sont Bihari Shah & Ca. Partner 2 M : 98250 61032 Chartered Accountants

INDEPENDENT AUDITOR’S REPORT

To,

Board of Directors

Prolife Industries Limited

Ankleshwar

Report on the audit of the Standalone Financial Results

Opinion

We have audited the accompanying standalone half yearly financial results of Prolife Industries Limited (the company) for the half yearly ended 31/03/2020 and the year to date results for the period from 01/04/2019 to 31/03/2020, attached herewith, being submitted by the 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 these standalone financial results:

i. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and

ii. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards and other accounting principles generally accepted in India of the net profit/losss and other comprehensive income and other financial information for the half yearly ended 31/03/2020 as well as the year to date results for the period from 01/04/2019 to 31/03/2020.

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 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 financial results under the provisions of the Companies Act, 2013 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.

Our opinion is not modified in respect of this matter.

4" Floor 408 To 411 Vraj Valencia, Behind Mahindra Show Room, Near Sola Flyover, S. G. Highway, wee

— 3800060, Tel.No. 079-29700820/821 Email : biharishah@yahoo.com ViAS=

2 Management’s Responsibilities for the Standalone Financial Results

These half yearly financial results as well as the year to date standalone financial results have been

prepared on the basis of the interim financial statements. The Company's Board of Directors are

responsible for the preparation of these financial results that give a true and fair view of the net profit/loss

and other comprehensive income and other financial information in accordance with the recognition and

measurement principles laid down in Indian Accounting Standard 34, ‘Interim Financial Reporting’

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 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 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.

e Evaluate the appropriateness of accounting policies used and the reasonableness of accounting

estimates and related disclosures made by the Board of Directors.

e 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, i

disclosures are inadequate, to modify our opinion. Our conclusions are based on/thes

evidence obtained up to the date of our auditor’s report. However, future events or c ditions mi

cause the Company to cease to continue as a going concern. f/FRN-

e 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.

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.

For BIHARI SHAH & CO.

Chartered Accountants

Firm Registration No.119020W

awe Sea,

Place: Ahmedabad Hardik B. Shah Date : 30/06/2020 Partner

98 Membership No. 119568

— UDIN : 20119568AAAABI1256

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GALINIT SATALSNGNI FATTOUd

PROLIFE INDUSTRIES LIMITED protite CIN NO. L24231GJ1994PLC022613 SS iodesee

Condensed Statement of Assets and Liabilities

Standalone Statement of Assets and Liabilities

As at 31/03/2020) As at 31/03/2019, Particulars AUDITED AUDITED

|A_EQUITY AND LIABILITIES

1 Shareholders’ funds

(a) Share capital 4,09,40,800.00 4,09,40,800.00

(b) Reserves and surplus 11,92,15,593.11 8,03,07,734.90

(c) Money received against share warrants

Sub-total - Shareholders’ funds 16,01,56,393.11 12,12,48,534.90

2. Share application money pending allotment 2

3. Non-current liabilities

(a) Long-term borrowings 5,27,24,487.00| 8,31,98,602.00)

(b) Deferred tax liabilities (net) + 17,318.00}

(c) Other long-term liabilities 27,00,000.00} 27,00,000.00 (d) Long-term provisions 17,46,734.00| 13,24,617.00

Sub-total - Non-current liabilities 5,71,71,221.00 8,72,40,537,00 4. Current liabilities

(a) Short-term borrowings 2,44,08,621.00 (1,16,72,157.72)

(b) Trade payables 9,33,47,098.37 5,56,08,756.28|

(c )Other current liabilities 17,62,444.00) 30,93,157.00 (d) Short-term provisions 1,97,73,525.00} 1,13,94,819.29

Sub-total - Current liabilities 13,92,91,688.37) 5,84,24,574.85

TOTAL - EQUITY AND LIABILITIES 35,66,19,302.48) 26,69,13,646.75 B_ASSETS

1, Non-current assets

(a) Fixed assets

(i) Tangible Assets 7,07,83,186.20| 7,51,62,026.27

(ii) Intangible Assets -

(iii) Capital Work In Progress -

(iv) Intangible Assets under

Development - .

