Alka India Ltd Directors Report.

The Members of

ALKA INDIA LIMITED

(CIN: L99999MH1993PLC168521)

Disclaimer of Opinion

We were engaged to audit the accompanying standalone financial statements of Alka India Limited ("the company"], which comprise the Balance Sheet as at 31st March 2021, 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 significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").

We do not express an opinion on the accompanying Standalone Financial Statements of the Company. Because of the significance of the matters described in the Basis for Disclaimer of Opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these Standalone Financial Statements.

Basis of Opinion

We are unable to determine the consequential impact of certain specific transactions / matters and disclosures on the Standalone Financial Statements. Such specific transactions / matters include:

a. During the financial year 2020-21, the company has booked Business Promotion Income of Rs, 11,01,696. The said services were provided by Alka India Limited to K Sera Sera Box Office Pvt Ltd, which is one of the Group Company. The management has explained over email that "Alka India Ltd is engaged in the business of Textiles which produces various cloth materials. Hence to promote the Dome business of KSS Box Office Pvt. Ltd, there is an agreement between both the companies stating that "Alka India Ltd. will advertise the dome business of KSS Box Office on its every cloth material, like print of dome on the T-Shirts etc.".

However, during our review, we were not provided with sufficient documentary evidence being Agreement, proof of printing of Dome on cloth material by Alka India Limited etc. to substantiate that the services were actually provided by Alka India Limited.

Thus, due to lack of sufficient and appropriate audit evidence, we are unable to comment on such income appearing in the accompanying audited standalone financial statements for the year ended 31st March 2021.

b. The Company has advanced an amount of Rs. 14,25,000 during the FY 2020-21 in the form of loans to Nityagata Advisor Management Consultancy for which we were not provided with documentary evidence to validate the said transaction.

Further, it was also noted that Mr. Ashok Panchariya (director of Alka) is also a director in Nityagata Advisor Management Consultancy and accordingly loans and advances to an entity where the director of Alka India Limited is interested resulted in the violation of the provisions under Section 185 of the Companies Act, 2013.

c. The company has gross outstanding loans and advances of Rs. 10,29,25,486 (Gross) as on the year ended 31st March, 2021 from various companies, out of which the company has created the provision for Doubtful Debts amounting to Rs. 8,04,05,486 in the previous financial years. We have circulated the independent balance confirmation for the majority of the outstanding loans and advances, however, we have not received any confirmation independently. Further, the company has provided us the balance confirmation amounting to Rs. 5,42,58,905 (Gross) as obtained by the management of Alka India Limited from these companies to whom the loans have been advanced. Also, the company has not accrued any interest on the said loans & advances. Accordingly, due to lack of sufficient and appropriate audit evidence, we are unable to comment on the recoverability and existence of such loans and advances.

d. The company had not conducted the Fair Value Assessment for the Investments held by Alka India Limited of Rs. 2,43,94,962 (Net) in the shares of unlisted company as required under Ind AS 109. Hence we are unable to comment on the realizable value of such investment.

e. As per Standards on Auditing (SA) - 505 External Confirmation, Independent Balance confirmation for outstanding Bank Balances as on 31.03.2021 were sought during the course of audit but the response to the said confirmations were not received by us till the date of this report. Hence, the outstanding balances appearing as on 31st March, 2021 are based on the account statement available and provided by those charge with governance.

f. The company has not made available the minutes of the Board Meetings held during the FY 2020-21 for our inspection till the date of this report and hence we are unable to review the same.

g. The company has not provided us with the Internal Audit Report of the Financial Year 2020-21, as required under Section 138 of the Companies Act, 2013 til! the date of this report and hence we are unable to review the same.

Emphasis of Matters

We draw your attention to:

a) Note no. 1.3 of the Significant Accounting Policy and Other Notes to Accounts of audited Standalone financial statement, demand of Rs 179.51 Lacs including the interest and penalty under GVAT. The authorities have approved a refund amount of INR 15 lakhs vide Refund Order dated 21st August 2020 and the same was received by the company in its bank account,

b) Note no. 1.3 of the Significant Accounting Policy and Other Notes to Accounts of audited Standalone financial statement, the Company name is in the list of shell companies [Vide SEB1 on its letter bearing no. SEBI /HO/ISD/OW/P/2017/18183 dated August 7, 2017]. Exchange had initiated a process of verifying the credentials / fundamentals of the company. It had appointed an auditor to conduct audit of the company to verify its credentials/fundamentals.

