The Members of ALKA INDIA LIMITED
We have audited the accompanying Consolidated financial statements of Alka IndiaLimited ("thecompany")anditsSubsidiaryVintageFZEIndiaPrivateLimitedwhichcomprisetheConsolidatedBalance Sheet as at March 31 2020 the Consolidated Statement of Profit and Loss(including OtherComprehensive Income) the Consolidated Statement of Changes in Equity andthe Consolidated Statement of Cash Flowsfortheyearendedonthatdate.andasummaryofthesignificantaccountingpoliciesandotherexplanatoryinformation (hereinafter referred to as "the consolidated financialstatements").
Inouropinionandtothebestofourinformationandaccordingtotheexplanationsgiventous.theaforesaidconsolidated 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 inconformity with Indian Accounting Standardsprescribedundersectionl33oftheActreadwiththeCompanies(IndianAccountingStandards)Rules2015as amended ("Ind AS") and other accounting principles generally accepted inIndia of the consolidatedstateofaffairsoftheGroupasatMarch312020theconsolidatedprofitconsolidatedtotalcomprehensiveincome consolidated changes in equity and its consolidated cash flows for the year endedon thatdate.
Basis of Opinion
We conducted our audit of the consolidated financial statements in accordance with theStandards onAuditing(SAs)specifiedundersectionl43(10)oftheAct(SAs).0urresponsibilitiesunderthoseStandardsarefurtherdescribedintheAuditor'sResponsibilitiesfortheAuditoftheConsolidatedFinancialStatementssection of our report We are independent of the Group in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India (ICAI) together with theindependence requirements that are relevant to our audit of the consolidated financialstatements under the provisions of the Act and the Rules made there under and we havefulfilled our other ethical responsibilities in accordance with these requirements and theICAl's Code of Ethics. We believe that the audit evidence we have obtained issufficientandappropriatetoprovideabasisforourauditopinionontheconsolidatedfinancialstatements.
Emphasis of Matters
We draw your attention to:
a Demand of Rs 179.51 Lacs including the interest and penalty under GVAT the Companyis of the
b. Company name in the list of shell companies (Vide SEBI on its letter bearing no.SEBI /HO/ISD/0W/P/2017/18183datedAugust72017).Exchangeshadinitiatedaprocessofverifyingthecredentials /fundamentals of the company through exchange. Exchanges had appointed an auditor toconduct audit of the company to verify its credentials/fundamentals.
On verification if Exchanges do not find appropriate credentials / fundamentals aboutexistence of the company. Exchanges may initiate the proceeding for compulsory delistingagainst the company and
the said company shall not be permitted to deal in any security on exchange platformand its holdingin any depository account shall be frozen till such delisting process iscompleted.
C Note no. 21 of the statement of the audited consolidated financial Statement statingthat the CompanyhadmadetheprovisionforthediminutioninthevalueofinvestmentamountingtoRs.221Lacs basedonthebookvaluepersharederivedonthebasisofthelatestavailablefinancialstatements.Valuationsof
unquoted investment (other than subsidiaries) are subject to the valuation byindependent valuer. Further the Company had write off debtors and advances amounting toRs. 249.60 Lacs considering the old balances and remote chances of recovery. The Companyhad disclosed the impact of these transactions as exceptionalitem.
18withregardstoredressalofinvestorgrievancesthroughSEBIComplaintsRedressSystem(SCORES).Based on the appeal made in SAT and legal opinion obtained; the company is of the viewthat said demand contesting. Hence no provision has been considered in thisfmancialstatement
Our conclusion is not modified in respect of these matters.
Information Other than the Consolidated Financial Statements and Auditor's ReportThereon
TheHoldingCompany'sBoardofDirectorsisresponsibleforthepreparationoftheotherinformation.TheotherinformationcomprisestheinformationincludedintheManagementDiscussionandAnalysisBoard'sReport including Annexures to Board's Report Business Responsibility Report but does notinclude the consolidated financial statements and our auditor's reportthereon
Our opinion on the consolidated financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
Inconnectionwithourauditoftheconsolidatedfinancialstatements.ourresponsibilityistoreadtheotherinformation compared with the financial statement of the subsidiary audited by the otherauditor and indoingso.weplacesrelianceontheworkoftheotherauditorandconsideredwhethertheotherinformationis materially inconsistent with the consolidated financial statements or our knowledgeobtained during thecourseofourauditorotherwiseappearstobemateriallymisstated.Otherinformationsofaritrelatestothesubsidiary is traced from their financial statement audited by the otherauditor.
If based on the work we have performed on the other information that we obtained priorto the date of this auditor's report we conclude that there is a material misstatement ofthis other information; we are required to report that fact We have nothing to report inthis regard.
