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Repro India Ltd.

BSE: 532687 Sector: Services
NSE: REPRO ISIN Code: INE461B01014
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OPEN 571.05
PREVIOUS CLOSE 569.95
VOLUME 891
52-Week high 660.00
52-Week low 325.05
P/E
Mkt Cap.(Rs cr) 730
Buy Price 571.75
Buy Qty 1.00
Sell Price 574.60
Sell Qty 28.00
OPEN 571.05
CLOSE 569.95
VOLUME 891
52-Week high 660.00
52-Week low 325.05
P/E
Mkt Cap.(Rs cr) 730
Buy Price 571.75
Buy Qty 1.00
Sell Price 574.60
Sell Qty 28.00

Repro India Ltd. (REPRO) - Auditors Report

Company auditors report

To the Members of Repro India Limited

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the standalone financial statements of Repro India Limited ("theCompany") which comprise the Balance Sheet as at March 31 2021 and the Statementof Profit and Loss Statement of Changes in Equity and Statement of Cash Flows for theyear then ended and notes to the standalone financial statements including a summary ofsignificant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 ("the Act') in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards prescribed under section 133of the Act read with Companies (Indian Accounting Standards) Rules 2015 as amended andother accounting principles generally accepted in India of the state of affairs of theCompany as at March 31 2021 and loss changes in equity and its cash flows for the year ndedon that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act . Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India (ICAI) togetherwith the ethical requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules thereunder and we have fulfilledour other ethical responsibilities in accordance with these requirements and the Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our opinion.

Emphasis of Matter

We draw attention to Note 48 to the financial statements which states that managementhas made an assessment of the impact of COVID-19 on the Company's operations financialperformance and position as at and for the year ended March 31 2021 and has concludedthat no there is no impact which is required to be recognized in the financial statements.Accordingly no adjustments have been made to the financial statements. Our opinionis not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.

Key Audit Matter How the Key Audit Matter was addressed in our audit
Impairment of property plant & equipment valuation of inventories and adequacy of provision for employee dues in the matter of labour strike at Mahape plant of the Company. (Refer Note 44 to the financial statements) Our audit procedures included:
The workers at Mahape plant (‘the plant') of the Company are on strike from 08 April 2017. The Company has declared the factory as closed consequent upon the order from Hon'ble High Court of Bombay for closure with effect from 06 May 2020. We have identified the following as key audit matters in connection with the plant: Evaluated controls relating to assessment of impairment provision of property plant and equipment valuation of inventories and provision for employee dues arising on account of the strike;
Assessing the valuation methodology evaluating and challenging the reasonableness of the assumptions used by independent valuer engaged by the Company in impairment assessment of property plant and equipment with the assistance of valuation team;
The moveable assets situated at the plant aggregates to 864.51.00 lakhs which is not in use since commencement of the strike. At the end of each reporting period the Company Examined valuation of inventory at cost or net realizable value whichever is lower as conducted by the Company;
assesses the carrying amounts of property plant and equipment to determine indications of impairment of those assets. The Company also has inventories aggregating 550.41 lakhs at the plant which have not been consumed as the plant is shut down since the above date. Inventories are valued at the lower of cost or net realizable value whichever is lower. Obtained and verified inventory physical verification report from the management for inventory lying as in the factory as on March 31 2021.
With respect to the adequacy of provision on account of employee dues resulting from the strike:
As the employees are on strike the Company has made necessary provision in the books on account for the statutory dues payable to them aggregating 293.34 lakhs towards the settlement of claims raised by employees. a) Verified legal opinion obtained by the Company from the external legal advisors with respect to the potential employee dues resulting on account of claims raised by the striking employees.
b) We examined correspondences related to strike with authorities involved and labor union.
The Company applies significant judgement and estimation in er dues in line with work impairment testing of property plant and equipment valuation of inventories and in making provision for employee dues towards settlement of their claims. The recoverability of property plant and equipment and inventories and provision for employee dues have been identified as a key audit matter due to their significance.
c) Verified worker dues in line with applicable laws and regulations and assessed adequacy of provision in the light of payments made in settlement of dues so far; and
d) Performed enquiries for any developments in matter post year end and the Company's assessment of possible outcome of the matter. Considered the adequacy of disclosures in the financial statements relating to the above matters.

