Home  »  Company  »  Repro India Ltd.  »  Quotes  »  Notes to Account
Enter the first few characters of Company and click 'Go'

Notes to Accounts of Repro India Ltd.

Mar 31, 2015

1 Corporate information

Repro India Limited ("The Company") is a public Company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on stock exchanges in India. The Company provides print solutions to client, which mainly includes value engineering, creative designing, pre-press, printing, post-press, knitting and assembly, warehousing, dispatch, database management, sourcing and procurement, localization and web based services.

2 Basis of preparation

The financial statements have been prepared and presented under the historical cost convention, on the accrual basis of accounting in accordance with the accounting principles generally accepted in India (''Indian GAAP'') and comply with the Accounting standards prescribed in the Companies (Accounting Standards) Rules, 2006 which continue to apply under Section 133 of the Companies Act, 2013, (''the Act'') read with Rule 7 of the Companies (Accounts) Rules, 2014 and other relevant provisions of the Companies Act, 1956, to the extent applicable.

3. Employee Benefits

The Company operates defined plan, with respect to gratuity for its employees. Under the Basic gratuity plan, every employee who has completed at least five years of service gets a gratuity on departure @ 15 days of last drawn salary for each completed years of service. The scheme with respect to all employees, except directors of the Company is funded with an insurance Company in the form of qualifying insurance policy.

The Company has two facilities at Mahape and Surat. The Company maintains a funded gratuity scheme for its employees and unfunded gratuity scheme for its directors.

The following table summarises the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plan.

4. Segment information Business segment

The Company operates in a single business segment of Value Added Print Solutions and hence, there are no separate reportable segments of the Company.

The operating businesses are organized and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in total revenue/expense/result.

5. Contingent liabilities (All amounts In Rs.) Contingent Liabilities March 31, 2015 March 31,2014

Bill discounted with Banks 185,484,760 162,403,546

Customs duty demand on imported computer software (refer note 1 below) 317,606,651 317,606,651

Obligation under Export Promotion Capital Goods Scheme (refer note 2 below) 29,469,043 49,038,190

Corporate guarantee given to Bank on behalf of Repro Knowledgecast Limited. 232,772,400 225,000,000

Note 1

The Company had received Order from Commissioner of Customs (Import), levying differential duty and penalties for the period March 2006 to March 2009 aggregating to Rs. 317,606,651 plus interest on duty at the appropriate rate as applicable during the relevant period, on the computer software imported by the Company for its erstwhile Microsoft business. The Company had filed an appeal before the Customs, Excise and Service Tax Appellate Tribunal (CESTAT) against the above Order. The case has been remanded by CESTAT back to the Commissioner Customs to decide the matter afresh. Based on the legal advice, the management is confident that no liability will devolve on the Company in respect of the above litigations.

Note 2

The Company imports Capital Goods under the Export Promotion Capital Goods Scheme of the Government of India at concessional rates of duty on an undertaking to fulfill quantified exports against which Minimum Export obligation is to be fulfilled by the Company under the said scheme. Non fulfillment of the balance of such future obligations in the manner required, if any, entails options/rights to the Government to confiscate capital goods imported under the said licenses and other penalties under the above-referred scheme.

6. Deferral/capitalization of exchange differences

The Ministry of Corporate Affairs (MCA) had issued the amendment dated December 29, 2011 to AS 11 The Effects of Changes in Foreign Exchange Rates, to allow companies deferral/capitalization of exchange differences arising on long-term foreign currency monetary items.

In accordance with the amendment/earlier amendment to AS 11, the Company has capitalized exchange differences, arising on long- term foreign currency loan, for the purpose of capital assets amounting to Rs. 32,670,318 (loss) (March 31,2014: Rs. 86,821,969 - loss) to the cost of tangible and intangible fixed assets and Rs. Nil (March 31,2014: Rs. 3,013,951) to capital work-in-progress.

7. Loans and advances in the nature of loans given to subsidiaries and associates and firms/Companies in which directors are interested in accordance with clause 32 of the Listing agreement

Repro Innovative Digiprint Limited

Balance as at March 31,2015 is Rs. 172,425,404 (March 31,2014: Rs. 158,844,223)

Maximum amount outstanding during the year is Rs. 172,425,404 (March 31,2014: Rs. 158,844,223)

Repro Knowledgecast Limited

Balance as at March 31,2015Rs.49,151,602 (March 31,2014: Rs. 1,226,047)

Maximum amount outstanding during the year is Rs. 49,151,602 (March 31,2014: Rs. 7,509,685 )

8. Derivative financial instruments:

The Company has adopted recognition and measurement criteria relating to hedge accounting as per AS 30 "Financial Instruments: Recognition and Measurement" for foreign currency forward contracts with effect from April 1,2013.

The Company uses foreign exchange forward contracts to hedge its exposure to movement in foreign exchange rates. These derivatives are not used for trading or speculation purposes.

The Company classifies such derivative contracts that hedge foreign currency risk associated with highly probable forecast transactions as cash flow hedges and measures them at fair value. As at March 31, 2015, these highly probable forecast transactions are expected to occur over a period of April 2015 to August 2015, which also coincides with maturity of hedging instruments. The effective portions of such cash-flow hedges is recorded as part of reserve and surplus within cash-flow hedging reserve account and re-classified in the statement of Profit and Loss in the period in which highly probable forecasted transaction occurs.

