We have audited the accompanying standalone financial statements of MMTC Limited (“the Company”), which comprise the Balance Sheet as at March 31,2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and notes to the financial statements including a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “standalone financial statements”), in which are incorporated the financial statements for the year ended on that date audited by the Branch Auditors of the Company's Regional Offices (Camp Offices) at Mumbai, Vizag, Chennai and Hyderabad.

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion Section of our Report, the aforesaid 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 (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, its Profit and total comprehensive income (Comprising of net profit and other comprehensive income), changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

1.We draw attention to Note no. 40(f)(a) to the accompanying financial statements, which states that the liability @1.5% of profit before tax ("PBT") for the year in respect of scheme for retirees prior to 01.01.2007 (closed group) has not been recognized even though Company has reported PBT of Rs.76.03 crores (P.Y. Rs. 1279.16 crores), on the basis of affordability. Also, the Company has not provided for PRMBS for open group @ 4.5% of Basic and DA for serving employees. During the previous year 2021-22, provision in respect of retirees after 01.01.2007 pertaining to FY 2019-20 and 2020-21 had been withdrawn due to loss during these previous years. The non-recognition of provision according to the schemes above constitutes a departure from the accounting standards as prescribed under section 133 of the Act. An amount of Rs.1.14 crore (P.Y. Rs. 19.19 crore) (1.5% of PBT) and Rs. 2.33 crore (P.Y. Rs. 2.91 crore) (4.5% of Basic and DA) estimated by the management, should have been provided as per the accounting standards. Accordingly, the provision for PRMBS would have been increased by Rs.3.47 crore (P.Y. Rs. 22.10 crore) and net income and shareholder's fund would have been reduced by the said amount.

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing 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 Standalone 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 (“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 made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our qualified opinion.

Key Audit Matters

Key audit matters are those matters that, 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. In addition to the matter described in the Basis for Qualified Opinion section we have determined the matters described below to be the key audit matters to be communicated in our report.

Emphasis of Matter

1. We draw attention to Note No.11(i) to the accompanying financial statements, which states that, in terms of the court order dated 06.05.2022 & 07.07.2022 passed by the Hon’ble Delhi High Court in the matter of Anglo Coal case, an amount of Rs. 1088.62 crore has been deposited with Delhi HC and the final amount is subject to judgement/clarification of Hon’ble Court. Provision of Rs. 1054.77 crore has already been made in the books of accounts with interest up to 19.07.2022 as per company’s calculation. Next date of hearing is 09.07.2024.

2. We draw attention to footnote of Note no. 24 to the accompanying financial Statements, which states that, Consequent upon receipts of divestment proceeds from NINL on 4.7.2022 an amount of Rs. 2615.37 Crore (Rs. 2561.11 Crore on 04-07-2022, Rs. 50.30 Crore on 06-07-2022 and Rs. 3.96 Crore on 08-07-2022) was paid towards principal and agreed interest to MMTC lender banks. A provision was created for interest / penal interest during 2022-23. Out of remaining provision for interest of Rs.42.73 Crore an amount of Rs. 5.44 Crore has been paid to the lender banks during FY 2023-24 towards full and final settlement after waiver / reduction of penal interest and an amount of Rs. 37.29 Crore has been written back as income. Now the matter is closed with all lender banks.

3. We draw attention to Note No. 34 (vii) to the accompanying financial statements, which states that the, Company has created a contingent liability of Rs. 0.25 crore (P.Y. Rs. 0.07 crore) on account of demand raised by Stock Exchange Board of India (SEBI) in relation to non-compliance of regulation 33 of SEBI.

4. We draw attention to Note No. 32(iii) to the accompanying financial statements, which states that, Exceptional items include an amount of Rs. 3.64 crores payable to DIPAM for expenses incurred on account of divestment of NINL, vide letter dated 30.04.2024 of DIPAM and subsequent letter dated 11.05.2024 of Department Of Commerce in this regard, which has been provided for during the year 2023-24 in respect of divestment process which was completed during the year 2022-23.

5. We draw attention to Note No. 36(d) to the accompanying financial statements, which states that the Company has filed a recovery suit of Rs. 31.40 crore against M/s. Aaryavart Impex Pvt Ltd. (AIPL) in respect of Mint sale transaction (P.Y. Rs. 31.40 crore) which included overdue interest of Rs. 2.95 crore (P.Y. Rs. 2.95 crore) which has been decreed in favour of the Company. The company has written off the amount of Rs. 28.45 crore in the year 2015-16 due to non-realization of the same. M/s AIPL have also filed a suit against Government Mint/MMTC for damages of Rs. 167.20 crore (P.Y. Rs. 167.20 crore) which is not tenable as per legal opinion and is being contested. Besides this the same has not been considered as a contingent liability because the management is of the view that there is no present or possible liability on the company in this case.

Our opinion is not modified in respect of above matters.

Other Matter

1) The financial statements of the Company for the year ended 31st March 2023, were audited by the predecessor auditor who expressed a modified opinion on those statements on 30th May 2023, due to non-recognition of provision towards PRMBS for an amount of Rs.20.81 crores.

