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ANNUAL REPORT 2004-05 Poised for global growth

2004-05 Poised for global growth - …€¦ · Highlights in our Growth We have successfully positioned ourselves as Print Process Outsourcing partners of choice to some of the largest

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For more information do call or email us at:Mumbai: Tel: +91-22-2430 8851 / 2431 3526 Fax: +91-22-2437 4531 Email: [email protected]

UK: Tel: +44-79522 39888 Email: [email protected] • USA: Tel: +1-484-995-9773 Email: [email protected]: Tel: +2341 2623269 Email: [email protected]

Do visit our website at: www.reproindialtd.com

REPRO INDIA LIMITED

ANNUAL REPORT

2004-05

Poised for global growth

Repro Delux AR 2k5 Cover 1-4 12/01/2006, 10:20 AM1

Highlights inour Growth

We have successfullypositioned ourselves asPrint Process Outsourcingpartners of choice to someof the largest publishers andcorporates in the USA, UK,Tanzania, Ghana, Nigeria,South Africa, Kenya,Australia, Canada etc.

Poised for globalgrowth...Enhanced skill sets. New mindsets.Existing core strengths. And an attitudeof continuous value addition. Thesewere the drivers that took us into newgeographies as we explored newproducts and segments. And these arethe areas of focus that have opened upnew opportunities of growth. Inresponse to these opportunities, atRepro, we have continually investedin skills, infrastructure, technology andpeople.

This focus on strategic investment -coupled with a strong approach ofrelationship building and valueaddition - has enabled us to establishourselves as key players in the USA,UK and Africa - while further buildingon our position of leadership in theIndian markets. Today, we are poisedto reap the benefits of this investment.

As partners to some of the world’slargest publishers and corporates, weare poised to enter the next phase ofour growth. Globally

04

EXPLODINGEXPORTS

We have achievedsignificant milestones inthe area of exports.These have moulded ourbusiness paradigm asper global benchmarks.

06

EXPANDINGGEOGRAPHIES

An InternationalPresence

Repro Delux AR 2k5 Cover 1-4 12/01/2006, 10:20 AM2

Growing withclients in India

Our base of customers inIndia remains thebackbone of our growthand success. Our presencein IT, Publishing andCorporate segments hasbeen and remains thehallmark of our business.

Capacities &Capabilities

Our ability to invest - time,energy and capital - towardsbuilding state-of-the-artinfrastructure has driven ustoward acquiring andenhancing electronicworkflows, high-end printtechnology and fulfillmentinfrastructure.

100812

GlobalSolutions

Leveraging our core skills,we have garnered a nichein the global publishingindustry by makingavailable comprehensiveservices encompassingprint, content andfulfillment solutions.

ENHANCINGPRODUCTS& SERVICES

CONSOLIDATING& GROWINGEXISTINGBUSINESSES

AUGMENTINGINFRASTRUCTURE

ii

EXPLODINGEXPORTS

Doubling our exports turnover

has led us to achieve the status

of One Star ExportHouse.

We have more than

doubled exportssince we entered the international

markets two years ago.

* Inclusive of export incentives

Highlights in our growth

(Rs. in Crores)

Our success in exports has been marked by

Repro being awarded the CapexilSpecial Export Award.

Seen here is Shri P. Chidambaram,

Hon’ble Finance Minister, Govt. of India,

presenting the award to our Chairman, Vinod Vohra.

iii

At every stage of our growth, the highlights we have achieved along the way, have given usthe confidence to believe in our processes, in our people and in our business. Some keyhighlights :

• Repro is the only company of its kind in India to achieve the ISO 9001: 2000certification. We have been re-certified by KPMG for ISO9001:2000 QMS.

• Some of the brands we have worked on include names like Barbie, Noddy, Care Bears,Bratz, Scooby Doo, My Little Pony, Enid Blyton, Pokemon, Surf, Fair & Lovely,McDonald’s - all of which are brands, names and characters we have grown up with.

• We have printed and supplied millions of books across six African countries includingTanzania, Kenya, Uganda, Nigeria, Ghana and South Africa. We have worked on WorldBank funded projects and built relationships with publishing houses like Pearson,Longman, Heinemann, Oxford University Press, etc.

• We are one of very few companies in the world to be compliant with the Hasbro GlobalBusiness Ethics Principles. This makes us compliant with the International Council of ToyIndustries (ICTI) guidelines. It also gives us the privilege of being recognised by Hasbrofor the highest ethical and business standards.

• The Britannica Discovery Library, which wedesigned along with Encyclopedia Britannica wonthe Global Learning Initiatives Award forInnovation in Children’s Educational Material.

• We have achieved several breakthroughs ininnovating the most effective paper solutions for our international clients that add valueto their products. We’ve also re-engineered books to meet the needs of exciting newsegments like Pound Stores, Dollar Stores, Discount chains, etc.

iv

EXPANDING

Growing our presence in the UK through the

London Book Fair and a continuing approach of

relationship building and value addition.

Focussing on Africa and

establishing our presence in

South Africa, Ghana, Kenya,

Nigeria, Tanzania and Uganda.

With a focussed investment strategy towards expanding

iv

Making an impact in the USA, through the

Book Expo America - addressing the needs of our

clients and segments like the Dollar Store chains.

v

ENHANCINGPRODUCTS...

• EDUCATIONAL BOOKS

• LEARNING BOOKS

• PAPERBACKS

• COLOURING & ACTIVITY BOOKS

• STICKER BOOKS

• PAINT WITH WATER BOOKS

• PRESS & BUILD BOOKS

• BOOK PLUS FORMATS

• WRITE & WIPE BOOKS

• LARGE FORMATS

• 8x8 STORY BOOKS

• SPIRAL BOUND BOOKS

• CATALOGUES

• CALENDARS

• STATIONERY

Based on our core skills in the area of print and

design, we have specialised in niche product

categories. By value engineering products, we

have successfully delivered value to customers in

terms of cost, quality and time.

GEOGRAPHIES geographies, today we have footprints in several countries.

Making an impact in the USA, through the

Book Expo America - addressing the needs of our

clients and segments like the Dollar Store chains.

v

ENHANCINGPRODUCTS...

• EDUCATIONAL BOOKS

• LEARNING BOOKS

• PAPERBACKS

• COLOURING & ACTIVITY BOOKS

• STICKER BOOKS

• PAINT WITH WATER BOOKS

• PRESS & BUILD BOOKS

• BOOK PLUS FORMATS

• WRITE & WIPE BOOKS

• LARGE FORMATS

• 8x8 STORY BOOKS

• SPIRAL BOUND BOOKS

• CATALOGUES

• CALENDARS

• STATIONERY

Based on our core skills in the area of print and

design, we have specialised in niche product

categories. By value engineering products, we

have successfully delivered value to customers in

terms of cost, quality and time.

GEOGRAPHIES geographies, today we have footprints in several countries.

COLOURINGBOOKS

BOOKPLUS

STICKERWORKBOOKS

PAINT WITHWATER BOOKS

ACTIVITYBOOKS

SHAPE BOOKSPRESS OUT &BUILD BOOKS

8”X8”FORMATS

Our focus is on researching and developing new formats andtechniques that add tremendous value to our customers’ business. We have

printed millions of books for our global customers ranging from educational

books & paperbacks, to soft-cover books, to children’s books, to activity books,

to promotional books....We have added value through innovations and formats

such as paint-with-water, mystic pencil, sticker book, etc. Some of our clients

include Alligator, Arcturus, Autumn, Igloo, Top That etc. in the UK; Dalmatian,

Encyclopedia Britannica, Microsoft, Modern Publishing, Top Flight etc. in the

USA; and Ben & Co, E&D Publishing, MK Publishers, Mkuki Na Nyota, Mture,

etc. in Africa.

• NEW MARKETS •EDUCATIONALBOOKS

GRAPHIC NOVELS

EDUCATIONALBOOKS

CALENDARS

CATALOGUES

SPIRAL BOUNDBOOKS

LARGEPAPERBACKFORMAT

STATIONERY

NEW FORMATS • NEW TECHNIQUES •

PAPER BACKS

Our solutions approach has helped us get a strong

foothold in the global market. We have emerged

as effective Print and Content ProcessOutsourcing partners. Our customers in

India, USA, UK and Africa use our services in not

just print, but in all the parts of the value chain to

create and deliver products across the globe.

• PROJECT MANAGEMENT

• VALUE ENGINEERING

• CREATIVE & DESIGN

• SOURCING & PROCUREMENT

• PRINT & PRODUCTION

• MEDIA REPLICATION

• WAREHOUSING

• ASSEMBLY & DESPATCH

• RESEARCH & FORECASTING

• OBSOLESCENCE & INVENTORY CONTROL

• ORDER PROCESSING

• REPORTING SYSTEMS

• DATABASE MANAGEMENT

• INTERNET & CALL CENTRES

• CUSTOMER PROMOTIONS

ENHANCINGSERVICES...

GRAPHIC & CONTENTPROCESS SOLUTIONS

CONCEPT& DESIGN

ILLUSTRATION

EDITORIAL &TECHNICALCONTENT

DATA CAPTURE &PAGE COMPOSTION

viii

Our solutions approach has helped us get a strong

foothold in the global market. We have emerged

as effective Print and Content ProcessOutsourcing partners. Our customers in

India, USA, UK and Africa use our services in not

just print, but in all the parts of the value chain to

create and deliver products across the globe.

