Enter the first few characters of Company and click 'Go'

Auditor Report of Alok Industries Ltd.

Mar 31, 2023

Alok Industries LimitedReport on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Alok Industries Limited (âthe Companyâ), which comprise the Balance sheet as at March 31 2023, the Statement of Profit and Loss, including the statement of Other Comprehensive Loss, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013, as amended (âthe Actâ) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, its loss including other comprehensive loss, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit ofthe standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the âAuditor''s Responsibilities for the Audit of the Standalone Financial Statements'' section of our report. We are independent of the Company in accordance with the âCode of Ethics'' issued by the Institute of Chartered Accountants of India 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 thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Emphasis of Matter

We draw attention to Note 33 of the standalone financial statements in respect of the resolution plan approved by the National Company Law Tribunal vide its order dated March 8, 2019 under section 31(1) of the Insolvency and Bankruptcy Code, 2016. Based on the resolution plan, read with the legal opinion, the Company has accounted the assigned debt at cost, overriding the Indian Accounting Standards which would require the Company to recognize the assigned debt at its fair value and accordingly the imputed interest cost over the period of the loan. Our opinion is not modified in respect of this matter.

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 for the financial year ended March 31, 2023. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor''s responsibilities for the audit of the standalone financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone financial statements.

Key audit matters	How our audit addressed the key audit matter
A. Recoverability of loan given to wholly owned subsidiary The Company had in earlier years given loan to Alok Infrastructure	Our audit procedures included the following:
Limited (a wholly owned subsidiary of the Company or âAILâ). As at March 31, 2023, the outstanding balance of loan is '' 182.12 crores (net of impairment allowance of '' 1,190.87 crores). AIL does not have	â¢ Obtained and read the audited financial statements of Alok Infrastructure Limited for the year ended March 31, 2023.
significant business operations and has made a loss of '' 12.84 crores	â¢ Performed inquiry procedures with the auditors of Alok
for the year ended March 31, 2023 and has accumulated losses of	Infrastructure Limited and discussed the audit procedures
'' 1,505.23 crores as on March 31, 2023.	performed by them on the valuation report issued by the
To assess the recoverability of the outstanding loan, the Company has considered the valuation of the AIL''s investment properties /	external specialists in respect of the subsidiary''s investment properties/ inventories.
inventories performed by the subsidiary with the help of external	â¢ Assessed key valuation aspects of the investment properties
valuation specialists and has accordingly assessed that there is no	/ inventories along with sensitivity analysis of assumptions
further impairment provision required for the year ended March 31,	of Alok Infrastructure Limited by engaging internal valuation
2023.	specialists.
Considering the assumptions / judgment used in valuation under	â¢ Assessed the disclosures made in the standalone financial
the sales comparison method of market approach / depreciation replacement cost method under cost approach, the same has been considered as a key audit matter. Refer Note 6 and 48 of the standalone financial statements.	statements.
B. Recoverability of carrying value of property, plant and equipment
As at March 31, 2023 the Company has Property, plant and equipment of '' 5,219.89 crores. In earlier years consequent to the business plan approved by the re-constituted Board of Directors of the Company, the Company had through an external valuation specialist determined the value in use of property, plant and equipment and recorded an	Our audit procedures included the following: â¢ We obtained an understanding, evaluated the design and tested the operating effectiveness of controls that the Company has in relation to impairment review processes.
impairment provision of '' 8,227.80 crores in the books.	â¢ We assessed the Company''s valuation methodology applied in determining the recoverable amount. In making this
Based on recent business developments and changes in economy, the Board has made required revisions to the business plan and has accordingly updated the value in use calculations using the	assessment, we evaluated the competence and objectivity of Company''s internal specialists involved in the process.
discounted cash flow method with the help of an external valuation	â¢ We assessed the assumptions around the key drivers of the
specialist. Based on the same, the Company has determined there are	cash flow forecasts including discount rates, expected growth
no material adjustments required to the impairment allowance already	rates and terminal growth rates used.
recorded. The value in use is sensitive to changes in certain inputs /	â¢ We discussed with the management changes in key drivers as
assumptions used for forecasting the discounted cash flow projections	compared to the previous year to evaluate the reasonableness
due to inherent uncertainty involved in these assumptions.	of the inputs and assumptions used in the cash flow forecasts.
Accordingly, the same has been considered as a key audit matter.	â¢ Assessed the disclosures made in the standalone financial statements.
C. Contingent liabilities As at March 31, 2023, the Company had the following matters where	Our audit procedures included the following:
management has assessed the possibility of outflow of resources	â¢ Obtained and read the long-term gas supply agreement
embodying economic benefits.	between the Company and GAIL India Limited
a) Take or pay obligation under the long term gas sale	â¢ Assessed the management''s position through discussions
agreement with GAIL India Limited. Refer Note 36 of	with the in-house legal expert.
financial statements.	â¢ Discussed with the management on the development in these
b) Tax liabilities with respect to open assessments for	matters during the year ended March 31, 2023 along with
assessment years prior to the closing date as per the	obtaining underlying documentation for the same, including
NCLT approved resolution plan. Refer Note 36 of financial	communication with counterparties.
statements.	â¢ Examined the management assessment with respect to
Management''s judgement regarding recognition and measurement of provisions for these matters is inherently uncertain and might	possibility of outflow of resources embodying economic benefits in relation to these matters, including independent
change over time as the outcomes of the litigations / discussions are determined.	opinion obtained by the management by involving legal specialists.
Accordingly, it has been considered as a key audit matter.	â¢ Evaluated the objectivity and independence of the legal specialists.
	â¢ Reviewed the disclosures made in the financial statements in this regard.
	â¢ Obtained representation letter from the management on the assessment of these matters.

We have determined that there are no other key audit matters to communicate in our report

Other Information

The Company''s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the standalone financial statements and our auditor''s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do 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 and, in doing so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management 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 including other comprehensive loss, cash flows and changes in equity 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 read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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.

Those charged with governance are also responsible for overseeing the Company''s financial reporting process.

Auditorâs 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:

â¢ 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.

â¢ Obtain an understanding of internal 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 with reference to financial statements in place and the operating effectiveness of such controls.

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

â¢ 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 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.

â¢ 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.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31, 2023 and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2020 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure 1â a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. 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 including the Statement of Other Comprehensive Loss, the Cash Flow Statement 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 Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) On the basis of the written representations received from the directors as on March 31, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2023 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 with reference to these standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in âAnnexure 2â to this report;

(g) In our opinion, the managerial remuneration for the year ended March 31, 2023 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

(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. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements - Refer Note 36 to the standalone 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 were no amounts which were 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 note 49 to the standalone financial statements, 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 or entity, including foreign entities (âIntermediariesâ), 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 (âUltimate Beneficiariesâ) 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 note 49 to the standalone financial statements, no funds have been received by the Company from any person or entity, including foreign entities (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on such audit procedures performed 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 (a) and (b) contain any material misstatement.

v. No dividend has been declared or paid during the year by the Company.

vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Company only w.e.f. April 1, 2023, reporting under this clause is not applicable.

For S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Pramod Kumar Bapna

Partner

Membership Number: 105497

UDIN: 23105497BGXBNJ8713

Place: Mumbai

Date: April 19, 2023

Mar 31, 2022

To the Members of Alok Industries LimitedReport on the Audit of the Standalone Financial StatementsOpinion

We have audited the accompanying standalone financial statements of Alok Industries Limited (âthe Companyâ), which comprise the Balance sheet as at March 31 2022, the Statement of Profit and Loss including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013, as amended (âthe Actâ) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2022, its loss including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit ofthe standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the âAuditor''s Responsibilities for the Audit of the Standalone Financial Statements'' section of our report. We are independent of the Company in accordance with the âCode of Ethics'' issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we

have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Emphasis of Matter

We draw attention to Note 34 of the standalone financial statements in respect of the resolution plan approved by the National Company Law Tribunal vide its order dated March 8, 2019 under section 31(1) of the Insolvency and Bankruptcy Code, 2016. The Company has accounted the assigned debt as per the aforesaid resolution plan at cost, overriding the Indian Accounting Standards which would require the Company to recognize the assigned debt at its fair value and accordingly the imputed interest cost over the period of the loan. Our opinion is not modified in respect of this matter.

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 for the financial year ended March 31, 2022. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.

