Alka India Ltd Auditor Reports

STANDALONE INDEPENDENT AUDITORS REPORT

To

THE BOARD OF DIRECTORS OF

ALKA INDIA LIMITED CIN: L46300MH1993PLC168521 OLD CIN: L99999MH1993PLC168521 Regd. Office: Gala No. D 3/4/5, Hatkesh Udyog Nagar-1 Off. Mira Bhayandar Road, GCC Road, Mira Near Hatkesh Substation Thane, Vasai, Mumbai, Maharashtra - 401 107

Corporate Office:

A1115, TITANIUM BUSINESS PARK, B/H DIVYABHASKAR PRESS, MAKARBA AHMEDABAD 380051

Report on the Audit of the Standalone Financial Statements

Disclaimer of Opinion

We were engaged to audit the standalone financial statements of Alka India Limited (the Company), which comprise the Standalone Balance Sheet as at March 31, 2026, 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 for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information. 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 as to whether these standalone financial statements give a true and fair view in conformity with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Companies Act, 2013 (the Act) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, and its profit, changes in equity, and its cash flows for the year then ended.

Basis for Disclaimer of Opinion

We draw attention to the following pervasive and material matters:

1. Unverified Book Profit and Revenue: The Company has recognized Revenue from Operations of Rs. 250.21 Lakhs and Cost of Materials/Purchases of Rs. 136.48 Lakhs during the year, resulting in a reported net profit of Rs. 17.81 Lakhs. Our examination revealed that these transactions were recorded entirely through manual book entries (Journal Vouchers) without any corresponding banking transactions. The Management failed to provide underlying documentary evidence, including G ST returns, E-way bills, purchase/sales invoices, transport/lorry receipts, or counterparty confirmations. Consequently, we are unable to verify the occurrence, completeness, and genuineness of the reported revenue and purchases.

2. Appropriateness of Dividend Provision: Based solely on the unverified book profits mentioned above, the Board of Directors has recommended a dividend of Rs. 0.04 per fully paid-up equity share of Re. 1/- each. In the absence of substantiated profits or underlying realizable cash flows, the validity and legality of this dividend declaration cannot be ascertained.

3. Unverified Bank Balances: The Company has not provided bank statements or independent external bank balance confirmations (as required under SA 505 - External Confirmations ) for the cash and bank balances reported as of March 31, 2026. Therefore, we are unable to verify the existence, accuracy, and completeness of these balances.

4. Impairment of Investments: The Company carries an investment of Rs. 469.34 Lakhs in the unquoted equity shares of its subsidiary, M/s Vintage FZE (India) Private Limited. The Management has not conducted any fair valuation or impairment testing of this investment as required under Ind AS 36 ( Impairment of Assets ) and Ind AS 109 ( Financial Instruments ). Given the lack of audited financial statements of the subsidiary and the approved disinvestment plan, we are unable to comment on the realizable value and necessary impairment adjustments for this asset.

5. Write-off of Property, Plant, and Equipment: The Management has completely written off the gross value of fixed assets and the corresponding accumulated depreciation without providing any physical verification reports, disposal details, or authorization matrices. We could not obtain sufficient appropriate audit evidence regarding the existence or valid disposal of these assets.

Emphasis of Matter

Without modifying our disclaimer of opinion, we draw attention to the following matters:

1. Change in Object Clause & CIN: Pursuant to the Special Resolution passed at the Annual General Meeting held on March 23, 2026, and the Certificate of Registration issued by the ROC on March 25, 2026, the Company has altered its Object Clause to shift its primary business focus from the textile sector to the agro-commodity sector. Consequently, the Companys Corporate Identification Number (CIN) has been changed to L46300MH1993PLC168521.

2. NCLT Handover & Extinguishment of Dues: In adherence to the Approved Resolution Plan, the management and affairs of the corporate debtor were handed over to the Resolution Applicant, confirmed during the Monitoring Committee meeting on February 18, 2025. Outstanding Central/State statutory dues reflecting on government portals have been extinguished in the books of accounts as of March 31, 2026, strictly to the extent covered and waived by the NCLT-approved

3. Capital Restructuring: During the year, the Company executed a capital reduction and subsequent allotment of equity shares (47,50,000 shares to Promoter/Promoter Group and 2,50,000 to public shareholders) in accordance with the NCLT order.

Managements Responsibility for the Standalone Financial Statements

The Companys 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, changes in equity, and cash flows of the Company in accordance with the accounting principles generally accepted in India, including Ind AS. This responsibility also includes maintenance of adequate accounting records, safeguarding of the assets, preventing and detecting frauds and other irregularities, and the design, implementation, and maintenance of adequate internal financial controls.