• PROJECT MANAGEMENT

• VALUE ENGINEERING

• CREATIVE & DESIGN

• SOURCING & PROCUREMENT

• PRINT & PRODUCTION

• MEDIA REPLICATION

• WAREHOUSING

• ASSEMBLY & DESPATCH

• RESEARCH & FORECASTING

• OBSOLESCENCE & INVENTORY CONTROL

• ORDER PROCESSING

• REPORTING SYSTEMS

• DATABASE MANAGEMENT

• INTERNET & CALL CENTRES

• CUSTOMER PROMOTIONS

ENHANCINGSERVICES...

GRAPHIC & CONTENTPROCESS SOLUTIONS

CONCEPT& DESIGN

ILLUSTRATION

EDITORIAL &TECHNICALCONTENT

DATA CAPTURE &PAGE COMPOSTION

viii

ix

Our vision is to grow into a 24x7 Content Development Centre in India for our global

customers. We aim to offer a comprehensive spectrum of creative services that addresss the need

for specific graphic design as well as large volumes of graphic electronic workflows.

Our skills in understanding graphic processes and design requirements is enabling us to emerge

as a strategic “Content Services Partner” to our clients worldwide.

Our clients include international publishers such as Encyclopedia Britannica, Modern Publishing,

Top That, Alligator etc, in the UK and US markets. And leading Indian publishers and corporates like

the Tata Group, Hindustan Lever, Oxford University Press, Orient Longman, Egmont Imagination etc.

GRAPHICDESIGN

BACKLISTCONTENTENHANCEMENT

PRE-PRESS

MEDIACONVERSION

BOOK PACKAGING(READY TO SELL)

IMAGING &COLOURISATION

ix

x

CONSOLIDATING &GROWING EXISTINGBUSINESSESIT FulfillmentOver the years, we have successfully grown our fulfillment businesses with Microsoft and other

IT companies. We handle multiple programmes such as MSAR (Microsoft Authorised

Replicator); MOC (Microsoft Official Curriculum) and other subscription based programmes.

Most of the major players in the IT segment such as Aptech, Hewlett Packard, IBM, Jetking, NIIT,

Sun Microsystems etc. are also among our clients. Our concentration lies in four essential areas:

Packaged Software, Educational Manuals, Technical Manuals and Telecom Kits.

Our Fulfillment chain encompasses all those services that are needed to make the product

available to the end user – right from design to print, order processing, database management,

assembly, kitting, internet and call centres, inventory management, warehousing and despatch.

We’ve also moved up the value chain by providing clients such as Aptech with IT content for

curriculum and non curriculum based books, lab and teacher guides.

TECHNICAL MANUALS

x

xi

PACKAGED SOFTWARETELECOM KITS

EDUCATIONALMANUALS

xi

MICROSOFT AUTHORISEDREPLICATOR PROGRAMME

xii

EDUCATIONALBOOKS

MAGAZINES

CHILDREN’SBOOKS

xii

We consolidated our stronghold in this segment by continuingto offer end to end solutions to customers who outsource theirannual requirements to us. We have emerged as a reliable andefficient partner for print and design for our clients in the areaof educational and retail publishing. Our clients in theeducational publishing include Oxford University Press,Orient Longman, Institute of Chartered Accountants of India(ICAI), Symbiosys, Jeevandeep Publishers, EgmontImagination, Maharashtra Knowledge Corporation Limited etc.

We also print large runs of magazines for our clients, such asFilmfare, Business World, Business Traveller PC Quest,Business Barons, New Woman, Cine Blitz, Glad Rags, MeriSaheli, Femina Girl, Hi Blitz, etc.

Publishing

xiiixiii

The primary focus in this segment continues toremain in the key areas of Customer

Relationship Management (CRM) andShareholder Relationship Management

(SRM), wherein we create annual communication programmes for our customers.

We have created promotions for brands like Surf,Nokia, Fair and Lovely, Cadbury etc.

In addition, we create annual reports, calendars,corporate brochures, websites, customer and

employee communication programmes etc. Ourcustomers include corporates like Central Bank

of India, Colgate, Hindustan Lever, Satyam,Tata Steel, the Tata Group, Wipro etc.

CRM PROGRAMMES• product promotions• brochures• calendars• house journals

SRM PROGRAMMES• annual reports• half yearly reports• web hosting• multimedia presentations

Corporate

xiv

AUGMENTINGINFRASTRUCTURECapacities and CapabilitiesWe have created new capacities and augmented existing infrastructure at our high-end printfacility, content centre and fulfillment facility, to meet the growing needs of our

domestic and international business segments. Our focus is to bring together technology and

skills to create a unique value proposition for all our customers. Our infrastructure includes the

entire value chain covering the content centre, digital pre-press centre, high-end printing

presses and post press equipment which includes binding and finishing lines, fulfillment

infrastructure which includes shrinkwrapping and packing units, warehousing & despatch etc.

xiv

OUR FACILITY AT NAVI MUMBAI

OUR CORPORATE OFFICE IN MUMBAI

Our content facilities

A ROAD MAPFOR THE FUTURE

xvi

Our people, our ability to adopt new technologies and our

skills at innovating solutions customised to different

business needs have been our growth drivers.

As we prepare ourselves for a new phase of growth, our

focus is clear. Our penetration into existing and new

geographies is an area of focus that will continue.

Graphic & content process solutions is an area which

provides us the springboard for greater growth. We plan to

augment our people, skills and infrastructure to capitalise

on the tremendous response we have received from the

export market - and also to further strengthen our positon

in India.

We plan to achieve our vision by continuing to enhance

services, expand geographies, acquire new clients,

consolidate existing businesses, and remain responsive to

every opportunity in every geography - existing and new.

The 4 Colour Mistubishi Diamond 3000 LS

The Commercial Heidelberg Harris 4 Colour Heat Set Web Offset Press

A WALKTHROUGHThe CPC 5 Colour Heidelberg Press

Muller Martini Perfect Binding

Muller Martini Saddle Stitching Line

Single Colour Presses

OUR FACILITIES

OUR CORPORATE OFFICE IN MUMBAI

Our content facilities

A ROAD MAPFOR THE FUTURE

xvi

Our people, our ability to adopt new technologies and our

skills at innovating solutions customised to different

business needs have been our growth drivers.

As we prepare ourselves for a new phase of growth, our

focus is clear. Our penetration into existing and new

geographies is an area of focus that will continue.

Graphic & content process solutions is an area which

provides us the springboard for greater growth. We plan to

augment our people, skills and infrastructure to capitalise

on the tremendous response we have received from the

export market - and also to further strengthen our positon

in India.

We plan to achieve our vision by continuing to enhance

services, expand geographies, acquire new clients,

consolidate existing businesses, and remain responsive to

every opportunity in every geography - existing and new.

FINANCIALS2004-2005BOARD OF DIRECTORS ............................ 02

FINANCIAL HIGHLIGHTS ......................... 03

DIRECTORS’ REPORT ................................ 04

AUDITORS’ REPORT ................................. 07

ANNUAL ACCOUNTS ............................... 10

Repro India Limited2

Vinod Vohra ChairmanSanjeev Vohra Managing DirectorDushyant Mehta Whole-Time DirectorMukesh Dhruve Whole-Time DirectorRajeev Vohra Whole-Time DirectorAlyque Padamsee Non-Executive DirectorNasser Munjee Non-Executive Director*

(Resigned w.e.f 10th January, 2005)U. R. Bhat Non-Executive DirectorSanjay Asher Non-Executive Director

K. Venkataraman Company Secretary

* Mr. Munjee is now a consultant to the Company.

B O A R D O F D I R E C T O R S

Bankers

Export-Import Bank of India

Standard Chartered Bank

State Bank of Travancore

ING Vysya Bank Ltd.

Auditors

RSM & Co.

Solicitors

Crawford Bayley & Co.

FacilityPlot No. 50/2, TTC Industrial Area,

MIDC, Mahape,

Navi Mumbai - 400 710.

Registered Office :Marathe Udyog Bhavan, 2nd Floor,

Appasaheb Marathe Marg, Prabhadevi,

Mumbai - 400 025, India.

UK11 Northend Road,

London NW11 7RJ.

USA1836, Glenwold Dr., Paoli,

PA 19301, USA.

Nigeria

7, Sapara Williams Close,Victoria Island, Lagos, Nigeria

GhanaP.O. Box - 7594,Accra - North,Accra - Ghana

TanzaniaP.O. Box - 7534,Dar Es SalamTanzania

KenyaP.O. Box - 49726,0100 Nairobi, Kenya

IndiaBaroda

True Concept, Gordhan Jethabhi Estate,Near Bajwa Post Office,Baroda - 391 310.

Delhi

S-311, Vivekanand Apartments,Sector-5, Dwarka,New Delhi - 110 045.

Bangalore

Fern Saroj Apartment,A-406, 7th A Cross,Lal Bahadur Shastri Nagar,Bangalore - 560 017.