On verification, if Exchange do not find appropriate credentials / fundamentals about existence of the company, Exchange may initiate the proceeding for compulsory delisting against the company, and the said company shall not be permitted to deal in any security on exchange platform and its holding in any depository account shall be frozen till such delisting process is completed.

Accordingly, the forensic audit was conducted, however, till date the company has not received any further communication from BSE.

c) Note no. 1.3of the Significant Accounting Policy and Other Notes to Accounts of audited Standalone financial statement, the Company had received a demand of Rs. 25 Lacs from SEBI vide its order no. EAD/BjD/NJMR/2/2017- 18 with regards to redressal of investor grievances through SEBI Complaints Redress System [SCORES). The company has filed an appeal against the demand with Securities Appellate Tribunal Mumbai and via order dated 7th August 2019, the appeal was dismissed. Later the company contested the same in Supreme Court and vide order dated 24th July 2020, the appeal is dismissed. Thus, in the said quarter, the company has recognized the liability of Rs. 25 lakhs payable towards the penalty imposed by SEBI on account of non- redressal of investor grievances.

Material uncertainty related to Going Concern

Due to the matters described under Basis on Disclaimer of Opinion and Emphasis of Matter and possible impact thereof, we are unable to obtain sufficient appropriate audit evidence as to whether the Company will be able to service its debts, realize its assets and discharge its liabilities as and when they become due over the period of next 12 months. Accordingly, we are unable to comment on whether the Company will be able to continue as Going Concern.

Managements Responsibility for the Standalone Financial Statements

The Companys management and Board of Directors are 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 state of affairs, profit / loss (including other comprehensive income}, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS} 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 and Board of Directors are responsible for assessing the Companys 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.

Board of Directors is also responsible for overseeing the Companys financial reporting process.

Auditors Responsibility

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors 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 financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism 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 managements 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 Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors 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 auditors 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 (Auditors Report) Order, 2016 (the Order) issued by the Central Government of India in terms of subsection (11) of section 143 of the Act, we give in the Annexure A statement on the matters specified in the paragraph 3 and 4 of the Order, subject to the possible effect of the matters described in the Basis for Disclaimer of Opinion in our separate Report on the Internal Financial Controls over Financial Reporting.

2. Further to our comments in Annexure A, as required by section 143(3) of the Act, we report that:

a) Due to the possible effects of the matters described in the Basis for Disclaimer of Opinion paragraph, we are unable to obtain all the information and explanations which to the best of our knowledge and belief were necessary for the audit.

b) The Company has maintained books of account however, due to conditions and the possible effects of the matter described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether proper books of account (i.e. correctness/completeness etc. of the books) as required by law have been kept by the company.

c) The Balance sheet, statement of profit & loss (including other comprehensive income), the statement of changes in Equity and statement of cash flows dealt with by this report are in agreement with the books of account;

d) Except for the matters mentioned in the Basis of Onion and Emphasis of matter para above, in our opinion, the aforesaid standalone financial statements comply with Ind AS Specified under section 133 of the Act;

e) Due to the possible effects of the matter described in the Basis for Disclaimer of Opinion and Emphasis of Matter paragraph, we believe there might be effect on the functioning of the Company;

f) On the basis of the written representation received from the directors as on 31st March 2021 and taken on record by the board of directors, none of the directors is disqualified as on 31stMarch 2021, from being appointed as a director in terms of section!64(2) of the act;

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 B". Our report expresses disclaimer of opinion on the Companys internal financial controls over financial reporting for the reasons stated therein.

h) With respect to the other matters included in the Auditors Report in accordance withRulell of the Companies (Audit and Auditors) Rule 2014 in our opinion best of our Information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigation on its financial position in its financial statements Refer to Note No. 1.3;

ii. The Company does not have any long-term contracts including derivatives contracts for which any provision is required;

iit. The Company is not required to transfer amounts to the Investor Education and Protection Fund.

