We have audited the accompanying Standalone Ind AS financial statements of KIOCL Limited ("the Company") which comprises the Standalone Balance Sheet as at 31st March 2025, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Cash Flows for the year then ended and the Standalone Statement of Changes in Equity for the year then ended, and Notes to the Standalone Financial Statements, including material accounting policies and other explanatory information (herein after referred to as "Standalone Ind AS financial statements").
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 Companies Act, 2013 ("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 Companies Act, 2013 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 31st March 2025, the Loss including Other Comprehensive Income, the changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the Standalone Ind AS financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Standalone Ind AS Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the Standalone Ind AS financial statements under the provisions of the Companies Act, 2013 and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the Standalone Ind AS financial statements.
Emphasis of Matters
1. Kudremukh Mining Operations
Attention is drawn to Note No. 3.1 along with foot note
thereto and Note No. 28.3.4 of the Standalone Ind AS financial
statements on the Kudremukh mine site from where iron ore was extracted by KIOCL Limited and has been suspended due to the order of the Hon'ble Supreme Court in 2006 and all the assets located therein are either disposed of or transferred to Pellet Plant. Owing to disputes relating to land and pending issues on surrender of mines, the buildings in the township are reduced to 'NIL' value. The Company is of the view that pending the decision of the Government of Karnataka, since Lakhya dam therein is the main water source for the pellet plant, the asset continues to be shown under PPE.
The freehold land of 114.31 hectares together with movable assets located therein, has been proposed by the Company to be handed over to Forest Department, Government of Karnataka but the value of the land continues to be shown in the books of accounts pending the permission for such handover from Govt., of India.
2. Blast Furnace Unit (BFU)
Attention is drawn to Note No.1.10, Note No. 3.1 along with additional information thereto and Note No. 28.3.7 of the Standalone Ind AS financial statements on Blast Furnace Unit (BFU) which is not in operation since 2009, since it is not economically viable in running the unit. As per the valuation report provided by the Independent Valuer, the recoverable amount in each class of BFU are more than the carrying amount and hence, no impairment loss is recognised.
3. Right to Use (ROU) Asset- The allotment of land by M/s Karnataka Industrial Areas Development Board (KIADB) at Mangalore and Doddaballapura.
Attention is drawn to Note No. 3.3 along with additional information thereto and Note No. 28.1.2 and Note No 28.2.5
The Company was allotted 52.87 Acres of land at Mangalore in 2008 for the purpose of building a Railway siding and 17,483 Sq.mtrs at Doddaballapura in 2016 for the purpose of setting up an R & D Centre. As per the terms and conditions of the agreement (leased land at Mangalore) the company was supposed to start construction of the Railway siding within 4 years from the date of allotment of land, failing which the Company would have to pay the difference in the cost of the land from the date of allotment to the actual date of construction. However, the company is in discussion with M/s KIADB for revising the entire lease agreement. As far as the Leased land at Doddaballapura, the company has written to KIADB for removing encroachments to enable them to use the leased land which is yet to be done by KIADB.
The ultimate outcome of the matters is uncertain and the positions taken by the management are based on the application of their best judgement, the Company is of the
view that pending the decision of the M/s KIADB, the asset continues to be shown under ROU.
4. Mining Rights in Devadari Range in Bellary District for Mining of Iron Ore and Manganese Ore.
Attention is drawn to Note No.1.6, Note No.1.9, Note No.4.1 and Note No.28.3.5 in connection with Mining Rights shown in Note No.4.1 - "Mining Rights" under "Other intangible Assets". The Mining Rights was reserved by GOK to the Company during 2017. The Company had already obtained necessary statutory clearances and also executed and registered Lease deed in 2023 in this regard. This Mining Right was capitalized by the Company during 2023-24 after, satisfying the criteria set forth in the Accounting Standard Ind AS 38 (Para 21) in that the said expenditure demonstrates that the expected future economic benefits that are attributable to the asset will flow to the company and that the cost of the asset could be measured reliably.
