Dear Shareholders,
 The Directors have pleasure in presenting the Eighteenth Annual Report
 of your Company together with the audited Balance Sheet and Profit and
 Loss Account of the Company for the year ended on March 31, 2011.
 
 Financial Results
 
                                                          (Rs. In Lacs)
                                               Year ended 31st March,
 
                                                   2011        2010
 
 Sales                                           25,961      20,032
 
 Profit before interest, depreciation and         3,742       3,335
 taxation
 
 Financial Expenses                                 675         674
 
 Depreciation                                     1,108       1,004
 
 Profit before tax                                1,959       1,657
 
 Tax Expenses                                     (320)        (99)
 
 Profit after Tax                                 2,279       1,756
 
 Transfer to General Reserve                        228         176
 
 Proposed Dividend                                  634         315
 
 Tax on Dividend                                    103          54
 
 Performance review & Highlights of the year
 
 During this year your Company has achieved an excellent growth both in
 the domestic & export markets.
 
 There has been 30% growth in revenue, from Rs. 200.32 Crores in the year
 2010 toRs. 259.61 Crores in 2011 and 30% growth in PAT from Rs. 17.56
 Crores in 2010 to Rs. 22.79 Crores in 2011.
 
 The export to domestic ratio for the year has been 54:46. During the
 year, your Company did an export business of Rs. 94 Crores from the Suiat
 facility.
 
 Acknowledging the good performance of the company, the board has
 recommended a doubling of the dividend to 60% as compared to 30% during
 the last year.
 
 Responding to the information age that has arrived, your Company has
 expanded its vision, from delivering services to delivering solutions.
 As pioneers in the communications industry, your Company recognizes
 that knowledge and content are the key drivers for the future and in
 response to this, your Company has expanded its capabilities to
 provide to its customers, solutions to their requirements by investing
 in technologies, re-skilling people, expanding capacities and preparing
 for the future so that we are ready for the opportunities tomorrow
 brings and can provide the benefits of these to our stakeholders.
 
 Your Companys focus on the African Continent continues. Having
 understood the nuances of the African educational publishing models,
 our solutions are customized to the requirements of different African
 countries. During this year your Company has bagged a single biggest
 order of Rs. 26 Crores from the Africa market.
 
 The focus during the year has remained range of services for every step
 of the value chain, right from content creation up to the product
 despatch which includes Content Creation and Management, Designing,
 Pre-Press, Printing, Post Press and Logistics. Our state of the art
 Digital Facility helps publishers print just the amount of books they
 need, personalize each copy and avoid obsolescence.
 
 Your Company understands the growth spurt in the domestic market and
 are fully equipped to cater to all the four zones, East, West, North
 and South.Your Company has made excellent efforts for penetration in
 South India market which will show results in the coming year.
 
 Your Company has a strong and consistent order inflows with a healthy
 order book of over Rs. 45 Crores and is confident that we should be able
 to sustain the growth in the coming year.
 
 Your Company has bought additional space adjoining its existing plots
 at Surat which will increase the capacity and productivity of the Surat
 plant.
 
 Your Company is investing heavily in building a world class IT
 infrastructure. We are expanding our technological infrastructure to
 include digital advances that meet the needs of our clients by setting
 up a Web storefront. The EFI Digital Storefront® (DSF)is an online web
 storefront serving as a customizable platform for print businesses that
 provides a unique shopping experience for customers while also serving
 as an order to production workflow. Enterprise Content Management (ECM)
 is another system in the process of implementation in order to
 facilitate greater in process efficiencies.
 
 During the year your Company is awarded Special Export Award from
 CAPEXIL for the year 2009-10 fourth time in a row.
 
 Quality Certifications and Social Audits
 
 Your Company is recognised by Hasbro, Mattel, Disney, Dollar General,
 Wal-Mart, FWC and SEDEX qualifications for the highest ethical and
 business standards.
 
 Your Company will undergo a re-certification of ISO 9001:2008 in June
 2011 for the 4th time in order to continually upgrade its quality
 standards.
 
 As a part of the ISO 14001 initiative, both Mahape and Surat plants
 became members of the Common Effluent Treatment Plant (CETP) to
 discharge excess treated water from the plant.
 
 On the Energy conservation front, both plants were audited for Energy
 audit.
 
 ESOPS
 
 Your Company has implemented two Employee Stock Option Schemes namely
 Repro India Limited (Employees Stock Option Scheme), 2006 (REPRO ESOS,
 2006) and Repro India Limited (Employees Stock Option Scheme), 2010
 (REPRO ESOS, 2010) in accordance with the Securities and Exchange Board
 of India (Employee 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.
 
 As the intrinsic value (difference between Market price and Exercise
 price) on the date of the grant was nil, no compensation cost has been
 recognised in the financial statement.
 
 The applicable disclosures as stipulated under the SEBI Guidelines as
 at March 31, 2011 are set out in the Annexure to this Report.
 
 Increase in share capital
 
 During the year, we issued and allotted 64,715 number of equity shares
 on the exercise of stock options under the Repro ESOS 2006. As a result
 of this, the issued, subscribed and paid up capital of the Company
 increased from 10,495,149 shares as at March 2010 to 10,559,864 shares
 as at March 31, 2011.
 
 Promoter Group Companies
 
 Pursuant to intimation from the Promoters, the names of Promoters and
 the Promoter Group comprising the group as defined in the Monopolies
 and Restrictive Trade Practices Act, 1969, have been disclosed in the
 Annual Report of the Company, for the purpose of Regulation 3(1 )(e) of
 the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations,
 1997.
 