Representative Offices :

Africa

South AfricaP.O. Box 752400Garden View 2047,Johannesburg,Rep. of South Africa

• E-mail: [email protected] • Website: www.reproindialtd.com

Repro_AR2K4-5_Dlx_01-03.Pmd 11/14/05, 8:25 PM2

3Repro India Limited

F I N A N C I A L H I G H L I G H T S

2005 2004 2003 2002 2001 2000 1999

1. Sales ................................................................ 8,664 8,154 7,169 6,094 5,890 4,900 3,913

2. Gross Profit (PBIDT) ........................................ 1,217 981 1,188 1,101 1,477 1,394 1,003

Gross Profit as % of Income ........................... 14% 12% 17% 18% 24% 28% 25%

3. Interest ............................................................. 245 183 270 361 487 537 427

4. Depreciation ..................................................... 369 305 282 270 260 232 184

5. Profit Before Tax .............................................. 603 493 636 469 730 625 392

6. Provision for Tax .............................................. 157 131 179 70 69 77 42

7. Net Profit (PAT) ................................................ 446 362 458 399 661 548 350

8. Net Worth ........................................................ 3,153 2,795 2,517 3,387 3,116 2,598 2,241

9. Fixed Assets - Gross Block ............................. 7,227 6,727 5,573 5,675 5,425 5,270 4,618

10. Long Term Loans Outstanding ......................... 1,934 1,612 1,207 1,547 1,975 2,312 2,517

11. Long Term Loans Repayment .......................... 447 542 556 429 400 629 634

12. Debt Equity Ratio ............................................. 0.61 0.58 0.48 0.46 0.63 0.89 1.12

13. Earning Per Share (EPS) .................................. 5.67 4.61 5.82 5.08 8.41 *6.97 8.95

14. Cash Earning Per Share (CEPS) ...................... 10.38 8.56 9.47 8.80 11.94 *10.41 14.56

15. Return on Net Worth (RONW) ........................ 14% 13% 18% 12% 21% 21% 16%

* On increased Share Capital after the issue of 392.96 lacs shares, as Bonus Shares during the year.

(Rs. in Lacs)

Repro_AR2K4-5_Dlx_01-03.Pmd 11/14/05, 8:25 PM3

Repro India Limited4

D I R E C T O R S ’ R E P O R T

NET WORTH FIXED ASSETS

Dear Shareholders,

Your Directors present the Annual Report together with the auditedBalance Sheet and Profit and Loss Account of the Company for theyear ended on March 31, 2005.

Financial Results(Rs. in Lacs)

Year ended 31st March,

2005 2004

Sales 8664 8154Profit before interest,depreciation and taxation 1217 981Interest 245 183Depreciation 369 305Profit before tax 603 493Provision for Current Year Tax 145 101Provision for Deferred Tax 12 30Profit after Tax 446 362Transfer to General Reserve 45 36Proposed Dividend 79 79Tax on Dividend 11 10

Review of Operations and Future OutlookDuring the year under review, your Company entered the next phaseof its growth trajectory. The key highlight for the last year was thegrowth achieved by your Company in the area of exports. Thegrowth of the Company in this segment within the short span sinceit entered the international market was signified by your Companyachieving the status of One Star Export House – a status awarded

to very few companies – and only those who show tremendousgrowth in export. Within exports, your Company focussed on keygeographies i.e. USA, UK and Africa.USAHaving already made a significant impact in this geography, yourcompany made inroads with new clients and products. Byfollowing a strategy of value addition, your Company opened upnew formats and product categories – which include stickerbooks, press out and build books, stationery and children’s booksin the dollar store segment. It also added on new clients, whilealso increasing business with existing clients. Your Company hada significant presence at the Book Expo of America, USA’s leadingBook Fair.UKYour Company embarked into exports through the UK market twoyears ago. With an increasing presence in this market, as in the US,in the UK too we added on new clients and a wider product range.By continuing to participate in the London Book Fair, your Companyhas further entrenched itself in this market segment.AfricaYour Company has explored the market potential in Africa’s majorcountries. These include Tanzania, Kenya, Uganda, Nigeria, Ghanaand South Africa. Tapping the huge market in the education booksegment, your Company has bagged several projects in thesecountries, many of which are funded by the World Bank and otherfunding organisations.ContentThis is an area your Company has explored. With a comprehensiverange of services, it has opened opportunities with some of theworld’s largest publishers, to function as their back-end contentsolutions provider. This is expected to be an area of growth for thecoming years.

* Reduced on account of provisions made as per Accounting Standards for (1) impairment of assets (AS-28) and (2) deferred tax liability (AS-22), issued by ICAI.

*

Repro_AR2K4-5_Dlx_04-06.Pmd 11/14/05, 8:26 PM4

5Repro India Limited

SALES INTEREST

IT FulfillmentYour Company continued its position of leadership in this segment.Its businesses with Microsoft continued to grow.PublishingIn this segment, where your Company already has a position ofstrength in the domestic market, it made further inroads by addingon newer clients while also increasing businesses with existing clients.CRM and CorporateThese two segments, which have always been driven by valueaddition continued to be highly regarded by our clients. We addedon newer and prestigious clients to our portfolio. This segmentcontinues to be an area of core strength.In order to plan for the growth expected from the above mentionedinitiatives, your Company continued to invest in skills andinfrastructure – with an aggressive plan for further investment inorder to achieve the growth it has charted out for the coming year,with the opening up of newer segments and geographies.Transfer to ReservesYour Directors are pleased to report that with a view to reconfirmthe financial strength of the Company, a sum of Rs. 44.58 lacs,being 10% of the profits of the year under review, has beentransferred to the General Reserves of the Company.DividendYour Directors recommend declaration of dividend of Re.1/- perEquity share of Rs.10/- for the year ended on March 31, 2005.Further Issue of CapitalThe business avenues of the Company are widening and newspheres of activities are opening up, in the Export segment as wellas with our clients in India. With a view to mobilize funds for theon-going and developing activities of the Company, the need foradditional and long term source of funds has arisen. The funds,estimated to be generated, by way of a proposed public issue willbe used to meet and fulfill these requirements.

As a first step towards this direction, your Directors propose toenter into the capital market with an Initial Public Offer (IPO) ofEquity shares of the Company, aggregating to approximatelyRs. 6000 lacs, at an appropriate time, subject to approval of theshareholders, in the forthcoming General Meeting.Auditors’ ReportThe Notes on Accounts referred to by the Auditors in their reportare self-explanatory and do not require any further clarification.Fixed DepositsThe Fixed Deposits Scheme is being continued in the ensuing yearin view of the consistent response your Company has been receivingduring the year under review.AuditorsThe Auditors M/s. RSM & Co., Chartered Accountants, Mumbai,retire at the conclusion of the forthcoming Annual General Meetingand, being eligible, offer themselves for re-appointment.DirectorsDuring the year under review, Mr. Nasser Munjee, a Director of theCompany resigned from his directorship in the Company, w.e.f 10thof January 2005, due to personal reasons.Mr. Alyque Padamsee and Mr. U.R. Bhat, Directors of the Company,retire by rotation and being eligible, offer themselves forre-appointment.PersonnelNone of the employees of the Company are covered under theprovisions of Section 217(2A) of the Companies Act, 1956 readwith the Companies (Particulars of Employees) Rules 1975, asamended.ESOP SchemeDuring the year under review no ESOPs have been granted and novesting has taken place.It may also be noted that the ESOP Scheme, launched by theCompany in the year 1999 provided for a vesting period of four

Repro_AR2K4-5_Dlx_04-06.Pmd 11/14/05, 8:26 PM5

Repro India Limited6DISTRIBUTION

D I R E C T O R S ’ R E P O R T

years commencing from 14th June, 2001 and till the validity of thesame, being 14th June, 2005, no vesting has taken place.Conservation of Energy, Technology Absorptionand Foreign Exchange Earnings and OutgoConservation of Energy:As required under Section 217(1)(e) of the Companies Act, 1956,(including any statutory modifications or re-enactment thereof forthe time being in force) read with Rule 2 of the Companies(Disclosure of Particulars in the Report of Board of Directors) Rules1988, your Company is not covered by the Schedule of Industrieswhich are required to furnish the information in Form ‘A’. However,your Company has continued to lay a special emphasis in creatingawareness on conservation of energy.Technology Absorption:The Company does not have any arrangements for technicalcollaboration. The Company has always used the latest technologyavailable in the industry. Accordingly, the Company has procuredthe latest equipment and its personnel are trained from time totime, on the use, operation and maintenance of such highlysophisticated equipment.Foreign Exchange Earnings and Outgo:The foreign exchange earnings of the Company during the yearwere Rs. 2605 lacs while the outgoings were Rs. 1723 lacs(including value of materials imported).Report on Corporate GovernanceAudit Committee:The Audit Committee of the Board of Directors continues to review,act and report to the Board of Directors with respect to various auditingand accounting policies, matters and disclosure practices. The AuditCommittee also advises the management on various areas tocontinuously strengthen the Internal Audit systems of the Company.During the year, three meetings of the Audit Committee were heldand their recommendations are being implemented.Employee Welfare Schemes:During the year under review, a large number of employees haveutilised the Company’s corporate tie-ups with leading housing

financial institutions at competitive rates for purchasing dwellingunits of their own.Gratuity Liability of the Company in all cases has been dischargedpromptly through LIC of India.Directors’ Responsibility StatementPursuant to Section 217(2AA) of the Companies Act, 1956, theDirectors confirm that:a. in the preparation of the annual accounts, the applicable

accounting standards have been followed and no materialdepartures have been made from the same;

b. the Directors have selected such accounting policies and appliedthem consistently and made judgements and estimates thatare reasonable and prudent so as to give a true and fair view ofthe state of affairs of the Company at the end of the financialyear and of the profit of the Company for that period;

c. the Directors have taken proper and sufficient care for themaintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding the assets ofthe Company and for preventing and detecting fraud and otherirregularities;

d. the Directors have prepared the annual accounts on a goingconcern basis.

AcknowledgementsThe Directors thank the Company’s customers, suppliers, bankers,central and state governments and shareholders for their consistentsupport. The Directors also sincerely acknowledge the significantcontributions made by all the employees for their dedicated servicesto the Company.