Management's Responsibility for the Standalone Financial Statements
The Holding Company's Board of Directors is responsible for the matters stated insection 134(5) of the Act with respect to preparation of these consolidated financialstatements that give a true and fair view of the consolidated financial positionconsolidated financial performance consolidated total comprehensive income consolidatedchanges in equity and consolidated cash flows of the Group in accordance with theAccounting Standard and other accounting principles generally accepted in India. Therespective Board of Directors of the companies included in the Group are responsible formaintenance of the adequate accounting records in accordance with the provisions of theAct for safeguarding the assets of the Group and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and designimplementationandmaintenanceofadequateinternalfinancialcontrols.thatwereoperatingeffectively
for ensuring the accuracy and completeness of the accounting records relevant to thepreparation andpresentationoftheconsolidatedfinancialstatementsthatgiveatrueandfairviewandarefreefrommaterialmisstatement whether due to fraud orerror.
In preparing the consolidated financial statements the respective Board of Directorsof the companies included in the Group are responsible for assessing the Group's abilityto continue as a going concern disclosing as applicable matters related to goingconcern and using the going concern basis of accounting unless management either intendsto liquidate cease operations or has no realistic alternative but to do so.
TherespectiveBoardofDirectorsofthecompaniesincludedintheGrouparealsoresponsibleforoverseeingthe financial reporting process of theGroup.
Our objectives are to obtain reasonable assurance about whether the consolidatedfinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarisefromfraudorerrorandareconsideredmaterialif.individuallyorintheaggregate they couldreasonably be expected to influence the economic decisions of users taken on the basis ofthese consolidated financialstatements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identifyandassesstherisksofmaterialmisstatementoftheconsolidatedfinancialstatementswhetherdue to fraud or error design and perform audit procedures responsive to those risks andobtain audit evidence that is sufficient and appropriate to provide a basis for ouropinion. The risk of not detecting a material misstatement resulting from fraud is higherthan for one resulting from error as fraud mayinvolvecoIlusionforgeryintentionalomissionsmisrepresentationsortheoverrideofinternalcontrol.
Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany and its subsidiary company which are companies incorporated in India has adequateinternal financial controls system in place and the operating effectiveness ofsuchcontrols.
Evaluatetheappropriatenessofaccountingpoliciesusedandthereasonablenessofaccountingestimates and related disclosures made bymanagement
Conclude on the appropriateness of management's use of the going concern basisof accounting and based
on the audit evidence obtained whether a material uncertainty exists related to eventsor conditionsthatmaycastsignificantdoubtontheabilityoftheGrouptocontinueasagoingconcern.lfweconcludethatamaterialuncertaintyexistswearerequiredtodrawattentioninourauditor'sreporttotherelateddisclosuresintheconsolidatedfinancialstatementsor.ifsuchdisclosuresareinadequateto
modify our opinion. Our conclusions are based on the audit evidence obtained up to thedate ofour auditor's report. However future events or conditions may cause the Group tocease to continue as a going concern.
Evaluate the overall presentation structure and content of the consolidatedfinancial statements including the disclosures and whether the consolidated financialstatements represent the underlying transactions and events in a manner that achievesfoirpresentation.
Obtain sufficient appropriate audit evidence regarding the financial informationof the entities orbusinessactivitieswithintheGrouptoexpressanopinionontheconsolidatedfinancialstatements.Weare responsible for the direction supervision and performance of the audit of thefinancial statements of such entities included in the consolidated financialstatements.
Materiality is the magnitude of misstatements in the consolidated financial statementsthat individuallyor in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i)planningthescopeofourauditworkandinevaluatingtheresultsofourwork;and(ii)toevaluatetheeffectof any identified misstatements in the financialstatements.
We communicate with those charged with governance of the holding company regardingamong other matters the planned scope and timing of the audit and significant auditfindings including anysignificant deficiencies in internal control that we identifyduring ouraudit
We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.
We did not audit the financials statement of one subsidiary reflect total asset of Rs.1388.15 lakhs As atMarch 31 2020 total revenue is nil for the year ended on that dateas considered in the consolidatedfinancialstatement.Thesefinancialstatementhavebeenauditedbytheanotherauditorwhosereportshavebeen furnished to us by the management and our opinion on the consolidated financialstatements in so far as it relates to the amounts and disclosure included in respect ofthis subsidiary is based solely on the report of otherauditor
Report on Other Legal and Regulatory Requirements
1. As required by section 143(3) of the Act based on our audit and on theconsideration of the report of the other auditor referred to in the other matters sectionabove we reportthat:
a We have sought and obtained all the information and explanations which to the best ofour knowledge
and belief were necessary for the purposes of our audit of the aforesaid consolidatedfinancial statements.
b. Inouropinionproperbooksofaccountasrequiredbylawrelatingtopreparationoftheafo resaid
consolidated financial statements have been kept so far as it appears from ourexamination of those books.
c The Consolidated Balance Sheet the Consolidated Statement of Profit and Loss(including Other Comprehensive Income) Consolidated Statement of Changes in Equity andthe Consolidated Statement of Cash Flows dealt with by this Report are in agreement withthe relevant books of account maintained for the purpose of preparation of theconsolidated financialstatements.