In this connection, reference is invited to the Note No.28.3.5, wherein the matters leading to Government of Karnataka non execution of forest lease agreement, for handing over of diverted forest land to KIOCL for commencement of Mining activities for which the Company during this year had also filed a Writ in the Karnataka High Court, seeking a direction to Forest Department (GOK) to execute the FLA enabling the company to commence its mining activities. Pending this, the company is yet to commence mining activities.
We draw reference to Note No.1.6, where it has been stated that intangible assets are amortized over their respective estimated useful lives on a straight-line basis, from the date that they are available for use and that as stated in Note No.1.9 that no amortization is charged on the Mining Rights, before the start of the commercial production, the Mining Rights has not been amortized, as they are not available for
use and commercial production has not commenced for the reasons stated in the above para.
5. Stoppage of Pellet Plant
Attention is invited to Note No.28.3.15 on the stoppage of Pellet Plant during the year. The Company had shut down the operations and received Job work for continuing the operations, from December 2024.
6. Non-Fulfilment of Director and Committee Constitution Requirements
We draw attention to Note 28.3.18 of the accompanying Standalone Ind AS financial statements regarding the Company not having independent directors as required under the provisions of the Companies Act, 2013 and Listing Regulations so as to constitute its Audit Committee as on date. As stated therein, these financial statements were approved by the Board of Directors of the Company.
The Company also does not have a Woman Director as required by the provisions of Companies Act, 2013.
Consequently, the Company has not complied with the provisions of the Companies Act, 2013 and Listing Regulations.
Our opinion is not modified in respect of these matters.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Standalone Ind AS financial statements of the current period. These matters were addressed in the context of our audit of the Standalone Ind AS 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.
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Sr.
Key Audit Matter No.
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How the matter was addressed in our audit
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1. Property, Plant & Equipment (PPE), Capital Work in Progress (CWIP), Intangible Assets, and its impairment
There are areas where management judgement impacts the carrying amount of property, plant and equipment, capital work in progress, intangible assets and their respective depreciation / amortization rates and impairment.
These include the nature, duration, estimated amount and amount incurred on project carried out, and decision to
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Due to the materiality in the context of the balance sheet of the Company in respect of PPE, CWIP, Intangibles and considering the age of the PPE of the Company, and the level of judgement and estimates required, we consider these to be as area of significance.
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We assessed the controls in place over the PPE life cycle, evaluated the appropriateness of capitalization process, performed tests of details on costs capitalized, the timeliness of the capitalization of the assets and de-recognition criteria for the assets retired from active
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capitalize or expense costs; the annual asset life review;
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use and its impairment.
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the timeliness of the capitalization of the assets and the
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We reviewed the policies for CWIP
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use of the management assumptions and estimates for the determination or the measurement and recognition criteria for assets retired from active use and its impairment.
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Understanding and testing of design and operating effectiveness of internal controls in place related to approval process for capitalization.
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Tested the control procedure for identification of cost incurred for specific projects.
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Sr.
No.
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Key Audit Matter
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How the matter was addressed in our audit
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These amounts incurred on capital work in progress, capitalization and annual impairment test are considered to be a key audit matter due to the complexity of the accounting requirements and the significant judgement required in determining the key assumptions, including estimates of future sales volumes and prices, operating costs, terminal value growth rates, capital expenditure and the weighted-average cost of capital (discount rate), to be used to estimate the recoverable amount.
[Refer Note No. 2, 3.1,3.2, 4.1,4.2 & 28.3 to the Standalone Ind AS financial statements]
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Performed substantive procedures on sample basis for amounts capitalised and amounts added to CWIP during the year.
Assessments made by management on the status of the projects and its future depending on balance work to be performed or approvals to be received was also made.
Examined the disclosures made in respect of CWIP in compliance with Ind AS-16 and Schedule III to the Companies Act 2013.
In performing these procedures, we reviewed the judgements made by the management including the nature of underlying costs capitalized; nature and amount in CWIP, determination of realizable value of the assets retired from active use; the appropriateness of assets lives applied in the calculation of depreciation; the useful lives of the assets prescribed in Schedule II of Companies Act, 2013 and the useful lives of certain assets as per the technical assessment of management and its impairment. In case of realizable value for assets retired from active use, we have relied upon the independent valuation report obtained by the management and provided to us. We've observed that the management has regularly reviewed the aforesaid judgments and there are no material changes.
