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Kopran Ltd. Audit Report / Information 2021

May 27, 2021

59386_rns_2021-05-27_bb43e702-bf8f-46b3-8d20-6359ba7973ca.pdf

Audit Report / Information

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27th May, 2021

The Manager BSE Limited Corporate Relationship Department P. J. Towers, Dalal Street, Mumbai – 400 001.

The Manager The National Stock Exchange of India Limited Exchange Plaza, Bandra - Kurla Complex, Bandra (E), Mumbai – 400 051.

BSE Scrip Code No. 524280

NSE Symbol : KOPRAN

Dear Sir/Madam,

Sub: Outcome of Board Meeting held on 27th May, 2021.

The Board of Directors of the Company at their meeting held today, have considered and approved the Audited Financial Results of the Company for the financial year ended 31st March, 2021.

In this regard, we submit the following information:

A. Audited Consolidated and Standalone Financial Results for the quarter and financial year ended 31st March, 2021.

We declare that the aforesaid Audit Reports are with unmodified opinion as annexed herewith.

  • B. Consolidated and Standalone Statement of Assets and Liabilities as at 31st March, 2021.
  • C. Consolidated and Standalone Cash Flow Statement for the financial year ended 31st March, 2021.
  • D. Independent Auditor's Report (Consolidated and Standalone) from M/s Khandelwal Jain & Co., Chartered Accountants (Firm Registration No.: 105049W) in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.
  • E. The Board has recommended a Final dividend of Rs.1.50 (15%) per equity share of Rs.10 each for the year ended 31st March 2021 subject to approval of members at the 62nd AGM. Earlier an interim dividend of Rs. 1.50 (15%) per equity share was paid in the month of November, 2020.

KOPRAN LTD.: Parijat House, 1076, Dr. E. Moses Road, Worli, Mumbai - 400 018. P. B. No. 9917, Tel.: (022) 4366 1111

Fax: (022) 2495 0363 Website: www.kopran.com CIN – L 24230 MH 1958 PLC 011078.

F. Appointment of M/s Pushpendra Pratap Singh & Associates, Company Secretaries as the secretarial Auditors of the Company for the FY 2020-21.Brief Profile of M/s Pushpendra Pratap Singh & Associates is as annexed herewith.

The Meeting of the Board of Directors of the Company commenced at 11.30 a.m. and concluded at 13.25 P.M.

Kindly publish the results on your websites.

Regards,

For Kopran Limited

Sunil Sodhani Company Secretary & Compliance Officer Membership No. FCS 3897

Encl: As above.

KOPRAN LTD.: Parijat House, 1076, Dr. E. Moses Road, Worli, Mumbai - 400 018. P. B. No. 9917, Tel.: (022) 4366 1111

Fax: (022) 2495 0363 Website: www.kopran.com CIN – L 24230 MH 1958 PLC 011078.

27h May, 2021

The Manager BSE Limited Corporate Relationship Department P. J. Towers, Dalal Street, Mumbai – 400 001.

The Manager The National Stock Exchange of India Limited Exchange Plaza, Bandra - Kurla Complex, Bandra (E), Mumbai – 400 051.

BSE Scrip Code No. 524280

NSE Symbol : KOPRAN

Dear Sir/Madam,

Sub: Declaration of Unmodified Opinion

In compliance with Regulation 33(3) (d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, we hereby state that the Statutory Auditors of our Company, M/s Khandelwal Jain & Co., Chartered Accountants (Firm Registration No.: 105049W) has issued Independent Auditor's Report with unmodified opinion on Quarterly and Annual Consolidated & Standalone Financial Results of the Company for the financial year ended 31st March, 2021.

This is for your information and record.

Regards,

For Kopran Limited

Sunil Sodhani Company Secretary & Compliance Officer Membership No. FCS 3897

Encl: As above.

KOPRAN LTD.: Parijat House, 1076, Dr. E. Moses Road, Worli, Mumbai - 400 018. P. B. No. 9917, Tel.: (022) 4366 1111

Fax: (022) 2495 0363 Website: www.kopran.com CIN – L 24230 MH 1958 PLC 011078.