Key audit matters	How our audit addressed the key audit matter
Recoverability of loan given to wholly owned subsidiary
The Company had in earlier years given loan to Alok Infrastructure Limited (a wholly owned subsidiary of the Company or âAILâ). As at March 31, 2022, the outstanding balance of loan is '' 1,372.99 crores (gross of impairment allowance of '' 1,190.87 crores). AIL does not have significant business operations and has made a loss of '' 12.50 crores for the year ended March 31, 2022 and has accumulated losses of '' 1,492.39 crores as on March 31, 2022. To assess the recoverability of the outstanding loan, the Company has considered the valuation of the AIL''s investment properties / inventories performed by the subsidiary with the help of external valuation specialists and has accordingly assessed that there is no further provision required for the year ended March 31, 2022.	Our audit procedures included and were not limited to the following: â¢ Obtained and read the audited financial statements of Alok
	Infrastructure Limited for the year ended March 31, 2022. â¢ Performed inquiry procedures with auditor of Alok Infrastructure Limited and discussed the audit procedures performed by them on the valuation report issued by the external specialists in respect of the subsidiary''s investment properties/ inventories. â¢ Assessed key valuation aspects of the investment properties / inventories of Alok Infrastructure Limited by engaging internal valuation specialists.
Considering the assumptions / judgment used in valuation under the sales comparison method of market approach / depreciation replacement cost method under cost approach, the same has been considered as a key audit matter. Refer Note 6 of the standalone financial statements.	â¢ Assessed the disclosures made in the standalone financial statements.
Capitalization of property, plant and equipment
In the earlier years, prior to implementation of the NCLT approved resolution plan, the Company was operating at a lower capacity utilization and overall maintenance activity at the plant was curtailed due to lack of working capital. Consequently, many of the plant and machinery remained idle / non-functional and in most cases the machinery''s operating speed was reduced, resulting in lower efficiency and production.	Our audit procedures included and were not limited to the following: â¢ Assessed the design and operating effectiveness of controls of the Company relating to capitalization of property, plant and equipment (including capital work in progress). â¢ Assessed on test basis for samples selected, that the recognition criteria under Ind AS 16 is met.
In the previous year, the re-constituted Board of Directors had approved a business plan which also included capital expenditure to overhaul the plant and machinery at the Company''s manufacturing locations. During the year ended March 31, 2022, the Company has incurred expenditure of '' 114.99 crores, largely related to purchase of spares to overhaul the existing plant and machinery in order to improve their efficiency and increase the capacity utilization. Further, the Company has capitalised '' 8.81 crores out of the capital work in progress of the previous year.	â¢ Inquired with management on any significant variation (if any) between the approved capex budget in previous year with the actual expenditure incurred as at the balance sheet date. â¢ Assessed disclosures made in the standalone financial statements.
Judgement is involved to ensure that the aforesaid expenditure meets the specific recognition criteria under Ind AS 16, âProperty, Plant and Equipment''.
Accordingly, the same is considered as a key audit matter. Refer Note 2, 4 and 32 of the standalone financial statements.
Recoverability of carrying value of property, plant and equipment
In the previous year, consequent to the business plan approved by the re-constituted Board of Directors of the Company, the Company had through an external valuation specialist determined the value in use of property, plant and equipment and recorded an impairment provision of '' 8,264.22 crores in the books. Based on recent business developments, the Board has made required revisions to the business plan and has accordingly updated the value in use calculations using the discounted cash flow method with the help of an external valuation specialist. Based on the same, the Company has determined there are no material adjustments required to the impairment allowance already recorded. The value in use is sensitive to changes in certain inputs / assumptions used for forecasting the discounted cash flow projections due to inherent uncertainty involved in these assumptions. Accordingly, the same has been considered as a key audit matter.	Our audit procedures included and were not limited to the following: â¢ Obtained the revised cash flow projections as approved by the Board of Directors. â¢ Assessed the valuation methodology applied in determining the value in use. In making this assessment, we evaluated the objectivity and independence of Company''s external specialists involved in the process. â¢ Assessed key assumptions applied to arrive at the value in use by involving internal valuation specialists

Key audit matters	How our audit addressed the key audit matter
Contingent liabilities As at March 31, 2022, the Company had the following matters where	Our audit procedures included and were not limited to the following:
management has assessed the possibility of outflow of resources embodying economic benefits.	â¢ Obtained and read the long term gas supply agreement between the Company and GAIL India Limited.
a) Take or pay obligation under the long term gas sale agreement with GAIL India Limited. Refer Note 36 of financial statements.	â¢ Assessed the management''s position through discussions with the in-house legal expert.
b) Tax liabilities with respect to open assessments for assessment years prior to the closing date as per the NCLT approved resolution plan. Refer Note 36 of financial statements.	â¢ Discussed with the management on the development in these matters during the year ended March 31, 2022 along with obtaining underlying documentation for the same, including
Management''s judgement regarding recognition and measurement	communication with counterparties.
of provisions for these matters is inherently uncertain and might change over time as the outcomes of the litigations / discussions are determined.	â¢ Examined the management assessment with respect to possibility of outflow of resources embodying economic benefits in relation to these matters, including independent
Accordingly, it has been considered as a key audit matter.	opinion obtained by the management by involving legal specialists.
	â¢ Evaluated the objectivity and independence of the legal specialists.
	â¢ Reviewed the disclosures made in the financial statements in this regard.
	â¢ Obtained representation letter from the management on the assessment of these matters.

Other Information

The Company''s Board of Directors is responsible for the other information. The other information comprises the information included in the Board of Directors report, management discussion and analysis section of the annual report, corporate governance report and business responsibility report, but does not include the standalone financial statements and our auditor''s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

Responsibilities of Management 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 including other comprehensive income, cash flows and changes in equity 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 read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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.

Those Board of Directors are also responsible for overseeing the Company''s financial reporting process.

Auditorâs 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:

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

â¢ 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31, 2022 and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

2. 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 including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

(âIntermediariesâ), 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 (âUltimate Beneficiariesâ) 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, as disclosed in Note 51 to the standalone financial statements, no funds have been received by the Company from any person or entity, including foreign entities (âFunding Partiesâ), 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 (âUltimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on such audit procedures that were considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under subclause (a) and (b) contain any material misstatement.

v. No dividend has been declared or paid during the year by the Company.

For S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Pramod Kumar Bapna

Partner

Membership Number: 105497

UDIN: 22105497AHAWZD7077

Place: Mumbai

Date: April 14, 2022

(e) On the basis of the written representations received from the directors as on March 31, 2022 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2022 from being appointed as a director in terms of Section 164 (2) of the Act;

(g) In our opinion, the managerial remuneration for the year ended March 31, 2022 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements - Refer Note 36 to the standalone 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, as disclosed in Note 51 to the standalone financial statements, 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 or entity, including foreign entities

Mar 31, 2021

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of Alok Industries Limited (âthe Companyâ), which comprise the Balance sheet as at March 31 2021, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013, as amended (âthe Actâ) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, its loss including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

Emphasis of Matter

We draw attention to Note 34 of the standalone financial statements in respect of the Resolution Plan approved by the National Company Law Tribunal vide it''s order dated March 8, 2019 under section 31(1) of the Insolvency and Bankruptcy Code, 2016. The Company has accounted the assigned debt as per the aforesaid resolution plan at cost overriding the Indian Accounting Standards which would require the Company to recognize the assigned debt at it''s fair value and accordingly recognize the imputed interest cost over the period of the loan. Our opinion is not modified in respect of this matter.

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 for the financial year ended March 31, 2021. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.

Key audit matters	How our audit addressed the key audit matter
Impairment of assets a) In the current year, consequent to NCLT approved resolution	Our audit procedures included and were not limited to the following:
plan, the Board of Directors of the Company have been reconstituted and the new management has formulated its strategy and business plan. Basis these discounted cash flow projections,	â¢ Obtained the cash flow projections as approved by the Board of Directors.
the value in use of the property, plant and equipment has been	â¢ Assessed the valuation methodology applied in determining
determined and accordingly the Company has recognized an	the value in use. In making this assessment, we evaluated
impairment loss of '' 8,264.22 cr and disclosed the same as an	the objectivity and independence of Company''s external
exceptional item in the standalone financial statements. The	specialists involved in the process.
value in use is sensitive to changes in certain inputs / assumptions	â¢ Assessed key assumptions applied to arrive at the value in
used for forecasting the discounted cash flow projections due to inherent uncertainty involved in these assumptions.	use by involving internal valuation specialists. â¢ Obtained management assessment of recoverability of
b) The new management has also reviewed the recoverability of all	assets and assessed the same with respect to underlying
assets and accordingly the Company has recorded impairment allowance / write offs in respect of the following items in the	documentation available with the Company.
standalone financial statements:- â¢ GST input credit reversed under protest - '' 41.80 cr	â¢ Obtained the NCLT order dated March 22, 2021 for withdrawal of the CIR in respect of Alok Infrastructure Limited.
	â¢ Assessed the impairment allowance made on the investments
â¢ VAT receivables relating to open assessments - '' 10.69 cr	in the subsidiary basis the impairment recorded in the
â¢ Deferred tax assets - '' 1,423.11 cr	subsidiary financial statements.
â¢ Investments in joint ventures - '' 92.38 cr	â¢ Performed inquiry procedures with auditor of Alok Infrastructure Limited on Discussed the audit procedures
c) In the current year, the NCLT has passed the order for withdrawal of the corporate insolvency resolution process with respect to	performed by them, including;
Alok Infrastructure Limited, a wholly owned subsidiary of the	o Procedures on the valuation report issued by the external
Company. Post this, the subsidiary has performed a valuation of	specialists in respect of the subsidiary investment
its investment properties / inventories with the help of external	properties/ inventories;
valuation specialists and accordingly considered impairment in	o Accounting for impairment and the disclosures made in
its books. Accordingly, the Company has recorded an impairment allowance of '' 689.48 cr in respect of the loan given to the said	its financial statements in this regard.
subsidiary.	o Procedures for determining the carrying value of
subsidiary.	liabilities including contingent liabilities recorded in the
Considering the materiality of the above items and inherent uncertainty of assumption used in valuation and estimating the impairment loss,	subsidiary financial statements.
including the fact that some of these were subject matter of audit	â¢ Assessed key valuation aspects of the investment properties /
qualifications in the previous year, the same has been considered as a	inventories of Alok Infrastructure Limited by engaging internal
key audit matter. Refer Note 38, 39, 40 & 51, of the standalone financial	valuation specialists.
statements.	â¢ Assessed the accounting for impairment made in the standalone financial statements in accordance with Ind-AS.
	â¢ Assessed the disclosures made in the standalone financial statements.
Capitalization of property, plant and equipment and change in useful life
In the earlier years, prior to implementation of the NCLT approved	Our audit procedures included and were not limited to the following:
resolution plan, the Company was operating at a lower capacity	â¢ Obtained approval of the Board of Directors with respect to
utilization and overall maintenance activity at the plant was curtailed due to lack of working capital. Consequently, many of the plant	planned capital expenditure.
and machinery remained idle / non-functional and in most cases	â¢ Obtained management technical assessment on how the
the machinery''s operating speed was reduced, resulting in lower	expenditure improves the efficiency and performance of the
efficiency and production.	plant and machinery.
During the year ended March 31, 2021, the Company has incurred	â¢ Assessed the design and operating effectiveness of controls
expenditure of '' 199.20 cr, largely related to purchase of spares to	of the Company relating to capitalization of PPE (including
overhaul the existing plant and machinery in order to improve their	capital work in progress).
efficiency and increase the capacity utilization.	â¢ Assessed on test basis for samples selected, that the
Judgement is involved to ensure that the aforesaid expenditure meets	recognition criteria under Ind AS 16 is met.
the specific recognition criteria under Ind AS 16, âProperty, Plant and	â¢ Assessed management assessment of estimation of useful
Equipment''.	life and impact recognised on account of the change made.
Further, the Company has based on internal technical assessment revised the useful life for the continuous polymerisation plant to 40 years. Assessment of useful life of plant and machinery involves management judgment, technical assessment, consideration of historical experiences, anticipated technological changes, etc.	â¢ Assessed disclosures made in the standalone financial statements.