d In our opinion the aforesaid consolidated financial statements comply with the IndAS specified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules2014.
e. On the basis of the written representations received from the directors of theCompany as onMarch312020takenonrecordbytheBoardofDirectorsoftheCompanyanditssubsidiariesand
thereportsofthestatutoryauditorsofitssubsidiarycompany.noneofthedirectorsoftheGroupcompanies incorporated in India is disqualified as on March 312020 from being appointedas adirector in terms of Section 164 (2) of theAct
f. With respect to the adequacy of the internal financial controls over financialreporting and the
operating effectiveness of such controls; refer to our separate Report in"Annexure A" which isbasedontheauditor'sreportsoftheCompanyanditssubsidiarycompany.Ourreportexpresses an
unmodified opinion on the adequacy and operating effectiveness of the internalfinancial control over financial reporting of those companies for reasons statedtherein.
g. With respect to the other matters to be included in the Auditor's Report inaccordance with the
requirements of section 197[16) of the Act asamended:
In our opinion and to the best of our information and according to the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inaccordance with the provisions of section 197 of the Act.
h With respect to the other matters to be included in the Auditor's Report inaccordance with RuleHoftheCompanies(AuditandAuditors)Rules2014asamendedinouropinionandtothebest of ourinformation and according to the explanations given tous:
financial position of the Group in the financial statements. Refer note 1.3 to theconsolidated financial statement
ii. The Group did not have any long term contracts including derivative contracts forwhich there were any material foreseeablelosses.
iii.Therewerenoamountswhichwererequiredtobetransferred.tothelnvestorEducationandProtectionFund by the holding company and itssubsidiary.
FOR PIPARA & COLLP
Partner M.No. 140234
Place; Mumbai Dated: July 312020
ANNEXURE B TO THE INDEPENDENT AUDITORS' REPORT
Referredtoinparagraphl (f)under the heading'ReportonotherLegalandRegulatoryRequirements'ofthelndependentAuditors'ReportofevendatetothemembersofAlkalndiaLimitedontheconsolidated
financial statements for the year ended March 312020:
ReportontheIntemalFinancialControlsunderClause(i)ofSub-section3ofSectionl43oftheCompaniesAct 2013("the Act")
anditssubsidiarycompanyasofMarch312020inconjunctionwithourauditoftheconsolidatedfinancialstatements of the Company for the year ended on thatdate.
Management's Responsibility for Internal Financial Controls
The Board of Directors of the Company and its subsidiary company which are companiesincorporated in India are responsible for establishing and maintaining internal financialcontrols based on the internal control over financial reporting criteria established bythe respective Companies considering the essential components of internal control statedin the Guidance Note on Audit of Internal FinancialControls Over Financial Reportingissued by the Institute of Chartered Accountants of India (" the ICAI"). Theseresponsibilitiesincludethedesign.implementationandmaintenanceofadequateinternalfinancialcontrolsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness includingadherencetotherespectivecompan/spoliciesthesafeguardingofitsassetsthepreventionanddetectionof frauds and errors the accuracy and completeness of the accounting records and thetimely preparation of reliable financial information as required under theAct
Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company and its subsidiary company which are companiesincorporated in India based on our auditWe conducted our audit in accordance with theGuidance Note on Audit of Internal FinancialControls Over Financial Reporting (the"Guidance Note"] issued by the Institute of Chartered Accountants of India andthe Standards on Auditing prescribed under Section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of internal financial controls. Those Standards and theGuidance Note require thatwecomplywithethicalrequirementsandplanandperformtheaudittoobtainreasonableassuranceaboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all materialrespects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internalfinancialcontrolsoverfinancialreportingincludedobtaininganunderstandingofinternalfinancialcontrolsover financial reporting assessing the risk that a material weakness exists and testingand evaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the financial statements whether dueto fraud orerror.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the internal financial controls system overfinancial reporting of the Company and its subsidiary company which are companiesincorporated in India.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over Financial reporting is a process designedto providereasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to themaintenanceofrecordsthatinreasonabledetailaccuratelyandfairlyreflectthetransactionsanddispositionsof the assets of the company; (2) provide reasonable assurance that transactions arerecorded as necessary to permit preparation of Financial statements in accordance withgenerally accepted accounting principles and that receipts and expenditures of thecompany are being made only in accordance with authorisations of management and directorsof the company; and (3) provide reasonable assurance regarding preventionortimelydetectionofunauthorisedacquisitionuseordispositionofthecompany'sassetsthatcouldhavea material effect on the financialstatements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures maydeteriorate.
In our opinion and to the best of our information and according to the explanationsgiven to us the Company and its subsidiary companies which are companies incorporated inIndia have in all material respects an adequate internal financial controls system overfinancial reporting and such internal financial controls over financial reporting wereoperating effectively as at March 312020 based on the internal control over financialreporting criteria established by the respective companies considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
FOR PIPARA & COLLP
Chartered Accountants (FRN NO.107929W/W100219)
Partner M.No. 140234