view of this, the question of failure to correct weaknesses in internal control does not arise.

(v) Transactions that need to be entered into register in pursuance of Section 301 of the Act have been so entered.

(a) In our opinion and according to the information and explanations given to us the particulars of contracts or arrangements which need to be entered in the register referred to in section 301 of the Companies Act, 1956 have been so entered.

(b) The transactions entered into register exceeding the value of Rs. 5 (Five) Lacs are reasonable having regard to the prevailing market prices.

(vi) In our opinion and according to information and explanation given to us, the Company has complied with the provision of Section 58A and Section 58AA or other relevant provision of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regards to deposits accepted from the public.

(vii) The Company has an adequate internal audit system commensurate with size and nature of its business which is being carried out by qualified external auditor.

(viii) The maintenance of cost records has been prescribed by the Central Government under Clause (d) of Sub-section (1) of Section 209 of the Companies Act, 1956. We have broadly reviewed the books of accounts which are made and maintained in pursuance of the prescriptions.

(ix) (a) The Company is regular in depositing undisputed statutory dues in respect of Provident Fund, Investors Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other Statutory dues (wherever applicable) with the appropriate authorities. There are no arrears of any statutory dues as at the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited on account of any dispute other than the following.

Sr. Nature of Dues Amount Forum where No. (Rs. in Lacs) matter is pending

1 Income Tax 58.64 CIT (Appeal) - A.Y. 08-09

2 Excise 616.80 Tribunal (Appeal)

3 Service Tax 4.79 Commissioner (Appeal)

4 Service Tax 46.50 Commissioner (Appeal)

(x) There are no accumulated losses at the end of the financial year. The Company has not incurred cash loss either in the current or in the preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re-payment of dues to banks.

(xii) The Company has not granted any loans and advances on the basis of security. In view of this the question of maintenance of records and adequacy of documents does not arise.

(xiii) The Company not being chit fund/nidhi/mutual benefit fund/societies, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable.

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) The Company has not given any guarantee for loans taken by others either from banks or financial institutions.

(xvi) The term loans obtained have been applied for the purpose for which they were taken.

(xvii) On the basis of overall examination of the Balance Sheet of the Company, we report that no funds raised on short term basis have been used for long term investments.

(xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company has not issued any debentures.

(xx) The Company has not raised monies by way of public issue during the year.

(xxi) In our opinion and according to information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year.

For V.C. Darak & Associates

Chartered Accountants (Firm Registration No; 119336W)

V.C. Darak

Proprietor M.No:6307

Place: Mumbai Date :26th May, 2012

Mar 31, 2011

We have audited the attached Balance Sheet of Ram Ratna Wires Limited as at 31 st March, 2011, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the respon- sibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that:

a) we have obtained all the information and explanations, which to the best of 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 the Company so far as appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report com- ply with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956;

e) on the basis of written representations received from the Directors, as on 31st March, 2011 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March, 2011 from being appointed as a Director in terms of Section 274(1)(g) of the Companies Act, 1956;

f) in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with notes thereon on give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011;

(ii in the case of the Profit and Loss Account, of the Profit of the Company for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the Cash Flows of the Company for the year ended on that date. ANNEXURE TO THE AUDITORS' REPORT

The Annexure referred to in the Auditors' Report to the Members of Ram Ratna Wires Limited for the year ended 31st March, 2011. We report that:

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the Management at reasonable intervals. The frequency of verification is reasonable having regard to the size of the Company and the nature of its business. No material discrepancies were noticed by the Management on such verification as compared with the records of fixed assets maintained by the Company.

(c) No substantial part of fixed assets has been disposed off during the year. The going concern concept is not affected.

(ii) (a) As explained to us the Company has conducted physical verification of inventory during the year at reasonable intervals.

(b) The procedures of physical verification of inventory followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification.

(iii) (a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly clause 4(iii) (b), (c) and (d) of the Companies (Auditor's Report) Order 2003 is not applicable.

(b) The Company has taken unsecured loan from one company and one party covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1,195.98 Lacs and year end balance from such company and party was Rs. 727.51 Lacs.

(c) The rate of interest and other terms and conditions of loans taken are prima facie not prejudicial to the interest of the Company.

(d) The payment of the principal amount and interest is regular.

(iv) The Company has an adequate internal control procedure commensurate with the size and nature of business of the Company for the purchase of inventory, fixed assets and the sale of goods and services. In view of this, the question of failure to correct weaknesses in internal control does not arise.

(v) Transactions that need to be entered into register in pursuance of Section 301 of the Act have been so entered.

(a) In our opinion and according to the information and explanations given to us the particulars of contracts or arrangements which need to be entered in the register referred to in section 301 of the Companies Act, 1956 have been so entered.

(b) The transactions entered into register exceeding the value of Rs. 5 (Five) Lacs are reasonable having regard to the prevailing market prices.

(vi) In our opinion and according to information and explanation given to us, the Company has complied with the provision of Section 58A and Section 58AA or other relevant provision of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regards to deposits accepted from the public.

(vii) The Company has an adequate internal audit system commensurate with size and nature of its business which is being carried out by qualified external auditor.

(viii) The maintenance of cost records has been prescribed by the Central Government under Clause (d) of Sub-section (1) of Section 209 of the Companies Act, 1956. We have broadly reviewed the books of accounts which are made and maintained in pursuance of the prescriptions.

(ix) (a) The Company is regular in depositing undisputed statutory dues in respect of Provident Fund, Investors Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other Statutory dues (wherever applicable) with the appropriate authorities. There are no arrears of any statutory dues as at the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited on account of any dispute other than the following:

Sr. No. Nature of Dues Amount Forum where matter is pending (Rs. in Lacs)

1 Income Tax 30.58 CIT (Appeal) - A.Y. 07-08

2 Income Tax 24.88 CIT (Appeal - A.Y. 08-09

3 Excise 0.62 Commissioner (Appeal)

4 Service Tax 4.14 Commissioner (Appeal)

(x) There are no accumulated losses at the end of the financial year. The Company has not incurred cash loss either in the current or in the preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re-payment of dues to banks.

