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AUDROC LTD.

17 September 2026 | 11:05

Industry >> Textiles - Spinning - Cotton Blended

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ISIN No INE061B01038 BSE Code / NSE Code 530889 / AUDROC Book Value (Rs.) 3.04 Face Value 1.00
Bookclosure 08/05/2026 52Week High 18 EPS 0.28 P/E 66.26
Market Cap. 12.10 Cr. 52Week Low 1 P/BV / Div Yield (%) 6.13 / 0.21 Market Lot 1.00
Security Type Other

AUDITOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

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 GST 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 (FinancialInstruments). 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 Company's 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

Resolution Plan.

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.

Management's Responsibility 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 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.

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

Our responsibility is to conduct an audit of the Company's standalone financial statements in
accordance with Standards on Auditing (SAs) specified under Section 143(10) of the Act and to issue
an auditor’s 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 (Auditor's Report) Order, 2020 ("the Order"), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the 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".