Annexure A to Independent Auditors Report

Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements of the Independent Auditors Report of even date to the members of Alka India Limited on the financial statements for the year ended March 31, 2021

i. In respect to companys fixed asset;

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

(b) The Company has regular Programme of physical verification of its fixed assets at Reasonable intervals; in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the management during the year. 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 on the basis of our examination of the records of the Company, the company has no immovable property in its name. Accordingly, the provision of 3(i)(c) of the order are not applicable.

ii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company has no inventory. Accordingly, the provision at 3(ii) of the order is not applicable.

iii. Due to the possible effects of the matters described in the Basis for Disclaimer of Opinion paragraph in main report, we are unable to comment whether the Company has 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 Companies Act, 2013.

iv. The Company has advanced an amount of Rs. 14,25,000 in form of loans to Nityagata Advisor Management Consultancy in which Mr. Ashok Panchariya (director of Alka) is also a director. Except for the said loan given the company, the Company has complied with the provisions of section 185 and 186 of the Companies Act 2013.

v. The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

vi. The maintenance of cost records has not been specified by the Central Government under section 148(1) of the Companies Act, 2013 for the business activities carried out by the Company. Thus, reporting under clause 3(vi) of the order is not applicable to the Company.

vii. (a) According to the information and explanation given to us and records examined by us, the company is not regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-Tax, GST, duty of Customs and any other statutory dues to the appropriate authorities. According to the information and explanation given to us, following undisputed amounts payable in respect of Income Tax, and any other statutory dues were outstanding as on 31st March, 2021 for a period more than six months from the date they became payable

Statutory Law Amount in INR outstanding for more than Six Months
TDS 41,924
Profession Tax 600

(b) According to the information and explanation given to us, the dues in respect of Income Tax, GST, Wealth Tax, Value Added Tax, Service tax, Customs duty, have been deposit with the appropriate authorities on account of dispute and the forum where the disputes are pending are as given below:

Nature of Statues Nature of Dues Amount Period for which amount related Forum where Dispute is related
GVAT-2002 Value Added Tax 151.65 2002-03 Appeal before Tribunal
Income Tax Act- 1961 Income Tax 11.65 2007-08 CIT Appeal
Income Tax Act- 1961 Income Tax 65.5 2015-16 CIT Appeal

viii. Based on the information and explanations made available to us, the Company does not have any loans or borrowings from any financial institution, banks, and government or debenture holders during the year. Accordingly, paragraph 3(viii) of the Order is not applicable.

ix. Based on the information and explanations made available to us, the Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3(ix) of the Order is not applicable.

x. Based on the information and explanations made available to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

xi. According to the information and explanations given to us and based on our examination of our records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with schedule V to the Act

xii. In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company. Accordingly, paragraph 3 (xii) of the Order is not applicable.

xiii. In our opinion and according to the information and explanations given to us the Company is in compliance with Section 188 of the Companies Act, 2013, where applicable, for all the transactions with the related parties and the details of the related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.

xiv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

xv. In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its Directors or persons connected to its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.

xvi. The Company is not required to be registered under section 45 - IA of the Reserve Bank of India Act, 1934.

Annexure B to the Independent Auditors Report

Referred to in paragraph 1(g) under the heading Report on other Legal and Regulatory Requirements of the Independent Auditors Report of even date to the members of Alka India Limited on the financial statements for the year ended March 31,2021:

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

We have audited the internal financial controls over financial reporting of Alka India Limited ("the Company") as of March 31, 2021 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys 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 (‘1CA1).

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 companys 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 Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys 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 (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013; to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. 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 the operating effectiveness. Our audit of internal financial control 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 auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

Because of the matters described in the Basis for Disclaimer of Opinion in the main audit report we were not able to obtain sufficient appropriate audit evidence to provide a basis for our opinion on whether the Company had adequate internal financial controls over financial reporting with reference to these Standalone Ind AS financial statements as at March 31, 2021 and whether such internal financial controls were operating effectively.

Meaning of internal Financial Controls over Financial Reporting

A companys 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 companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) 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 (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

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 control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Disclaimer of Opinion

Due to the possible effects of the matters described in the Basis for Disclaimer of Opinion paragraph in our main audit report, we are unable to obtain sufficient appropriate audit evidence to provide a basis for our opinion on whether the Company had adequate internal financial controls over financial reporting with reference to these Standalone Ind AS financial statements as at March 31, 2021 and whether such internal financial controls were operating effectively. Accordingly, we do not express an opinion on Internal Financial Controls Over Financial Reporting with reference to these Standalone Ind AS financial statements.

FOR, PIPARA & CO LLP
CHARTERED ACCOUNTANTS
FRN No. 107929W/W100219
BHAWIK MADRECHA
Date: 30th June, 2021 PARTNER
Place: Mumbai M.No. 163412
UDIN: 21163412AAAALA9995