Accordingly, the same is considered as a key audit matter. Refer Note
1(g), 2, 30 & 32 of the standalone financial statements.

Key audit matters		How our audit addressed the key audit matter
Accounting of assigned debt and gain on extinguishment of liability a) In terms of the NCLT approved resolution plan, debt of '' 22,682.60 cr was assigned to JM Financial Asset Reconstruction Company (acting in its capacity as trustee of JMFARC - March 2018 - Trust) (âJM'') and Reliance Industries Limited (âRIL''). As per the aforesaid plan, the assigned debt shall not carry any interest for first 8 years from the closing date, after which the terms of such loans shall be mutually agreed among the resolution applications (JM and RIL) and the Company. The Company has obtained a legal view that any interest accrual on the assigned debt in the books of accounts will be a contravention of the order issued by the NCLT. Accordingly, the Company has accounted the assigned debt at cost, rather than fair value as required by Ind AS. b) Further, JM and RIL have converted such portion of their assigned debt (as per the resolution plan) into equity, such that their joint equity holding in the Company is 75%. Pursuant to such conversion, the proportionate reduction in the outstanding assigned debt as per clause 1.2 (xii) of the approved resolution plan is '' 5,240.14 cr. The price at which the conversion has taken place has been determined in accordance with the approved resolution plan and legal view taken by the Company to determine the date of conversion under the applicable law.		Our audit procedures included and were not limited to the following: â¢ Obtained the fair valuation report from the management and assessed the objectivity and independence of the external valuation expert as per the auditing standards. â¢ Assessed key assumptions in determining fair value by engaging internal valuation specialists. â¢ Obtained the legal views from independent law firms from the management and assessed their objectivity and independence as per the auditing standards. â¢ Read the legal views obtained by the management from independent law firms for the issue of shares to be done at face value when fair value is negative; for determining the date of conversion of debt into equity and for interpretation of clause 1.2(xi) of the resolution plan with respect to interest accrual. â¢ Assessed whether the conversion of assigned debt into equity has been made in accordance with the NCLT resolution plan. â¢ Assessed the accounting treatment applied by the Company in accordance with Ind-AS.
	As the fair value of the shares determined by an external valuation specialist was negative, the difference between the face value of the shares issued and the amount by which the assigned debt has been proportionately reduced has been recognized as an exceptional gain ('' 4,964.68 cr) in the standalone financial statements. In this respect, the Company has taken a legal view for determining that shares have to be issued at face value in a situation when the fair value determined is negative.	â¢ Assessed disclosures made in the standalone financial statements of the Company.
c)	Also, as per the resolution plan, the pledged equity shares were transferred to JM and accordingly the debt assigned to JM has been proportionately reduced by the value of such shares determined basis the lower of the trading price prevailing on BSE Limited or National Stock of Exchange Limited one day before the date of invocation. Accordingly, extinguishment of financial liability of '' 58.44 cr has been recognized as exceptional gain in the standalone financial statements.
The above being significant transactions for the year, the same has been considered as a key audit matter. Refer Note 34 & 40 of the standalone financial statements.
Contingent liabilities As at March 31, 2021, the Company had the following matters where management has assessed the possibility of outflow of resources embodying economic benefits. a) Take or pay obligation under the long term gas sale agreement. Refer Note 36 of the standalone financial statements. b) Tax liabilities with respect to open assessments for assessment years prior to the closing date as per the NCLT approved resolution plan. Refer Note 36 of the standalone financial statements. Management''s judgement regarding recognition and measurement of provisions for these matters is inherently uncertain and might change over time as the outcomes of the litigations / discussions are determined. Accordingly, it has been considered as a key audit matter.		Our audit procedures included and were not limited to the following: â¢ Assessed the management''s position through discussions with the in-house legal expert. â¢ Discussed with the management on the development in these matters during the year ended March 31, 2021 along with obtaining underlying documentation for the same, including communication with counterparties. â¢ Assessed management assessment with respect to possibility of outflow of resources embodying economic benefits in relation to these matters. â¢ Reviewed the disclosures made in the standalone financial statements in this regard. â¢ Obtained representation letter from the management on the assessment of these matters.

Other Information

The Company''s Board of Directors is responsible for the other information. The other information comprises the information included in the Board of Director''s report, management discussion and analysis section of the annual report, corporate governance report and business responsibility report, but does not include the standalone financial statements and our auditor''s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

Responsibilities of Management 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 including other comprehensive income, cash flows and changes in equity 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 read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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.

Those Board of Directors are also responsible for overseeing the Company''s financial reporting process.

Auditorâs Responsibilities for the Audit of the 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:

â¢ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31, 2021 and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

The standalone financial statements of the Company for the year ended March 31, 2020, included in these standalone financial statements, have been audited by the predecessor auditor who expressed a qualified opinion on those statements on July 31, 2020.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure 1â a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. 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;

(e) On the basis of the written representations received from the directors as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act;

(g) In our opinion, the managerial remuneration for the year ended March 31, 2021 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements - Refer Note 36 to the standalone 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.

For S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Pramod Kumar Bapna

Partner

Membership Number: 105497

UDIN: 21105497AAAAAR5365

Place of Signature: Mumbai

Date: April 26, 2021

Mar 31, 2018

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of Alok Industries Limited (âthe Companyâ), which comprise the Balance Sheet as at 31^st March 2018, and the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Managementâs Responsibility for the Standalone Ind AS Financial Statements

The Companyâs Board of Directors / Resolution Professional (RP) is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance 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) prescribed 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 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 Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditorsâ Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit. In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditorsâ judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial controls relevant to the Companyâs preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

Basis for Qualified Opinion:

1. As per Indian Accounting Standard 36 on Impairments of Assets, the Company is required to determine impairment in respect of fixed assets as per the methodology prescribed under the said Standard. However the Management of the Company has not done impairment testing for the reasons explained in note no. 54. In the absence of any working for impairment of the fixed assets as per Ind AS 36, the impact of impairment, if any on the standalone Ind AS financial statements is not ascertainable.

2. As mentioned in note no. 38 of the standalone Ind AS financial statements, the Company continued to recognise deferred tax assets upto March 31, 2017, Rs. 1423.11 crore. Considering the pending NCLT approval for resolution plan and absence of probable certainty and convincing evidence for taxable income in future, as required by the Ind AS -12, we are unable to ascertain the extent to which these deferred tax assets can be utilized.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph, the standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31^st March, 2018, and its loss, total comprehensive loss, the changes in equity and its cash flow for the year ended on that date.

Material Uncertainty Related to Going Concern

As mentioned in note no. 34 of the standalone Ind AS financial statements, the Company incurred a total comprehensive loss of Rs. 18,206.82 crores during the year ended March 31, 2018 and, as of that date, the Companyâs current liabilities exceeded its total assets by Rs. 15,200.53 crores. As stated in note no. 32 of the standalone Ind AS financial statements, these events or conditions, along with other matters as set forth in note no. 33 of the standalone Ind AS financial statements, indicate that a material uncertainty exists that may cast significant doubt on the Companyâs ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Emphasis of Matter

On the basis of the facts mentioned in note no. 35 of the standalone Ind AS financial statements, we are unable to comment on the possible impact on standalone Ind AS financial statements, related disclosures and our reporting thereon, if any, regarding the said transactions until the final conclusion of the matter. Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditorsâ Report) Order, 2016 (âthe Orderâ) issued by the Central Government in terms of Section 143(11) of the Act and except for the effects, if any, of the matters described in the basis for qualified opinion paragraph, we give in âAnnexure Aâ a statement on the matters specified in paragraphs 3 and 4 of the Order.

As required by Section 143(3) of the Act, based on our audit, we report, to the extent applicable that:

1. Except for the matters described in the basis for qualified opinion paragraph, 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.

2. Except for the effects, if any, of the matters described in the basis for qualified opinion paragraph, 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.

3. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account.

4. In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act, except for the effects, if any, of the matters described in the basis for qualified opinion paragraph.