Information Other than the Standalone Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Company's annual report but does notinclude the standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we will not express any form of assurance conclusion thereon. In connection with ouraudit of the standalone financial statements our responsibility is to read the otherinformation identified above when it becomes available and in doing so consider whetherthe other information is materially inconsistent with the standalone financial statementsor our knowledge obtained in the audit or otherwise appears to be materially misstated.

When we read the Management Discussion & Analysis Business responsibility reportDirector's report etc if we conclude that there is a material misstatement therein weare required to communicate the matter to those charged with governance under SA 720‘The Auditor's responsibilities Relating to Other Information'. We have nothing toreport in this regard.

Responsibilities of Management and Those Charged with Governance for the StandaloneFinancial Statements.

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statementsthat give a true and fair view of the financial position financial performance changesin equity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under section133 of the Act. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of theCompany and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone financial statement that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

In preparing the standalone financial statements the Board of Directors is responsiblefor assessing the Company's ability to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless the Board of Directors either intends to liquidate the Company or tocease operations or has no realistic alternative but to do so.

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

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

Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.

We give in "Annexure A" a detailed description of Auditor's responsibilitiesfor Audit of the Standalone Financial Statements.

Other Matter

(a) The standalone Ind AS financial statements of the Company for the year ended 31stMarch 2020 were audited by predecessor auditor whose report dated July 31 2020expressed an unmodified opinion on those statements. Our opinion is not modified inrespect of this matters.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in "Annexure B" a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

2. As required by Section 143(3) of the Act we report that: (a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit.

(b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss the Statement of Changes inEquity and the Statement of Cash Flow dealt with by this Report are in agreement with thebooks of account.

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014. (e) On the basis of the written representations receivedfrom the directors as on 31st March 2021 taken on record by the Board of Directors noneof the directors are disqualified as on March 31 2021 from being appointed as a directorin terms of Section 164 (2) of the Act. (f) With respect to the adequacy of the internalfinancial controls with reference to standalone financial statements of the Company andthe operating effectiveness of such controls refer to our separate Report in"Annexure C".

(g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us: i. TheCompany has disclosed the impact of pending litigations on its financial position in itsstandalone financial statements Referote N

40 to the standalone financial statements; ii. The Company did not have any long-termcontracts including derivative contracts for which there were any material foreseeablelosses. iii. There has been no delay in transferring amounts required to be transferredto the Investor Education and Protection Fund by the

Company

3. As required by The Companies (Amendment) Act 2017 in our opinion according toinformation explanations given to us the remuneration paid by the Company to itsdirectors is within the limits laid prescribed under Section 197 of the Act and the rulesthereunder.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Amrish Vaidya
Partner
Place: Mumbai Membership No. 101739
Date: June 29 2021 UDIN: 21101739AAAAEB5418

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT ON EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF REPRO INDIA LIMITED

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

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also: Identify and assess therisks of material misstatement of the financial statements whether due to fraud or errordesign and perform audit procedures responsive to those risks and obtain audit evidencethat is sufficient and appropriate to provide a basis for our opinion. The risk of notdetecting a material misstatement resulting from fraud is higher than for one resultingfrom error as fraud may involve collusion forgery intentional omissionsmisrepresentations or the override of internal control. Obtain an understanding ofinternal control relevant to the audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act we are alsoresponsible for expressing our opinion on whether the company has internal financialcontrols with reference to financial statements in place and the operating effectivenessof such controls.