For and on behalf of the Board of Directors

VINOD VOHRAChairman

MumbaiAugust 11, 2005

Repro_AR2K4-5_Dlx_04-06.Pmd 11/14/05, 8:26 PM6

7Repro India Limited

A U D I T O R S ’ R E P O R Tto the members of REPRO INDIA LIMITED

1. We have audited the attached balance sheet of Repro IndiaLimited, as at March 31, 2005, the profit and loss accountand also the cash flow statement for the year ended on thatdate annexed thereto (all together referred to as ‘the financialstatements’). These financial statements are the responsibilityof the Company’s management. Our responsibility is toexpress an opinion on these financial statements based onour audit.

2. We conducted our audit in accordance with the auditingstandards generally accepted in India. Those Standards requirethat we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free ofmaterial misstatement. An audit includes examining, on a testbasis, evidence supporting the amounts and disclosures in thefinancial statements. An audit also includes assessing theaccounting principles used and significant estimates made bymanagement, as well as evaluating the overall financialstatement presentation. We believe that our audit provides areasonable basis for our opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, weenclose in the Annexure a statement on the matters specifiedin paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to above,we report that :i. we have obtained all the information and explanations,

which to the best of our knowledge and belief werenecessary for the purposes of our audit;

ii. in our opinion, proper books of account as required bylaw have been kept by the Company so far as appearsfrom our examination of those books;

iii. the balance sheet, profit and loss account and cashflow statement dealt with by this report are inagreement with the books of account;

iv. in our opinion, the balance sheet and profit and lossaccount dealt with by this report comply with theaccounting standards referred to in sub-section (3C) ofSection 211 of the Companies Act, 1956;

v. on the basis of written representations received fromthe directors, as on March 31, 2005 we report that noneof the directors is disqualified as on March 31, 2005from being appointed as a director in terms of clause(g) of sub-section (1) of Section 274 of the CompaniesAct, 1956;

vi. in our opinion and to the best of our information andaccording to the explanations given to us, the saidaccounts read together with the notes thereon give theinformation required by the Companies Act, 1956, inthe manner so required and give a true and fair view inconformity with the accounting principles generallyaccepted in India:a. in the case of the balance sheet, of the state of

affairs of the Company as at March 31, 2005;b. in the case of the profit and loss account, of the

profit for the year ended on that date; andc. in the case of the cash flow statement, of the

cash flows of the Company for the year ended onthat date.

For RSM & Co.Chartered Accountants

VIJAY N. BHATTPartnerMembership Number: F-36647

MumbaiAugust 11, 2005

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM7

Repro India Limited8

1. a. The Company has maintained proper records showingfull particulars including quantitative details and situationof fixed assets.

b. As informed and represented to us, duringthe year, the management has carried outphysical verification of its fixed assets exceptoffice equipments and furniture and fixturesand no material discrepancies were noticedon such verification.

c. In our opinion and according to the information andexplanations given to us, the Company has not disposedoff a substantial part of fixed assets during the yearthereby affecting the going concern.

2. a. The inventory has been physically verified during theyear by the management. In our opinion, the frequencyof verification is reasonable.

b. The procedures of physical verification of inventoriesfollowed by the management are reasonable andadequate in relation to the size of the Company and thenature of its business.

c. The Company is maintaining proper records of inventoryof traded goods. The discrepancies noticed onverification between the physical stocks and the bookrecords maintained by the Company were not material.The physical stock of finished goods could not be verifiedwith book records, as no such records were maintainedby the Company due to the nature of the industry.

3. According to the information and explanations given to us,the Company has not granted or taken any loans, secured orunsecured to/from companies, firms, or other parties coveredin the register maintained under Section 301 of the CompaniesAct, 1956. Accordingly, clauses (b), (c), (d), (f) and (g) ofParagraph 4(iii) of the said Order relating to the rate of interestand other terms and conditions of loans, regularity of receipt/repayment of principal and interest, and steps for recovery ofoverdue amount in excess of Rupees One lac are notapplicable.

4. In our opinion and according to the information andexplanations given to us, there are adequate internal controlprocedures commensurate with the size of the Company andthe nature of its business with regard to purchase of inventory,fixed assets and with regard to the sale of goods and services.During the course of our audit, we have not observed anycontinuing failure to correct major weakness in internal controlsystem.

5. According to the information and explanations given to usand based on the disclosure of interest made by the directorsof the Company, there are no particulars of contracts orarrangements referred to in Section 301of the Companies

Act, 1956 which need to be entered in the register requiredto be maintained under that section.

6. In our opinion and according to information and explanationsgiven to us, the Company has accepted deposits from thepublic and has complied with the provisions of Section 58Aof the Companies Act, 1956 and the rules framed thereunder.

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

8. The Central Government has not prescribed maintenance ofcost records under Section 209(1)(d) of the Companies Act,1956 for any of the activities of the Company.

9. a. According to the information and explanations given tous the Company is generally regular in depositing withappropriate authorities applicable undisputed statutorydues including provident fund, investor education andprotection fund, employees’ state insurance, incometax, sales tax, wealth tax, service tax, custom duty,excise duty, cess and other statutory dues applicableto it.

b. According to the information and explanations given tous, no undisputed amounts payable in respect ofprovident fund, investor education and protection fund,employees’ state insurance, income tax, sales tax,wealth tax, service tax, custom duty, excise duty, cessand other statutory dues were outstanding, as at March31, 2005 for a period of more than six months from thedate they became payable.

c. According to the records of the Company, except fordues of Rs. 2,474,248 of income tax for AssessmentYear 2002-2003, against which the appeal is pendingbefore Commissioner of Income Tax - Appeals, Mumbai,there are no other dues of sales tax, income tax,customs duty, wealth tax, service tax, excise duty andcess, which have not been deposited on account ofany dispute.

10. The Company does not have accumulated losses as at theyear-end. The Company has not incurred cash losses duringthe financial year covered by our audit and the immediatelypreceding financial year.

11. In our opinion and according to the information andexplanations given to us, the Company has not defaulted inrepayment of dues to a financial institution, bank or debentureholders.

12. The Company has not granted any loans and advances onthe basis of security by way of pledge of shares, debenturesand other securities and therefore paragraph 4(xii) of the saidOrder relating to maintenance of documents and records isnot applicable.

A N N E X U R E T O T H E A U D I T O R S ’ R E P O R T[Referred to in paragraph 3 of our report of even date]

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM8

9Repro India Limited

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore the provisions ofparagraph 4(xiii) of the said Order relating to compliance withthe provisions of special statute relevant to chit fund andnidhi/mutual benefit/societies are not applicable to theCompany.

14. In our opinion, the Company is not dealing or trading in shares,securities, debentures and other investments. Accordingly,provisions of paragraph 4(xiv) of the said Order relating tomaintenance of proper records, timely entries and holdinginvestments in own name are not applicable to the Company.

15. According to the information and explanations given to us,the Company has not given any guarantee for the loans takenby others from bank or financial institutions.

16. Accoring to the information and explanations given to us andin our opinion, the term loans were applied for the purposefor which the loans were obtained.

17. In our opinion, according to the information and explanationsgiven to us and on an overall examination of the balance sheetof the Company, we report that, no funds raised on short-term basis have been used for long-term investment.

18. 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 registermaintained under Section 301 of the Companies Act, 1956.

19. According to the information and explanations given to us,during the period covered by our audit report, the Companyhas not issued any debentures.

20. According to the information and explanations given to us,the Company has not raised monies by public issues duringthe year and accordingly paragraph 4(xx) of the said Orderrelating to end use of money raised is not applicable.

21. According to the information and explanations given to us,no fraud on or by the Company has been noticed or reportedduring the course of our audit.

For RSM & Co.Chartered Accountants

VIJAY N. BHATTPartnerMembership Number: F-36647

MumbaiAugust 11, 2005

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM9

Repro India Limited10

Schedule As at As atNo. 31.3.2005 31.3.2004

Rupees Rupees

SOURCES OF FUNDS :SHAREHOLDERS’ FUNDSShare Capital A 78,591,120 78,591,120Reserves and Surplus B 237,098,646 201,481,078

315,689,766 280,072,198LOAN FUNDS

Secured Loans C 409,757,510 257,698,085Unsecured Loans D 1,549,000 101,937,000

DEFERRED TAX LIABILITY(Refer note 13 to Schedule “U”) 91,550,705 90,325,196

502,857,215 449,960,281TOTAL 818,546,981 730,032,479

APPLICATIONS OF FUNDS :FIXED ASSETS EGross Block 722,712,559 672,688,045Less : Depreciation 231,235,142 194,497,220

Net Block 491,477,417 478,190,825Capital Work-in-Progress — 2,207,118

INVESTMENTS F — 160,000

CURRENT ASSETS, LOANS AND ADVANCESInventories G 112,512,563 67,772,248Sundry Debtors H 261,070,380 225,611,400Cash and Bank Balances I 27,246,250 72,284,180Other Current Assets J 223,689 86,900Loans and Advances K 62,157,388 41,441,459

463,210,270 407,196,187LESS : CURRENT LIABILITIES AND PROVISIONSCurrent Liabilities L 127,195,003 149,029,262Provisions M 9,352,943 9,235,377

136,547,946 158,264,639

Net Current Assets 326,662,324 248,931,548

MISCELLANEOUS EXPENDITURE N 407,240 542,987(to the extent not written off or adjusted)

TOTAL 818,546,981 730,032,479

Notes to Account U

B A L A N C E S H E E Tas at March 31, 2005

As per our Report of even date For and on behalf of the Board of DirectorsFor RSM & Co.Chartered Accountants SANJEEV VOHRA Managing Director