Brief Profile of M/S. Pushpendra Pratap Singh & Associates, Secretarial Auditors

M/S. Pushpendra Pratap Singh & Associates (COP: 15570 & M.No:A33381) is a leading Practising Company Secretary firm having professional experience of 9 years.

The Firm has expertise in rendering comprehensive professional services which includes all Secretarial Compliances, Management Consultancy, Taxation matters and consultancy in Direct & Indirect Taxes, accounting services, ROC, Company Law and Efiling related assignments.

KOPRAN LTD.: Parijat House, 1076, Dr. E. Moses Road, Worli, Mumbai - 400 018. P. B. No. 9917, Tel.: (022) 4366 1111

Fax: (022) 2495 0363 Website: www.kopran.com CIN – L 24230 MH 1958 PLC 011078.

KOPRAN LIMITED STATEMENT OF STANDALONE AND CONSOLIDATED AUDITED RESULTS FOR QUARTER AND YEAR ENDED MARCH 31, 2021

(Rs. In Lakhs)
Particulars Consolidated Standalone
For the Quarter ended For the year ended For the Quarter ended For the year ended
31-03-2021 31-12-2020 31-03-2020 31-03-2021 31-03-2020 31-03-2021 31-12-2020 31-03-2020 31-03-2021 31-03-2020
Audited Unaudited Audited Audited Audited Audited Unaudited Audited Audited Audited
(1) Revenue from Operations 13,988.16 11,205.57 8,737.90 49,181.35 35,949.94 6,196.48 5,656.22 3,858.71 22,283.31 17,929.08
(2) Other Income 122.22 22.32 17.87 189.38 63.07 54.85 47.87 52.00 199.96 199.01
(3) Foreign Exchange Gain (Net) 344.60 402.52 1,609.30 168.50 204.36 841.40
(4) Total Income (1+2+3) 14,454.98 11,630.41 8,755.77 50,980.03 36,013.01 6,419.83 5,908.45 3,910.71 23,324.67 18,128.09
(5) Expenses
(a ) Cost of materials consumed 5,791.02 8,054.25 5,794.08 26,544.79 22,305.58 3,459.49 2,356.18 3,346.20 10,516.20 10,896.12
(b) Purchase of stock-in-trade 1,772.38 176.69 12.34 2,082.28 977.51 530.47 1,124.20 12.59 1,787.88 954.10
(c) Cha nges in Inventories of finis hed goods, stock-in-trade and work-i n- 1,791.76 (1,824.53) (1,511.09) 1,552.20 (2, 281.18) 76.94 337.05 (1,703.52) 1,470.29 (1,733.34)
progress
(d) Employee benefits expense 929.55 957.07 877.81 3,715.66 3,685.21 421.24 470.93 441.25 1,833.87 2,002.16
(e) Fi nance costs 121.89 174.20 222.83 623.88 891. 17 53.63 69.78 147.72 380.67 596.17
(f) Depreciation and amortisation expense 255.69 249.02 239.67 1,019.18 957.69 104.64 105.13 86.64 410.28 347.23
(g) Other expenses 1,768.54 1,729.94 1,867.48 7,108.44 6,527.49 1,002.64 838.62 966.71 3,654.96 3,467.53
(h) Foreign Exchange Loss (Net) 551.50 65.76 354.48 - 24.86
Total Expenses (5) 12,430.83 9,516.64 8,054.62 42,646.43 33,129.23 5,649.05 5,301.89 3,652.07 20,054.15 16,554.83
(6) Profit before exceptional items and tax (4-5) 2,024.15 2,113.77 701.15 8,333.60 2,883.78 770.78 606.56 258.64 3,270.52 1,573.26
(7) Exceptiona l items (Net) (55.42) - (55.42)
(8) Profit before tax (6-7) 2,024.15 2,113.77 645.73 8,333.60 2,828.36 770.78 606.56 258.64 3,270.52 1,573.26
(9) Tax expense
(a) Current Tax 458.78 477.95 142.27 1,830.37 522.33 138.30 107.65 62.42 575.68 280.07
(b) Deferred Tax 61.92 64.82 2.08 342.61 183.63 68.60 66.40 16.39 347.61 171.21
(c) Taxation adj ustme nt of ea rlier years (0.95) 0.01 20.38 20.38 -
(10) Profit for the period (8 - 9) 1,504.40 1,570.99 481.00 6,160.62 2,102.02 563.88 432.51 179.83 2,347.23 1,121.98
(11) Other Comprehensive Income
(i) Items that will not be reclassified to profit and loss
(a) - Remeasu rements of defi ned benefit plans 39.46 (0.48) 33.85 38.02 (1.92) 22.71 0.40 29.19 23.92 1.62
Income tax effect on Remeasu rement of defined employee benefit plans (10.91) 0. 11 (8.14) (10.58) (0.47) (6.61) (0.12 ) (8.14) (6.97) (0.47)
(b) - Net changes in Fair value of investments in equity sha res carried at fa irva lue through OCI 2.22 0.00 2.22 2.22 - (0.00) 2.22
Income tax effect on Fair va lue of investments in equ ity shares carried atfa ir value through OCI (0.42) (0.42) (0.42) - (0.42) -
ii) a) Items that will be reclassified to profit or loss -
Exchange difference in translating the fi na ncial statements of fo reign 0.25 (1.43) 13.01 (6.47) 20.82 -
operation
b) Income tax relating to items t hat will be reclassified to profit or loss - -
Other Comprehensive (Loss)/ Income for the yea r (11) 30.60 (1 .80) 38.72 22.77 18.43 17.90 0.28 21.05 18.75 1.15
(12) Total Comprehensive Income for the year (lo+ll) 1,535.00 1,569.19 519.72 6,183.39 2,120.45 581.78 432.79 200.88 2,365.98 1,123.13