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

Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe 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'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

Evaluate the overall presentation structure and content of the financial statementsincluding the disclosures and whether the financialstatements represent the underlyingtransactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Amrish Vaidya
Partner
Place: Mumbai Membership No. 101739
Date: June 29 2021 UDIN: 21101739AAAAEB5418

ANNEXURE B TO INDEPENDENT AUDITORS' REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF REPRO INDIA LIMITED FOR THE YEAR ENDED MARCH 31 2021

[Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report] i. (a) The Company has maintainedproper records showing full particulars including quantitative details and situation offixed assets (Property Plant and Equipment).

(b) The Company has a regular programme of physical verification of its fixed assets(Property plant and equipment) by which all fixed assets (Property plant and equipment)are verified in a phased manner over a period of two years. In accordance with theprogram certain fixed assets have been physically verified by the Management during theyear. No material discrepancies were noticed on such verification. In our pinionthe periodicity of physical verification is reasonable having regard to the size of theCompany and nature of the assets.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company. ii. The inventory has been physically verified during theyear by the management. In our opinion the frequency of verification is reasonable. Nomaterial discrepancies were noticed on verification between the physical stock and thebook records. iii. The Company has not granted any loans secured or unsecured toCompanies Firms Limited Liability Partnerships (LLP) or other parties covered in theregister maintained under section 189 of the Companies Act 2013 (‘the Act').Accordingly the provisions stated in paragraph 3 (iii) (a) to (c) of the Order are notapplicable to the Company. iv. In our opinion and according to the information andexplanations given to us the Company has not either directly or indirectly granted anyloan to any of its directors or to any other person in whom the director is interested inaccordance with the provisions of section 185 of the Act and the Company has not madeinvestments through more than two layers of investment companies in accordance with theprovisions of section 186 of the Act. Accordingly provisions stated in paragraph 3(iv) ofthe Order are not applicable to the Company. v. In our opinion and according to theinformation and explanations given to us the Company has not accepted any deposits fromthe public within the meaning of Sections 73 74 75 and 76 of the Act and the rulesframed there under.

vi. The provisions of sub-section (1) of section 148 of the Act are not applicable tothe Company as the Central Government of India has not specified the maintenance of costrecords for any of the products of the Company. Accordingly the provisions stated inparagraph 3 (vi) of the Order are not applicable to the Company. vii. (a) According to theinformation and explanations given to us and the records of the Company examined by us inour opinion undisputed statutory dues including provident fund employees' stateinsurance income-tax sales-tax service tax duty of custom duty of excise value addedtax goods and service tax cess and other statutory dues have generally been regularlydeposited with the appropriate authorities though there has been a slight delay in a fewcases.

(b) According to the information and explanations given to us and the records of theCompany examined by us in our opinion undisputed statutory dues including providentfund employees' state insurance income-tax sales-tax service tax duty of custom dutyof excise value added tax goods and service tax cess and other statutory dues havegenerally been regularly deposited with the appropriate authorities though there has beena slight delay in a few cases.

(c) According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees' state insurance income-tax service taxsales-tax duty of custom duty of excise value added tax goods and service tax cessand other statutory dues were outstanding at the year end for a period of more than sixmonths from the date they became payable.

(d) According to the information and explanations given to us and examination ofrecords of the Company there are no outstanding dues of income-tax goods and servicetax cess and any other statutory dues as at 31 March 2021 which have not been depositedwith appropriate authorities on account of any dispute except as stated below:

Name of the statute Nature of dues Amounts Rs in lakhs Period to which the amount relates Forum where dispute is pending
Customs Act 1962 Customs Duty 945.00 2006-2009 Customs Excise & Service Tax Appellate Tribunal
Customs Act 1962 Customs Duty 3176.07 2006-2009 Commissioner of Customs (Import)
The Central Excise Act 1944 Excise Duty 390.58 2008-2009 Commissioner of Central Excise

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in repayment of dues to the financial institution bank ordebenture holders.