5. The matter described under the Emphasis of Matter paragraph, basis for qualified opinion paragraph and Material Uncertainty Related to Going Concern paragraph above, in our opinion, may have an adverse effect on functioning of the Company and on the amounts disclosed in standalone Ind AS financial statements of the Company;

6. On the basis of the written representations received from the directors as on March 31, 2018 and taken on record by the Resolution Professional , none of the directors are disqualified as on 31^st March 2018 from being appointed as a director in terms of Section 164(2) of the Act. Further as explained in the note no.53 of Ind AS financial statements none of the directors retiring by rotation at the ensuing Annual General Meeting of the Company render themselves ineligible for reappointment in terms of Section 164(2) of the Act. ;

7. 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 âAnnexure Bâ. Except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph in âAnnexure Bâ, The Company has, in all material respects, an adequate internal financial controls system; and

8. With respect to the other matters to be included in the Auditorsâ 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. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements (Refer note no. 36 to the standalone Ind AS Financial Statements);

ii. The Company did not have any long-term contracts (except for those disclosed under contingent liability) including derivative contracts as at 31^st March, 2018 for which there were any material foreseeable losses; and

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund.

ANNEXURE A TO THE INDEPENDENT AUDITORSâ REPORT

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

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

(b) According to the information and explanations given to us, physical verification of major portion of fixed assets was conducted by the management during the year, which in our opinion is reasonable having regard to the size of the Company and nature of its business and no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us, the records examined by us and based on the examination of mortgage deeds provided to us, we report that, the title deeds of all immovable properties of land and buildings which are freehold are held in the name of the Company as at balance sheet date. In respect of immovable properties of land and buildings that have been taken on lease and disclosed as fixed asset in the standalone Ind AS financial statements, the lease agreements are in the name of the Company.

ii. The inventory, except goods-in-transit and stocks lying with third parties, have been physically verified by the management during the year. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been dealt with in books of account.

iii. According to the information and explanations given to us, the Company has granted unsecured loans to the companies covered under Section 189 of the Act.

(a) As per information and explanation given to us, the terms and conditions on which loan have been granted to wholly owned subsidiaries covered under Section 189 of the Act is not, prima facie, prejudicial to the interest of the Company.

(b) As per the information and explanation given to us, the loans given by the Company do not carry any interest. The loans given were repayable on demand and as informed by the Management no amount was demanded during the year.

(c) There are no overdue amounts of more than 90 days in respect of loan granted to the parties listed in the register maintained under Section 189 of the Act.

iv. In our opinion and according to information and explanations given to us, the Company has complied with provisions of Section 185 and 186 of the Act in respect of loans, investments, guarantees and securities except for the following non-compliances:

(a) The company has not taken prior approval from public financial institutions before giving loans to the subsidiaries during the year, as required under sub-section 5 of Section 186.

(b) The company has not charged any interest on the loan given to the subsidiaries during the year ended March 31, 2018, sub-section 7 of Section 186.

v. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public in accordance with the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Accordingly, the provision of Clause 3(v) of the Order is not applicable to the Company. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal.

vi. According to the information and explanations given to us, the Company has maintained books of accounts and other records pursuant to the rules prescribed by the Central Government for the maintenance of cost records under Section 148(1) of the Act relating to manufacture of Woven greige fabric, woven processed fabric, spinning and polyester. We have broadly reviewed the cost records maintained by the Company and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

vii. (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there have been few delays during the year in depositing undisputed statutory dues, including Provident Fund, Employeesâ State Insurance, Income-tax, Sales Tax, Service Tax, duty of customs, duty of excise and Value Added tax and other statutory dues with the appropriate authorities.

(b) According to the information and explanations given to us the undisputed amounts payable in respect of Income-tax, and other statutory dues in arrears as at March 31, 2018 for a period of more than six months from the date they became payable are as under:

Name of the Statute	Nature of Dues	Amount Involved (Rs. in Crores)	Period to which the amount Relates	Due Date
Income Tax	Corporate Dividend Tax and interest	2.56	A.Y. 2014-15	January 10, 2014
Act, 1961	Withholding tax	0.51	F.Y. 2015-16	Various dates upto March 31, 2016

(c) According to the records of the Company, there are no dues in respect of Income Tax, Sales Tax, Service Tax, duty of customs, duty of excise and Value Added Tax that have not been deposited as on March 31, 2018 on account of disputes, other than as follow:

Name of the Statute	Nature of Dues	Amount Involved (Rs. in Crores)	Period to which the amount Relates	Forum where dispute is pending
Income Tax Act, 1961	Tax and Interest	1.40	A.Y. 2011-12	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Tax and Interest	6.91	A.Y. 2010-11	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Tax and Interest	114.54	A.Y. 2013-14	Income Tax Appellate Tribunal
Income Tax Act, 1961	Tax demands	0.02	A.Y 2009-10	Deputy Commissioner of Income Tax
Income Tax Act, 1961	Tax demands	16.96*	A.Y. 2012-13	Income Tax Appellate Tribunal
Income Tax Act, 1961	Withholding tax	0.83	A.Y. 2015-16	Deputy Commissioner of Income Tax (TDS)
Works Contract Tax Act, 1986	Works Contract Tax	0.59	F.Y. 2004-05	Deputy Commissioner of Sales Tax
Central Sales Tax Act, 1956	Central Sales Tax	0.58	F.Y. 2013.14	Joint Commissioner of Sales Tax
Central Sales Tax Act, 1956	Central Sales Tax	0.26	F.Y. 2008-09	The Company is in the process of filing appeal before Sales Tax Tribunal

* The ITAT vide Order dated 21.05.2018 has allowed the appeal in part and accordingly the company in this regard has furnished a letter to the Assessing Officer giving effect of the said ITAT order resulting in refund of Rs.33.68 crores.

vii. In our opinion and according to the information and explanations given to us, the Company has defaulted in the repayment of dues to banks, financial institutions and debenture holders. The Company has not taken loan or borrowings from Government. The details of default are as under :

(a) Continuous defaults in repayment of Principal and interest thereon at the end of the year to Banks are as under:

Name of the Lender	P / I	Period of Delay					Total Amount
		Upto 30 days	31 to 90 days	91 to 180 days	181 to 1 year	More than 1 year	(Rs. in Crores)
		(Rs.)	(Rs.)	(Rs.)	(Rs.)	(Rs.)	(Rs.)
Afrasia Bank	P	0.14	0	0	0	43.63	43.77
	I	2.61	0.51	0	1.73	1.79	6.64
Allahabad Bank	P	2.08	4.16	4.16	6.25	24.97	25.14
	I	10.84	2.83	0	8.4	9.38	31.45
Andhra Bank	P	17.33	12.20	23.93	61.76	118.35	233.59
	I	0.12	0	0	0	0	0.12
Axis Bank Ltd.	P	20.74	19.08	9.58	55.02	575.32	679.76
	I	66.07	33.15	0	93.61	33.10	225.93
Bank of Bahrain and Kuwait	P	0.05	0	0	2.92	0.89	3.86
	I	1.01	1.05	0	0.98	0.12	3.17
Bank of Baroda	P	0.15	15.29	15.29	31.22	51.31	113.26
	I	88.08	21.73	0	64.62	120.02	294.45
Bank of India	P	15.12	15.25	0.25	47.48	96.18	174.29
	I	64.82	19.52	0	57.93	77.40	219.67
Bank of Maharashtra	P	4.46	2.44	3.00	11.40	11.93	33.23
	I	32.05	10.10	0	19.21	29.20	90.56
Barclays Bank	P	4.81	7.59	4.50	16.21	20.23	53.34
	I	0.21	0.42	0	1.42	0	2.06
Canara Bank	P	16.86	45.83	37.82	124.30	330.55	555.40
	I	5.54	7.72	0	9.83	7.79	30.88
Central Bank Of India	P	0	39.30	0	41.32	37.60	118.22
	I	51.73	34.19	0	100.02	75.7	261.64
Corporation Bank	P	7.33	17.42	0.16	19.09	36.61	80.64
	I	34.59	12.41	0	36.25	56.25	139.5
DBS Bank	P	0	0	0	0.81	25.97	26.78
	I	9.52	1.46	0	3.83	6.56	21.37
Dena Bank	P	10.10	21.94	16.54	54.64	102.10	205.32
	I	60.74	20.34	0	57.52	94.81	233.41
Dombivli Nagari Sahakari Bank	P	0.57	1.27	1.71	3.81	8.41	15.80
Ltd.	I	0.13	0.07	0	0	0	0.20
IDBI Bank Ltd.	P	12.09	50.84	23.64	95.27	131.29	313.15
	I	0.12	0	0	4.73	4.21	9.06