The Company has the following outstanding derivative instruments as at March 31, 2015:

Foreign currency forward contract designated in a cash flow hedging relationship:

The following are outstanding foreign exchange forward contracts, which have been designated as Cash Flow Hedges:

Notional amount of forward contracts as at March 31, 2015: Rs. 124,676,000 (March 31, 2014: Rs. 1,241,672,875) (Mark-to-Market gain Rs. 65,265 (March 31,2014: Rs. 4,778,253).

The movement in Hedging Reserve Account during year ended March 31, 2015 for derivatives designated as Cash Flow Hedges is as follows:

Of the above, Rs. 65,265 has been shown in other current assets and Rs. 65,265 has been shown in Cash Flow Hedge Reserve.

9. Note on compliance under Section 297 of the Companies Act, 1956 (''the Act'')

During the previous year, the Company entered into some transactions which required prior approval from the Central Government under Section 297 of the Act which was not received/obtained by the Company within the prescribed time. The Company has later filled an application under Section 621A of the Act for the compounding of the said non-compliances with Registrar of Companies. The same application were heard and compounded during the year vide Order dated November 11,2014.

10. CSR Policy

As required by section 135 of Companies Act, 2013 and rules therein, a CSR committee has been formed by the Company. It is decided by the Board that the Digital solution being an innovative subject, identification of a specific project following the roadmap, would take a certain amount of time and the Company will not be able to initiate the actual expenditure for the CSR activity before March 31,2015. Accordingly, the Company has not contributed to the CSR during the financial year 2014-15.

11. Previous year figures

Previous year''s figures have been regrouped wherever necessary to conform to this year''s classification.


Mar 31, 2014

Corporate information

Repro India Limited ("The Company") is a public Company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on two stock exchanges in India. The Company provides print solutions to client, which mainly includes value engineering, creative designing, pre-press, printing, post-press, knitting and assembly, warehousing, dispatch, database management, sourcing and procurement, localization and web based services.

Basis of preparation

These financial statements have been prepared and presented on the accrual basis of accounting and comply with the Accounting Standards prescribed in the Companies (Accounting Standards) Rules, 2006 issued by the Central Government, the relevant provisions of the Companies Act, 1956/relevant provisions of the Companies Act, 2013 to the extent applicable and other accounting principles generally accepted in India, to the extent applicable. The financial statements are presented in Indian rupees.

Share Capital

Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

During the year ended 31 March 2014, the amount of per share dividend recognized as distributions to equity shareholders was Rs. 10 (March 31, 2013 : Rs. 10).

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

Short-term Borrowings

Short-term Borrowings from banks are secured by hypothecation of stock, receivables and other current assets of the Company both present and future ranking pari passu with all banks. The packing credit facilities amounting to Rs. 127,785,707 (31 March 2013 : Rs. 167,517,611) are partially secured by second charge on the fixed assets of the Company ranking pari passu with all banks.

Cash credit, bank overdraft and working capital demand loans from banks are repayable on demand and carries interest @12% to 14% p.a.

Bill discounting and letter of credit are repayable within 90 days.

Packing credit loans are repayable within 180 days and carry interest @ 1.2% to 5%.

Buyers Credit from banks carried interest @ LIBOR Plus 0.5% to 0.8%.

Cash and bank balances

Margin money deposits given as security

Margin money deposits with a carrying amount of Rs. 25,852,393 (31 March 2013 : Rs. 14,523,474) are subject to first charge to secure the Company''s cash credit loans.

Employee Benefits

The Company operates defined plan, with respect to gratuity for its employees. Under the gratuity plan, every employee who has completed at least five years of service gets a gratuity on departure @ 15 days of last drawn salary for each completed years of service. The scheme with respect to all employees, except directors of the Company is funded with an insurance Company in the form of qualifying insurance policy.

The Company has two facilities at Mahape and Surat. The Company maintains a funded gratuity scheme for its employees and unfunded gratuity scheme for its directors.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. There has been significant change in expected rate of return on assets due to change in the market scenario.

Defined Contribution Plans

Amount of Rs. 16,050,518 (31 March 2013 : Rs. 15,520,369) is recognized as an expenses and included in Note 21 Contribution to provident fund and other funds in Statement of profit and loss.

Employee stock options plans

The Company has provided two Employee Stock Option Plans namely Repro India Ltd. (Employee Stock Option Scheme), 2006 (Repro ESOS 2006) and Repro India Ltd. (Employee Stock Option Scheme), 2010 (Repro ESOS 2010) which were in operation during the year. These schemes are in accordance with the Securities and Exchange Board of India (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 2009, ("the SEBI Guidelines"). The Compensation Committee constituted in accordance with the SEBI Guidelines administers and monitors the scheme.

The weighted average fair value of options granted was Rs. 70. (Rupees Seventy Only). The Black Scholes valuation model has been used for computing the weighted average fair value with respect to Repro Employee Stock Option Scheme (''ESOS'') 2006.

The expected volatility of the share price is measure of the amount by which the share price is expected to fluctuate during the period. The Company is listed and expected volatility was determined based on historical information of the movement of share price from which an estimate of expected volatility is calculated.

Since the enterprise had granted shares at a price equal to the closing market price on the date of the grant, there is no impact of ESOPs on the financial position.