VIJAY N. BHATT MUKESH DHRUVE Director

Partner (F-36647)

K. VENKATARAMAN Company Secretary

Mumbai, August 11, 2005 Mumbai, August 11, 2005

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM10

11Repro India Limited

Schedule For the year For the yearNo. ended 31.3.2005 ended 31.3.2004

Rupees Rupees

INCOME

Sales (Net) O 866,399,689 815,375,068Other Income P 3,299,728 2,869,578

869,699,417 818,244,646

EXPENDITURE

Cost of Materials Q 485,566,611 467,670,261Employee Emoluments R 88,256,770 81,914,547Operating and Other Expenses S 174,197,382 170,595,142Interest and Finance Charges T 24,474,113 18,263,975Depreciation 36,879,972 30,549,865

809,374,848 768,993,790

PROFIT BEFORE TAX 60,324,569 49,250,856

Less : Provision for Tax– Current 14,500,000 10,075,000– Deferred 1,225,510 2,976,069

Less : Taxation for Earlier Year 20,139 917

PROFIT AFTER CURRENT 44,578,920 36,198,870YEAR TAX

PROFIT FOR THE YEAR 44,578,920 36,198,870

Balance in Profit and Loss Account brought forward 189,748,127 166,035,205

Profit available for appropriation 234,327,047 202,234,075

APPROPRIATIONS

Transfer to General Reserve 4,457,892 3,619,887Proposed Dividend 7,859,112 7,859,112Tax on Dividend 1,102,240 1,006,949

13,419,244 12,485,948

BALANCE CARRIED TO BALANCE SHEET 220,907,803 189,748,127

Earnings Per Share - Basic and diluted 5.67 4.61(Refer note 10 to Schedule “U”)

Notes to Account U

P R O F I T A N D L O S S A C C O U N T

for the year ended March 31, 2005

As per our Report of even date For and on behalf of the Board of DirectorsFor RSM & Co.Chartered Accountants SANJEEV VOHRA Managing Director

VIJAY N. BHATT MUKESH DHRUVE Director

Partner (F-36647)

K. VENKATARAMAN Company Secretary

Mumbai, August 11, 2005 Mumbai, August 11, 2005

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM11

Repro India Limited12

For the year For the yearended 31.3.2005 ended 31.3.2004

Rupees Rupees Rupees RupeesCASH FLOWS FROM OPERATING ACTIVITIES :Net Profit before taxation and extraordinary items 60,324,569 49,250,856Adjustments for :Depreciation 36,879,972 30,549,865Interest income (617,203) (284,323)Dividend received (35,860) (45,720)(Profit)/Loss on sale of assets (net) 128,229 3,557,472(Profit)/Loss on sale of Investment (net) (1,468,771) —Interest expenses 24,474,113 22,118,184Foreign exchange rate fluctuation (114,775) (2,247,678)Amortisation of miscellaneous expenditure 135,746 488,580

59,381,451 54,136,380Operating Profit before working capital change 119,706,020 103,387,236(Increase)/Decrease in Inventories (44,740,314) 7,656,108(Increase)/Decrease in Loans and Advances (20,194,238) (8,133,350)(Increase)/Decrease in Sundry Debtors (35,458,980) (48,295,416)(Decrease)/Increase in Current Liabilities and Provisions (22,638,518) 79,521,532(Increase)/Decrease in Non-current assets — —

(123,032,050) 30,748,874Cash generated from operations (3,326,030) 134,136,110Income taxes paid (15,021,691) (12,475,133)Cash flow before extraordinary items (18,347,721) 121,660,977Proceed from extraordinary items — —Net Cash (used)/generated from operating activities (18,347,721) 121,660,977CASH FLOWS FROM INVESTING ACTIVITIES :Purchase of fixed assets includingcapital work in progress (50,538,771) (120,147,242)Proceed from sale of assets 150,000 7,545,156Proceed from sale of Investment 1,628,771 —Interest received 480,414 215,925Dividend received 35,860 45,720Net Cash (used)/generated in investing activities (48,243,726) (112,340,441)CASH FLOWS FROM FINANCING ACTIVITIES :Proceeds from bank borrowings-Term Loanrupee borrowings 6,811,381 7,000,000Repayment of long term rupee borrowings (6,660,297) (6,830,100)(Decrease)/Increase in Working Capital Borrowings 119,509,037 70,156,519Proceeds from Commercial paper 80,000,000 300,010,000Repayment of Commercial paper (180,000,000) (200,010,000)Proceeds from bank borrowings-Term Loanforeign currency borrowings 152,548,842 141,801,664Repayment of long term borrowingsforeign currency borrowings (119,273,708) (225,900,483)Proceeds from Fixed Deposits 285,000 585,000Repayment of Fixed Deposits (673,000) (615,000)Proceeds of loan from finance companies net 1,554,418 1,453,065Repayment of intercorporate loan — (2,025,000)Repayment under deferred payment credit — (216,046)Interest Paid (23,661,956) (21,675,922)Dividend Paid (7,859,112) (7,859,112)Dividend tax (1,027,088) (1,002,037)Net cash (used)/generated in financing activities (21,553,517) 54,872,548Net increase/(decreas) in cash and cash equivalents (45,037,930) 64,193,084Cash and equivalent at beginning of the period 72,284,180 8,091,096Cash and equivalents at end of the period 27,246,250 72,284,180

C A S H F L O W S T A T E M E N Tfor the year ended March 31, 2005

As per our Report of even date For and on behalf of the Board of DirectorsFor RSM & Co.Chartered Accountants SANJEEV VOHRA Managing Director

VIJAY N. BHATT MUKESH DHRUVE DirectorPartner (F-36647)

K. VENKATARAMAN Company Secretary

Mumbai, August 11, 2005 Mumbai, August 11, 2005

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM12

13Repro India Limited

As at As at31.3.2005 31.3.2004

Rupees Rupees

SCHEDULE “A”SHARE CAPITAL

AUTHORISED25,000,000 Equity shares of Rs.10 each 250,000,000 250,000,000

ISSUED, SUBSCRIBED AND PAID UP7,859,112 Equity shares of Rs.10 each fully paid-up 78,591,120 78,591,120Of the above –4,335,012 Equity shares are allotted as fully paid up bonus sharesby capitalisation of profits17,500 Equity shares are allotted as fully paid-up pursuantto the scheme of amalgamation for consideration other than cash

78,591,120 78,591,120

SCHEDULE “B”RESERVES AND SURPLUS

Capital Reserve 124,467 124,467Investment Allowance Reserve (utilised) 492,597 492,597General Reserve

As per last balance sheet 11,115,887 7,496,000Add : Transferred during the year 4,457,892 3,619,887

15,573,779 11,115,887

Balance in Profit and Loss Account 220,907,803 189,748,127

237,098,646 201,481,078

SCHEDULE “C”SECURED LOANS[Refer note 4 to Schedule “U”]

Term Loans :From Banks/Institutions- Rupee Loan 4,550,000 5,950,000

- Foreign Currency Loan 172,288,675 141,429,411

Others :From Finance Companies - Equipment Loan 11,666,263 10,115,179

- Vehicle Loan 3,330,918 1,776,500Working Capital Loans from Banks 217,921,654 98,412,617Interest accrued and due — 14,378

409,757,510 257,698,085

SCHEDULE “D”UNSECURED LOANS

Commercial Paper[Maximum amount outstanding during the year Rs. 100,000,000 — 100,000,000(Previous Year Rs. 100,000,000)]Fixed Deposits 1,549,000 1,937,000

1,549,000 101,937,000

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM13

Repro India Limited14

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

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Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM14

15Repro India Limited

As at As at31.3.2005 31.3.2004

Rupees Rupees

SCHEDULE “F”INVESTMENTS(Non-trade, Long-term at cost)

Quoted800 Equity Shares of HDFC Bank Limited of Rs.10 each fully paid-up — 46,00011,400 Equity Shares of Andhra Bank of Rs.10 each fully paid up — 114,000

— 160,000

Aggregate market value of quoted investment — 879,520

SCHEDULE “G”INVENTORIES[As taken, valued and certified by the management][For mode of valuation refer note 1(d) to Schedule “U”]

Stores, Spares and Packing Materials 22,697,651 12,937,368Raw Materials 80,035,066 47,335,319Finished Goods 3,496,104 2,818,217Stock-in-Process 3,663,642 4,681,344Goods in Transit 2,620,100 —

112,512,563 67,772,248

SCHEDULE “H”SUNDRY DEBTORS(Unsecured, Considered good)

Debt outstanding for a period exceeding six months 24,921,635 11,352,523Others 236,148,745 214,258,877

261,070,380 225,611,400

SCHEDULE “I”CASH AND BANK BALANCES

Cash on Hand 4,135,640 1,334,723[Including stamps on hand Rs. 118,366/- (Previous year Rs. 130,083)]Fund in transit — 47,729,000Balances with Scheduled Banks :

in Current Accounts 16,230,675 17,496,861as Margin Money in Fixed Deposit 6,879,935 5,723,596

27,246,250 72,284,180

SCHEDULE “J”OTHER CURRENT ASSETS

Interest Receivable 223,689 86,900

223,689 86,900

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM15

Repro India Limited16

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

As at As at31.3.2005 31.3.2004

Rupees Rupees

SCHEDULE “K”LOANS AND ADVANCES(Unsecured, Considered good)

Advances recoverable in cash 40,701,340 30,754,023or in kind or for value to be receivedDeposits 17,681,997 7,435,076Advance Income Tax Paid (Net of Provision) 3,774,051 3,252,360