(b) Non-current investments 3,73,89,778.95 3,73,89,778.95

(c) Deferred tax assets (net) 1,80,045.00 =

(d) Long-term loans and advances : 8,20,35,389.01 3,51,08,858.86

(e) Other non-current assets - -

Sub-total - Non-current assets 19,03,88,399.16| 14,76,60,664.08

2 Current assets

(a) Current investments - 54,62,435.45

(b) Inventories 6,49,47,103.72 1,96,52,235.58}

(c) Trade receivables 7,19,82,743.00 8,14,16,658.35

(d) Cash and cash equivalents 2,67,64,476.93 1,09,46,824.62)

(e) Short-term loans and advances 1.67) 1.67

(f) Other current assets 25,36,578.00 17,74,827.00 Sub-total - Current assets 16,62,30,903.32 11,92,52,982.67

TOTAL - ASSETS 35,66,19,302.48) 26,69,13,646.75

Date: 30th June, 2020

Place: Ankleshwar

PROLIFE INDUSTRIES LIMITED

CIN NO. L24231GJ1994PLC022613

Notes:

i The Financial Results were reviewed by the Audit Committee and approved by Board

of Directors in their meeting held on 30th June, 2020

2 There were no investor complaints received / pending as on 31.03.2020

Corresponding figures of the Previous Year have been regrouped to confirm with

3 current year's figures wherever necessary and figures are rounded off to the nearest

rupee.

m Revenue / Income and costs / expenditures are generally accounted on accrual as

they are earned or incurred.

5 Inventory is valued at Valued at Cost or market value which is lower.

Income Tax has been recognised in each interim period based on the estimates of the

6

weighted average annual effective tax rate as estimated by the mangement

7 Deffered Tax has been recognised in each interim period based on the estimates

made by the mangement.

8 During the period the Company has not issued any kind of Shares

9 During the year under review no claims are pending.

The Company as single reportable segment. Hence no separate information for

10 :

segment wise disclosure is given in accordance with the requirements of AS-17

11 During the period the Company has paid final dividend for F:Y. 2018-19 at Rs. 0.30/-

per equity share of face value Rs. 10 each.

For and on Behalf of Board

Ma inder ngh Jolly

Managing Director

DIN: 00399467

Date: 30th June, 2020

Place: Ankleshwar

PROLIFE INDUSTRIES LIMITED CIN NO: L24231GJ1994PLC022613

tus Limied o

Cash Flow Statement For The Year Ended 31st March, 2020

Sr.No PARTICULARS 31.03.2020 31.03.2019

a CASH FLOW FROM OPERATING ACTIVITIES

Net Profit (Loss) As per Profit & Loss Account 4,03,88,148.11 2,03,56,516.57

a Tax and Extra-Ordinary Item

Income Tax 1,66,35,358.00 78,81,670.00

Deffered Tax (197,363.29) 3,214.00

Net Profit (Loss) before tax 5,68,26,142,.82 2,82,41,400.57

b Adjustments:-

Interest and finance cost 59,01,055.00 88,77,949.98

Depreciation 1,03,21,514.58 92,57,971.35

Interest Income (4,58,489.00) (6,48,926.00)

Incometax Provision - 12,34,571.00

Dividend income (3,500.00) (200.00)

Operating profit(loss) before working capital changes 7,25,86,723.40 4,69,62,766.90

c Adjustments:-

Decrease/(Increase) in Trade Receivables 94,33,916.01 (5,30,41,566.62)

(Decrease)/Increase in Trade Payables 3,77,38,342.09 8,17,710.47 (Decrease)/Increase in Short term Borrowings 3,60,80,778.72 (25,70,618.16)