Segment information

Business segment

The Company operates in a single business segment of Value Added Print Solutions and hence, there are no separate reportable segments of the Company.

The operating businesses are organised and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in total revenue/ expense/ result.

Geographical segment

The Company''s secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by location of the assets.

Related party disclosures

a. The following are the names of related parties where control exists:

Name of the Related party Nature of Relationship Holding/Subsidiary Company

Repro Enterprises Private Limited Holding Company

Repro Innovative Digiprint Limited Subsidiary Company

Repro Knowledgecast Limited Subsidiary Company

b. Related Parties with whom transactions have taken place during the year:

Key Management Personnel

Mr. Vinod Vohra Chairman

Mr. Sanjeev Vohra Managing Director

Mr. Rajeev Vohra Director

Mr. Mukesh Dhruve Director

Mr. Pramod Khera Director

Relatives of Key Management Personnel

Mrs. Renu Sanjeev Vohra Wife of Mr. Sanjeev Vohra

Mrs. Renu Vinod Vohra Wife of Mr. Vinod Vohra

Mrs. Deepa Vohra Wife of Mr. Rajeev Vohra

Mrs. Shruti Dhruve Wife of Mr. Mukesh Dhruve

Mrs. Nita Khera Wife of Mr. Pramod Khera

Ms. Sonam Vohra Daughter of Mr. Sanjeev Vohra

Mr. Nirbhay Vohra Son of Mr. Sanjeev Vohra

Mr. Kunal Vohra Son of Mr. Rajeev Vohra

Late Inderjit Vohra Father of Mr. Sanjeev, Vinod and Rajeev Vohra

Mrs. Avinash Vohra Mother of Mr. Sanjeev, Vinod and Rajeev Vohra

Mr. Rajeev Khera Brother of Mr. Pramod Khera

Enterprises owned or significantly influenced by Key management personnel or their relatives

Trisna Trust

Zoyaksa Consultants Private Limited

Quadrum Solutions Private Limited

Capital and other commitments

At 31 March 2014, the Company has capital commitments of Rs. 8,530,931 (31 March 2013 : Rs. 71,615,695).

Contingent liabilities

Contingent Liabilities 31 March 2014 31 March 2013

Bill discounted with Banks 162,403,546 33,414,116

Customs duty demand on imported computer software (refer Note 1 below) 317,606,651 317,606,651

Obligation under Export Promotion Capital Goods Scheme (refer Note 2 below) 49,038,190 49,038,190

Corporate guarantee given to Repro Knowledgecast Limited 225,000,000 163,167,900

Note 1

The Company had received Order from Commissioner of Customs (Import), levying differential duty and penalties for the period March 2006 to March 2009 aggregating to '' 317,606,651 plus interest on duty at the appropriate rate as applicable during the relevant period, on the computer software imported by the Company for its erstwhile Microsoft business. The Company had filed an appeal before the Customs, Excise and Service Tax Appellate Tribunal (CESTAT) against the above Order. The case has been remanded by CESTAT back to the Commissioner Customs to decide the matter afresh. Based on the legal advice, the management is confident that no liability will devolve on the Company in respect of the above litigations.

Note 2

The Company imports Capital Goods under the Export Promotion Capital Goods Scheme of the Government of India at concessional rates of duty on an undertaking to fulfill quantified exports against which Minimum Export obligation is to be fulfilled by the Company under the said scheme. Non-fulfillment of the balance of such future obligations in the manner required, if any, entails options/rights to the Government to confiscate capital goods imported under the said licenses and other penalties under the above referred scheme.

Deferral/capitalisation of exchange differences

The Ministry of Corporate Affairs (MCA) had issued the amendment dated December 29, 201 1 to AS 11 The Effects of Changes in Foreign Exchange Rates, to allow companies deferral/capitalisation of exchange differences arising on long-term foreign currency monetary items.

In accordance with the amendment/earlier amendment to AS 11, the Company has capitalized exchange differences, arising on long-term foreign currency loan, for the purpose of capital assets amounting to Rs. 86,821,969 (loss) (31 March 2013 : Rs. 48,377,984 - loss) to the cost of tangible and intangible fixed assets and Rs. 3,013,951 (31 March 2013 : Rs. nil) to capital work-in-progress.

Loans and advances in the nature of loans given to subsidiaries and associates and firms/Companies in which directors are interested in accordance with Clause 32 of the Listing agreement

Repro Innovative Digiprint Limited

Balance as at 31 March 2014 is Rs. 158,844,223 (31 March 2013 : Rs. 93,846,221)

Maximum amount outstanding during the year is Rs. 158,844,223 (31 March 2013 : Rs. 1 15,591,750)

Repro Knowledgecast Limited

Balance as at 31 March 2014 Rs. 1,226,047 (31 March 2013 : Rs. 347,632)

Maximum amount outstanding during the year is Rs. 7,509,685 (31 March 2013 : Rs. 40,159,127)

Derivative financial instruments:

The Company has adopted recognition and measurement criteria relating to hedge accounting as per AS 30 "Financial Instruments: Recognition and Measurement" for foreign currency forward contracts with effect from 1 April 2013.

The Company uses foreign exchange forward contracts to hedge its exposure to movement in foreign exchange rates. These derivatives are not used for trading or speculation purposes.