ix. In our opinion and according to the information and explanations given to us theCompany did not raise any money by way of initial public offer or further public offer(including debt instruments). Company has raised money in the form of term loans duringthe year and has utilised for the purpose for which they were raised. x. During the courseof our audit examination of the books and records of the Company carried out inaccordance with the generally accepted auditing practices in India and according to theinformation and explanations given to us we have neither come across any instance ofmaterial fraud by the Company or on the Company by its officers or employees. xi.According to the information and explanations given to us and based on our examination ofthe records of the Company the Company has paid/ provided for managerial remuneration inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Act. xii. In our opinion and according to the information andexplanations given to us the Company is not a Nidhi Company. Accordingly the provisionsstated in paragraph 3(xii) of the Order are not applicable to the Company. xiii. Accordingto the information and explanations given to us and based on our examination of therecords of the Company transactions with the related parties are in compliance withsections 177 and 188 of the Act where applicable and details of such transactions havebeen disclosed in the financial statements as required by the applicable accountingstandards. xiv. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly the provisions stated in paragraph 3 (xiv) of the Order are notapplicable to the Company. xv. According to the information and explanations given to usand based on our examination of the records of the Company the Company has not enteredinto non-cash transactions with directors or persons connected with him. Accordinglyprovisions stated in paragraph 3(xv) of the Order are not applicable to the Company. xvi.In our opinion the Company is not required to be registered under section 45 IA of theReserve Bank of India Act 1934 and accordingly the provisions stated in paragraph clause3 (xvi) of the Order are not applicable to the

Company.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Amrish Vaidya
Partner
Place: Mumbai Membership No. 101739
Date: June 29 2021 UDIN: 21101739AAAAEB5418

ANNEXURE C TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF REPRO INDIA LIMITED

[Referred to in paragraph 2(f) under ‘Report on Other Legal and Regulatory

Requirements' in the Independent Auditors' Report]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls with reference to standalone financialstatements of Repro India Limited ("the Company") as of March 31 2021 inconjunction with our audit of the standalone financial statements of the

Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Management is responsible for establishing and maintaining internalfinancial controls based refere ontheinternalcontrol with nce to standalone financialstatements criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India (ICAI) (the"Guidance Note"). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence toCompany's policies the safeguarding of its assets the prevention and detection of fraudsand errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to standalone financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingissued by ICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether internal financial controls with reference tostandalone financial statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the internalfinancial controls with reference to standalone financial statements and their operatingeffectiveness. Our audit of internal financialcontrols with reference to standalonefinancial statements included obtaining an understanding of internal financial controlswith reference to standalone financial statements assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of thestandalone financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls withreference to standalone financial statements.

Meaning of Internal Financial Controls with Reference to Standalone FinancialStatements e financial standalon ACompany'sinternalfinancialcontrol withreferencetostatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting standal the preparation of one financial statements forexternal purposes in accordance with generally accepted accounting principles. A Company'sinternal financial control with reference to standalone financial statements includesthose policies and procedures that (1) pertain to the maintenance of records that inreasonable detail accurately and fairly reflect the transactions and dispositions of theassets of the Company; (2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of standalone financial statements in accordance withgenerally accepted accounting principles and that receipts and expenditures of thecompany are being made only in accordance with authorizations of management and directorsof the company; and (3) provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the company's assets thatcould have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with Reference to StandaloneFinancial Statements

Because of the inherent limitations of internal financial controlswith reference tostandalone financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial control with reference to standalone financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects internal financial controlswith reference to standalone financial statements and such internal financial controlswith reference to standalone financial statements were operating effectively as at March31 2021 based on the internal control with reference to standalone financial statementscriteria established by the Company considering the essential components of internalcontrol stated in the Guidance

Note.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Amrish Vaidya
Partner
Place: Mumbai Membership No. 101739
Date: June 29 2021 UDIN: 21101739AAAAEB5418

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