(Decrease) /Increase in Other Current liabilities (13,30,713.00) 20,82,164.00

(Decrease) /Increase in Short term Provision 83,78,705.71 86,52,834.29

Decrease/(Increase) in Inventories (4,52,94,868.14) 1,46,54,140.42

Decrease/(Increase) in Other Current Asset (7,61,751.00) (15,62,378.00)

Net Cash Flow before tax and extra ordinary item 11,68,31,133.79 1,59,95,053.30

Direct Taxes Paid (1,66,35,358.00) (78,81,670.00)

Less: Extraordinary Items - -

Net Cash Flow from Operating Activities 10,01,95,775.79 81,13,383.30

Z CASH FLOW FROM INVESTING ACTIVITIES:

a Acquisition of Fixed Assets (60,19,326.51) (1,40,15,295.62)

b Sale of Fixed Assets 76,652.00 =

c Dividend received 3,500.00 200.00

d Interest Income 4,58,489.00 6,48,926.00

S Decrease/(Increase) in Non Current Investment - 10,001.80

f Decrease/(Increase) in Long term loan and advances (4,69,26,530.15) (99,71,188.78)

g Decrease/(Increase) in Other Non Current Asset - -

h Decrease/(Increase) in Short term loans and advances : -

i Decrease/(Increase) in Other Non Current Asset - -

Decrease/(Increase) in Current Investments 54,62,435.45, -

Net Cash Flow from Investing Activities (4,69,44,780.21) (2,33,27,356.60)

3 S| ITI

a Changes in Long Term Borrowings (3,04,74,115.00) 2,58,68,545.00

b Dividend and Dividend Distribution Tax paid (14,80,288.00) (12,33,943.00)

€ Interest and finance cost (59,01,055.35) (88,77,950.33)

d Changes in Other Long Term Liabilities 4,22,117.00 4,93,436.00

Net Cash Flow from Financing Activities (3,74,33,341.35) 1,62,50,087.67

Net Increase in Cash and Equivalent. 1,58,17,654.23 10,36,114.37

Cash And Cash Equivalents as at the Beginning of the year 1,09,46,824.62 99,10,710.25

2,67,64,478.85 1,09,46,824.62 Cash And Cash Equivalents as at the closing of the year

For and on Behalf of Board

M/s. Prolife Industries Limity

DIN: 00399467

Date: 30th June, 2020

Place: Ankleshwar

P rolife Plot No. 213, GIDC, Panoli Industrial Estate, Ta. Ankleshwar,

Industries oo PROLIFE L ] mite d

CIN NO. L24231GJ1994PLC022613

Date: 30.06.2020

To,

The Manager-Listing Department,

The National Stock Exchange of India Limited,

Exchange Plaza, NSE Building,

BandraKurla Complex,

Bandra East,

Mumbai-400 051

Dear Sir/Madam,

Ref: (SYMBOL: PROLIFE, ISIN :INE994V01012)

Sub: Declaration for unmodified opinion with Audit Report on Annual Audited Financial Results

for Half Year ended and Year ended on 31* March, 2020.

Pursuant to Regulation 33(3)(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015, we hereby confirm and declare that Statutory auditors of the company M/S Bihari Shah & Co.,

Chartered Accountants (FRN: 119020W) have issued Auditors report with unmodified opinion in respect

of Audited Financial Results for the year ended on 31*March, 2020 approved at Board Meeting held on

30"June, 2020.

Kindly take the same on your records.

Thanking you,

Yours Faithfully,

MANI INGH JOL!

(CHAIRMAN & MANAGI

(DIN: 00399467)

Corporate Office : 6,8,10,12 Hex on Arcade, Nr. Jayaben Modi Hospital, Valia Road, G.I.D.C., Ankleshwar-393002 Ph. 02646-226559 Fax: 02646-227559 Website: prolife-group.com