Particulars Consolidated Standalone
For the Quarter ended For the year ended For the Quarter ended For the year ended
31-03-2021 31-12-2020 31-03-2020 31-03-2021 31-03-2020 31-03-2021 31-12-2020 31-03-2020 31-03-2021 31-03-2020
Audited Unaudited Audited Audited Audited Audited Unaudited Audited Audited Audited
Profit for the period attributable to
- Owners of the Company 1,504.40 1,570.99 481.00 6,160.62 2,102.02
- Non - Controlling Interest -
Other Comprehensive (Loss)/ Income for the period attributable to
- Owners of the Company 30.60 (1.80) 38.72 22.77 18.43 -
- Non - Controlling Interest -
Total Comprehensive Income for the period attributable to
- Owners of the Company 1,535.00 1,569.19 519.72 6,183.39 2,120.45 -
- Non - Controlling Interest -
(13) Paid up Equity Share Capital (Face Value of Rs. 10 each) 4,325.16 4,324.94 4,324.94 4,325.16 4,324.89 4,325.16 4,324.94 4,324.89 4,325.16 4,324.89
(14) Other Equity 20,177.88 14,643.12 20,359.82 18,642.42
(15) Earnings Per Share (EPS) (Face value Rs. 10/- each)
(a) Basic 3.48 3.63 1.11 14.24 4.86 1.30 1.00 0.42 5.43 2.59
(b) Diluted 3.48 3.63 1.11 14.24 4.86 1.30 1.00 0.42 5.43 2.59

Notes:-

1) The above Statement of consolidated and standalone audited financial results have been prepared in accordance with Indian Accounting Standards {Ind AS) prescribed under Section 133 of the Companies Act 2013, read with Companies (Indian Accounting Standards) Rules, 2015, as amended and other accounting principles generally accepted in India and guidelines issued by Securities and Exchange Board of India (SEBI). There is no minority interest.

  1. The above Statement of consolidated and standalone audited financial results have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on May 27, 2021. The Statutory Auditors report do not have any modification/ qualification. Figures for the last quarters ended March 31, 2020 and March 31, 2021 represent the balancing figures between the audited figures for the full financial year and the published year to date reviewed figures upto third quarter of the respective financial year.

  2. For financial year 2021, the Board has recommended a final dividend of Rs. 1.5/ - (par value of Rs. 10/- each) per equity share. This payment is subject to the approval of shareholders in the Annual General Meeting (AGM) of the Company. An interim dividend of Rs. 1.5/ - (par value of 'UO/- each) per equity share was declared on October 28, 2020 and the same was paid on November 11, 2020.