Indian Bank	P	0	0	0	12.24	14.39	26.63
Indian Bank	I	30.66	10.65	0	30.65	34.47	106.43
Indian Overseas Bank	P	2.87	26.05	7.93	17.46	40.78	95.09
Indian Overseas Bank	I	2.10	0	0	0	14.91	17.01
Kotak Mahindra Bank Ltd. (ING Vysya Bank)	P	0.04	0.08	0.08	0.29	2.15	2.65
Kotak Mahindra Bank Ltd. (ING Vysya Bank)	I	2.43	0.80		2.38	2.11	7.72
New India Co-op Bank Ltd.	P	0	0	1.39	22.04	0.12	23.55
New India Co-op Bank Ltd.	I	1.52	0.80	0	0.53	0	2.85
Landesbank Baden Wurttemberg	P	16.09	5.73	14.04	13.76	87.38	137
Landesbank Baden Wurttemberg	I	1.80	0.30	0	1.62	2.32	6.04
Noor Bank	P	0.63	0	0	36.71	0	37.06
Noor Bank	I	0.81	0.73	0	0.50	0	2.04
Norddeutsche Land esbank Girozentral	P	11.46	2.14	0	7.30	36.87	57.77
Norddeutsche Land esbank Girozentral	I	1.36	0.23	0	0.50	0	2.10
Oriental Bank of Commerce	P	11.49	20.11	24.83	63.08	136.24	255.75
Oriental Bank of Commerce	I	2.52	0	0	0	0.01	0.05
Punjab National Bank	P	1.37	14.41	0	3.43	16.09	35.30
Punjab National Bank	I	0	1.56	0	83.91	111.27	196.74
Saraswat Co-Operative Bank Ltd.	P	0	0	0	0	31.02	31.02
Saraswat Co-Operative Bank Ltd.	I	4.19	1.06	0	3.14	3.27	11.67
SBM Bank (Mauritius) Ltd.	P	0.15	0	0	0	48.67	48.82
SBM Bank (Mauritius) Ltd.	I	19.43	.98	0	3.32	4.17	27.9
State Bank of Bikaner & Jaipur	P	0.10	5.46	0.21	22.17	7.62	35.57
State Bank of Bikaner & Jaipur	I	79.24	21.90	0	64.10	56.41	221.65
State Bank Of Hyderabad	P	0.16	6.59	0.31	15.94	8.45	31.45
State Bank Of Hyderabad	I	101.53	28.99	0	86.30	104.90	321.72
State Bank of India	P	79.34	13.83	99.08	50	119.44	361.71
State Bank of India	I	639.65	159.29	0	471.23	602.71	1872.88
State Bank of Mysore	P	12.58	13.23	0.16	21.56	5.40	52.93
State Bank of Mysore	I	76.82	21.16	0	62.07	63.79	223.84
State Bank of Patiala	P	0	8.97	0	39.78	17.71	66.46
State Bank of Patiala	I	151.49	26.71	0	75.18	75.43	328.81
State Bank of Travancore	P	4.53	1.42	0	15.71	0	21.67
State Bank of Travancore	I	102.39	21.45	0	51.48	46.23	221.55
Syndicate Bank	P	22.36	13.49	23.42	75.35	184.16	318.80
Syndicate Bank	I	1.03	0	0	2.61	0	3.64
The Federal Bank Ltd.	P	1.09	2.62	1.53	6.18	25.95	37.38
The Federal Bank Ltd.	I	0	1.45	0	2.34	1.93	5.73

The Jammu & Kashmir Bank	P	12.56	14.58	19.31	56.55	206.76	309.78
Ltd.	I	4.01	0	0	0	2.18	6.19
The Karur Vysya Bank Ltd.	P	0.04	7.49	0.08	0.29	7.90	15.82
	I	6.49	4.67	0	13.51	13.73	38.4
UCO BANK	P	0	0	0	173.16	0	173.16
	I	19.72	6.12	0	17.82	15.34	59
Union Bank of India	P	0.57	22.05	6.24	11.35	47.23	87.46
	I	47.44	16.75	0	47.87	115.84	180.02
United Bank of India	P	36.67	39.08	7.07	103.45	29.88	216.17
	I	53.65	21.79	0	64.54	55.76	195.74
Vijaya Bank	P	0.12	0.06	0.18	0.39	4.10	4.86
	I	4.52	0	0	4.62	0	9.14
VTB Capital Ltd.	P	1.58	(0.55)	0	5.89	383.14	390.06
	I	16.97	7.12	0	14.40	0	38.49

Notes :

P : Principal I: Interest

(b) Continuous defaults in repayment of Principal and interest thereon at the end of the year to Financial Institutions are as under:

Name of the Lender	P / I	Period of Delay					Total Amount
		Upto 30 days	31 to 90 days	91 to 180 days	181 to 1 year	More than 1 year	(Rs. in Crores)
		(Rs.)	(Rs.)	(Rs.)	(Rs.)	(Rs.)	(Rs.)
Export Import Bank of India	P	7.06	18.92	13.31	27.22	396.37	462.90
	I	34.57	0	0	19.53	2.29	56.39
ECL Finance Limited	P	0.02	0	0	0	0	0.02
	I	0	0	0	0	0	0
FMO	P	0.81	(0.43)	0	0.45	169.32	169.24
	I	3.44	1.26	0	1.33	0	6.03
IFCI Limited	P	25.15	0.31	25.31	105.72	233.26	389.76
	I	33.41	14.55	0	17.09	54.91	119.98
Life Insurance Corporation of	P	0	2.42	0	14.60	68.87	85.89
India	I	50.43	8.21	0	16.33	49.41	124.39
SICOM Ltd.	P	0	0	0	1.09	74.72	75.82
	I	(0.94)	2.86	0	5.68	2.86	10.45

(c) Continuous defaults in repayment of Principal and interest thereon at the end of the year to Debenture Holders are as under:

Name of the Lender	P / I	Period of Delay					Total Amount
		Upto 30 days	31 to 90 days	91 to 180 days	181 to 1 year	More than 1 year	(Rs. in Crores)
		(Rs.)	(Rs.)	(Rs.)	(Rs.)	(Rs.)	(Rs.)
Axis Bank Ltd.	P	0	0	0	3.16	55.50	58.66
	I	4.07	1.61	0	1.61	0.70	7.29
IFCI Limited	P	0	0	0	8.69	84.62	93.31
	I	6.71	2.85	0	2.85	15.51	27.92
Centre For Development of	P	0	0	0	0	0.01	0.01
Telematics	I	0	0	0	0	0.02	0.02
CSEB	P	0	0	0	0	0.76	0.76
	I	0	0	0	0	1.71	1.71
LIC of India	P	0	37.50	0	55.35	104.58	197.44
	I	43.41	9.07	0	9.07	60.79	122.42
The Jammu & Kashmir Bank	P	0	0	33.30	10.85	53.26	97.44
Ltd.	I	0	0	3.27	3.27	5.31	11.85

ix. According to the information and explanations given to us and based on records examined by us we are of the opinion that the moneys raised by way of term loans by the Company during the year were applied for the purpose for which it was raised. The Company has not raised money by way of initial public offer or further public offer (including debt instruments) during the year.

x. According to the information and explanations given 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. However, as per the facts mentioned in note no. 35 of the standalone Ind AS financial statements, we are unable to comment on the possible impact on standalone Ind AS financial statements, related disclosures and our reporting thereon, if any, regarding the said transactions until the final conclusion of the matter.

xi. According to the information and explanations given to us and based on our examination of the records, we report that the Company has paid/provided 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, the provisions of Clause 3(xii) of the Order are not applicable to the Company.

xiii. According to the information and explanations given to us and based on our examinations of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act, where applicable. Transactions with related party post July 18, 2017 were approved by RP. The details of such related party transactions have been disclosed in the standalone Ind AS financial statements as required under Indian Accounting Standard (Ind AS) 24, âRelated Party Disclosuresâ specified under Section 133 of the Act.

xiv. According to the information and explanations give to us and based on our examination of the records, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, the provisions of Clause 3(xiv) of the Order are not applicable to the Company.

xv. According to the information and explanations given to us and based on our examination of the records, the Company has not entered into non-cash transactions with directors or persons connected with him as prescribed under section 192 of the Act. Accordingly, the provisions of Clause 3(xv) of the Order are not applicable to the Company.

xvi. According to the information and explanations given to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.

ANNEXURE B TO THE INDEPENDENT AUDITORSâ REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS OF ALOK INDUSTRIES LIMITED

(Referred to in paragraph 2(g) under âReport on Other Legal and Regulatory Requirementsâ section of our report of even date)

REPORT ON THE INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING UNDER CLAUSE (i) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (THE âACTâ)

We have audited the internal financial controls over financial reporting of Alok Industries Limited (âthe Companyâ) as of 31^st March, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

Managementâs Responsibility for Internal Financial Controls

The Companyâs 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. 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 companyâs 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.

Auditorsâ Responsibility

Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. 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 their operating effectiveness. Our audit of internal financial controls 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 auditorsâ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A companyâs 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 companyâs 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 authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the

Mar 31, 2015

Report on the Financial Statements

We have audited the accompanying financial statements of Alok Industries Limited ("the Company"), which comprise the Balance Sheet as at 31 March, 2015, the Statement of Profit and Loss for the period 1 October 2013 to 31 March 2015 and the Cash Flow Statement for the period then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ("the Act") (which are deemed to be applicable as per Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March, 2015;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the period from 1 October 2013 to 31 March 2015; and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the period ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government in terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order for the period ended 31 March, 2015, to the extent the same are applicable to the Company.

2. As required by Section 227(3) of the Act, we report that:

(a) We have 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 the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Act (which are deemed to be applicable as per Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014).

(e) Since the provisions of Section 274(1)(g) of the Act are not in effect from 1 April 2014, the reporting requirement under Section 227(3)(f) of the Act is not applicable as of the balance sheet date.

Annexure to the Independent Auditors'' Report

RE: Alok Industries Limited

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

(i) Having regard to the nature of the Company''s business/ activities/results, clauses (iii), (x), (xii), (xiii), (xiv), (xviii) and (xx) of the CARO are not applicable to the Company.

(ii) In respect of fixed assets:

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

(b) According to the information and explanations given to us, physical verification of major portion of fixed assets was conducted by the management during the period, which in our opinion is reasonable having regard to the size of the company and nature of its business and no material discrepancies were noticed on such verification.