62,157,388 41,441,459

SCHEDULE “L”CURRENT LIABILITIES

Acceptances 27,956,116 19,441,627Sundry Creditors for Goods & Services 70,954,778 68,377,802Sundry Creditors for Capital Goods 11,939,040 40,840,304[refer Note 16 to Schedule “U”]Advances from Customers 2,339,007 6,951,539Other Liabilities 12,751,643 12,990,106Interest accrued but not due 1,254,419 427,884

127,195,003 149,029,262

SCHEDULE “M”PROVISIONS

Proposed Dividend 7,859,112 7,859,112Tax on Proposed Dividend 1,102,240 1,006,949Provision for Leave Encashment 391,591 369,316

9,352,943 9,235,377

SCHEDULE “N”MISCELLANEOUS EXPENDITURE(to the extent not written off or adjusted)Expenses for Increase in Authorised Share Capital 407,240 542,987

407,240 542,987

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17Repro India Limited

For the yearrrrr For the yearended 31.3.2005 ended 31.3.2004

Rupees Rupees

SCHEDULE “O”SALESSales 850,746,246 812,108,395Export Incentives 15,653,443 3,266,673

866,399,689 815,375,068

SCHEDULE “P”OTHER INCOME

Interest Income (Gross) 617,203 284,323[Tax deducted at source Rs. 1,25,273 (Previous year Rs. 49,405)]Dividend from long-term investments 35,860 45,720Insurance Claim Received 189,874 1,004,365Bad Debts Recovered 155,600 8,308Profit on Sale of Investment 1,468,771 —Foreign Exchange Fluctuation (net) 273,882 413,108Miscellaneous Income 558,538 1,113,754

3,299,728 2,869,578

SCHEDULE “Q”COST OF MATERIALSRaw Materials Consumed :Opening Stock 47,335,319 51,268,198

Add : Purchases 468,527,471 412,018,011Less : Closing Stock 80,035,066 47,335,319

435,827,724 415,950,890

Stores and Packing Material Consumed [net of Packing Income] 49,399,072 46,991,372(Increase)/Decrease in StockOpening Stock

Finished Goods 2,818,217 5,748,274Stock-in-Process 4,681,344 6,479,286

7,499,561 12,227,560Closing Stock

Finished Goods 3,496,104 2,818,217Stock-in-Process 3,663,642 4,681,344

7,159,746 7,499,561

339,815 4,727,999

485,566,611 467,670,261

SCHEDULE “R”EMPLOYEE EMOLUMENTS

Salaries, Wages and Bonus 77,854,113 71,584,155Company’s Contribution to Provident Fund and Other Funds 4,476,461 4,108,180Staff Welfare Expenses 4,789,914 5,301,315Gratuity 889,797 721,790Leave Encashment 246,485 199,107

88,256,770 81,914,547

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Repro India Limited18

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

For the year For the yearended 31.3.2005 ended 31.3.2004

Rupees Rupees

SCHEDULE “S”OPERATING AND OTHER EXPENSES

Power and Fuel 18,065,864 14,629,893Labour Charges 31,559,137 54,753,455Hire Charges 3,885,344 3,660,397Commission and Brokerage 2,898,463 215,576Sales and Business Promotion 17,140,800 12,207,045

Repairs and Maintenance :on Buildings 457,260 417,869on Plant and Machinery 14,008,597 8,366,520on Others 4,566,070 5,029,992

19,031,927 13,814,381

Auditors’ Remuneration :Audit Fees (inclusive of service tax) 330,600 220,875Tax Audit Fees (inclusive of service tax) 55,100 54,000Other Matters 87,810 232,200Out-of-Pocket Expenses 4,397 5,430

477,907 512,505

Rent, Rates and Taxes 9,577,755 6,208,567Legal, Professional and Consultancy Charges 5,371,245 5,274,049Travelling and Conveyance 20,975,768 14,979,889Transport and Courier Charges (net) 18,722,872 12,891,433Telephone Charges 4,464,968 5,124,014Insurance 3,104,556 2,899,430Royalty 1,095,974 1,269,333Directors’ Sitting Fees 60,000 40,000Processing Charges 334,983 1,824,163Profit/(Loss) on Sale of Assets (net) 128,229 3,557,472Artwork and Design Charge 3,674,843 3,160,993Bad Debts and Other Sundry Balances Written-off (net) 2,548,303 4,158,738Donations 5,000 47,461Miscellaneous Expenses 10,937,698 8,877,768Deferred Revenue Expenses Written-off 135,746 488,580

174,197,382 170,595,142

SCHEDULE “T”INTEREST AND FINANCE CHARGES

On Fixed Period Loans 12,290,422 10,517,555On Cash Credit/Overdraft Facilities 4,967,968 2,009,037Other Interest and Finance Charges 7,215,723 5,737,383

24,474,113 18,263,975

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19Repro India Limited

SCHEDULE “U”

NOTES TO ACCOUNT

1. Significant Accounting Policies

a. Basis of Accounting

The financial statements are prepared under the historical cost convention, on accrual basis of accounting and in conformitywith the accounting principles generally accepted in India. The preparation of financial statements in conformity with generallyaccepted accounting principles requires the management to make estimates and assumptions that affect the reported amountsof assets and liabilities and the disclosure of contingent assets and liabilities as at the date of financial statements and thereported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates.

b. Fixed Assets

Fixed assets are stated at their original cost of acquisition/installation less accumulated depreciation. The actual cost capitalisedincludes freight, installation cost , duties and taxes, finance charges and other incidental expenses incurred during the construction/installation stage. Adjustments arising from exchange rate variations relating to borrowings attributable to fixed assets are alsocapitalised. Subsequent expenditure, which substantially enhances the previously assessed standard of performance of theassets, is added to the carrying value. Costs also include all identifiable expenditure incurred to bring the assets to its presentcondition and location.

c. Depreciation

Depreciation is provided on fixed assets [other than leasehold land and assets acquired on deferred payment credits/financelease] on straight-line basis at the rates and in the manner prescribed under Schedule XIV to the Companies Act, 1956.Subsequent adjustments on account of exchange rate variations are depreciated over the remaining economic useful life of therelevant asset. Leasehold land is amortized over the un-expired period of lease on a straight-line basis.

Assets acquired on deferred payment credit/finance lease are generally depreciated over the period of economic useful life ofassets on a straight-line basis unless there is no reasonable certainty that the ownership of the asset would be obtained at theend of the agreement term. Where there is no reasonable certainty that the ownership of the asset would be obtained at theend of the agreement term such assets are depreciated over the shorter of the contract term or the asset’s useful life inaccordance with the Company’s normal depreciation policy.

d. Inventories

i. Raw materials, stores and spares and packing materials ascertained on FIFO basis are valued at lower of cost or netrealisable value.

ii. Stock in process and finished goods is valued at lower of cost or net realisable value. Cost includes allocation of appropriateproduction overheads.

e. Sales

Sales of printed material and fulfillment product are recognized on transfer of property in goods and performance of service andare recorded net of sales tax/work contract tax and trade discount and are inclusive of Export incentives.

f. Barter Transactions

Barter transactions are recorded at fair value, being the value at which the transactions are agreed between the parties andcomparable with similar transactions with other parties.

g. Foreign Currency Transactions

i. Transactions in foreign currency are recorded at the rates prevailing on the date of the transaction.

ii. Monetary foreign currency assets and liabilities outstanding as at the year-end are restated at the exchange rates prevailingas at the close of the financial year or forward cover exchange rate as applicable.

iii. Exchange difference arising due to repayment and translation of long term loans relating to acquisition of fixed assets aretreated as adjustments to the carrying cost of such fixed assets. Exchange differences arising on forward exchangecontracts are recognised over the period of the contract and are classified as part of the underlying transaction in theprofit and loss account. All other exchange differences are accounted for in the profit and loss account.

h. Retirement Benefits

i. Company's contributions to defined contribution schemes such as provident and family pension funds are charged to theprofit and loss account on accrual basis.

ii. Provision for leave encashment, is based on actuarial valuation as on the balance sheet date.

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM19

Repro India Limited20

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

iii. Gratuity liability is funded through group gratuity insurance scheme with the Life Insurance Corporation of India (‘LIC’). Thepremium liability is determined by LIC based on the fund balance available under the scheme as at March 31 each year.Premium paid to LIC is charged to profit and loss account on a time proportionate basis.

i. Borrowing Cost

Borrowing cost attributable to the acquisition or construction of qualifying asset is capitalised as part of the cost of that asset. Otherborrowing cost are recognised as an expense in the period in which they are incurred.

j. Leases [including assets acquired under deferred payment credits]

Assets acquired under the finance leases on or after April 1, 2001 are capitalized at fair value of the leased asset at the inception oflease and included within fixed assets. Such assets are depreciated as per the depreciation policy for such assets stated in Note No.1(c) above. Liabilities under finance leases less interest not yet charged are included under Deferred Payment Credits in the financialstatements. Finance charges are debited to the profit and loss account over the term of the contract so as to produce a constantperiodic rate of interest on the remaining balance of the liability for each period.

Rentals for assets acquired under operating leases [entered into on or after April 1, 2001] are charged to the statement of profit andloss on a straight-line basis over the term of lease.

Lease income from assets given under operating leases [entered into on or after April 1, 2001] is recognised in the statement ofprofit and loss on a straight line basis over the lease term. Initial direct costs relating to such leases are recognised as expense in theperiod in which it is incurred.

k. Taxation

Provision for tax is made for both current and deferred taxes. Provision for current income tax is measured based on the amountexpected to be paid to the taxation authorities using the applicable tax rates and tax laws.