2) We did not audit the financial statements/ financial information of 4 Regional Offices (Camp Offices) included in the standalone financial statements of the Company whose financial statements/financial information reflect total assets of Rs. 361.43 crores as at March 31,2024 and total revenues of Rs. 10.94 crores for the year ended on that date, as considered in the standalone financial statements. The financial statements/financial information of these branches have been audited by the branch auditors whose reports have been furnished to us, and our opinion in so far as it relates to the amounts and disclosures included in respect of these branches, is based solely on the report of such branch auditors.

3) Claims against the company not acknowledged as debts includes an amount of Rs.91.05 crores towards claims made by Food Corporation of India (net of provision made by the company of Rs.1.13 crores). Dispute was admitted in AMRCD committee which in its meeting held on 22 May 2020 directed both MMTC and FCI to reconcile the accounts. Such reconciliation is still pending till date and financial impact of the same, if any, cannot be ascertained.

4) Company is generally not following the practice of obtaining periodic balance confirmations from the parties. Hence all the balances of trade receivables, trade payables, short and long term loans and advances, other noncurrent and current assets are unconfirmed as on 31.03.2024 and financial impact of the same, if any, cannot be ascertained (Refer note no. 50).

5) Old outstanding balances are not meticulously reviewed by the company in order to timely settle the accounts and the old balances are getting carried forward as it is year after year.

6) In case of Regional Office Mumbai:

(i) There is a dispute pertaining to Sada Lease Land. The lease rentals for the block of 2021-25 has not been revised. Last revision was made in the block of 2015-20. Subsequent to this period, revision has been pending as on date and the RO has recognized expenses based on the 2015-20 revision.

(ii) There is no progress in the reconciliation of accounts between the NAFED and the company as on 31st March 2024; Rs. 92.99 Crores is receivable from NAFED and against this amount grant is received from Government of India which is disclosed as Current Liabilities.

7) In case of Regional Office of Vishakhapatnam:

(i) Trade Receivables Rs. 4.02 crore is classified as “Considered Good-Secured”, however the same is not backed up by any security and hence cannot be considered as “Considered Good-Secured”. As per the management these transactions have arisen out of back-to-back contracts wherein the payment is done to the supplier after receipt of amount from the buyer.

(ii) In respect of Recovery of old advance with Paradeep Port Trust of Rs. 1.17 crore, No provision in the books of accounts has been made and there is no confirmation of the said balance from the Paradeep Port Trust. As per the management, efforts are being made to recover the amount. As per the policy of the Company recoveries from Govt. and PSU’s are considered ‘Good and Recoverable’ and hence no provision has been made.

8) Material Uncertainty Related to Going Concern

MMTC has been directed by administrative ministry to prepare a road map for scaling down of manpower including exit from various JVs. Also direction has been given for exit from business operation. However wind mill business is still in operation. Government is yet to decide the exit route for MMTC. As there is no communication from Ministry for closure etc., status quo of going concern is being maintained and the accounts have been prepared on going concern basis.

Our opinion is not modified in respect of these matters.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The Other information comprises the information included in the Board’s Report, Chairman’s statement, Management discussion and analysis and other company related information (hereinafter referred to as ‘other reports’), but does not include the financial statements and our auditor’s report thereon.

The Other reports are expected to be made available to us after the date of this auditor’s report.

Our opinion on the Standalone financial statements does not cover the other information and we will 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 identified above 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.

When we read the ‘Other reports’, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity 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. 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 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.

The Board of Directors are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone 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 financial statements.

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

• 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.

• 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 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 the 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 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 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 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 statements 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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. 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 of the aforesaid standalone financial statements.

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 income, the Statement of Cash Flows and 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 Ind AS specified under Section 133 of the Act, read with the Companies (Indian accounting Standards) Rules, 2015 as amended;

e) Being a Government Company pursuant to the Notification No. GSR 463(E) dated 5th June 2015 issued by the Ministry of Corporate Affairs, Government of India, provisions of sub-section (2) of Section 164 of the Act, are not applicable to the Company;

f) 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 B”.

g) 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.

h) 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, as amended in our opinion and to the best of our information and according to the explanations given to us:

i. There are pending litigation including matters relating to sales tax, custom duty and excise duty which are disclosed as contingent liability - refer to Note 34 and 36 to the standalone financial statements, the impact of the same is unascertainable as the matters are sub-judice.

ii. The Company is not having any long-term contracts including derivative contracts for which there were any material foreseeable losses; and

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31st March 2024;

iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are

material either individually or in the aggregate) 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 (“Intermediaries”), 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 (Refer note 49(e)).

(b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“Funding Parties”), 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 (Refer note 49(f))

(c) 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 misstatement.

v. The Company has not declared or paid any dividend during the year ended 31st March 2024.

vi. Based on our examination, which included test checks, the Company has used an accounting software for maintaining its books of accounts for the financial year ended 31st 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. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with.

3. As required by CAG of India through directions, issued under Section 143(5) of the Act, 2013 we give our report in the attached “Annexure C”.

For Dinesh Jain & Associates Chartered Accountants FRN:004885N

CA Neha Jain (Partner)

Place : New Delhi M.No. 514725

Date : 28.05.2024 UDIN: 24514725BKEZNG4820