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2.
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Adoption of Ind AS 116 Leases
The Company has adopted Ind AS 116 Leases. The application and transition to this accounting standard is complex and is an area of focus in our audit since the Company has a large number of leases with different contractual terms.
Ind AS 116 introduces a new lease accounting model, wherein lessees are required to recognize a right-of-use (ROU) asset and a lease liability arising from a lease on the balance sheet. The lease liabilities are initially measured by discounting future lease payments during the lease term as per the contract / arrangement. Adoption of the standard involves significant judgements and estimates including, determination of the discount rates and the lease term. Additionally, the standard mandates detailed disclosures in respect of transition.
[Refer Note No. 3.3, 13.2, 15.2 & 28.2.5 to the Standalone Ind AS financial statements]
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Our audit procedures on adoption of Ind AS 116 include:
• Assessed and tested the process and controls in respect of the lease accounting standard (Ind AS 116);
• Assessed the Company's evaluation on the identification of leases based on the contractual agreements and our knowledge of the business;
• Evaluation of reasonableness of the discount rates applied in determining the lease liabilities;
• On a sampling basis, we performed the following procedures:
a. Assessed the key terms and conditions of each lease with the underlying lease contracts; and
b. Evaluated computation of lease liabilities and challenged the key estimates such as, discount rates, escalation in lease payments and the lease term.
• Assessed and tested the presentation and disclosure relating to Ind AS 116
Based on the above audit procedures, the presentation and disclosures in the Standalone Ind AS financial statements are in accordance with the standard.
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3.
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Defined benefit obligation
The valuation of the retirement benefit schemes in the Company is determined with reference to various actuarial assumptions including discount rate, rate of inflation and mortality rates. Due to the size of these schemes, small changes in these assumptions can have a material impact on the estimated defined benefit obligation.
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We have examined the key controls over the process involving member data, formulation of assumptions and the financial reporting process in arriving at the provision for retirement benefits. We tested the controls for determining the actuarial assumptions and the approval of those assumptions by senior management. We found these key controls were designed, implemented and operated effectively, and therefore determined that we could place reliance on these key controls for the purposes of our audit.
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Sr.
No.
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Key Audit Matter
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How the matter was addressed in our audit
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[Refer Note No. 1.15, 14, 17 & 28.2.1 to the Standalone Ind AS financial statements]
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We tested the employee data used in calculating the obligation and where material, we also considered the treatment of curtailments, settlements, past service costs, re-measurements, benefits paid, and any other amendments made to obligations during the year. From the evidence obtained, we found the data and assumptions used by management in the actuarial valuations for retirement benefit obligations to be appropriate.
In this process, we have relied upon the valuation of 'actuary' in accordance with SA 620 issued by the ICAI.
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4.
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Provisions and Contingent Liabilities
The Company has exposure towards litigations relating to various matters as set out in the Notes to the Standalone Ind AS Financial Statements.
Significant management judgement is required to assess such matters to determine the probability of occurrence of material outflow of economic resources and whether a provision should be recognized, or a disclosure should be made. The management judgement is also supported with legal advice in certain cases as considered appropriate.
As the ultimate outcome of the matters are uncertain and the positions taken by the management are based on the application of their best judgement, related legal advice including those relating to interpretation of laws/ regulations, it is considered to be a Key Audit Matter.
[Refer Note No. 14, 17 & 28.1.2 to the Standalone Ind AS financial statements]
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Our audit procedures in response to this matter included, among others,
• Understanding, assessing and testing the design and operating effectiveness of key controls surrounding assessment of litigations relating to the relevant laws and regulations;
• Discussion with the Management any material developments and latest status of legal matters;
• Evaluation of management's assessment around those matters that are not disclosed or not considered as contingent liability, as the probability of material outflow is considered to be remote by the management; and
• Review of adequacy of the disclosures in the notes to the financial statements.
Based on the above work performed, management's assessment in respect of litigations and related disclosures relating to contingent liabilities/other significant litigations in the Standalone Ind AS Financial Statements are considered to be reasonable.
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5.
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Inventory Management
The Company was majorly dependent on a single vendor for procurement of raw material i.e., iron ore fines, required for the production of its finished goods i.e., pellets.