The Company uses the asset and liability method of accounting for deferred income taxes. Under this method, deferred tax assetsand liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities, asmeasured by the enacted/substantially enacted tax rates which will be in effect when those temporary differences are expected tobe recovered or settled. Deferred tax expense/income is the result of changes in the net deferred tax assets and liabilities.

The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance of any tax benefits of which futurerealizations are uncertain.

l. Miscellaneous Expenditure

i. Preliminary expenses are amortized over a period of ten years.

ii. Expenses incurred for increasing the authorised share capital are amortized over a period of seven years.

iii. Deferred revenue expenses are amortized over the period of estimated benefit starting with the year in which the benefitcommences.

2. Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 11,637,524/-(Previous year Rs. 4,403,158).

3. Contingent liabilities

a. Income tax demand in appeal/rectification of Rs. 7,694,933 (Previous year Rs. 3,720,685). Against this demand the Companyhas paid Rs. 5,230,808 (Previous year Rs. 3,730,809).

b. Guarantees given by banks on behalf of the Company Rs. 43,139,295 (Previous year Rs. 19,139,821).

c. Invoices factored Rs. 14,008,007 (Previous Year Rs.16,561,047).

d. Letter of Credits opened remain unutilised Rs. 27,867,038 (Previous Year Rs. 4,518,674)

e. Claim against the Company not acknowledged as debt Rs. 1,770,882 (Previous year Rs. 508,010) plus interest not quantified.

f. Gratuity demand of Rs. 31,730 under appeal before the Hon’ble High Court, Bangalore under the provisions of the Payment ofGratuity Act, 1972. The said amount has been deposited with appellate authority.

4. Particulars of security provided against secured loans

a. Term loans from bank(s) is/are secured by first mortgage/equitable mortgage and charges on all immovable properties, firstcharge by way of hypothecation of all movable properties (except book debts) including movable plant and machinery. TheTerm Loans other than from Standard Chartered Bank is/are further secured by second charge on current assets of the Company.

b. Working capital facilities from bank(s) is/are secured by hypothecation of stock, entire book debts, receivables and othercurrent assets of the Company both present and future ranking pari passu with all banks. The facility (ies), other than fromStandard Chartered Bank is/are further secured by second charge on the fixed assets of the Company ranking pari passu withall banks.

Repro_AR2K4-5_Dlx_07-28.Pmd 11/14/05, 8:26 PM20

21Repro India Limited

c. Other loans from finance companies are secured by hypothecation and exclusive charge on specific asset acquired out of suchloan.

d. Deferred payment credits are secured by way of assets acquired under hire purchase agreements.

5. Prior Period adjustments included under respective head of account in Profit & Loss Account :

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

Rupees Rupees

Foreign Exchange Fluctuation — 101,148

Royalty — 13,536

Interest Received — (3,713)

Maintenance Charges 110,133 —

Total 110,133 110,971110,971110,971110,971110,971

6. Segment information

a. The Company’s risks and returns are predominantly affected by its operations in different business areas. The Company’sinternal organisational and management structure and its system of financial reporting are also organised into different operatingdivisions. These divisions are the basis on which the Company is reporting its primary segment information. The dominantsource of such risks and returns are categorised into two distinct business segments viz. IT Fulfillment and Commercial Printing.The Composition of these segments are given below :

Business segments Type of products and services

IT Fulfillment Printing of IT Courseware, Replication of Software CD’s, Stock Management etc.

Commercial Printing Printing of Annual Reports, Books, Calendars, Brochures, Magazines, CustomerRelationship Management and Shareholder Relationship Management Programmes etc.

i. Primary segment informationAmount in Rupees

Particulars IT Fulfillment Commercial Printing Total

REVENUEExternal Sales 210,144,018 656,255,671 866,399,689

(204,802,104) (610,572,964) (815,375,068)Total Revenue 210,144,018 656,255,671 866,399,689

(204,802,104) (610,572,964) (815,375,068)RESULTSegment Result 66,319,280 112,780,803 179,100,083

(71,302,370) (72,432,464) (143,732,434)Unallocated corporate expenses -97,601,130

(-79,089,581)Operating profit 81,498,953

(64,645,253)Interest expense -24,474,113

(-22,118,184)Interest income 617,203

(284,323)Other income 2,682,526

(6,439,464)Income taxes -15,745,649

(-13,051,986)Net profit after tax but before 44,578,920extraordinary and prior period items (36,198,870)

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Repro India Limited22

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

Amount in Rupees

Particulars IT Fulfillment Commercial printing Total

Net profit for the year 44,578,920(36,198,870)

OTHER INFORMATIONSegment assets 132,764,222 640,085,055 772,849,277

(119,772,001) (589,233,874) (709,005,875)Unallocated corporate assets 182,245,650

(179,291,243)Total assets 955,094,926

(888,297,118)Segment liabilities 35,312,878 3,608,834 38,921,712

(21,106,190) (43,869,525) (64,975,715)Unallocated corporate liabilities 600,483,449

(543,,249,205)Total liabilities 639,405,161

(608,224,920)

Capital expenditure 6,712,701 40,957,922 47,670,623(2,807,005) (95,471,418) (98,278,423)

Unallocated Capital Expenditure 567,052(19,627,847)

Depreciation 5,392,020 30,806,121 36,198,141(5,174,339) (24,867,261) (30,041,600)

Unallocated Depreciation 681,831(508,265)

Non-cash expenses other than depreciation 135,746(488,580)

ii. Secondary segment information

The Company’s operating divisions are managed from India. The principal geographical areas in which the Company operates basedon location of customers are India and others.

Amount in Rupees

Particulars India USA Others Total

Revenue by geographical market 590,293,802 101,323,727 174,782,160 866,399,689(708,296,756) (31,059,178) (76,019,134) (815,375,068)

Carrying amount of segment assets 674,038,727 37,733,703 61,076,847 772,849,277(645,286,284) (19,664,605) (44,054,986) (709,005,875)

Capital expenditure 48,237,675 — — 48,237,675(117,906,270) — — (117,906,270)

b. Notes to segment information

i. Assets and additions to fixed assets

All the assets and additions to fixed assets of the Company except for certain debtors and creditors are located in India.

ii. Segment revenue and expenses

Joint revenues and expenses are allocated to the business segments on a reasonable basis. All other segment revenues andexpenses are directly attributable to the segments.

iii. Segment assets and liabilities

Segment assets include all operating assets used by a segment comprising of fixed assets, debtors, inventories and loans andadvances. While most assets can be directly attributable to individual segments, the carrying amount of certain assets usedjointly is allocated to the segments on a reasonable basis. Segment liabilities include all operating liabilities of the segmentcomprising of creditors and other liabilities.

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23Repro India Limited

iv. Figures in bracket indicate previous year numbers.

7. Related party disclosures under Accounting Standard 18 issued by the Institute of Chartered Accountants of India.

a. The following are the names of related parties and description of relationship:

i. Key management personnel and their relatives: Mr. Vinod Vohra (Chairman), Mr. Sanjeev Vohra (Managing Director),Mr. Dushyant Mehta (Director), Mr. Rajeev Vohra (Director), Mr. Mukesh Dhruve (Director), Mrs. Sonia Mehta (Director‘swife), Mrs. Asha Dhruve (Director‘s wife) and Mr. N.R. Mehta (Director’s brother).

ii. Entities under the control of key management personnel: Repro Holding and Repro Finance.

b. The following are the volume of transactions with related parties during the year and outstanding balances as at the year enddisclosed in aggregate by type of related party:

Amount in Rupees

Particulars Key management Relatives of key Total‘ personnel management

personnel

31.3.2005 31.3.2004 31.3.2005 31.3.2004 31.3.2005 31.3.2004

Salary and perquisites 3,341,760 3,274,400 1,061,220 1,061,220 4,402,980 4,335,620

8. Particulars of assets acquired/given under lease

Finance leases – assets acquired under deferred payment credit [on or after April 1, 2001]

Amount in Rupees

Particulars As at March 31, 2005

Total up to Due not later Due later Due laterthe end of than 1 year than 1 year than 5 years

lease and not laterthan 5 years

Minimum lease payments 3,330,915 1,768,570 1,562,345 —— — — —

Less: Unamortised finance charges 181,014 107,210 73,804 —— — — —

Present value 3,149,901 1,661,360 1,488,541 —— — — —

Notes:

The following is the general description of significant clause of above finance leasing arrangement by the Company:

a. During the period of lease the Company cannot create without prior written consent of the lender any other debt nor any mortgage,pledge, hypothecation, charge, lien or encumbrance upon or in respect of hypothecated assets or any part thereof in any mannerwhatsoever in favour of any person, firm, company or bank.

b. The assets would belong to the Company solely and absolutely and would be free from any and all charges and encumbrances saveand except that created in favour of the lender.

The aggregate carrying amount of assets acquired under lease [class of asset – vehicles] after April 1, 2001 is Rs. 5,834,204 as atMarch 31, 2005 (Previous year Rs. 1,057,390).

Figures in bracket indicate previous year numbers.

9. During 1999-2000 the Company had formulated a scheme for Employee Stock Option Plan (‘ESOP’) which was subsequently revisedon December 20, 2001 by the Board of Directors to issue upto 500,000 equity shares of the Company to its eligible employees. Ofthis, 350,000 options have been granted to the employees to subscribe to the equity shares of the Company at an exercise price ofRs. 100 per share being the fair value of such options on the date of grant. Since the options are issued at fair value, no employeecompensation in respect of such options is accounted in the financial statements. These options have vested with the employees onJune 14, 2001 to be exercised within a period of four years since the date of vesting.

