A TETE-A -TETE WITH THE CHAIRMAN
 
 The investor relations (Ir) team at opto circuits engaged Mr. Vinod
 Ramnani in a conversation to share his thoughts on the year gone by and
 his vision and strategy for the future. please read on.
 
 Ir: How was Fiscal 2011 for Opto Circuits?
 
 Chairman: it''s been a year of robust growth and exciting developments.
 
 We''ve become a global medical devices & technology company that owns
 168 patents and sells more than 100 products in about 150 countries. We
 are happy to have ended the year successfully with an eps increase of
 41% and a 12.5% growth in the proposed dividend per share. revenues,
 including those from the acquired companies, have gone up 47% and we''ve
 been able to sustain a healthy balance sheet as on 31st march 2011.
 the year before last, we waited for the world economy and the indian
 markets to stabilize, deferring any pursuit of an inorganic
 transaction. in fiscal 2011, on signs of a global recovery, we made the
 strategic decision to venture into the fields of vascular diagnostics
 and cardiac monitoring, rehabilitation & resuscitation. We purchased
 two north american companies with exceptional brand equity and double
 digit market shares in these segments.
 
 Having realized that the invasive part of the business had achieved the
 scale required to invest in in-house manufacturing, we bought a
 fully-equipped and contemporary stent manufacturing unit in india.
 
 We also launched new generation patient monitors and accessories and
 successfully extended applications of the invasive technologies that we
 had launched in recent years. all these developments helped expand our
 Oem and non Oem customer base and helped deepen our penetration in
 world markets.
 
 Ir: What have the three acquisitions of fy2011 brought to the table for
 opto circuits?
 
 Chairman: the acquisitions have added to our revenue streams and
 contributed to growth. they''ve increased our addressable market by a
 few more billion dollars. We''ve also been able to strengthen our
 consolidated brand equity and the intangible assets portfolio.  We''ve
 been presented with extremely lucrative opportunities to leverage our
 global distribution network.
 
 Unetixs Vascular and Cardiac science added new verticals, that of
 peripheral vascular diagnostics, public access defbrillation and
 cardiac monitoring. these new product segments extended our customer
 base by opening up access to the largest and best of GPOS, over 200,000
 primary healthcare centers, along with hundreds of more distributors
 and hospitals in the developed world.
 
 These two acquisitions have given us the opportunity to draw synergies
 across our noninvasive businesses and have provided immense potential
 to cross sell through our global distribution network. they have also
 strengthened our management teams as we retained talented leaders from
 the acquired corporations.  n.s. remedies enables us to manufacture
 bare metal cardiac stents of the best quality at lower costs. this
 reduces our manufacturing dependency on external agencies and helps us
 penetrate markets in emerging economies that are currently underserved
 on account of the high cost of critical cardiac care technologies
 available from developed countries.
 
 Ir: What are your plans and outlook for the interventional products''
 business in the years to come?
 
 Chairman: The growth potential on the interventional side of the
 business is stupendous. We are addressing a growing market of about usd
 10 Bn. in revenue terms.
 
 In the past, we have, very successfully, launched disruptive
 technologies in the space and have gained market leadership after due
 investments in research, clinical trials, studies, registries,
 symposiums, tradeshows and workshops. We hope to intensify our way
 through these activities in the coming years so as to make our products
 available and acceptable to a much larger global medical community. a
 part of our endeavor in this space would also be on extending clinical
 applications of existing products, thereby extending our addressable
 market size.  diOr® and Freewaytm, the drug-eluting balloons from
 eurocor, have become a standard of reference in the category. We hope
 to leverage on their admirable position in the industry to launch
 related cardiovascular and endovascular products. We will continue
 investing in research to develop stents that address modern day
 clinical issues and that are a generational change from products
 available in the market today. Our efforts on making combination
 products, like magicaltm, clinically relevant and positioning them as
 proven alternatives to current practices will continue too.  We are
 also very excited about our growing partnership with micell
 technologies, based in the united states. their progress on clinical
 trials of the mistenttm des, which uses eurocor''s Genius magic® Cobalt
 Chromium stent and delivery system, has been impressive and the product
 is expected to attain Ce approval in 2012. micell''s continued success
 in producing favorable clinical results augurs well for us since we
 will enjoy the prospect of exclusive distribution of the product
 outside the united states and Japan. it also represents significant
 additional revenue opportunities for our subsidiary eurocor since we
 will be supplying stents and delivery systems for all mistenttm demand,
 including the us and Japan under a guaranteed supply agreement to be
 executed shortly.  the developments above, we believe, provide this
 business the ability to grow at a reasonably good rate and
 simultaneously maintain high profitability.
 