This could have an impact on the uninterrupted production process of the Company if the raw materials required were not available on a timely basis as per the procurement or production schedule of the Company.
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We observed that the Company was majorly dependent on a single vendor for procurement of raw materials (iron ore fines) and during the year we observed that the production process was disrupted for a considerable amount of time (Refer to Note No.28.3.15 to the Standalone Ind AS financial statements).
We were informed by the management that the Company is in the process of finding alternative source of raw material (Iron ore fines) from Odisha which require additional facilities in the manufacturing process like vertical pressure filter which has been capitalized during the year. We have relied upon the management replies and documents provided in this process.
KIOCL during the earlier year had obtained the second stage approvals for mining in Devadari mines, Bellary district, therefore their dependency on NMDC will be reduced in the coming financial years.
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Information Other than the Standalone Ind AS Financial Statements and Auditor's Report thereon
1. The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Corporate Governance and Shareholder's Information, but does not include the Standalone Ind AS financial statements and our auditor's report thereon.
2. Our opinion on the Standalone Ind AS financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
3. In connection with our audit of the Standalone Ind AS financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone Ind AS financial statements, or our knowledge obtained during the course of our 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.
Management's Responsibilities for the Standalone Ind AS Financial Statements
1. The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act 2013, with respect to the preparation of these Standalone Ind AS financial statements that give a true and fair view of the financial position and financial performance, changes in equity and cash flows of the Company in accordance with the Accounting Principles generally accepted in India, including the Accounting Standards (Ind AS) specified under section 133 of the Act, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements 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.
2. In preparing the Standalone Ind AS financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
3. The Board of Directors are responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Standalone Ind AS Financial Statements
1. Our objectives are to obtain reasonable assurance about whether the Standalone Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Ind AS financial statements.
2. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the Standalone Ind AS financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that
a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Standalone Ind AS financial statements or, if such disclosure is inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone Ind AS financial statements, including the disclosures, and whether the Standalone Ind AS financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
3. 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.
4. 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.
5. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Ind AS financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required under the directions, specific directions and sub-directions issued by the Comptroller and Auditor General of India in terms of Sub-section (5) of Section 143 of the Companies Act 2013, we are enclosing our report in "Annexure A".
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 Companies Act, 2013, we give in the "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable our report.
5. A. 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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss (Including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by this report are in agreement with the books of account.
(d) In our opinion, the aforesaid Standalone Ind AS financial statements comply with the Accounting Standards (Ind AS) specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014, Companies (Indian Accounting Standards) Rules, 2015, as amended;
(e) As per notification number G.S.R. 463(E) dated 5th June, 2015 issued by Ministry of Corporate Affairs, section 164(2) of the Act regarding the disqualifications of Directors is not applicable to the Company, since it is a Government Company;
(f) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 3.A(b) above on reporting under Section 143(3)(b) of the Act and paragraph 3.B(f) 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 over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure C".
(h) As per notification number G.S.R. 463 (E) dated 5th June 2015 issued by Ministry of Corporate Affairs, section 197 of the Act regarding remuneration to director is not applicable to the Company, since it is a Government Company;
B. 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 Standalone Ind AS financial statements. Refer Note No. 28.1.2 of 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 amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
(d) (i) The management has represented that, to
the best of its knowledge and belief, 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 or entity, including foreign entity ("Intermediary"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(ii) The management has represented, that, to the best of its knowledge and belief, no funds have been received by the company from any person or entity, including foreign entity ("Funding Party"), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(iii) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material mis-statement.
(e) The company has not paid any dividend during the year.
(f) Based on our examination which included test checks, the Company has used accounting software for maintaining its books of accounts, which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all transactions recorded in the software. Further during the course of our audit we did not come across any instance of audit trail feature being tampered with. Additionally the audit trail has been preserved by the company as per the statutory requirements of record retention.
For G BALU ASSOCIATES LLP
Chartered Accountants FRN:000376S/S200073
Sd/-
Place: Bengaluru CA R. RAVISHANKAR
Date: 28-05-2025 Partner
UDIN: 25026819BMHBRT4356 Membership No.:026819
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