(c) The fixed assets disposed off during the period, in our opinion; do not constitute a substantial part of the fixed assets of the Company.

(iii) In respect of inventories:

(a) As explained to us, inventories (except stocks lying with third parties and in-transit, confirmation / subsequent receipt have been obtained in respect of such inventory) have been physically verified during the period by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iv) In our opinion and according to the information and explanations given to us, there is an internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets and sale of goods and services, except that finance controls over purchase and sale of outsourced fabrics need to be significantly strengthened.

(v) In respect of contracts or arrangements entered in the register maintained in pursuance of Section 301 of the Companies Act, 1956:

(a) To the best of our knowledge and belief and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the register have been so entered for the period the said section was applicable.

(b) Other than in respect of certain services of a special nature for which we are informed that comparable quotations cannot be obtained, all other transactions in excess of Rs. 5 lacs in respect of any party, have been made at prices which are prima facie reasonable having regard to the prevailing markets prices at the relevant time, for the period the said section was applicable.

(vi) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public, during the period the said Sections, provisions and Rules were applicable, except for delay in filing return of deposits for the period 1 April, 2013 to 31 March, 2014, which was filed on 2 May, 2015. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal.

(vii) In our opinion, the internal audit functions carried out during the period by firms of Chartered Accountants appointed by the Management have been commensurate with the size of the company and the nature of its business.

(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1) (d) of the Companies Act, 1956 and are of the opinion, that, prima facie, the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(ix) According to the information and explanation given to us in respect of statutory dues:

(a) There have been several delays by the Company during the period in depositing undisputed statutory dues, including Provident Fund, Employees'' State Insurance, Income-tax, Sales Tax, Wealth Tax, and Service Tax dues with the appropriate authorities. The company has deposited dues to Investor Education and Protection Fund within the prescribed time limit.

(b) The undisputed amounts payable in respect of Income-tax, Service Tax, Corporate Dividend tax, Cess and other statutory dues in arrears as at 31st March, 2015 for a period of more than six months from the date they became payable are as under.

Name of Nature Amount Period to Due date the Statute of Dues Involved which (Rs. in the amount Crores) Relates

Income tax Tax Deducted 3.38 AY 2015-16 Various dates Act, 1961 at Source upto 7 September, 2014

Income tax Advance Tax 40.89 A.Y 2014-15 Various dates Act, 1961 upto 31 March, 2014

Income tax Advance Tax 43.32 A.Y 2015-16 Various dates Act, 1961 upto 15 September, 2014

Income tax Corporate 7.91 AY 2014-15 10 January, Act, 1961 Dividend Tax 2014

Finance Service Tax 1.75 FY 2014-15 Various dates Act, 1994 upto 6 September,2014

Finance Service Tax 2.50 FY 2013-14 Various dates Act, 1994 upto 31 March, 2014

(c) There are no dues in respect of Sales Tax, Income Tax, Wealth tax, Customs duty, Service Tax, Excise duty and Cess that have not been deposited as on 31st March, 2015 on account of disputes, other than as follows :

Name of the Nature Amount Period to Forum where statute of dues (Rs. in which the dispute is crores) amount pending relates

Income Income tax 6.18 AY 2006 - 07 Commissioner Tax Act, demand (TDS to 2008 - 09 of Income 1961 dues) and Tax(Appeals) AY 2010-11 to 2011-12

Works Works 0.59 FY 2004 - 05 Deputy Contract Tax Contract Commissioner Act, 1986 Tax of Sales Tax

Maharashtra Maharashtra 8.07 FY 2008 - 09 Joint Value Value Commissioner Added Tax Added Tax of Sales Tax Act, 2002

Central Central 0.98 FY 2008 - 09 Joint Sales Tax Sales Tax Commissioner Act, 1956 of Sales Tax

(x) In our opinion and according to the information and explanations given to us, the Company has defaulted in the repayment of dues to banks, financial institutions and debenture holders as under:

(Rs. In crores)

Period of Principal Principal Interest Interest amount Delay amount amount amount outstanding as outstanding on 31 March as on 31 2015 March 2015 Upto 30 days 419.01 253.14 380.88 67.21

31 to 90 days 1,766.75 224.80 955.20 113.99

91 to 180 days 561.90 3.74 314.64 11.56

Above 181 days 7.00 1.88 23.06 0.26

(xi) In our opinion and according to the explanation given to us, the terms and conditions of the guarantees given by the company for loans taken by five subsidiary companies from banks and financial institutions are not prima facie prejudicial to the interests of the Company.

(xii) On the basis of records examined by us, and relying on the information compiled by the Company for co-relating the funds raised to the end use of term loans, we have to state that, the company has, prima-facie, applied the term loans for the purposes for which they were obtained.

(xiii) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short- term basis have, prima facie, not been used during the period for long- term investment.

(xiv) Security / Charges have been created in respect of debentures issued as detailed in note no. 4 to the financial statements.

(xv) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the period.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm''s Registration No. 117366W/W-100018)

Porus B. Pardiwalla Partner (Membership No. 40005) Mumbai, 28 May, 2015

Sep 30, 2013

Report on the Financial Statements

We have audited the accompanying financial statements of ALOK INDUSTRIES LIMITED ("the Company"), which comprise the Balance Sheet as at 30th September, 2013, the Statement of Profit and Loss for the period 1st April 2012 to 30th September 2013 and the Cash Flow Statement for the period then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ("the Act") (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 30th September, 2013;

(b) in the case of the Statement of Profit and Loss, of the profit of the Company for the period ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the period ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report Order, 2003 ("the Order") issued by the Central Government in terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

(a) We have 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 the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Act (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate Affairs).

(e) On the basis of the written representations received from the directors as on 30th September, 2013 taken on record by the Board of Directors, none of the directors is disqualified as on 30th September, 2013 from being appointed as a director in terms of Section 274(1) (g) of the Act.

The ALOK INDUSTRIES LIMITED Referred to in our report of even date

(i) In respect of fixed assets:

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

(b) According to the information and explanations given to us, physical verification of major portion of fixed assets as at 30th September, 2013 was conducted by the management during the period, which is reasonable having regard to the size of the company and nature of its business and no material discrepancies were noticed on such verification.

(c) The fixed assets disposed off during the period, in our opinion; do not constitute a substantial part of the fixed assets of the Company.

(ii) In respect of inventories:

(a) As explained to us, inventories (except stocks lying with third parties and in-transit, confirmation / subsequent receipt have been obtained in respect of such inventory) have been physically verified during the period by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and generally adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) The company has not granted / taken any loans, secured or unsecured to / from companies, firms or other parties covered in the register maintained under section 301 of the Act. Accordingly, clause 4(iii) (a) to (g) of the Order is not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets and sale of goods and services, During the course of our audit, we have not observed any major weakness in such internal control system.

(v) In respect of contracts or arrangements entered in the register maintained in pursuance of Section 301 of the Companies Act, 1956:

(a) To the best of our knowledge and belief and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the register have been so entered.

(b) Having regard to the explanation that for certain services of a special nature amounting to Rs. 3.41 crores, comparable quotations cannot be obtained, all other transactions in excess of Rs. 5 lacs in respect of any party, have been made at prices which are prima facie reasonable having regard to the prevailing markets prices at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal.

(vii) In our opinion, the internal audit functions carried out during the period by firms of Chartered Accountants appointed by the Management have been commensurate with the size of the company and the nature of its business.

(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209(1) (d) of the Companies Act, 1956 and are of the opinion, that, prima facie, the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(ix) According to the information and explanation given to us in respect of statutory dues:

(a) The company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues with the appropriate authorities during the period, other than TDS dues aggregating to Rs. 5.3 crores including interest of Rs. 0.37 crores and service tax dues aggregating to Rs. 2.22 crores including interest of Rs. 0.12 crores, which have been deposited with the authorities with some delays.

(b) There were no undisputed amounts payable in respect of Provident Fund, Investor Education and Protection Fund, Employees'' State Insurance, Income-tax, Wealth Tax, Customs Duty, Excise Duty, Sales Tax, Service Tax, Cess and other statutory dues in arrears as at 30th September, 2013 for a period of more than six months from the date they became payable.

(x) The company neither has accumulated losses at the end of the period, nor incurred cash losses during the current period and immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks, financial institutions and debenture holders.

(xii) In our opinion and according to the information and explanations given to us, the company has maintained adequate documents and records where the company has granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) According to the information and explanations given to us, the company is not a chit fund or a nidhi/mutual benefit fund/society. Accordingly clause 4 (xiii) of the Order is not applicable to the company.

(xiv) According to the information and explanations given to us, the company is not dealing in or trading in shares, securities, debentures or investments. Accordingly clause 4 (xiv) of the order is not applicable to the Company.

(xv) In our opinion and according to the explanation given to us, the terms and conditions of the guarantees given by the company for loans taken by two subsidiary companies from banks and financial institutions are not prima facie prejudicial to the interests of the Company.

(xvi) On the basis of records examined by us, and relying on the information compiled by the Company for co- relating the funds raised to the end use of term loans, we have to state that, the company has, prima-facie, applied the term loans for the purposes for which they were obtained, other than amounts temporarily invested pending utilisation of the funds for the intended use.

(xvii) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short-term basis have, prima facie, not been used during the period for long-term investment.

(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956.

(xix) Security / Charges have been created in respect of debentures issued as detailed in note no. 4 to the financial statements.

(xx) We have verified the end use of money raised by the right issue (Refer note no. 27 to the financial statements) from the Letter of Offer filed with Securities Exchange Board of India.