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Repro India Limited24

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

10. Earnings per share

Amount in Rupees

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

Net profit for the year as per profit and loss accounts considered 44,578,920 36,198,870as numerator for calculating earnings per share

Weighted average number of equity share 7,859,112 7,859,112Nominal value per share 10 10Earnings per share – Basic and diluted 5.67 4.61

11. Deferred revenue expenses represent Payment towards expense for increase in share capital amounting Rs. 135,746.

12. The Transport and Courier charges of Rs. 18,722,872 (Previous year Rs. 12,891,433) are net of recovery of Rs. 2,991,657 (Previousyear Rs. 11,139,638). Packing Material Consumed of Rs. 20,490,531 (Previous year Rs. 23,898,638) is net of packing income ofRs. 2,093,957 (Previous year Rs. 2,874,502). Mailing charges of Rs. (2,091,454) (Previous year Rs. 1,440,870) is net of recovery ofRs. 42,501,294 (Previous year Rs. 41,445,532). Rent Rates & Taxes Rs. 9,633,520 (Previous year Rs. 6,208,567) is net of Rentincome of Rs. NIL (Previous year Rs. 50,001).

13. Following are the major component of deferred tax (asset)/liability:

Amount in Rupees

Particulars As at Current year As at1.4.2004 charge/(credit) 31.3.2005

Difference between book and tax base of fixed assets 90,073,893 1,505,578 91,579,471Provision for gratuity and leave encashment 12,148 (4,483) 7,665Deferred revenue expenditure claimed in tax and deferred in accounts 175,278 (129,586) 45,692Others 63,877 (145,999) (82,122)

Total 90,325,196 1,225,510 91,550,706

14. Loans and advances are subject to confirmation, reconciliation and consequent adjustments, if any. Advances to employees includedues from officers of the Company Rs.1,098,313 (Previous year Rs. 1,634,525). Maximum amount outstanding at any time duringthe year in respect of such dues – Rs. 2,419,525 (Previous year Rs. 1,793,360).

15. In the opinion of the Board, current assets, loans and advances have a value of at least equal to the amounts shown in the balancesheet, if realised in the ordinary course of the business. The provision for all the known liabilities is adequate and not in excess of theamount reasonably necessary.

16. Sundry creditors include amounts due to Small-Scale Industrial undertaking (SSI) for more than 30 days Rs. 1,134,326 (Previous yearRs. 2,860,733) identified on the basis of the information available with the management. The following are the names of the SSI'swhere the amounts are due for more than 30 days:

Ambica Paper, Ast Packaging, Gujarat Polymers, Jin International, Novex Polyfilms Pvt. Ltd., Pankaj Engineering, Shreeji Shrink System,Superior Ink & Varnish Co.

The Company has not received any claims for interest on delayed payments under The Small Scale & Auxillary Industrial UndertakingAct, 1993.

17. The gross block of fixed assets of vehicle include Rs. 8,780,142 (Previous year Rs. 4,789,103) held in the names of employees for thebeneficial interest of the Company.

18. Supplementary information

a. Quantitative details of goods manufactured:

i. Particulars of goods manufactured

• Class of goods manufactured - Printed products include annual reports, calendars, house journals, magazines and otherperiodicals, IT books and other educational books, booklets and brochures, etc.

• The nature of the Company‘s operations is such that there is no known physical measures or standard classification forthe saleable product because each product has different type. Consequently, quantitative information regarding production,turnover and opening and closing stocks of finished goods has not been given.

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25Repro India Limited

ii. Particulars of raw material consumed

Particulars Unit

Quantity Value in Rupees Quantity Value in Rupees

Paper Reams Nos. 135,801.09 117,133.50Paper reels Kgs 6,252,565.55 362,283,120 6,005,061.15 341,018,464Paper Gross 11,893.71 38,037.30Paper Packets Nos. 85,682.63 31,078.26Floppies and CD’s Nos. 3,192,846.00 22,432,244 2,112,916.00 20,595,139Inks Kgs 88,680.20 18,201,545 78,082.85 14,964,354Others 33,410,815 39,372,993

436,327,724 415,950,890Sales tax set off 500,000

Total 435,827,724 415,950,890

iii. Licensed capacity, installed capacity and production

In view of the nature of the Company’s business, the production and installed capacity being variable are not ascertainable andnot relevant to the volume of Company’s sales.

b. Remuneration to directorsAmount in Rupees

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

Salary, allowances and benefits 3,116,400 3,116,400Perquisites 225,360 158,000

Total 3,341,760 3,274,400

Further, Rs. 54,000 (Previous year Rs. 335,400) was paid to a director as professional fees.

Since no commission is paid to directors, computation of profit under Section 198 and Section 349 of the Companies Act, 1956 is notdisclosed.

c. Particulars of consumption of imported and indigenous raw materials, consumable stores and packing material:

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

i. Raw materials: Rupees % Rupees %

Imported 94,999,647 21.77 73,319,028 17.63Indigenous 341,328,077 78.23 342,631,862 82.37

Total 436,327,724 100.00 415,950,890 100.00

Less:Sales tax set off 500,000

Total 435,827,724 415,950,890

ii. Consumable stores and packing materials: Rupees % Rupees %

Imported 5,384,066 10.90 3,151,691 6.71Indigenous 44,015,007 89.10 43,839,682 93.29

Total 49,399,073 100.00 46,991,373 100.00

} }

For the year ended 31.3.2005 For the year ended 31.3.2004

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Repro India Limited26

S C H E D U L E Sannexed to and forming part of Accounts for the year ended March 31, 2005

d. CIF value of imports

Amount in Rupees

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

Raw material 135,074,573 72,496,642Consumable stores and spare parts 10,561,255 2,818,108Capital goods Nil 58,215,347

Total 145,635,828 133,530,097

e. Expenditure in foreign currency

Amount in Rupees

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

Travelling expenses [including Rs. Nil] 11,569,311 4,264,977[(Previous year Rs. 2,175,162) capitalised as fixed assets]Other expenses 15,109,049 7,498,383

Total 26,678,360 11,763,360

f. Earnings in foreign exchange

Amount in Rupees

Particulars For the year For the yearended 31.3.2005 ended 31.3.2004

FOB value of sales 244,367,844 96,121,121Fulfillment income and recovery of expenses 16,181,538 8,452,797

Total 260,549,382 104,573,918

19. The figures of the previous year have been regrouped, rearranged and reclassified wherever necessary.

Signatures to Schedules “A” to “U”

For and on behalf of the Board of Directors

SANJEEV VOHRAManaging Director

MUKESH DHRUVEDirector

K. VENKATARAMANCompany Secretary

Mumbai, August 11, 2005

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27Repro India Limited

1. Registration Details

Registration No. State Code

Balance Sheet Date

Date Month Year

2. Capital Raised during the year (Amount in Rs. Thousands)

Public Issue Bonus Issue

Rights Issue Private Placement

3. Position of Mobilisation and Deployment of Funds (Amounts in Rs. Thousands)

Total Liabilities Total Assets

Sources of Funds :

Paid-up Capital Reserves and Surplus

Secured Loans Unsecured Loans

Deferred Tax Liability

Application of Funds :

Net Fixed Assets Investments

Net Current Assets Misc. Expenditure

Accumulated Losses

4. Performance of the Company (Amount in Rs. Thousands)

Turnover (Total income) Total Expenditure

+ – Profit/(Loss) Before Tax + – Profit/(Loss) After Tax

(Please tick Appropriate box + for profit, - for loss)

Earnings per Share (Rs.) Dividend Rate %(on profit after taxes)

5. Generic Names of Three Principal Products / Services of Company (as per monetary terms)Item Code No. (ITC Code) Product Description

B A L A N C E S H E E T A B S T R A C TStatement Pursuant to Part IV of Schedule VI to the Companies Act, 1956Balance Sheet Abstract and Company’s General Business Profile

For and on behalf of the Board of Directors

SANJEEV VOHRA Managing Director

MUKESH DHRUVE Director

K. VENKATARAMAN Company Secretary

Mumbai, August 11, 2005

0 0 7 1 4 3 1 1 1

3 1 0 3 2 0 0 5

N I L

N I L

N I L

N I L

9 5 5 0 9 5 9 5 5 0 9 5

7 8 5 9 1

4 0 9 7 5 7

2 3 7 0 9 9

1 5 4 9

9 1 5 5 1

4 9 1 4 7 8

3 2 6 6 6 2

0

4 0 7

N I L

8 6 9 6 9 9 8 0 9 3 7 4

6 0 3 2 5 4 4 5 7 9✓ ✓

4 9 0 1 1 0 0 2

4 9 1 1 1 0 0 1

4 9 0 2 1 0 0 2

B O O K L E T S A N D B R O C H U R E S

5 . 6 7 1 0

P R I N T E D P O S T E R S A N D

A N N U A L R E P O R T S

J O U R N A L S A N D C A L E N D A R S

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Repro India Limited28

NOTES

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For more information do call or email us at:Mumbai: Tel: +91-22-2430 8851 / 2431 3526 Fax: +91-22-2437 4531 Email: [email protected]

UK: Tel: +44-79522 39888 Email: [email protected] • USA: Tel: +1-484-995-9773 Email: [email protected]: Tel: +2341 2623269 Email: [email protected]

Do visit our website at: www.reproindialtd.com

REPRO INDIA LIMITED

ANNUAL REPORT

2004-05

Poised for global growth

Repro Delux AR 2k5 Cover 1-4 12/01/2006, 10:20 AM1