 Transfer to Reserves
 
 Your Directors propose to transfer a sum of Rs. 227.92 lacs, being 10% of
 the profits of the year under review, to the general reserves of the
 company pursuant to the Companies (Transfer of Profits to Reserves)
 Rules 1975.
 
 Dividend
 
 Your Directors recommend declaration of dividend of Rs. 6/- per Equity
 share of Rs. 10/- for the year ended on March 31, 2011.
 
 Dematerialisation of Shares
 
 The Company has continued its tie up with National Securities
 Depository Limited (NSDL) and Central Depository Services of India
 Limited (CDSL) for dematerialization of the shares of the Company.
 Accordingly, the shares of the Company are available for
 dematerialization and can be traded by way of demat.
 
 Auditors Report
 
 The Notes to Accounts referred to by the Auditors in their report are
 self-explanatory and do not require any further clarification.
 
 Auditors
 
 The Auditors M/s. S.R. Batliboi & Co., Chartered Accountants, Mumbai,
 retire by rotation at the conclusion of the forthcoming Annual General
 Meeting, and, being eligible, offer themselves for re-appointment.
 
 Directors
 
 Dr. Jamshed J. Irani and Mr. U.R.Bhat, Directors of the Company, retire
 by rotation and being eligible, offer themselves for re- appointment.
 The Board of Directors of the Company recommend their respective re
 appointments.
 
 Brief resume of the Directors proposed to be reappointed as stipulated
 under Clause 49 of the Listing Agreement with the Stock Exchanges in
 India, are provided in the Report on Corporate Governance forming part
 of the Annual Report.
 
 Personnel
 
 None of the employees of the Company are covered under the provisions
 of Section 217(2A) of the Companies Act, 1956 read with the Companies
 (Particulars of Employees) Rules 1975, as amended till date.
 
 Conservation of Energy, Technology Absorption and Foreign Exchange
 Earnings and Outgo
 
 Conservation of Energy:
 
 As required under Section 217(1 )(e) of the Companies Act, 1956,
 (including any statutory modifications or re-enactment thereof for the
 time being in force) read with Rule 2 of the Companies (Disclosure of
 Particulars in the Report of Board of Directors) Rules 1988, your
 Company is not covered by the Schedule of Industries which are required
 to furnish the information in Form A. However, your Company has
 continued to lay a special emphasis in creating awareness on
 conservation of energy.
 
 Technology Absorption:
 
 The Company does not have any technical collaboration arrangements. The
 Company has always used the latest technology available in the
 industry. Accordingly, the Company has procured the latest equipment
 and its personnel are trained from time to time, on the use, operation
 and maintenance of such highly sophisticated equipment.
 
 Foreign Exchange Earnings and Outgo:
 
 The foreign exchange earnings of the Company during the year were Rs.
 14,619 lacs while the outgoings were Rs. 4,516 Lacs (including value of
 materials imported).
 
 Report on Corporate Governance
 
 A separate report on Corporate Governance as stipulated under Clause 49
 of the Listing Agreement with the Stock Exchanges forms part of the 
 Annual Report along with the Certificate from Mr.Dinesh Kumar Deora, 
 Practising Company Secretary confirming compliance of conditions of 
 Corporate Governance.
 
 The Declaration by the Managing Director regarding compliance by board
 members and senior management personnel with the code of conduct also
 forms a part of the Annual Report.
 
 Human Resources Activities:
 
 Your Company believes that teamwork is an integral part of an
 organisations progress. With this in mind, your Company has put into
 place several significant HR initiatives that help us on our path of
 expansion.
 
 Progressive policies have been implemented that help streamline
 efficiencies by ensuring a culture of responsibility and greater
 discipline. A half yearly appraisal system with weightages and a
 bell-curve approach for performance measurement have resulted in
 greater accountability and therefore, greater efficiencies across the
 board. Several measures have been implemented that have benchmarked
 best practices leading to greater empowerment of the labour force. A
 rigorous re-skilling programme that included outbound training,
 workshops and seminars on latest trends, technologies and management
 techniques have further enhanced abilities across the board.
 
 Directors Responsibility Statement
 
 Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
 confirm that:
 
 a) in the preparation of the annual accounts, the applicable accounting
 standards have been followed and no material departures have been made
 from the same;
 
 b) The Directors have selected such accounting policies and applied
 them consistently and made judgements and estimates that are reasonable
 and prudent so as to give a true and fair view of the state of affairs
 of the Company at the end of the financial year and of the profit of
 the Company for that period;
 
 c) The Directors have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 1956 for safeguarding the assets of
 the Company and for preventing and detecting fraud and other
 irregularities;
 
 d) The Directors have prepared the annual accounts on a going concern
 basis.
 
 Management Discussion and Analysis Report
 
 The Management Discussion and Analysis Report on the operations of the
 Company is provided in a separate section and forms a part of this
 Report.
 
 Acknowledgements
 
 Your Directors place on record its sincere thanks and appreciation for
 the continuing support, co-operation and assistance received from the
 Companys customers, suppliers, bankers, Central and State Governments
 during the year under review. The Board is also thankful to the
 shareholders for your support, and salutes its shareholders for their
 undetermined faith in the credentials of the Company. Your Directors
 also wish to place on record their appreciation of the devoted and
 dedicated service rendered by all the employees of your Company.
 
                            For and on behalf of the Board of Directors
 
                                                          SANJEEV VOHRA
 Mumbai, Dated: May 24, 2011                          Managing Director