The Company classifies such derivative contracts that hedge foreign currency risk associated with highly probable forecast transactions as cash flow hedges and measures them at fair value. As at 31 March 2014, these highly probable forecast transactions are expected to occur over a period of April 2014 to August 2015, which also coincides with maturity of hedging instruments. The effective portions of such cash-flow hedges is recorded as part of reserve and surplus within cash-flow hedging reserve account and re-classified in the Statement of profit and loss in the period in which highly probable forecasted transaction occurs.

The Company has the following outstanding derivative instruments as at 31 March 2014:

Foreign currency forward contract designated in a cash flow hedging relationship:

The following are outstanding foreign exchange forward contracts, which have been designated as Cash Flow Hedges:

Notional amount of forward contracts as at 31 March 2014 Rs. 1,241,672,875 (Mark-to-Market gain Rs. 4,778,253).

The movement in Hedging Reserve Account during year ended 31 March 2014 for derivatives designated as Cash Flow Hedges is as follows: Of the above, Rs. 29,000,632 has been shown in other current liabilities and Rs. 33,778,885 has been shown in short-term loans and advances.

Operating lease as lessee

The Company has taken premises under Operating Lease. The Lease period of these premises have lease period ranging from 5 to 13 year with an opting to renew the Lease after this period. In case of the premises taken on operating leases, sub-letting is not permitted

During the year an amount of Rs. 48,906,467 was recognised as an expenses in the Statement of profit and loss in respect of operating leases (31 March 2013 : Rs. 39,057,552).

Compliance with the requirements of the Companies Act, 1956 (''the Act'')

During the year, the Company entered into some transactions which required prior approval from the Central Government under Section 297 of the Act which was not received/obtained by the Company within the prescribed time. The Company has later filed an application under Section 621A of the Act for compounding of the said non compliances with Registrar of Companies.

Previous year figures

Previous year''s figures have been regrouped wherever necessary to conform to this year''s classification. Previous year figures have been audited by a firm other than B S R & Co LLP.


Mar 31, 2013

1. Corporate information

Repro India Limited ("The Company") is a public Company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on two stock exchanges in India. The Company provides print solutions to client, which mainly includes value engineering, creative designing, pre-press, printing, post-press, knitting and assembly, warehousing, dispatch, database management, sourcing and procurement, localization and web based services.

2. Basis of preparation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention. The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. Employee Benefits

The Company operates defined plan, with respect to gratuity for its employees. Under the gratuity plan, every employee who has completed at least five years of service gets a gratuity on departure @ 15 days of last drawn salary for each completed years of service. The scheme with respect to all employees, except directors of the Company is funded with an insurance company in the form of qualifying insurance policy.

The Company has two facilities at Mahape and Surat. The Company maintains a funded gratuity scheme for its employees and unfunded gratuity scheme for its directors.

The following table summarises the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plan.

4. Employee stock options plans

The Company has provided two Employee Stock Option Plans namely Repro India Limited (Employee Stock Option Scheme), 2006 (Repro ESOS 2006) and Repro India Limited (Employee Stock Option Scheme), 2010 (Repro ESOS 2010) which were in operation during the year. These schemes are in accordance with the Securities and Exchange Board of India (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 2009, ("the SEBI Guidelines"). The Compensation Committee constituted in accordance with the SEBI Guidelines administers and monitors the scheme.

5. Segment information Business segment

The Company operates in a single business segment of Value Added Print Solutions and hence, there are no separate reportable segments of the Company.

The operating businesses are organized and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in total revenue/expense/result.

Geographical segment

The Company''s secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by location of the assets.

6. Capital commitments

At March 31, 2013, the Company has capital commitments of Rs. 71,615,695 (March 31, 2012: Rs. 66,039,380).

7. Contingent liabilities

Contingent Liabilities March 31, 2013 March 31, 2012

Bill discounted with Banks 33,414,116 57,974,568

Cenvat Refund claim (Refer Note 1 below) 60,304,740 60,304,740

Service Tax Refund (Refer Note 2 below) 7,881,985 5,029,250

Excise Rebate (Refer Note 3 below) 4,447,176 4,447,176

Customs duty demand on imported computer software (Refer Note 4 below) 317,606,651 317,606,651

Obligation under Export Promotion Capital Goods Scheme (Refer Note 5 below) 49,038,190 85,309,258

Corporate guarantee given to Repro Knowledgecast Limited 163,167,900 -

Note 1

As against the Cenvat refund claim of Rs. 20,484,268 for the period April 2007 to December 2007, the Company received a refund of Rs. 17,340,854. The Company had preferred an appeal against the aforesaid deduction of Rs. 3,143,414 and subsequently, the appeal has also been initiated by the Excise Authorities for the refund so granted. The Cenvat Refund for the subsequent period from January 2008 to June 2010 aggregating to Rs. 39,820,472 is outstanding as receivable from Excise Authorities as on March 31, 2013. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 60,304,740 (including the refund of Rs. 17,340,854, which has been received, and may have to be refunded in case of an unfavorable outcome) has been included under contingent liabilities.

Note 2

The Company has received an Order from Commissioner of Central Excise dated May 20, 2011 rejecting the refund claim stating it as time barred. The Company had filed an appeal before the Customs, Excise and Service Tax Appellate Tribunal (CESTAT) against the above Order. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 7,881,985 (which has been shown as receivable, and may have to be written off in case of an unfavorable outcome) has been included under contingent liabilities.

