To the Members of the Company,
 
 The Directors have pleasure in presenting the Twenty Sixth Annual
 Report on the business and operations of your Company with Audited
 Accounts for the year ended 31st March 2011. The financial results of
 the Company are summarized below:
 
 FINANCIAL RESULTS:
 
 PARTICULARS                             2010-11         2009-10
                                         AMOUNT (RS.)    AMOUNT (RS.)
 
 Profit Before Depreciation &            9923324.00      13290681.00
 Taxation
 
 LESS: Depreciation                      1601456.00        648849.00
 
 Profit For The Year Before              8321868.00      12641832.00 
 Taxation
 
 Less: Provision for taxation
 
 Current tax                             3015747.00       3675000.00
 
 Deferred tax                            (387553.00)      (69,533.00)
 
 Fringe Benefit Tax                      -                -
 
 Excess Provision of Income Tax          -                   4213.00
 reversed
 
 Profit After Tax                        5693674.00       9032153.00
 
 Less: Provision for Dividend            -                2572500.00
 
 Less: Provision for Corporate           -                 437196.00
 Dividend Tax
 
 Profit After Tax & Dividend             5693674.00       6022457.00
 
 Add: Brought forward from last         12344491.00       6322035.00
 year
 
 Net Profit Carried to Balance          18038165.00      12344491.00
 Sheet
 
 FINANCIAL PERFORMANCE:
 
 During the year under review, your company recorded total income of Rs.
 153.84 Crore, as against Rs. 51.31 Crore in the previous year. Net
 Profit for the financial year ended March 31, 2011 was Rs. 56.94 Lakhs.
 Your Directors are optimistic of higher business volumes and
 profitability in the coming years.
 
 DIVIDEND:
 
 In order to retain liquidity, your Directors do not recommend payment
 of any dividend during the year.
 
 MANAGEMENT DISCUSSION AND ANALYSIS AND CORPORATE GOVENRANCE; 
 
 As required under Clause 49 of the Listing Agreement, Reports on
 Management Discussion and Analysis and Corporate Governance together
 with the Certificate of Auditors on Corporate Governance are provided
 separately in the Annual Report and forms part of Directors'' Report.
 
 DIRECTORS:
 
 In accordance with the provisions of the Companies Act, 1956 and the
 Articles of Association, Mr. Ramesh Gorantla and Mr. Harish N Sureka
 retires by rotation at the ensuing Annual General Meeting and being
 eligible, offers themselves for re-appointment.
 
 Mr. Sanjiv H Kathuria, Director of the Company has resigned with effect
 from 23rd October, 2010.  Mr. Dileep Vastimal Mehta, Dr. Beharam Shavak
 Pardiwalla and Mr. Asokan Ganapathy, were appointed as Additional
 Directors of the Company on 23rd October, 2010. Further, Mrs. Mumtaz
 Fazal Shaikh and Mr. Jaaved Jaaferi, were appointed as Additional
 Directors of the Company w.e.f 01st January, 2011 and Mrs. Yogita
 Muralidharan, who was appointed as Additional Director of the Company
 on 12th February, 2011.
 
 It is proposed to appoint Mr. Dileep Vastimal Mehta, Dr.  Beharam
 Shavak Pardiwalla, Mr. Asokan Ganapathy, Mrs. Mumtaz Fazal Shaikh, Mr.
 Jaaved Jagdeep Jaaferi and Mrs. Yogita Muralidharan as Directors liable
 retire by rotation at the ensuing Annual General Meeting.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT: Pursuant to provisions of Section
 217 (2AA) of the Companies Act, 1956 the Directors confirm that:
 
 (i). In the preparation of the annual accounts, the applicable
 accounting standards have been followed along with proper explanation
 relating to material departures;
 
 (ii). Appropriate accounting policies have been selected and the
 directors have applied them consistently and made judgments 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 2010-2011 and of the profit and loss of the Company for the
 period;
 
 (iii). Proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of this
 Act for safeguarding the assets of the Company and for preventing and
 detecting fraud and other irregularities;
 
 (iv). The annual accounts have been prepared on a going concern basis.
 