(xii) The Company has not granted any loans and advances on the basis of security. In view of this the question of maintenance of records and adequacy of documents does not arise.

(xiii) The Company not being chit fund/nidhi/mutual benefit fund/societies, the provisions of clause 4 (xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable.

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) The Company has not given any guarantee for loans taken by others either from banks or financial institutions.

(xvi) The term loans obtained have been applied for the purpose for which they were taken.

(xvii) On the basis of overall examination of the Balance Sheet of the Company, we report that no funds raised on short term basis have been used for long term investments.

(xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company has not issued any debentures.

(xx) The Company has not raised monies by way of public issue during the year.

(xxi) In our opinion and according to information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year.

For V.C. Darak & Associates Chartered Accountants (Firm Registration No: 119336W)

V.C. Darak Proprietor M.No: 6307

Place: Mumbai Date : 28th May, 2011

Mar 31, 2010

We have audited the attached Balance Sheet of Ram Ratna Wires Limited as at 31st March, 2010, the Profit and Loss AccoÃÂ«M and the Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statemenflk are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that

a) we have obtained all the information and explanations, which to the best of 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 the Company so far as appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956;

e) on the basis of written representations received from the Directors, as on 31st March,2010 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March,2010 from being appointed as a Director in terms of Section 274(1 )(g) of the Companies Act, 1956;

f) in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with notes thereon on give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010;

(ii) in the case of the Profit and Loss Account, of the Profit of the Company for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the Cash Flows of the Company for the year ended on that date

ANNEXURE TO THE AUDITORS REPORT

The Annexure referred to in the Auditors Report to the members of Ram Ratna Wires Limited for the year ended 31st March, 2010. We report that:

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets

(b) The Fixed Assets have been physically verified by the Management at reasonable intervals. The frequency of verification is reasonable having regard to the size of the Company and the nature of its business. No materia discrepancies were noticed by the Management on such verification as compared with the records of fixed assets maintained by the Company

(c) No substantial part of fixed assets has been disposed off during the year. The going concern concept is not affected

(ii) (a) As explained to us the Company has conducted physical verification of inventory during the year at reasonable ntervals.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business

(c) The Company is maintaining proper records of inventories. No material discrepancies were noticed on physica verification

(iii) (a) The Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly clause 4(iii) (b), (c) and (d) of the Companies (Auditors report) Order 2003 is not applicable

(b) The Company has taken unsecured loan from three companies and one party covered in the register maintained under Section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1075.95 Lacs and year end balance from such companies and party was Rs. 416.33 Lacs.

(c) The rate of interest and other terms and conditions of loans taken are prima facie not prejudicial to the interest of the Company

(d) The payment of the principal amount and interest is regular.

(iv) The Company has an adequate internal control procedure commensurate with the size and nature of business of the Company for the purchase of inventory, fixed assets and the sale of goods. In view of this, the question of failure to correct weaknesses in internal control does not arise

(v) Transactions that need to be entered into register in pursuance of Section 301 of the Act have been so entered

(a) In our opinion and according to the information and explanations given to us the particulars of contracts or arrangements which need to be entered in the register referred to in section 301 of the Companies Act, 1956 have been so entered

(b) The transactions entered into register exceeding the value of Rs. 5 (Five) Lacs are reasonable having regard to the prevailing market prices

(vi) In our opinion and according to information and explanation given to us, the Company has complied with the provision of Section 58A and Section 58AA or other relevant provision of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules, 1975 with regards to deposit accepted from the public

(vii) The Company has an adequate internal audit system commensurate with size and nature of its business which is being carried out by qualified external auditor.

V (viii) The maintenance of cost records has been prescribed by the Central Government under Clause (d) of Sub-section (1) ^ of Section 209 of the Companies Act, 1956. We have broadly reviewed the books of accounts which are made and

(ix) (a) The Company is regular in depositing undisputed statutory dues in respect of Provident Fund, Investors Ecfcyition and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customl^ty, Excise Duty, Cess and other Statutory dues (wherever applicable) with the appropriate authorities. There are^B arrears of any statutory dues as at the last day of the financial year for a period of more than six months from the^^ date they became payable. ^^B

(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax, Wealth Tax, ^ Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited on account of any dispute other than the following.

2 Excise 0.62 Commissioner (Appeal)

3 Service Tax 0.53 Commissioner (Appeal)

(x) There are no accumulated losses at the end of the financial year. The Company has not incurred cash loss either in the current or in the preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in re- payment of dues to banks

(xii) The Company has not granted any loans and advances on the basis of security. In view of this the question of maintenance of records and adequacy of documents does not arise.

(xiii) The Company not being nidhi/mutual benefit fund/societies, the provisions of clause 4 (xiii) of the Companies (Auditors Report) Order, 2003 are not applicable.

(xiv) The Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) The Company has not given any guarantee for loans taken by others either from bank or financial institution

(xvi) The term loans obtained have been applied for the purpose for which they were taken

(xvii) On the basis of overall examination of the Balance Sheet of the Company, we report that no funds raised on short term basis have been used for long term investments

(xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company has not issued any debentures.

(xx) The Company has not raised monies by way of public issue during the year.

(xxi) In our opinion and according to information and explanation given to us, no fraud on or by the Company has been noticed or reported during the year. For V.C. Darak & Associates

Chartered Accountants Firm Registration No.: 119336W

Place : Mumbai V.C. Darak

Date : 25th May,2010 Proprietor

M.No.6307

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