Note 3

The Company had received an Order from Commissioner of Central Excise dated February 21, 2011 rejecting the refund claim stating it as time barred. The Company had filed an appeal on June 6, 2011 against the said order. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 4,447,176 (which has been shown as receivable, and may have to be written off in case of an unfavorable outcome) has been included under contingent liabilities.

Note 4

The Company had received Order from Commissioner of Customs (Import), levying differential duty and penalties for the period March 2006 to March 2009 aggregating to Rs. 317,606,651 plus interest on duty at the appropriate rate as applicable during the relevant period, on the computer software imported by the Company for its erstwhile Microsoft business. The Company had filed an appeal before the Customs, Excise and Service Tax Appellate Tribunal (CESTAT) against the above Order. The case has been remanded by CESTAT back to the Commissioner Customs to decide the matter afresh. Further, in case of erstwhile Microsoft business, show cause notice was issued by The Commissioner of Central Excise for inclusion of Royalty/License fees in the assessable value for arriving at the excise duty liability. Based on the legal advice, the management is confident that no liability will devolve on the Company in respect of the above litigations.

Note 5

The Company imports Capital Goods under the Export Promotion Capital Goods Scheme of the Government of India at concessional rates of duty on an undertaking to fulfill quantified exports against which Minimum Export obligation is to be fulfilled by the Company under the said scheme. Non fulfillment of the balance of such future obligations in the manner required, if any, entails options/rights to the Government to confiscate capital goods imported under the said licenses and other penalties under the above-referred scheme.

8. Deferral/capitalization of exchange differences

The Ministry of Corporate Affairs (MCA) had issued the amendment dated December 29, 2011 to AS 11 The Effects of Changes in Foreign Exchange Rates, to allow companies deferral/capitalization of exchange differences arising on long-term foreign currency monetary items.

In accordance with the amendment/earlier amendment to AS 11, the Company has capitalized exchange differences, arising on long-term foreign currency loan, for the purpose of capital assets amounting to Rs. 48,377,984 (loss) (March 31, 2012: Rs. 88,018,939 - (loss) to the cost of tangible and intangible fixed assets and Rs. Nil (March 31, 2012: Rs. 469,793 loss) to capital work-in-progress. The exchange loss pertaining to other long-term monetary items of Rs. 7,169,963 (March 31, 2012: Rs. 22,166,003) has been taken to "Foreign Currency Monetary Item Translation Difference Account."

9. Loans and advances in the nature of loans given to subsidiaries and associates and firms/Companies in which directors are interested in accordance with Clause 32 of the Listing Agreement

Repro Innovative Digiprint Limited

Balance as at March 31, 2013 is Rs. 93,846,221 (March 31, 2012: Rs. 62,441,079)

Maximum amount outstanding during the year is Rs. 115,591,750 (March 31, 2012: Rs. 99,818,343)

Repro Knowledgecast Limited

Balance as at March 31, 2013 Rs. 347,632 (March 31, 2012: Nil)

Maximum amount outstanding during the year is Rs. 40,159,127 (March 31, 2012: Nil)

10. Capital work-in-progress includes expenses capitalized of Rs. 13,904,550 comprising of rent (March 31, 2012: Rs. 6,948,900)

11. Previous year figures

Previous year''s figures have been regrouped wherever necessary to conform to this year''s classification.


Mar 31, 2012

1. Corporate information

Repro India Limited ("The Company") is a public Company domiciled in India and incorporated under the provisions of the Companies Act, 1956. It's shares are listed on two stock exchanges in India. The Company provides print solutions to client, which mainly includes value engineering, creative designing, pre-press, printing, post-press, knitting and assembly, warehousing, dispatch, database management, sourcing and procurement, localization and web based services.

2. Basis of preparation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention. The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below.

3. Segment Information

Business segment

The Company operates in a single business segment of Value Added Print Solutions and hence, there are no separate reportable segments of the Company.

Secondary information is reported geographically. The operating businesses are organized and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in total revenue/expense/result.

Geographical segment

The Company's secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by location of the assets.

Other transactions

During the year ended March 31, 2012, the Company has provided for proposed final dividend of Rs. 10 per share on equity shares (March 31, 2011: Rs. 6 per share). This included dividend on equity shares held by Holding Company. For details of shares held by the holding Company, refer note 3(c).

4. Capital commitments

At March 31, 2012, the Company has capital commitments of Rs. 66,039,380 (March 31, 2011:Rs. 191,822,100).

5. Contingent liabilities

Contingent Liabilities 31-March-2012 31-March-2011

Bill discounted with Banks 57,974,568 -

Cenvat Refund claim (Refer Note 1 below) 60,304,740 57,328,112

Service Tax Refund (Refer Note 2 below) 5,029,250 -

Excise Rebate (Refer Note 3 below) 4,447,176 6,107,287

Customs duty demand on imported computer software (Refer Note 4 below)317,606,651 317,606,651

Obligation under Export Promotion Capital Goods Scheme (Refer Note 5 below) 85,309,258 64,112,925

Note 1

As against the Cenvat refund claim of Rs. 20,484,268 for the period April 2007 to December 2007, the Company received a refund of Rs. 17,340,854. The Company had preferred an appeal against the aforesaid deduction of Rs. 3,143,414 and subsequently, the appeal has also been initiated by the Excise Authorities for the refund so granted. The Cenvat Refund for the subsequent period from January 2008 to June 2010 aggregating to Rs. 39,820,472 is outstanding as receivable from Excise Authorities as on March 31, 2012. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 60,304,740 (including the refund of Rs. 17,340,854, which has been received, and may have to be refunded in case of an unfavorable outcome) has been included under contingent liabilities.