  3. Under the Remission of Duties and Taxes on Export Products (RoDTEP) Scheme, the Company is eligible to claim refunds of embedded taxes and duties. All the items previously under the Merchandise Export Incentives Scheme (MEIS) are now under the purview of the RoDTEP Scheme. The said Scheme is effective from January 1, 2021 However, the incentive rates are yet to be notified by the authorities and for the period January 1, 2021 to March 31, 2021, the Company has not accounted for any income in this regard.

  4. The Corporate Affairs Committee, a Board Committee of the Company in its meeting held on 12th February, 2021, has forfeited 1,996 partly paid-up Equity Shares of Rs.10 each as the call amount outstanding at the rate of Rs. 20 per share has (consisting of Rs .5 towards face value and Rs.15 towards securities premium) has remained unpaid.

  5. The Company and the subsidiaries (together referred to as "the Group") are engaged primarily in the Pharmaceuticals business and there are no separate reportable segments as per Ind AS 108 on" Operating Segment Reporting".

7) The Group has not experienced any significant impact on its operations, supply chain and recoverability of carrying amounts of financial and non-financial assets due to COVID 19 pandemic. As the pandemic continues to evolve, the Group will continue to closely monitor for any material changes to future economic conditions.

8) Figures for the previous period have been regrouped or reclassified, wherever necessary to make them comparable with the figures of the current period.

Consolidated (Rs. in Lakhs)Standalone
As at As at As at As at
Particulars 31-03-2021 31-03-2020 31-03-2021 31-03-2020
Audited Audited Audited Audited
ASSETS
1. Non-current assets
Property, Plant and Equipment 10,927.04 11,097.25 4,460.25 4,288.51
Capital work-in-progress 3,708.73 2,186.69 93.70
Goodwill 0.58 0.58 -
Other Intangible Assets 291.85 17.38 284.07 6.62
Intangible assets under development 580.17 837.26 282.13 613.03
Financial Assets
Investments 4.51 2.30 15,878.82 15,814.11
Others 379.81 357.23 291.30 288.30
Deferred tax assets (net) - 123.56 123.56
Other non-current assets 350.67 262.31 87.23 57.73
Total Non-current assets 16,243.36 14,884.56 21,283.80 21,285.56
2. Current assets
Inventories 10,000.36 8,849.66 2,750.26 4,117.12
Financial Assets -
Trade receivables 12,007.85 9,281.12 4,946.35 4,247.59
Cash and cash equivalents 93.53 83.45 32.44 20.60
Bank Balances other than cash and cash equivalents above 596.28 391.16 289.96 94.48
Loans 46.93 87.45 36.19 79.82
Others 331.76 5.32 209.07 5.32
Current tax assets (net) 38.04 72.38 38.04 72.38
Other Current Assets 4,580.17 3,489.68 2,809.26 2,786.03
Total Current Assets 27,694.92 22,260.22 11,111.S7 11,423.34
Tota I Assets 43,938.28 37,144.78 32,39S.37 32,708.90
EQUITY AND LIABILITIES
Equity
Equity Share Capital
Other Equity 4,325.16 4,324.89 4,325.16 4,324.89
Total Equity 20,177.8824,S03.04 14,643.1218,968.01 20,359.8224,684.98 18,642.4222,967.31
Liabilities
1. Non-current liabilities
Financial liabilities
Borrowings 2,121.22 3,182.77 235.92 966.77
Provisions 746.84 719.97 386.04 387.93
Deferred tax liabilities (net) 498.75 268.69 231.44
Total Non-Current Liabilities 3,366.81 4,171.43 853.40 1,3S4.70
2. Current LiabilitiesFinancial Liabilities
Borrowings
4,308.27 4,623.42 1,325.69 2,658.29
Trade payables
- total outstanding dues of micro enterprises and sma ll enterprises 127.26 133.31 22.75 133.31
- total outstanding dues of creditors of other than micro enterprises 8,464.21 5,341.00 3,973.26 3,028.35
and small enterprises
Other Financial Liabilities 2,547.82 3,060.08 1,204.11 2,281.70
Other current liabilities 337.19 756.71 267.48 218.53
Provisions 72.46 72.37 63.70 66.71
Current tax liabilities (Net) 211.22 18.45
Total Current Liabilities 16,068.43 14,00S.34 6,856.99 8,386.89