 Ir: please tell us about your efforts towards strengthening the
 management and workforce across the Group?
 
 Chairman: Our human resources continue to be the backbone of our
 organization and our strength lies in the commitment of our people who
 take great pride in their work.
 
 Our workforce is more diverse now in terms of nationality, gender and
 age and is helping us get a better reach and understanding of our
 customers who come from varied backgrounds, cultures and countries. We
 will continue globalizing our workforce and will encourage local
 participation in the business wherever possible.  the acquisitions made
 in the last fiscal year have given us not just great products and reach
 but also outstanding human talent at all levels. We''ve retained key
 members of the top management in the acquired companies and empowered
 them to take on more comprehensive roles within the Group. people in
 operations, marketing and sales are being encouraged to think
 innovatively by applying their knowledge and skills to a diverse set of
 products and services.
 
 We are also actively recruiting young talent and grooming them to be
 future leaders.
 
 Very specifically, in the current fiscal, our efforts will be directed
 towards strengthening our r&d departments in india and europe.
 
 Ir: What are your thoughts on the current state of the medical device
 industry?
 
 Chairman: the medical device industry is a constantly evolving place.
 technologies advance as per the growing demands of the medical
 practitioners. However, the human body and its dynamics remain the
 same. the basic science underlying the medical devices and tools has
 not been changing much either.  in the last few years, the industry has
 been investing in making technologies more accessible, portable,
 convergent, connected, user-friendly, safe and effective. some of the
 best advancements in information systems such as telemetry,
 wireless/bluetooth technology, networking, etc. have been adapted to
 medtech.  Concepts like home healthcare, virtual surgery and consumer
 medtech wouldn''t have seen light of day without these developments. the
 industry has also been self-motivated to go green with recent product
 adaptations.
 
 All in all, the industry''s efforts have helped in reducing operational
 costs for health delivery institutions and in making healthcare
 accessible to an ever larger number of people around the world.
 emerging market populations with growing income profiles will benefit
 from such institutional and technological progress. the developed
 world, on the other hand, with a fast ageing population, will continue
 to be a lucrative market for all players.  Opto Circuits, with a
 significant presence in both worlds, is well placed to serve developing
 countries with vital technologies as well as offer leading edge
 healthcare to those who can afford it in the developed countries.
 
 Ir: What are your key endeavours for fy2012?  chairman: this year we
 are focusing on maximizing organic growth and consolidating the
 business.
 
 Especially in the united states, we are consolidating operations,
 integrating our manufacturing facilities and synergizing our sales
 force and management, rendering them more effective and efficient. the
 mantra, across subsidiaries, is to minimize duplication and redundancy
 of costs and to maximize the benefits accruing from a homogenous
 customer type.  additionally, we''ve undertaken a formal restructuring
 exercise that groups complementary business lines to achieve
 operational effectiveness and cost efficiencies. investments of three
 us- based subsidiaries–Cardiac science, Criticare systems and unetixs
 Vascular, have been transferred to Opto Cardiac Care Ltd., a
 wholly-owned subsidiary of the Company. similarly, investments of
 subsidiaries–eurocor and n.s.remedies, were transferred to Opto eurocor
 Healthcare Ltd., a wholly-owned subsidiary of the Company.
 
 These initiatives will serve the larger goal of increasing the
 Company''s global market share and emerging markets penetration in the
 coming fiscal and the years to follow.
 
 Ir: What is your long term vision for the company?  chairman: my vision
 is for Opto Circuits to be a peer of scale in the world markets in the
 medical technology domain. Opto Circuits should be a Company that
 clinicians and patients around the world recognize for medical device
 innovation, efficiency, accuracy and safety. it would mean that besides
 developing and manufacturing products of great efficacy and quality, we
 would have to build a great corporate brand that lends its power and
 values to every product that is launched from its stable.
 
 Also, in our endeavour to achieve global access, we become instrumental
 in introducing proven diagnostic and treatment options of one country
 into another; we become the harbingers of medical hope in countries
 that have had no access to such technologies before. therefore, i
 believe that Opto Circuits will continue to influence the propagation
 and adoption of new life saving technologies across various parts of
 the world.
 
 Ir: chairman, any final message to your shareholders?  chairman: Yes. i
 would like to thank all shareholders for their continued support. i
 would like to reiterate that the members of the Board and the
 management are committed to the long term growth and profitability of
 this Company.
 
 I would also like to add that nothing your Company has achieved would
 have been possible without the concerted efforts of various other
 stakeholders around the world. i would, therefore, like to extend my
 most sincere gratitude to all our customers, channel partners, vendors,
 colleagues, banking partners and regulatory authorities. i wish
 everyone a great fiscal 2012.
 
 IR: Thank you, Chairman.