Note 2

The Company has received an Order received from Commissioner of Central Excise dated May 20,2011 rejecting the refund claim stating it as time barred. The Company filed an appeal on July 22, 2011 against the said order. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 5,029,250 (which has been shown as receivable, and may have to be written off in case of an unfavorable outcome) has been included under contingent liabilities.

Note 3

The Company has received an Order received from Commissioner of Central Excise dated February 21, 2011 rejecting the refund claim stating it as time barred. The Company filed an appeal on June 6, 2011 against the said order. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 4,447,176 (which has been shown as receivable, and may have to be written off in case of an unfavorable outcome) has been included under contingent liabilities.

Note 4

The Company has received Order from Commissioner of Customs (Import), levying differential duty and penalties for the period March 2006 to March 2009 aggregating to Rs. 317,606,651 plus interest on duty at the appropriate rate as applicable during the relevant period, on the computer software imported by the Company for its erstwhile Microsoft business The Company has filed an appeal before the Customs, Excise and Service Tax Appellate Tribunal against the above Order. Further, in case of erstwhile Microsoft business, show cause notice has been issued by The Commissioner of Central Excise for inclusion of Royalty/License fees in the assessable value for arriving at the excise duty liability, to which the Company is in process of responding. Based on the legal advice, the management is confident that no liability will devolve on the Company in respect of the above litigations.

Note 5

The Company has imported Capital Goods under the Export Promotion Capital Goods Scheme of the Government of India at concessional rates of duty on an undertaking to fulfill quantified exports against which Minimum Export obligation is to be fulfilled by the Company under the said scheme. Non fulfillment of the balance of such future obligations in the manner required, if any, entails options/rights to the Government to confiscate capital goods imported under the said licenses and other penalties under the above-referred scheme.


Mar 31, 2011

1. Nature of Operations

Repro India Limited (the Company) is engaged in the business of commercial printing which includes printing of Annual reports, Booklets, Brochures, Calendars, House Journals, Magazines, Educational books, etc. The Company provides print solutions to client, which mainly includes value engineering, creative designing, pre-press, printing, post-press, knitting and assembly, warehousing, dispatch, database management, sourcing and procurement, localization and web based services.

2. Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 191,822,100 (Previous yearRs. 8,670,749).

3. Contingent liabilities

a. Guarantees given by banks on behalf of the Company Rs. 33,292,689 (Previous year Rs. 49,843,939).

b. Invoices factored and outstanding Rs. Nil (Previous year Rs. 379,964)

c. Letter of Credit opened during the year, remained unutilized as on March 31, 2011 Rs. 76,787,830 (Previous year Rs. 2,735,344)

d. Claim against the Company not acknowledged as debts pertaining to supply of raw material Rs. 1,770,882 (Previous year Rs. 1,770,882) plus interest not quantified and Claim against the Company not acknowledged as debts pertaining to realization of export invoices Rs. 6,514,445 (Previous yearRs. Nil) plus interest not quantified.

e. As against the Cenvat refund claim of Rs. 20,484,268 for the period April 2007 to December 2007, the Company received a refund of Rs. 17,340,854. The Company had preferred an appeal against the aforesaid deduction of Rs. 3,143,414 and subsequently, the appeal has also been initiated by the Excise Authorities for the refund so granted. The Cenvat Refund for the subsequent period from January 2008 to June 2010 aggregating to Rs. 39,987,258 is outstanding as receivable from Excise Authorities as on March 31, 2011. Based on the legal advice sought in this regard by the Company, the Company is confident of a favorable decision in respect of these litigations and does not foresee any liability in this regard and is accordingly confident of the full realization of the outstanding receivable. However, as a matter of abundant caution, pending final decision in this regard, the total amount of Rs. 57,328,112 (including the refund of Rs. 17,340,854, which has been received, and may have to be refunded in case of an unfavorable outcome) has been included under contingent liabilities.

4. Particulars of security provided against secured loans

a. Foreign Currency Term loans from Standard Chartered Bank and DBS Bank Ltd. are secured by pari passu first charge by way of hypothecation on all the movable fixed assets, both present and future, excluding assets exclusively charged to other lenders.

b. Working Capital Facilities from banks are secured by hypothecation of stock, entire book debts, receivables and other current assets of the Company both present and future ranking pari passu with all banks. The facilities from State Bank of Travancore and ING Vysya Bank Ltd are further partly secured by second charge on the fixed assets of the Company ranking pari passu with all banks.

c. Limit of Letter of Credit (IC) for Capital expenditures from Axis Bank Limited and Standard Chartered Bank are secured by pari passu first charge on all present and future movable fixed assets including plant and machinery and furniture & fixtures, to secure this LC Limit.

d. Vehicle Loans are secured by way of assets acquired under hire purchase agreements.

e. Buyers Credit is secured pari passu first charge on current assets of the company, both present and future.

5. Segment information

(i) Business Segment:

The Company operates in a single business segment of Value Added Print Solutions and hence there are no separate reportable segments for the Company.

Notes:

The following is the general description of significant clauses of the above finance lease agreement.