Auditors Responsibilities for the Audit of the Standalone Financial Statements

Our responsibility is to conduct an audit of the Companys standalone financial statements in accordance with Standards on Auditing (SAs) specified under Section 143(10) of the Act and to issue an auditors report. However, because of the matters described in the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial statements. 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 financial statements, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors 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 Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

a) As described in the Basis for Disclaimer of Opinion section, we have not been able to obtain all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) Due to the lack of evidence for significant transactions, we are unable to state whether proper books of account as required by law have been kept by the Company.

c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss, 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, though the underlying veracity of the entries is unverified.

d) In our opinion, due to the matters described in the Basis for Disclaimer of Opinion , the standalone financial statements do not comply with the Indian Accounting Standards prescribed under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on March 31, 2026, none of the directors is disqualified as on March 31, 2026, from being appointed as a director in terms of Section 164(2) of the Act.

f) The reservation relating to the maintenance of accounts and other matters connected therewith are as stated in the Basis for Disclaimer of Opinion paragraph above.

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 B .

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements section of our report of even date)

Due to the pervasive nature of the matters described in the Basis for Disclaimer of Opinion section, we are unable to report definitively on several clauses of the Order. Subject to this limitation, we report as follows:

Clause No.	CARO 2020 Matter	Auditors Remarks / Findings
(i)	Property, Plant and Equipment (PPE) & Intangible Assets	(a)(A)&(B), (b), (c), (d): The Company has written off its entire block of PPE. We were not provided with a fixed asset register, physical verification reports, or disposal records. Therefore, we cannot comment on quantitative details, physical verification, or title deeds. The Company holds no intangible assets and no revaluations were done.
		(e): No proceedings have been initiated or are pending against the Company for holding any benami property.
(ii)	Inventory & Working Capital	(a): The management recognized agro-commodity trading transactions entirely via book entries. No physical inventory existed at year-end, and no physical verification was conducted.
		(b): The Company has not been sanctioned working capital limits in excess of Rs. 5 crores from banks/financial institutions on the basis of security of current assets.
(iii)	Investments, Loans, Advances & Guarantees	The Company holds an investment of Rs. 469.34 Lakhs in a subsidiary. Due to the lack of sufficient appropriate audit evidence, underlying agreements, and failure to conduct fair valuation/impairment testing, we are unable to comment on whether the terms are prejudicial to the Companys interest, whether repayments are regular, or the extent of overdue amounts.
(iv)	Compliance with Sections 185 and 186	Sections 185 and 186 of the Companies Act, 2013 regarding loans, investments, guarantees, and security is not applicable for the financial year under review.
(v)	Public Deposits	The Company has not accepted any deposits or amounts deemed to be deposits from the public. Provisions of Sections 73 to 76 are not applicable.
(vi)	Cost Records	The maintenance of cost records has not been specified by the Central Government under Section 148(1) of the Act for the Companys activities.
(vii)	Statutory Dues	(a): The Company extinguished prior statutory dues (Income Tax, GST) based on the NCLT resolution plan. For the current years reported operations, no GST returns or challans were provided. Hence, we are unable to verify the regular deposit of undisputed statutory dues.
(viii)	Unrecorded Income	(b): Due to the NCLT extinguishment, there are no reported disputed statutory dues pending. We have not come across any transactions not recorded in the books of account that have been surrendered or disclosed as income during the year in the tax assessments.
(ix)	Borrowings & Defaults	(a)-(f): The Company does not hold loans from financial institutions, banks, or government, and has not issued debentures. It has not been declared a willful defaulter. No term loans were obtained. No short-term funds were utilized for long-term purposes. No funds were taken for/pledged against subsidiaries or joint ventures.
(x)	Issue of Shares / IPO / Preferential Allotment	(a): No moneys were raised by way of IPO or FPO.
		(b): The Company made a preferential allotment during the year (47.50 Lakh shares to Promoters, 2.50 Lakh shares to public) strictly executing the capital restructuring mandated by the NCLT order.
(xi)	Fraud Reporting	(a): As noted in our Basis for Disclaimer of Opinion , the Company recorded revenue and purchase entries without substance. Other than this, no specific fraud was noticed.
		(b): No Form ADT-4 has been filed.
		(c): We have not received any whistle-blower complaints.
(xii)	Nidhi Company	The Company is not a Nidhi Company. Clause 3(xii) is not applicable.
(xiii)	Related Party Transactions	Due to the lack of underlying documentation and audit evidence, we are unable to verify whether transactions with related parties comply with Sections 177 and 188 of the Act, or if details are properly disclosed per applicable Ind AS.
(xiv)	Internal Audit	(a): In our opinion, the Company does not have an internal audit system commensurate with its size and nature.
		(b): We were not provided with any reports of Internal Auditors for the period.
(xv)	Non-Cash Transactions with Directors	Due to the prevalence of unverified manual journal entries, we are unable to confirm if the Company has entered into any non-cash transactions violating Section 192 of the Act.
(xvi)	RBI Registration (NBFC / CIC)	(a)-(d): The Company is not required to be registered under Section 45-IA of the RBI Act, 1934. It is not an NBFC, HFC, or Core Investment Company (CIC).
(xvii)	Cash Losses	While the Standalone Statement of Profit and Loss reflects a reported net profit, the revenues are completely unverified (as detailed in our disclaimer). Consequently, we are unable to determine conclusively whether actual cash losses were incurred.
(xviii)	Auditor Resignation	M/s Amit Ramakant & Co., Statutory Auditor has resigned with effect from July 24, 2025.
(xix)	Material Uncertainty (Going Concern)	Owing to the unverified nature of the Companys recorded revenues and purchases, a material uncertainty exists as to whether the Company is capable of generating sufficient cash flows to meet its liabilities as and when they fall due.
(xx)	Corporate Social Responsibility (CSR)	The criteria prescribed under Section 135 of the Act regarding CSR are not applicable to the Company for the year under review.
(xxi)	Qualifications in Consolidated Financials	Not applicable for the Standalone Financial Statements report.

