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MOREPEN LABORATORIES LTD.

07 October 2026 | 04:00

Industry >> Pharmaceuticals

Select Another Company

ISIN No INE083A01026 BSE Code / NSE Code 500288 / MOREPENLAB Book Value (Rs.) 23.78 Face Value 2.00
Bookclosure 19/09/2026 52Week High 145 EPS 1.73 P/E 84.89
Market Cap. 8053.28 Cr. 52Week Low 33 P/BV / Div Yield (%) 6.18 / 0.14 Market Lot 1.00
Security Type Other

AUDITOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of standalone financial statements of the current period. These matters were addressed in the context of our audit
of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters. We have determined the matters described below to be the key audit matters to be
communicated in our report.

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Key Audit Matter

Auditor's Response

1

In the Scheme of Arrangement & Compromise under Section 391 of
the Companies Act, 1956 as approved by the Hon'ble High Court of
Himachal Pradesh vide its Order dated August 4, 2009, the
Company allotted 9,24,90,413 Equity Shares to the fixed deposit
holders in settlement of their dues. The Hon'ble NCLT vide its
judgment dated 12*' March 2018 dismissed the Company's petition
seeking approval of the Scheme and stated that the order will not
affect the allotment of the shares to the FD holders who have traded
the shares to the third parties or transferred the allotted shares and to
the balance FD holders (eligible FD holders), the company shall pay
the outstanding amount as per the scheme approved by the
Company Law Board (CLB). The appeal preferred by the company
against the said order of NCLT, is dismissed by Hon'ble National
Company Law Appellate Tribunal (NCLAT).

Pursuant to implementation of Hon'ble National Company Law
Tribunal (NCLT), Chandigarh Order dated 12.03.2018, out of
3,85,65,810 Equity Shares of '2/- each issued at a premium of
'9.32 per share belonging to eligible FD holders, the company has
paid Fixed Deposit dues in respect of 50,62,872 Equity Shares
received for cancellation with the company till 31.03.2022.

(Refer Note No. 13G to the standalone financial statements)

Principal Audit Procedures

We collected and analyzed the Scheme
approved by the Company Law Board
(CLB) dated 19.08.2003, Judgment of
Hon'ble NCLT dated 12" March 2018,
order of Hon'ble National Company Law
Appellate Tribunal (NCLAT) dated
23.7.2019, Communication with ROC and
Stock Exchanges in this regard and other
relevant documents in this regard produced
for our verification.

The payment to pending eligible FD
holders may impact financials of the
company in the coming year/years.

We have audited the accompanying standalone
financial statements of Morepen Laboratories Limited
("the Company"), which comprise the Balance Sheet as
at March 31, 2026, the Statement of Profit and Loss
(including Other Comprehensive Income), Statement of
Changes in Equity and Statement of Cash Flows for the
year then ended, and summary of significant
accounting policies and other explanatory information
(hereinafter referred to as "the standalone financial
statements").

In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
standalone financial statements give the information
required by the Companies Act, 2013 ("the Act") in the
manner so required and give a true and fair view in
conformity with the Indian Accounting Standards
prescribed under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015,
as amended, ("Ind AS") and other accounting principles

generally accepted in India, of the state of affairs of the
Company as at March 31, 2026, the profit and total
comprehensive income, changes in equity and its cash flows
for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on
Auditing (SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described
in the "Auditor's Responsibilities for the Audit of standalone
financial statements" section of our report. We are
independent of the Company 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 standalone financial statements 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 on the
standalone financial statements.

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

The Company's Board of Directors is responsible for
preparation of the other information. The other
information comprises the information included in
Annual Report, but does not include the standalone
financial statements and our auditor's report thereon.

Our opinion on financial statement does not cover the
other information and we do not express any form of
assurance conclusion thereon.

In connection with our audit of the standalone financial
statements, our responsibility is to read the other
information and, in doing so, consider whether the
other information is materially inconsistent with the
standalone financial statements or our knowledge
obtained during the course of our audit, or otherwise
appears to be materially misstated.

If, based on the work we have performed, we conclude
that there is material misstatement of this other
information; we are required to report that fact. We
have nothing to report in this regard.

Management's responsibility for the Standalone
Financial Statements

The Company's Board of Directors is responsible for the
matters stated in section 134(5) of the Act with respect to
the preparation of these standalone financial
statements that give a true and fair view of the financial
position, financial performance, total comprehensive
income, changes in equity and cash flows of the
company in accordance with applicable Ind AS and
other accounting principles generally accepted in India.

This responsibility also includes maintenance of
adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting frauds and
other irregularities; selection and application of
appropriate accounting policies; making judgements
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 statement
that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of
Directors is responsible for assessing the company's
ability to continue as 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 the operations, or has no realistic alternative but
to do so.