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 manner whatsoever 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 save and except that created in favour of the lender.

c. The aggregate carrying amount of assets acquired under lease [class of asset - vehicles] after April 1, 2001 is X12,765,713 as at March 31, 2011 (Previous year X 18,372,587).

6. a. The Transport and Courier charges of Rs. 63,854,454 (Previous year Rs. 39,297,640) are net of recovery of Rs. 797,766 (Previous

Year Rs. 276,182). Packing Material Consumed of Rs. 7,672,366 (Previous year Rs. 5,623,334) is net of packing income of Rs. Nil (Previous yearRs. 1,663,560).

b. Mailing expense recovery of Rs. 283,520 (Previous year Rs. 428,695) is net of recovery of Rs. 1,500,723 (Previous year Rs. 1,784,326).

7. The information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. The following suppliers are registered as Micro, Small, or Medium Enterprises as at March 31, 2011 in terms of provisions of The Micro Small and Medium Enterprises Development Act, 2006:

8. a. Fixed assets/ Capital work in progress includes personnel expenses capitalised of Rs. Nil (Previous year Rs. 18,918,717) for implementation of the ERP package.

b. Fixed assets/ Capital work in progress includes travelling and conveyance expenses capitalised of Rs. 1,353,628 (Previous year Rs. 10,323,789) for implementation of ERP package and Enterprise Content Management Project.

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 other periodicals, IT books and other educational books, booklets and brochures, etc.

- The actual production of printed books during the year was 218,919,581 nos. (Previous year 77,270,922 nos.) and that of other printed material was 3,685,968 nos. (Previous year 2,093,930 nos.) This has been certified by the Management and accepted by the Auditors being a technical matter.

- Sales include major sales of printed books 218,919,581 nos. (Previous year 77,270,922 nos.) valuing Rs. 2,497,638,470 (Previous Year Rs 1,909,715,774) leaving balance sales of other printed and non printed material valuing Rs. 56,560,255 (Previous Year Rs. 69,209,236)

iii. Licensed capacity, installed capacity and production: (as certified by Management)

The printing industry is delicensed. The installed capacity as on March 31,2011, is approximately 34,000 MT (Previous year 31,000 MT) per annum considering 300 average working days per annum and considering average GSM paper consumed at various printing machines.

(i) Defined Benefit Plans:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

Notes:

1. The estimates of future salary increases, considered in actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

2. The disclosure in respect of status of defined benefits obligation have been given for three years, since the Company has adopted AS 15 (Revised) in the year 2009.

(ii) Defined Contribution Plans

Amount of Rs. 12,280,358 (Previous Year: Rs. 9,737,277) is recognised as an expense and included in Schedule - Contribution to Provident and Other Funds in the Profit and Loss account.

9. Previous years figures have been regrouped wherever necessary to conform to this years classification.


Mar 31, 2010

1 .Nature of Operations

Repro India Limited (the Company)is engaged in the business of commercial printing which includes printing of Annual Reports,Booklets,Brochures,Calendars,House Journals,Magazines,Educational books etc.The Company provides value added print solutions from client to end user which mainly includes value engineering,creative designing,pre-press,printing,post-press,knitting &assembly,warehousing,dispatch,database management, sourcing and procurement,localization and web based services.

2.Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)Rs.8,670,749 (Previous Year Rs.13,966,313).

3.Contingent liabilities

a.Guarantees given by banks on behalf of the Company Rs.49,843,939 (Previous Year Rs.26,443,787).

b.Invoices factored Rs.379,964 (Previous Year Rs.3,020,583).

c.Letter of Credit opened during the year,remained unutilized as on March 31,2010 Rs.2,735,344 (Previous Year Rs.124,075,226).

d.Claim against the Company not acknowledged as debts pertaining to supply of raw material Rs.1,770,882(Previous Year Rs.1,770,882) plus interest not quantified.

4.Segment Reporting Policies

Identification of Segments

The Companys operating business are organized and managed separately according to the nature of products and services provided,with each segment representing a strategic business unit that offers different products and serves different markets.The analysis of geographical segment is based on the aceas in which major operating divisions of the Company operate. Inter segment transfer The Company accounts for inter-segment sales and transfers,at cost. Allocation of Common Costs Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs.

Unallocated Items There are no unallocated items towards any business segments.

5.Earnings Per Share Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders (after deducting preference dividends and attributable taxes)by the weighted average number of equity shares outstanding during the period.Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity share during the reporting period.The weighted average number of equity shares outstanding during the period is adjusted for events of bonus issue;bonus element in a rights issue to existing shareholders;share split;and reverse share split (consolidation of shares).- - For the purpose of calculating diluted earnings per share,the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

6.Investments Investments that are readily realisable and intended to be held for not more than a year are classified as current investments.All other investments are classified as long term investments.Current investments are carried at lower of cost and fair value determined on an individual investment basis.Long term investments are carried at cost.However,provision for diminution in value is made to recognise a decline other than temporary in the value of the investments. Particulars of security provided against secured loans

7.Foreign Currency Term loans from Standard Chartered Bank and DBS Bank Limited are secured byparipassu first charge by way of hypothecation on all the movable fixed assets,both present and future,excluding assets exclusively charged to other lenders.