Place : Mumbai

iii~~, ?~· Date : May 27, 2021 ~~d~ )xecutive Vice Chairman

KOPRAN LIMITEDCONSOLIDATED AND STANDALONE STATEMENT OF CASH FLOWS FOR THE YEAR YEAR ENDED MARCH 31, 2021(Rupees in Lakhs)
Consolidated Standalone
Asat Asat Asat As at
Particulars 31-03-2021 31-03-2020 31-03-2021 31-03-2020
Audited Audited Audited Audited
Cash flows from operating activities
Net Profit before tax 8,333.60 2,883.78 3,270.54 1,573.26
Adjustments for:
Depreciation and Amortisation Expense 1,019.18 957.69 410.28 347.23
Amortisation of premium on operating lease 1.55 1.55
Dividend income (0.07) (0.07)
Finance cost 623.88 891.17 380.67 596.17
Interest income (29.33) (45.91) (12.95) (16.07)
Unrealised foreign exchange (gain) I loss (net) (112.67) 263.02 (112.67) 263.01
Loss on sale of Fixed Assets 6.53
Provision I write off for expected credit loss I trade receivables I 139.19 96.57 139.19 36.53
advances (net)
Liabilities written back (net) (4.26) (0.62) (4.26) (0.36)
Financial guarantee Income (62.50) (62.50)
Operating profit before working capital changes 9,977.67 5,047.18 4,008.30 2,737.20
(Increase) I Decrease in inventories (1,150.70) (1,505.04) 1,366.85 (1,598.18)
Decrease I (increase) in trade receivables (2,710.91) (474.97) (682.93) 413.27
Decrease I (increase) in Loans receivables 11.94 192.05 34.63 199.50
Increase in other current I non-current assets (1,157.39) (23.00) (84.27) (54.52)
Increase I (Decrease) in trade payables 3,140.98 306.83 858.17 (133.98)
(Decrease)/ Increase in provision for retirement benefits 64.98 77.37 19.02 29.53
(Decrease) I Increase in other financial liabilities (152.18) 329.80 (150.62) 83.10
(Decrease) I Increase in other current liabilities (419.53) (100.87) 48.94 (291.72)
Effects of exchange fluctuation reserve (6.47) 20.82
Cash generated from operations 7,598.39 3,870.17 5,418.09 1,384.20
Direct taxes paid (Net of refunds) (1,603.26) (714.57) (541.33) (386.87)
Net cash flow from operating activities 5,995.13 3,155.60 4,876.76 997.33
Payments for exceptional itemsNet cash flow from operating activities (55.42)
Cash flows (used in) I from investing activities (A) 5,995.13 3,100.18 4,876.76 997.33
Purchase of fixed assets, including capital work-in-progress (2,361.91) (1,283.01) (428.88) (454.00)
of intangiblesincludingIntangibleunderPurchaseassets (79.50) (122.29) (5.99) (31.40)
development
Proceeds from sale of fixed assets 46.50
Decrease in Creditors for capital goods 457.51 (316.86) 4.05 45.00
Increase in Capital Advance (88.29) 36.90 (33.74) 11.37
Bank Balances Other than Cash and Cash Equivalents above (205.12) (36.68) (195.48) (10.03)
Decrease I (increase) in other financial assets (326.44) 424.24 (203.75) 385.44
Decrease I (increase) in Loans receivables 100.14
Interest Income 29.33 45.91 12.95 16.07
Dividend Income 0.07 0.07
Net cash flow used in investing activities (B) (2,527.92) (1,251.72) (850.84) 62.66
Cash flows (used in)/ from financing activities
Repayment of long-term borrowings (Net) 18.31 (13.09) (9.46) (10.09)
Redemption of 10% Non Convertible Non Cumulative Redeemable (858.00) (858.00)
Preference Shares of Rs. 10 each
Inter corporate deposits (Net) (1,339.86) (72.45) (721.38) (636.10)
Repayment of short-term borrowings (Net) (45.57) (224.25) (1,323.01) 757.43
Current Maturities of Long term debts (820.64) 284.48 (936.59) 301.41
Dividend Paid (648.77) (648.77)
Proceeds from conversion of partly paid -up shares to fully paid up 0.23 0.23
shares
Interest accrued 3.05 (32.00) 5.57 (18.46)
(623.88) (891.17) (380.67) (596.17)
Interest paid (C) (3,457.13) (1,806.48) (4,014.08) {1,059.98)
Net cash flow used in financing activitie~
Net increase in cash and cash equivalents (A+B+C) 10.08 41.98 11.84 0.01
Cash and cash equivalents at the beginning of the period 83.45 41.47 20.60 20.59
Effect of exchange rate changes on Cash and cash equivalentsCash and cash equivalents at the end of the period 9" /]-3.45- 32.44 20.60