 FIXED DEPOSIT:
 
 The Company has not invited or accepted any deposits during the
 financial year 2010-2011
 
 AUDITORS:
 
 M/s. P. Jitender Reddy & Co, the Statutory Auditors of the Company,
 retires at the conclusion of the ensuing Annual General Meeting and
 being eligible, offer themselves for re-appointment. The Company has
 received a letter from them to the effect that their appointment, if
 made, would be within the prescribed limit under section 224 (1) (B) of
 the Companies Act, 1956. Your Directors recommend re-appointment M/s.
 P.  Jitender Reddy & Co, as Auditors of the Company, at the ensuing
 Annual General Meeting
 
 COMMENTS ON AUDITOR''S REPORT:
 
 As regards Point 7 of the annexure to the Auditors report, the
 directors are looking after the day-to-day business of the Company and
 expenditure on formal internal audit system is not warranted.  However
 your company is in process of appointing an internal auditor or will
 setup a separate internal audit system.
 
 PARTICULARS OF EMPLOYEES UNDER SENCTION 217(2A):
 
 The Provisions of Section 217(2A) of the Companies Act, 1956 read with
 the Companies (Particulars of Employees) Rules 1988, as amended are not
 applicable to the Company, as there are no employees whose remuneration
 is in excess of the limits prescribed under the afore said provison.
 
 LISTING:
 
 The Equity Shares of the Company are at present listed with the Bombay
 Stock Exchange Limited and National Stock Exchange of India Limited.
 The Company is regular in payment of listing fee.
 
 CASH FLOW STATEMENT:
 
 In conformity with the provisions of Clause 32 of the Listing Agreement
 and requirements of Companies Act, 1956, the Cash Flow Statement for
 the F.Y ended 31.3.2011 is annexed here to.
 
 SUBSIDIARIES:
 
 Your Company has two subsidiaries namely Amsol Inc., USA and United
 Consultancy Services Inc., USA and there has been no material change in
 the nature of business of the subsidiaries.
 
 According to the provisions of Section 212 of the Companies Act, 1956,
 the Balance sheet of above subsidiaries attached to this report.
 
 CONSERVATION OF ENERGY:
 
 Although the operations of the Company are not energy intensive, the
 management is highly conscious of the criticality of the conservation
 of energy at all operational levels. The requirement of disclosure of
 particulars with respect to conservation of energy as prescribed in
 Section 217 (1) (e) of the Companies Act, 1956 read with the Companies
 (Disclosure of Particulars in the Report of Board of Directors) Rules,
 1988, are not applicable to the Company and hence are not provided.
 
 FOREIGN EXCHANGE EARNING AND
 
 EXPENDITURE
 
 Foreign exchange used                NIL
 (Previous Year Rs 2,08,42,371/-)
 
 Foreign exchange earned              NIL
 (Previous Year Rs.Nil)
 
 CHANGE IN NAME OF THE COMPANY:
 
 As the members may be aware that your company has ventured into
 Information Technology related business and to reflect name with the
 current activities of the Company, the name of the company was changed
 from Spectacle Industries Limited to Spectacle Infotek Limited by way
 of special resolution passed at an Extra Ordinary General Meeting held
 on October 16, 2010 and also complied with the necessary formalities
 with the Registrar of Companies and with the Stock Exchange(s).
 
 ACKNOWLEDGEMENT:
 
 Your directors take this opportunity to place on record their warm
 appreciation of the valuable contribution, unstinted efforts and the
 spirit of dedication by the employees and officers at all levels in the
 progress of the Company during the year under review.
 
 Your directors also express their deep gratitude for the assistance,
 co-operation and support extended to your company by the bankers,
 customers as well as the investing community and look forward to their
 continued support.
 
                             For and behalf of the Board of Directors
 
                             Sd/-                                Sd/-
 
                             Tejesh Kumar                Shaikh Fazal
                             Kodali                      Mehmood
 
                             Chairman &               Vice Chairman &
                             Managing Director  Jt. Managing Director
 
 Place: Mumbai 
 Dated: 30/05/2011