8.Working Capital Facilities from bank(s)is/are secured by hypothecation of stock,entire book debts, receivables and other current assets of the Company both present and future ranking pan passu with all banks.The facility(ies)from State Bank of Travancore and ING Vysya Bank Limited are further partly secured by second charge on the fixed assets of the Company ranking paripassu with all banks. c.Vehicle Loans are secured by way of assets acquired under hire purchase agreements. d.Buyers Credit is secured pari passu first charge on current assets of the Company,both present and future.

9.Segment information

(i)Business Segment:

The Company operates as "One Integrated Business of Value Added Print Solutions"and hence there are no separate reportable segments for the Company.

10.Related party disclosures under Accounting Standard 18

a.The following are the names of related parties where control exists irrespective of whether transactions have occurred or not:

Name of the related party Nature of Relationship

Key Management Personnel Mr.Vinod Vohra Chairman Mr.Sanjeev Vohra Managing Director Mr.Rajeev Vohra Director Mr.Mukesh Dhruve Director Mr.Pramod Khera Director Mr.Dushyant Mehta Director



Relatives of KeyManagement Personnel

Mrs.Renu Vohra Wife of Mr.Sanjeev Vohra Miss Sonam Vohra Daughter of Mr.Sanjeev Vohra Mr.Rajeev Khera Brother of Mr.Pramod Khera Mrs.Nita Khera Wife of Mr.Pramod Khera Late Mrs.Asha Dhruve Wife of Mr.Mukesh Dhruve Mr.N.R.Mehta Brother of Mr.Dushyant Mehta Mrs.Shobana Mehta Wife of Mr.N.R.Mehta

Enterprises owned or significantly influenced by KeyManagement Personnel or their relatives

Quadrum Solutions Private Limited

Reproductions Private Limited

Repro Knowledgecast Private Limited

Repro Innovative Diqiprint Private Limited

11.Operating Lease

The Company has taken office premises,godowns and residential premises on operating lease.The lease term is for one to five years and thereafter not renewable.There is no escalation clause in the lease agreement.There are no restrictions imposed by lease arrangements.

12.The Transport and Courier charges of Rs.39,297,640 (Previous Year Rs.44,097,512)are net of recovery of Rs.276,182 (Previous Year Rs.2,955,401).Packing Material Consumed of Rs.5,623,334 (Previous Year Rs.5,383,584) is net of packing income of Rs.1,663,560 (Previous Year Rs.1,822,429).Mailing charges of (Rs.428,695)(Previous Year Rs.3,175,919)is net of recovery of Rs.1,784,326 (Previous Year Rs.2,387,300)

13.Advances to employees include dues from officers of the Company Rs.5,930,200 (Previous Year Rs.3,097,000). Maximum amount outstanding at any time during the year in respect of such dues -Rs.7,047,000 (Previous Year Rs.4,127,000).

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

15.Personnel expenses exclude salary costs which have been capitalized during the year,aggregating to Rs.18,918,717 (Previous Year Rs.19,536,906)for implementation of the New ERP package.Travelling and Conveyance expenses exclude Rs.10,323,789 (Previous Year Rs.6,319,362)which have been capitalized towards "The Digital Content Project".

16.Additional information pursuant to the provisions of paragraphs 3,4,4C and 4D of Part II of Schedule VI to the Companies Act,1956

a.Quantitative details of goods manufactured:

Particulars of goods manufactured - Class of goods manufactured -Printed products include annual reports,calendars,house journals,magazines and other periodicals,IT books and other educational books,booklets and brochures,etc. - The nature of the Companys operationsis such that there areno known physical measures or standard classification for the saleable product because each product has different varieties. Consequently,quantitative information regarding production,turnover and opening and closing stocks of finished goods hasnot been given. - The actual production of printed books during the year was 77,270,922 nos.(Previous Year 83,612,211 nos.)and that of other printed material was 853,175nos.(Previous Year 1,988,445 nos.).This hasbeen certified by the management and accepted by the Auditors being atechnical manner. - Sales include major sales of printed books 77,270,922 nos.(Previous Year 83,612,211 nos.) valuing Rs.1,868,389,178 (Previous Year Rs.2,149,989,472)leaving balance sales of other printed and non-printed material valuing Rs.110,535,832(Previous Year Rs.180,334,714).

17.Details ofEmployee Benefits -Gratuity

(i)Defined Benefit Plans:

The Company has a defined benefit gratuity plan.Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary)for each completed year of service.The scheme isfunded with an insurance company in the form of a qualifying insurance policy.

18.Employee Stock Option Plans (ESOPS) The Company instituted an Employees Stock Option Scheme ("ESOPS")for certain employees as approved by the shareholders on September 12,2006.In accordance with the scheme,the Company hasgranted options in respect of 500,000 equity shares to employees of the Company on May 14,2007 at an exercise price of Rs.98/- being the market price on the date of grant.The options were granted with avesting period spread over 3years. During the year,55,000 number of options had lapsed on account of resignation of some employees and these were regranted on December 24,2009 to Mr.Pramod Khera,Executive Director at an exercise price of Rs.98 being the market price on the date of the grant which shall get vested on December 24,2010. As the intrinsic value (difference between Market price and Exercise price)ason the date of the grant wasnil,no compensation cost hasbeen recognised in the financial statement.During the year 1,50,000 options have been vested.

19.Previous years figures have been regrouped wherever necessary to confirm to this years classification.

 
Subscribe now to get personal finance updates in your inbox!