~~ ro o0 I-'':? o) <I -:,. i ~0

KHANDELWAL JAIN & CO. Website: www.kjco.net •E-mail: [email protected] CHARTERED ACCOUNTANTS

6-B&C, Pil Court, 6th Floor, 111, M. Karve Road, .Churchgate, Mumbai - 400 020. Tel.: (+91-22) 4311 5000 Fax : 4311 5050

12-B, Baldota Bhavan, 5th Roor, 117, M. Korve Rood, Churchgote, Mumbai - 400 020. Tel.: (+91-22) 4311 6000 Fox: 4311 6060

Independent Auditor's Report on Consolidated Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

To

The Board of Directors of Kopran Limited

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying Statement of consolidated financial results of Kopran Limited ("the Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") for the quarter and the year ended March 31 , 2021 ("the Statement"), being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the other auditors on separate audited financial statements of the subsidiaries, as referred to in Other Matters paragraph below, the Statement:

  • i. includes the results of the following entities; Subsidiary:
    • a. Kopran Research Laboratories Limited
    • b. Kopran Lifesciences Limited
    • c. Kopran (H.K.) Limited
    • d. Kopran (UK) Limited

Page 1 of 6

  • ii. is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended; and
  • iii. gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India, of the net profit, total comprehensive income and other financial information of the Company for the quarter and the year ended March 31, 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (the Act). Our responsibilities under those Standards are further described in the 'Auditor's Responsibilities for the Audit of the consolidated financial results' section below. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the consolidated financial results for the year ended March 31, 2021 under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Consolidated Financial Results

The consolidated financial results for the year ended March 31, 2021 have been compiled from the related audited consolidated financial statements. The Statement, which includes the consolidated financial results, is the responsibility of the Holding Company's Board of Directors and has been approved by them for the issuance. This responsibility includes the preparation and presentation of these consolidated financial results that give a true and fair view of the consolidated net profit and consolidated other comprehensive income and other financial information of the Group in accordance with the applicable accounting standards prescribed under section 133 of the Act, read with relevant Rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the

Page 2 of 6

Act for safeguarding of the assets of the respective companies and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial results by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated financial results, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the respective companies to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the respective company or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are responsible for overseeing the financial reporting process of the respective companies.

Auditor's Responsibilities for the Audit of the Consolidated Financial Results

Our objectives are to obtain reasonable assurance about whether the consolidated financial results as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standard on Auditing (SAs) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement

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KHANDELWAL JAIN & CO. CONTINUATION SHEET

CHARTERED ACCOUNTANTS

resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
  • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated financial results, including the disclosures, and whether the consolidated financial results represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the consolidated financial statements /financial information of the entities within the Group to express an opinion on the consolidated Financial Results. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the consolidated financial results of which we are the independent auditors. For the other entities included in the consolidated Financial Results, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

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Materiality is the magnitude of misstatements in the consolidated financial results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial results.

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

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

We also perform procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable.

Other Matter

The consolidated Financial Results include the audited Financial Results I statements of 4 subsidiaries, whose financial results I statements include total assets of Rs. 29,397.36 lakhs as at March 31, 2021, total revenues of Rs. 8,475.27 lakhs and Rs. 30,022.63 lakhs, total net profit after tax of Rs. 870.23 lakhs and Rs. 3,532.17 lakhs, total comprehensive income of Rs. 884.52 lakhs and Rs. 3,537.78 lakhs, for the quarter and the year ended March 31, 2021 respectively, and net cash inflows of Rs. 1.67 lakhs for the year ended March 31, 2021, as considered in the consolidated Financial Results, which have been audited by their respective independent auditors. The independent auditors' reports on financial statements/Financial Results/financial information of these entities have been furnished to us and our opinion on the consolidated Financial Results, in so far as it relates to the amounts and disclosures included in respect of these entities, is based solely on the report of such auditors and the procedures performed by us are as stated in paragraph above.