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

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

Disclaimer of Opinion on Internal Financial Controls

We were engaged to audit the internal financial controls over financial reporting of Alka India Limited (the Company) as of March 31, 2026, 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 ICAI. 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, 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.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. However, due to the matters described in the Basis for Disclaimer of Opinion section below, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion.

Basis for Disclaimer of Opinion

As detailed in the Basis for Disclaimer of Opinion section of our main audit report, the Management has recorded significant material transactions (including Revenue of Rs. 250.21 Lakhs and Purchases of Rs. 136.48 Lakhs) entirely through unsupported journal entries without underlying commercial documentation (such as GST returns, E-way bills, or bank routing). Furthermore, bank balances remain unverified, and investments remain untested for impairment. This establishes a systemic breakdown and a complete absence of internal financial controls over financial reporting, particularly regarding the authorization, recording, and validation of revenue, purchases, banking, and asset management.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors 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 A statements on the matters specified in paragraphs 3 and 4 of the order, to the extent applicable.

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 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 the representations received none of the directors is disqualified as 31/03/2026 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 over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure B .

(g) With respect to the other matters to be included in the Auditors 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.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.

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 its knowledge and belief, other than as disclosed in the key matters & notes to the 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 (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.

(b) The management has represented, that, to the best of its knowledge and belief, other than as disclosed in the key matters & notes to the accounts, 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, 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; and

(c) Based on audit procedures which we considered reasonable and appropriate in the circumstances, nothing has come to their notice that has caused them to believe that the representations under sub-clause (i) and (ii) contain any material mis-statement.

v. The company has not declared or paid any dividend during the year in contravention of the provisions of section 123 of the Companies Act, 2013.

vi. For holding company as regard report on audit trail (Rule 11g) we report that has per provision to rule 3(1) of the companies (Account) Rules 2014 is applicable for the company where effect from 01/04/2023. We report as under:-

Based on our examination, which included test checks, and other generally accepted audit procedures performed by us, we report that the company has used an accounting software Tally for maintaining its books of account which has no feature of recording audit trail (edit log) facility hence the same has not operated throughout the year for all relevant transactions recorded in the software for the period from 01/04/2025 to 31/03/2026. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with as no audit trail software facility. Additionally, the audit trail has not been preserved by the Company as in absence of audit trail software facility.

Disclaimer of Opinion

Because of the significance of the matters described in the Basis for Disclaimer of Opinion paragraph above, 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 and whether such controls were operating effectively as at March 31, 2026. Accordingly, we do not express an opinion on the Companys internal financial controls over financial reporting.

For J.M. Patel & Bros.

Chartered Accountants

Firm Registration No.: 107707W

Sd/-

CA J. M. Patel

Propriter

Membership No.: 030161

UDIN: 26030161VYDKED5225

Place: Ahmedabad

Date: 07/04/2026