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

Auditor's Responsibilities for the Audit of standalone
financial statements

Our objectives are to obtain reasonable assurance about
whether the standalone financial statements as a whole are
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 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 aggregate, they
could reasonably be expected to influence the economic
decisions of users taken on the basis of these standalone
financial statements.

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

• Identify and assess the risks of material misstatement of
the standalone financial statements, whether due to
fraud or error, design and perform audit procedure
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 financial controls
relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the company has
adequate internal financial controls system in place and
the operating effectiveness of such controls.

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

• Conclude on the appropriateness of management's 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

pending litigations on its financial position
in its standalone financial statements.

b) The Company did not have any long-term
contracts including derivative contracts.

c) During the year, the company was not
liable to transfer any amount to the Investor
Education and Protection Fund.

d) The Gratuity liability accrued remains
uncovered to the extent of being unfunded.

e) Based on the audit procedures performed
that has been considered reasonable and
appropriate in the circumstances, nothing
has come to our notice that has caused us
to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e) contain
any material mis-statement. (Refer Note
No. 44(e) to the standalone financial
statements)

f) As stated in Note 39 to the accompanying
standalone financial statements, the Board
of Directors of the company have proposed
final dividend for the year ended March 31,
2026 which is subject to the approval of the
members at the ensuing Annual General
Meeting. The Proposed dividend declared
is in accordance with section 123 of the act
to extent it applies to declaration of

in the standalone financial statement 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 statements,
including the disclosures, and whether the
standalone financial statements represent the
underlying transaction and events in a manner that
achieves fair presentation.

Materiality is the magnitude of misstatements in the
standalone financial statements 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 factor 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 statements.

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.

From the matters communicated with those charged
with governance, we determine those matters that were
of most significance in the audit of the standalone
financial statements of the current period and are
therefore the key audit matters. We describe these
matters in our auditor's report unless law or regulation
precludes public disclosures about the matter or when,
in extremely rare circumstances, we determine that a
matter should not be communicated in our report
because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest
benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report)
Order, 2020 ("the Order"), issued by the Central
Government in terms of section 143(11) of the Act,
we give in Annexure A, a statement on the matters

specified in paragraphs 3 and 4 of the Order, to the

extent applicable.

2. As required by Section 143(3) of the Act, based on our

audit, we report that:

a) We have sought and obtained all the information
and explanations which to the best of our knowledge
and belief were necessary for the purposes of our
audit.

b) In our opinion, proper books of accounts as required
by law have been kept by the company so far as it
appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss
(including other comprehensive income), Statement
of Changes in Equity and the Statement of Cash
Flows dealt with by this report are in agreement with
the books of accounts.

d) In our opinion, the aforesaid standalone financial
statements comply with the Indian Accounting
Standards prescribed under section 133 of the Act
read with relevant rules issued thereunder.

e) On the basis of the written representations received
from the directors as on 31st March, 2026 taken on
record by the Board of Directors, none of the
directors are disqualified as on 31st March 2026
from being appointed as a director in terms of
section 164(2) of the Act.

f) With respect to the adequacy of the internal financial
controls over financial reporting of the company and
the operating effectiveness of such controls, refer to
our separate report in "Annexure B". Our report
expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company's
internal financial controls over financial reporting.

g) With respect to the other matters to be included in the
Auditor's Report in accordance with the requirements
of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and
according to the explanations given to us, the
remuneration paid by the company to its directors
during the year is in accordance with the provisions
of section 197 of the Act.

h) With respect to the other matters to be included in the
Auditor's Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our
opinion and to the best of our information and
according to the explanations given to us:

a) The Company has disclosed the impact of
dividend.

The final dividend paid by the Company during
the year in respect of the same declared for the
previous year is in accordance with section 123
of the Act to the extent it applies to payment of
dividend.

g) Based on our examination, which includes the
test checks, the company has used accounting
software for maintaining its books of accounts
for the financial year ended March 31, 2026
which has a feature of recording audit trail (edit
log) facility and the same has operated
throughout the year for all the relevant
transactions recorded in the software. Further,
during the course of our audit we did not come
across any instance of the audit trail feature
being tampered with.

Additionally, the audit trail has been preserved
by the company as per the statutory
requirements for record retention.

h) In respect of MSME vendors, the Company has
made appropriate provision for interest payable
in the books of account, wherever applicable,
based on confirmations received from vendors
identifying themselves as MSMEs, in accordance
with the provisions of the Micro, Small and
Medium Enterprises Development Act, 2006.

For S.P Babuta & Associates
Chartered Accountants
F.No. 007657N

CA S.P Babuta
Managing Partner
FCA, IP, DISA, CCA
GST Cert, Forensic Auditor

Date :26th May, 2026 Membership No. : 086348

Place :Gurugram, Haryana UDIN : 26086348UZBYE13191