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KHANDELWAL JAIN & CO.

CHARTERED ACCOUNTANTS

Our opinion on the consolidated Financial Results is not modified in respect of the above matter with respect to our reliance on the work done and the reports of the other auditors ..

We draw your attention to the fact that the figures for the quarter ended March 31, 2021 and the corresponding quarter ended in the previous year as reported in the Statement are the balancing figures between audited figures in respect of the full financial year and the published year-to-date figures up to the end of the third quarter of the current and previous financial year, respectively. Also, the figures up to the end of the third quarter of the respective financial year had only been reviewed and not subject to an audit. Our report on the Statement is not modified in respect of this matter.

For Khandelwal Jain & Co. Chartered Accountants Firm Registration No. : 105049W

Partner Membership Number: 033632 W UDIN: :2. )033 b3':l. f\ ~ ,q A f3

Place: Mumbai Date : May 27, 2021

KHANDELWAL JAIN & CO. _w_eb_si_te_: www __ .k_ic_o_.n_et_•_E-_m_ai_l: _ki_co_@_k_jco_._ne_t --------C HARTE RED AC C 0 U NTANTS

6-B&C, Pil Court, 6th Floor, 111, M. Karve Road, Churchgate, Mumbai - 400 020. Tel.: (+91-22) 4311 5000 Fax: 4311 5050

12-B, Baldota Bhavan, 5th Floor, 117, M. Karve Road, Churchgate, Mumbai - 400 020. Tel.: (+91-22) 4311 6000 Fax: 4311 6060

Independent Auditor's Report on Standalone Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listir_ig Obligations and Disclosure Requirements) Regulations, 2015, as amended.

To

The Board of Directors of Kopran Limited

Report on the audit of the Standalone Financial Results

Opinion

We have audited the accompanying statement of quarterly and annual standalone financial results of Kopran Limited (the "Company") for the quarter and the year ended March 31, 2021 ("the Statement"), being submitted by the Company Pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us, the Statement:

  • i. is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended; and
  • ii. gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India, of the net profit, total comprehensive income and other financial information of the Company for the quarter and the year ended March 31 , 2021 .

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (the Act). Our responsibilities under those Standards are further described in the 'Auditor's Responsibilities for the Audit of the Standalone Financial Results' section below. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of

Page 1 of 4

KHANDELWAL JAIN & CO. CONTINUATION SHEET

CHARTERED ACCOUNTANTS India together with the ethical requirements that are relevant to our audit of the standalone financial results under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Standalone Financial Results

The standalone financial results for the year ended March 31 , 2021 have been compiled from the related audited standalone financial statements. The Statement which includes the standalone financial results is the responsibility of the Company's Board of Directors and has been approved by them for the issuance. This responsibility includes the preparation and presentation of these financial results that give a true and fair view of the net profit and other comprehensive income and other finaricial information in accordance with the applicable accounting standards prescribed under section 133 of the Act read with relevant Rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial results, the Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

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

Our objectives are to obtain reasonable assurance about whether the standalone financial results as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a hi h level of assurance, but is not a guarantee that an audit conducted in accordance

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with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also;

  • Identify and assess the risks of material misstatement of the standalone financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
  • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the standalone financial results, including the disclosures, and whether the financial results represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the standalone financial results of the Company to express an opinion on the standalone financial results.

Materiality is the magnitude of misstatements in the standalone financial results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial results.

Page 3 of 4

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

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

Other Matter

We draw your attention to the fact that the figures for the quarter ended March 31, 2021 and the corresponding quarter ended in the previous year as reported in the Statement are the balancing figures between audited figures in respect of the full financial year and the published year-to-date figures up to the end of the third quarter of the current and previous financial year, respectively. Also, the figures up to the end of the third quarter of the respective financial year had only been reviewed and not subject to an audit. Our report on the statement is not modified in respect of this matter.

For Khandelwal Jain & Co. Chartered Accountants Firm Registration No. : 105049W

S.S. ~ Shah

Partner

Place: Mumbai Date: May 27, 2021