(xxi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the period.

For Deloitte Haskins & Sells LLP

Chartered Accountants

ICAI FRN No. 117366W / W-100018

R D Kamat

Partner

Membership no. 36822

MUMBAI, November 23, 2013

Mar 31, 2012

1. We have audited the attached Balance Sheet of ALOK INDUSTRIES LIMITED ("the Company") as at 31stMarch, 2012, the Statement of Profit and Loss and the Cash Flow Statement of the Company for the year ended on that date, both annexed there to. These financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and the disclosures in the financial statements. An audit also includes assessing the accounting principles used and the significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 (CARO) issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report as follows:

(a) we have 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 the Cash Flow Statement dealt with by this report are in agreement with the books of account;

(d) in our opinion, the Balance Sheet, the Statement of Profit and Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956;

(e) in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012;

(ii) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date and;

(iii) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

5. On the basis of the written representations received from the Directors as on 31st March, 2012 and taken on record by the Board of Directors, none of the Directors is disqualified as on31stMarch, 2012 from being appointed as a director in terms of Section 274(1)(g) of the Companies Act, 1956.

Referred to in paragraph 3 of our report of even date

(i) In respect of fixed assets:

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

(b) According to the information and explanations given to us, physical verification of major portion of fixed assets as at 31st March, 2012was conducted by the management during the year, which is reasonable having regard to the size of the company and nature of its business and no material discrepancies were noticed on such verification.

(c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company.

(ii) In respect of inventories:

(a) As explained to us, inventories (except stocks lying with third parties and in-transit, confirmation / subsequent receipt have been obtained in respect of such inventory) have been physically verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) In respect of loans, secured or unsecured, granted or taken by the Company to / from companies, firms or other parties covered in the Register under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

During the year, the Company has granted and taken loans to/from Grabal Alok Impex Ltd. Grabal Alok Impex Ltd was amalgamated with the Company vide scheme of amalgamation sanctioned by the Bombay High Court on 3rd February, 2012 and effective from 1stMarch, 2012. The appointed date for such amalgamation was 1st April, 2011 (Refer note no 36) and as such, these transactions have not been considered for reporting under this clause.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the company and the nature of its business with regard to purchases of inventory and fixed assets and sale of goods and services. During the course of our audit, we have not observed any major weakness in such internal control system.

(v) In respect of contracts or arrangements entered in the register maintained in pursuance of section 301 of the Companies Act, 1956:

(a) To the best of our knowledge and belief and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the register have been so entered.

(b) Where each of such transaction is in excess ofRs 5 lakhs in respect of any party, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal.

(vii) In our opinion, the internal audit functions carried out during the year by firms of Chartered Accountants appointed by the Management have been commensurate with the size of the company and the nature of its business.

(viii) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1) (d) of the Companies Act, 1956 in respect of Textile products manufactured by the Company and are of the opinion, that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determining whether they are accurate or complete. To the best of our knowledge and according to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records for any other product of the Company.

(ix) According to the information and explanation given to us in respect of statutory dues:

(a) The company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory dues with the appropriate authorities during the year, except for service tax dues aggregating to Rs 1.74 crores including interest ofRs 0.21 crores, which have been deposited subsequent to the year end.

(b) There were no undisputed amounts payable in respect of Income-tax, Wealth-tax, Customs Duty, Excise Duty, Sales Tax, Service Tax, Cess and other statutory dues in arrears as at 31stMarch, 2012 for a period of more than six months from the date they became payable.

(c) There are no dues in respect of Sales Tax, Income Tax, Wealth tax, Customs duty, Service Tax, Excise duty and Cess that have not been deposited as on 31stMarch , 2012 on account of disputes, except as follows :

Name of the Nature of dues Amount (Rs. in Period to which Forum where statute crores) the amount dispute is pending relates

Income Tax Act, Income tax 1.92 AY 2006- 07 to Commissioner of 1961 demand(TDS 2011-12 Income Tax (Appeals) dues)

Works Contract Works Contract 0.59 FY 2004-05 Deputy Commissioner Tax Act,1986 Tax of Sales Tax

(x) The company neither has accumulated losses at the end of the year, nor incurred cash losses during the current and immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks, financial institutions and debenture holders.

(xii) According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and any other securities. Accordingly, clause 4 (xii) of the order is not applicable to the company.

(xiii) In our opinion and according to the information and explanations given to us, the company is not a chit fund or a nidhi/mutual benefit fund/society. Accordingly clause 4 (xiii) of the order is not applicable to the company.

(xiv) In our opinion and according to the information and explanations given to us, the company is not dealing in or trading in shares, securities, debentures or investments. Accordingly clause 4 (xiv) of the order is not applicable to the Company.

(xv) In our opinion and according to the explanation given to us, the terms and conditions of the guarantees given by the company for loans taken by subsidiary company from banks and financial institutions are not prima facie prejudicial to the interests of the Company.

(xvi) On the basis of records examined by us, and relying on the information compiled by the Company for co-relating the funds raised to the end use of term loans, we have to state that, the company has, prima- facie, applied the term loans for the purposes for which they were obtained, other than amounts temporarily invested pending utilisation of the funds for the intended use.

(xvii) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short-term basis have not been used during the year for long - term investment.

(xviii) During the year, the Company has made allotment of 1.6 crores equity shares to Jiwrajka Investment Private Limited (Refer note no 2 (a) (i) to the financial statement), covered in Register maintained under section 301 of the Companies Act, 1956. In our opinion, the price at which the shares have been issued is not prejudicial to the interest of the Company.

(xix) Security / Charges have been created in respect of debentures issued as detailed in note no 4 to the financial statements.

(xx) The Company has not raised money by public issue during the year.

(xxi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on the Company has been noticed or reported during the year.

For Deloitte Haskins & Sells For Gandhi & Parekh

Chartered Accountants Chartered Accountants

[Firm Registration No : 117366W] [Firm Registration No : 120318W]

R. D. Kamat Devang B. Parekh

Partner Partner

Membership No 36822 Membership No 105789

Mumbai, May 18, 2012 Mumbai, May 18, 2012

Mar 31, 2011

1. We have audited the attached Balance Sheet of ALOK INDUSTRIES LIMITED ("the Company") as at 31 March, 2011, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, both annexed thereto.These financial statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and the disclosures in the financial statements. An audit also includes assessing the accounting principles used and the significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 (CARO) issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report as follows:

(a) we have 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 Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

(d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956;

(e) in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March, 2011;

(ii) in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date and;

(iii) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

5. On the basis of the written representations received from the Directors as on 31 March, 2011 and taken on record by the Board of Directors, none of the Directors is disqualified as on 31 March, 2011 from being appointed as a director in terms of Section 274(1)(g) of the Companies Act, 1956.

ANNEXURE TO THE AUDITORS' REPORT Re: Alok Industries Limited Referred to in paragraph 3 of our report of even date

(i) In respect of fixed assets:

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

(b) According to the information and explanations given to us, considering the nature of fixed assets, physical verification of major portion of fixed assets as at 31 March 2011 was conducted by the management during the year, which is reasonable having regard to the size of the company and nature of its business and no material discrepancies were noticed on such verification.

(c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company.

(ii) In respect of inventories:

(a) As explained to us, inventories (except stocks lying with third parties and in-transit, confirmation / subsequent receipt have been obtained in respect of such inventory) have been physically verified during the year by the management, at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) In respect of loans, secured or unsecured, granted by the Company to companies, firms or other parties covered in the Register under Section 301 of the Companies Act, 1956, according to the information and explanations given to us:

(a) The Company has granted loans to a party during the year. At the year-end, the outstanding balance of such loan was Nil and the maximum amount outstanding during the year was Rs. 59.12 crore.

(b) The rate of interest and other terms and conditions of such loans are, in our opinion, prima facie not prejudicial to the interest of the Company.

(c) The receipt of principal amounts and interest is on demand and on that basis, the same is regular.

(d) There is no overdue amount in excess of Rs. 1 lakh since the same is recoverable on demand.

The Company has not taken loans, secured or unsecured from companies, firms or other parties covered in the Register maintained under Section 301 of the Companies Act, 1956 and accordingly, clause (iii) (e) to (g) of CARO are not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and fixed assets and the sale of goods and services. During the course of our audit, we have not observed any major weakness in such internal control system.

(v) In respect of contracts or arrangements entered in the register maintained in pursuance of section 301 of the Companies Act, 1956:

(a) To the best of our knowledge and belief and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the register, have been so entered.

(b) Where each of such transaction is in excess of Rs. 5 lakhs in respect of any party, the transactions have been made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant time.

(vi) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal.

(vii) In our opinion, the internal audit functions carried out during the year by firms of Chartered Accountants appointed by the Management have been commensurate with the size of the company and the nature of its business.

(viii) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1) (d) of the Companies Act, 1956 in respect of Textile and Polyester products manufactured by the Company and are of the opinion, that prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determining whether they are accurate or complete. To the best of our knowledge and according to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records for any other product of the Company.

(ix) According to the information and explanation given to us in respect of statutory dues:

(a) the company has generally been regular in in depositing undisputed statutory dues, including Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income-tax, Sales-tax, Wealth Tax, Custom Duty, Profession Tax, Works contracts tax, Maharashtra Labour Welfare fund Cess and other statutory dues with the appropriate authorities during the year, except for service tax dues aggregating to Rs. 0.50 crore including interest of Rs. 0.02 crore, which has been paid subsequent to year end.

(b) there are no undisputed amounts payable in respect of Income-tax, Wealth-tax, Customs Duty, Excise Duty, Sales Tax, Service Tax, Cess and other statutory dues in arrears as at 31 March 2011 for a period of more than six months from the date they became payable, except for service tax under Finance Act, 1994 based on reverse charge mechanism of Rs.. 1.33 crore and Rs. 2.94 crore (including interest) (aggregating to Rs. 4.27 crore) pertaining to the years ended 2008 and 2009 respectively due on various dates, quantified based on internal assessment done by the management and which has been deposited with the statutory authorities on 11 July 2011.

(c) there are no dues in respect of Sales Tax, income Tax, Wealth tax, Customs Duty and Cess that have not been deposited as on 31 March 2011 on account of disputes, except as follows :

Name of the statute Nature of dues Amount Period to which the Forum where dispute (Rs. in crores) amount relates is pending

Income Tax Act, 1961 * Income tax demand 5.91 AY 2006-07 to 2009-10 Commissioner of (TDS dues) Income Tax (Appeals)

Works Contract Tax Works Contract Tax 0.59 FY 2004-05 Deputy Commissioner Act, 1986 of Sales Tax

* Refer note 1 (F)(a) of part B of Schedule 19 to the financial statements.

(x) The company neither has accumulated losses at the end of the year, nor incurred cash losses during the current and immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks, financial institutions and debenture holders.

(xii) According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and any other securities. Accordingly, clause 4 (xii) of the order is not applicable to the company.

(xiii) In our opinion and according to the information and explanations given to us, the company is not a chit fund or a nidhi/ mutual benefit fund/society. Accordingly clause 4 (xiii) of the order is not applicable to the company.

(xiv) In our opinion and according to the information and explanations given to us, the company is not dealing in or trading in shares, securities, debentures or investments. Accordingly clause 4 (xiv) of the order is not applicable to the Company.

(xv) In our opinion and according to the explanation given to us, the terms and conditions of the guarantees given by the company for loans taken by subsidiary company from banks and financial institutions are not prima facie prejudicial to the interests of the Company.

(xvi) On the basis on records examined by us, and relying on the infromation compiled by the Company for co-relating the funds raised to the end use of term loans, we have to state that, the company has, prima-facie, applied the term loans for the purpose for which they were obtained, other than amounts temporarily invested pending utilisaion of the funds for the intended use.

(xvii) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short-term basis have not been used during the year for long Ã term investment.

(xviii)The company has not made preferential allotment of shares to parties and companies covered in Register maintained under section 301 of the Companies Act, 1956. Accordingly clause 4 (xviii) of the order is not applicable to the Company.

(xix) Security / Charges have been created in respect of debentures issued as detailed in Note No 1 of schedule 3 of the Balance Sheet.

(xx) The Management has disclosed the end use of money raised Qualified Institutional Placements. We have verified the same from the letter of offer filed with Securities Exchange Board of India and as disclosed in Notes to accounts (refer note 5 of part B of Schedule 19).

(xxi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

For Deloitte Haskins & Sells For Gandhi & Parekh

Chartered Accountants Chartered Accountants

[Firm Registration No : 117366W] [Firm Registration No : 120318W]

R. D. Kamat Devang B. Parekh

Partner Partner

Membership No 36822 Membership No 105789

Mumbai, 29 July 2011 Mumbai, 29 July 2011

Mar 31, 2010

1] We have audited the attached Balance Sheet of Alok Industries Limited ("the Company"), as at 31 March 2010, the Profit and Loss Account and also the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2] We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3] As required by the Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditors Report) (Amendment) order, 2004 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956 ("the Act"), we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4] Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

(i) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

(ii) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

(iii) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

(iv) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Act;

(v) On the basis of written representations received from the directors, as on 31 March 2010 and taken on record by the Board of Directors, we report that none of the directors is prima-facie disqualified as on 31 March 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act;

(vi) We draw attention to note no: 18 of part B of Schedule 19 regarding investment in subsidiary company, aggregating to Rs.79.37 crore, considered good for the reasons stated in the note.

(vii) During the year, the Company changed its Accounting Policy pertaining to adjusting issue expenses incurred in connection with share, debenture and foreign currency convertible bonds. The earlier policy of adjusting it against the Securities Premium Account has been changed this year to writing it off in to the Profit & Loss Account, resulting in the profits before tax for the year being lower by Rs. 40.43 crores.

(viii) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes thereon and subject to the effect of the matters stated in para (vii) above, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March 2010;

(b) in the case of the Profit and Loss Account, of the profit for the year ended 31 March 2010; and

(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

Annexure referred to in paragraph 3 of our report of even date to the members of the Alok Industries Limited ("the Company") on the financial statements for the year ended 31 March 2010,

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

(b) As explained to us, considering the nature of fixed assets, physical verification of major portion of fixed assets as at 31 March 2010 was conducted by the management during the year, which is reasonable having regard to the size of the company and nature of its business. On the basis of explanations received and documents produced to us for our verification, in our opinion, the net variance found on physical verification were not significant and have been properly dealt with in the books of account.

(c) The fixed assets disposed off during the year, in our opinion, do not constitute substantial part of the fixed assets of the company and such disposal has, in our opinion, not affected the going concern status of the company.

(ii) (d) As explained to us, inventories (except stocks lying with third parties and in transit, confirmation/ subsequent receipt have been obtained in respect of such inventory) have been physically verified during the year by the management.

(b) The procedure explained to us, which are followed by the management for physical verification of inventories is reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) On the basis of our examination of the records of inventory, we are of the opinion that the Company is maintaining proper records of inventory. Discrepancies noticed on physical verification of inventory as compared to book records, were not material and have been properly dealt with in the books of accounts.

(iii) According to the information and explanation given to us, the Company has neither granted nor taken loans secured or unsecured/ Deposits to/from parties covered in the register maintained under section 301 of the Act. Therefore, the provisions of clause 4(iii) of the Order are not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate Internal Control System commensurate with the size of the company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods and services. Further on the basis of our examination, and according to the information & explanation given to us we have neither come across nor have been informed of any instance of continuing failure to correct major weaknesses in the aforesaid Internal Control System.

(v) In our opinion and according to the information and explanation given to us, there are no contracts entered in the register maintained as referred to in section 301 of the Act. Therefore, the provisions of clause 4(v) of the Order are not applicable to the Company.

(vi) In our opinion and according to the information and explanations given to us, the company has complied with the directives issued by the Reserve Bank of India and the provisions of Sections 58A, 58AA or any other relevant provisions of the Act, and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public. To the best of our knowledge and according to the information and explanation given to us no order has been passed by the Company Law Board, National Company Law Tribunal or Reserve Bank of India or any other tribunal.

(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(viii) We have broadly reviewed the accounts and records maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Act in respect of the Companys textile products to which the said rules are made applicable, and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained. We have however, not made a detailed examination of the records with a view to determine whether they are complete and accurate.

(ix) (a) According to the records of the Company, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Investor Education Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Service Tax, Customs Duty and Excise Duty, cess were outstanding, as at 31 March 2010 for a period of more than six months from the date they became payable.

(b) According to the information & explanation given to us, there are no dues in respect of Sales Tax, Income Tax, Customs Duty, Wealth Tax, Excise Duty and Cess that have not been deposited on account of any disputes.

(x) The Company neither has accumulated losses at the end of the year, nor incurred cash losses during the current year and the immediately preceding financial year.

(xi) According to the information and explanation given to us, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) According to the information and explanation given to us, the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, according to the information & explanation given to us, the company is not a Chit Fund or a Nidhi / mutual benefit fund/ society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable to the Company.

(xiv) The Company is not dealing in or trading in shares, securities, debentures and other investments. Therefore, the provisions of clause 4(xiv) of the Order are not applicable to the Company.

(xv) According to the information and explanation given to us, the Company has given corporate guarantee for loan taken by its subsidiary company, the terms and conditions whereof in our opinion are not prima facie prejudicial to the interest of the Company.

(xvi) On the basis of the records examined by us, and relying on the information compiled by the Company for co-relating the funds raised to the end use of term loans, we have to state that, the company has, prima-facie, applied the term loans for the purposes for which they were obtained, other than amounts temporarily invested pending utilisation of the funds for the intended use.

(xvii)According to the information & explanation given to us and on overall examination of the Balance Sheet of the Company and after placing reliance on the reasonable assumptions made by the Company for classification of Long Term & Short Term usages of the funds, we are of the opinion that, prima-facie, no funds raised on short-term basis have been utilized for long-term investment.

(xviii) During the year, the Company has not made any preferential allotment of shares to parties covered in the register maintaine d under Section 301 of the Companies Act, 1956. Therefore, the provisions of clause 4(xviii) of the order are not applicable to the Company.

(xix) Security / charges have been created in respect of debentures issued, as detailed in Note No. 1 to Schedule 3 of the Balance Sheet.

(xx) We have verified the end use of money raised by the right issue (refer Note No. 5 of part B Schedule 19) & Qualified Institutional Placements (refer Note No. 6 of part B Schedule 19) from the Letter of Offer filed with Securities Exchange Board of India and as disclosed in Notes to Account.

(xxi) To the best of our knowledge and belief and according to the information & explanation given to us, no fraud on or by the Company has been noticed or reported during the year, that cause the financial statements to be materially misstated.

For Gandhi & Parekh

Chartered Accountants

Firm Registration No. 120318W

Devang B. Parekh

Partner

Place : Mumbai. Membership No. 105789

Date : 29 July 2010.

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article